HomeMy WebLinkAbout4.626 Original ContractPROFESSIONAL SERVICES CONTRACT
This contract is entered into on this 18 day of August, 2009, between the City of Port Angeles, a
municipal corporation of the State of Washington (hereinafter referred to as "City"), and Exponent
Consulting Services (hereinafter referred to as "Contractor ")
In consideration of the covenants and promises set forth herein, the parties hereto agree as
follows:
1. Scone of Services. Contractor hereby agrees to perform consulting and technical
services for the City as the City may assign to it from time to time Each assignment shall be
described in detail in a separate Task Order Each Task Order shall be subject to the terms and
provisions of this Contract. Each Task Order shall be interpreted as and considered to be a
separate agreement, independent from any other Task Order A Task Order shall not be binding
on either party until it has been accepted and signed by both parties
In performing services under this Contract, the Contractor shall perform in accordance
with generally accepted professional engineering practice
2. Term. This Contract shall be for the period of August 4, 2009 through December 31,
2011.
3. Compensation & Payment.
a. Compensation As consideration for the tasks performed pursuant to this
Contract and for services to be performed by the Contractor, the City agrees to
pay the Contractor according to the cost schedule set forth in Exhibit A, attached
b Payment. Contractor shall submit invoices to the City monthly with
documentation supporting and detailing work performed on behalf of the City
The City shall review Contractor's invoices for payment within 20 days of receipt,
and payment shall be made by the City to Contractor within 21 days after
approval by City.
4. Expenses. Expenses incurred by the Contractor on behalf of the City in the course of
performance of this Contract by the Contractor must be approved by the City in advance.
Reimbursement for travel expenses will be limited to the terms and amounts the City pays for
travel reimbursement to its employees. Expenses shall be itemized on invoices submitted by
Contractor to the City
To the extent necessary and appropriate to the tasks assigned to the Contractor, City shall
provide, at its expense, access to City files and documents necessary to accomplish the Tasks
assigned to the Contractor
5. Relationship of Parties. Contractor shall act as an independent contractor and not as
an employee, agent, or officer of the City. The Contractor shall not be authorized to bind the City
to any position, contract, or agreement. Contractor shall assume full responsibility of all federal,
state, and local taxes and contributions imposed or required, including, but not limited to,
unemployment insurance, Social Security, and income tax withholding and shall not be entitled to
the benefits provided by the City to its employees.
6. Assianment. The Contractor shall not assign or delegate any of the work covered by this
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Contract without the express written consent of the City
7. Use of Work Product; limitation on damages. The City assumes full and complete
responsibility for all uses and applications of Contractor's recommendations, or work under this agreement, or
failure to use recommendations or work, and agrees to indemnify and hold harmless Contractor, its affiliates,
officers, directors, employees, agents, and stockholders against any and all liability, damages, losses, claims,
demands, actions, causes of action, and costs including attorney's fees and expenses ('Claims ") resulting
from the death or injury to any person or damage to any property or any other alleged or actual damages
resulting from the aforementioned use, application, or nonuse of Contractor's recommendations or work under
this agreement. Notwithstanding the foregoing, City's indemnification obligation shall not extend to those
Claims that arise out of Contractor's gross negligence or willful misconduct.
Neither party shall be liable to the other party for any indirect, incidental, consequential, exemplary, punitive or
special damages, arising out of or related to this agreement including damages for loss of business profits,
business interruption, loss of business information and the like, whether or not such party has been advised of
the possibility of such damages
8. Ap Law. This contract shall be governed by, and construed in accordance with, the
taws of the State of Washington
9. Modification. This contract may be modified, or its term extended, by written modification
hereto
IN WITNESS WHEREOF, the parties hereto have executed this contract the date and year
indicated below
Date r`3- p_dq
CITY OF PORT ANGELES EXPONENT, INC
By
(Kent leers
City 1� ana r
ATTEST
!rte SO, ✓.
Becky J. Up n, C Clerk
Date. August 18. 2009
ice`` Tsuji, Pnncipal
Exponent Consulting Services
APPR 'VED AS TO ORM
_k
William E Bloor, City Attorney
GA Legat _Backup■GREEMENTS8CONTRACTSQ008 Agmts8Cantracts1M dsen - Professional Service Contract City of PA OB 28 08 Om
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Eponent
PROFESSIONAL FEES
The staff of Exponent comprises highly qualified professionals - both employees and consultants. Exponent charges its clients for
services provided according to the skill level of the individual assigned to the client's project. For billing purposes, Exponent provides
the following staff classifications that designate relative experience, training, and accomplishment within a technical field together
with the range of standard hourly fees charged for their services.
Principal / Officer'
Senior Manager
Manager
Senior Engineer/
Scientist/Associate
Engineer /Scientist/
Associate
Technical /Research
Specialist
Technical Assistant
Administrative/
Non - technical
Assistant
CONSULTING SERVICES
SCHEDULE OF RATES & CHARGES
Senior -level technical or management person, responsible for technical direction 5260.00 - $600.00
or general management or administration of the Firm.
Senior technical professional providing high -level or individual consulting $225.00 - $425.00
assignments, or overall technical direction of projects, may have management
responsibility for a technical field within the Firm.
Senior technical professional providing high -level or individual consulting $175.00 - $375.00
assignments or overall technical direction of projects.
Experienced technical professional skilled in planning, organizing, controlling, $140.00 - 5260.00
and executing complex, higher -order projects or assignments.
Trained /degreed professional responsible for executing technical assignments 5100.00 - $225.00
in support of client projects.
Personnel experienced in instrumentation, programmer testing, library science, $ 80.00 - S195.00
or the development or execution of research methodologies in support of
technical /engineering projects.
Laboratory, data processing, engineering - graphics, engineering technician, or $ 60 00 - $135.00
other personnel responsible for the execution of specialized tasks in support of
technical / engineering projects.
Personnel who assist technical staff in various administrative non - technical $ 60.00 - $125.00
areas, including scheduling, report productions, communications, logistics, and
project support.
Rates do not include Chairman Emeritus, Dr Roger McCarthy Dr McCarthy's rate is $800.00/hour
The above hourly rates represent the professional fees charged by Exponent for work performed within the continental United States.
A rate is established for each employee within his /her classification, based on that person's individual qualifications and experience.
These rates are modified annually on or about January 1, or otherwise at the discretion of Exponent. For projects conducted outside
the continental United States, premium rates may be applied to adjust for cost -of- living differentials. Premium rates may also be
applied when, at the client's request, work is to be accomplished in such a way as to increase costs to Exponent. This may occur
due to schedule constraints or planned inefficiencies. Premium rates for this work shall be no less than 15% greater than the hourly
rates quoted above. Payment is required in U.S. dollars within thirty (30) days after receipt of invoice, or interest charges may be
applied.
FIXED - PRICE SERVICES
When the services required or the character of the final work product are sufficiently defined, Exponent may provide such services or
deliverables on a fixed -price basis.
SPECIAL PROJECTS
Specialized software, methodologies, services, or technical products developed by Exponent will be charged at rates that reflect
development costs and equivalent technical value. Specific prices and terms of agreement will be provided upon request.
EQUIPMENT CHARGES
Technical equipment may be used both in -house and in the field to assist Exponent personnel in their work. An hourly access fee is
charged for selected equipment, for which examples are the scanning electron microscope and the Materials Test System.
OTHER PROJECT EXPENSES
Air travel is charged at the most effective fare basis for the project involved and is invoiced to the client at Exponent's cost. Exponent
personnel below the principal classification charge coach fares per Exponent's policy Local mileage is charged in accordance with
I.R.S. guidelines. Some project expenses requiring administrative processing are charged at cost plus fifteen percent (15 %). These
may include (but are not necessarily limited to) meals, materials, equipment, outside laboratory tests. outside computer charges,
special printing and reproduction, shipping charges, special fees, or supplemental insurance. Consumable materials may be charged
in some instances on an applied rate rather than an incurred cost basis. Professional expenses related to legal discovery
requirements brought about by Exponent's services will be charged at the above rates.
Revision 20090310
Exponent°
August 20, 2009
Mr. William Bloor
City Attorney
City of Port Angeles
P.O. Box 1 150
321 E. 5
Port Angeles, WA 98362
Subject: Comments on Ecology Issue Papers
Project No. BE03079.004
Dear Bill:
6E03079.004 MG20
Exponent
15375 SE 3oth Place
Suite 250
13ellevue, WA 98007
telephone 425- 519-8700
facsimile 4 -8 799
WWW cxponcnt.cum
Thank you for retaining Exponent for technical services related to the above - referenced matter.
This letter presents our current understanding of the scope of services sought and terms of the
engagement.
Our scope of services is anticipated to include preparation of comments based on our review and
evaluation of the Ecology MTCA & SMS Issue Summary Papers for submission by the August
31, 2009 deadline for public comment. We focused our review on those issue summary papers
of potential interest to the City of Port Angeles, particularly those that affect marine sediment
cleanup levels. Of the issues we identified and summarized in our August 14, 2009 memo to
you, we will focus our comments to Ecology on those with potential future impact on local
businesses and economic development for the City of Port Angeles.
In addition, we will attend the City of Port Angeles Council meeting on September 1, 2009 to
present a summary of the content of the Issue Papers that may have implications for the City. .
The budget for this task will not exceed $15,800.
Exponent's services will be provided on a time -and- expense basis. Charges will include
professional fees (commensurate with the level of expertise of the personnel assigned to the
project), equipment usage fees, and other out -of- pocket expenses according to our Schedule of
Rates & Charges, a copy of which is enclosed and made a part hereof by reference.
Exponent's services are provided in accordance with Terms and Conditions of Agreement,
provided by the client, and agreed upon by both parties. Work will begin when the Agreement
has been signed by both parties. It is our understanding that Exponent's retention on this project
is solely with your organization and all charges (i.e., fees and expenses) incurred by Exponent
4.(0210
Mr. William Bloor
August 20, 2009
Page 2
on this project will be the responsibility of the City of Port Angeles, independent of other
parties /payees involved. If our understanding is not correct and your organization is not
responsible for these charges, please have the responsible party sign this letter to signify that the
terms are acceptable and Exponent is authorized to commence work as described herein. If
invoices should be mailed to an address other than the one above, please provide that
information with the signed letter.
Based on the information you have provided, we have performed a conflict -of- interest check for
the following parties:
cc:
BE03079.003 JT05
• City of Port Angeles
• Nippon Paper Industries USA CO., LTD.
• Washington Department of Ecology
Using this information, Exponent has determined that it does not currently have a conflict that
would preclude us from assisting you in this matter. Please inform me as soon as possible if this
list of parties is inaccurate or incomplete, or if other parties become involved as this matter
proceeds.
Please indicate your understanding and acceptance of the terms of retention by signing and
returning a copy of this letter. If you have any questions or require additional information,
please do not hesitate to contact me at 425 -519 -8768. We look forward to working with you.
Sincerely,
„e _ 7
Joyce S. Tsuji, Ph.D., DART
Principal
Accepted by:
Authorized Signa
Kent Myers, City Manager
Name and Title
City of Port Angeles
Organization
August 20, 2009
Date