Loading...
HomeMy WebLinkAbout001056 Original ContractCity of Port Angeles Record # 001056 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE THE CITY OF PORT ANGELES AND STUDIO CASCADE, INC RELATING TO: COMPREHENSIVE PLAN UPDATE THIS AGREEMENT is made and entered into as of the date of the last signature affixed below by and between THE CITY OF PORT ANGELES, a non - charter code city of the State of Washington, (hereinafter called the "CITY ") and Studio Cascade, INC, a Washington Corporation (hereinafter called the "CONSULTANT "). WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the Scope of Services as detailed in Exhibit A, and WHEREAS, the CONSULTANT represents that it is in full compliance with the statutes of the State of Washington for professional registration and /or other applicable requirements, and WHEREAS, the CONSULTANT represents that it has the background, experience, and ability to perform the required work in accordance with the standards of the profession, and WHEREAS, the CONSULTANT represents that it will provide qualified personnel and appropriate facilities necessary to accomplish the work; NOW, THEREFORE, in consideration of the above representations and the terms, conditions, covenants, and agreements set forth below, the parties hereto agree as follows: SCOPE OF SERVICES General Scope. The scope of professional services to be performed and the results to be achieved by the CONSULTANT shall be as detailed in the attached Exhibit A and shall include all services and material necessary to accomplish the work. The CITY may review the CONSULTANT'S services, and if they do not meet the Professional Standard of Care the CONSULTANT shall make such changes as may be required by the CITY. Such changes shall not constitute "Extra Work" as related in Section XII of this Agreement. Any changes made necessary due to causes outside the CONSULTANT'S reasonable control shall be provided as an extra work herein. Page 1 of 8 The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the standards of the planning profession for similar services on similar projects of like size and nature and in compliance with applicable federal, state and local laws. The Scope of Services may be amended upon written approval of both parties. II OWNERSHIP OF DOCUMENTS Upon completion of the work, all documents, exhibits, digital photos, or other presentations of the work, with the exception of those standard details and specifications regularly used by the CONSULTANT in its normal course of business, shall upon payment of all amounts rightfully owed by the CITY to the CONSULTANT herein become the property of the CITY for use without restriction and without representation as to suitability for reuse by any other party unless specifically verified or adapted by the CONSULTANT. However, any alteration of the documents, by the CITY or by others acting through or on behalf of the CITY, will be at the CITY's sole risk. III DESIGNATION OF REPRESENTATIVES Each party shall designate its representatives in writing. The CONSULTANT'S representative shall be subject to the approval of the CITY. IV TIME OF PERFORMANCE The CONSULTANT may begin work upon execution of this agreement by both parties and written direction to proceed from the CITY. The duration of the Agreement shall extend through December 31, 2016. The work shall be completed in accordance with the schedule set forth in the attached Exhibit B. V PAYMENT The CITY shall pay the CONSULTANT as set forth in this section of the Agreement. Such payment shall be full compensation for work performed, services rendered, and all labor, materials, supplies, equipment and incidentals necessary to complete the work. A. Payment shall be on the basis of the CONSULTANT'S cost for actual labor, overhead and profit plus CONSULTANT'S direct non -salary reimbursable costs as set forth in the attached Exhibit C. B. The CONSULTANT shall submit invoices to the CITY on a monthly basis. Invoices shall detail the work, hours, employee name, and hourly rate; shall itemize with receipts and invoices the non -salary direct costs, subconsultants, and outside services; shall indicate the specific task or activity in the Scope of Service to which the costs are related; and shall indicate the cumulative total for each task. Page 2 of 8 C. The CITY shall review the invoices and make payment for the percentage of the project that has been completed less the amounts previously paid. D. The CONSULTANT invoices are due and payable within 30 days of receipt. In the event of a disputed billing, only the disputed portion will be withheld from payment. E. Final payment for the balance due to the CONSULTANT will be made after the completion of the work and acceptance by the CITY. F. Payment for "Extra Work" performed under Section XII of this Agreement shall be as agreed to by the parties in writing. VI MAXIMUM COMPENSATION Unless otherwise agreed to in writing by both parties, the CONSULTANT'S total compensation and reimbursement under this Agreement, including labor, direct non - salary reimbursable costs, subconsultant costs and outside services, shall not exceed the maximum sum of $61,510 . The budget for each task is as set forth in the attached Exhibit B. Budgets for task(s) may be modified upon mutual agreement between the two parties, but in any event, the total payment to CONSULTANT shall not exceed $61,510 VII INDEPENDENT CONTRACTOR STATUS The relation created by this Agreement is that of owner - independent contractor. The CONSULTANT is not an employee of the CITY and is not entitled to the benefits provided by the CITY to its employees. The CONSULTANT, as an independent contractor, has the authority to control and direct the performance of details of the services to be provided. The CONSULTANT shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. VIII EMPLOYMENT Employees of the CONSULTANT, while engaged in the performance of any work or services under this Agreement, shall be considered employees of the CONSULTANT only and not of the CITY, and claims that may arise under the Workman's Compensation Act on behalf of said employees while so engaged, and any and all claims made by a third party as a consequence of any negligent act or omission on the part of the CONSULTANT'S employees while so engaged, on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. In performing this Agreement, the CONSULTANT shall not employ or contract with any CITY employee without the CITY's written consent. Page 3 of 8 IX NONDISCRIMINATION The CONSULTANT shall conduct its business in a manner which assures fair, equal and non - discriminatory treatment of all persons, without respect to race, creed or national origin, or other legally protected classification and, in particular: A. The CONSULTANT shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity /affirmative action requirements; and, B. The CONSULTANT shall comply with all requirements of applicable federal, state or local laws or regulations issued pursuant thereto, relating to the establishment of non discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, Vietnam era veteran status, disabled veteran condition, physical or mental handicap, or national origin. X SUBCONTRACTS A. The CONSULTANT shall not sublet or assign any of the work covered by this Agreement without the written consent of the CITY. B. In all solicitation either by competitive bidding or negotiation made by the CONSULTANT for work to be performed pursuant to a subcontract, including procurement of materials and equipment, each potential sub - consultant or supplier shall be notified by the CONSULTANT of CONSULTANT's obligations under this Agreement, including the nondiscrimination requirements. XI CHANGES IN WORK Other than changes directed by the CITY as set forth in Section I above, either party may request changes in the Scope of Services. Such changes shall not become part of this Agreement unless and until mutually agreed upon and incorporated herein by written amendments to this Agreement executed by both parties. XII EXTRA WORK The CITY may desire to have the CONSULTANT perform work or render services in connection with this Agreement, in addition to the Scope of Services set forth in Exhibit A and minor revisions to satisfactorily completed work. Such work shall be considered as "Extra Work" and shall be addressed in a written supplement to this Agreement. The CITY shall not be responsible for paying for such extra work unless and until the written supplement is executed by both parties. Page 4 of 8 XIII TERMINATION OF AGREEMENT A. The CITY may terminate this Agreement at any time upon not less than ten (10) days written notice to the CONSULTANT. Written notice will be by certified mail sent to the CONSULTANT's designated representative at the address provided by the CONSULTANT. As a condition precedent to termination for cause the CONSULTANT shall be given the notice period to cure such cause and shall have failed to so cure. B. In the event this Agreement is terminated prior to the completion of the work, a final payment shall be made to the CONSULTANT, which, when added to any payments previously made, shall compensate the CONSULTANT for the work completed. C. In the event this Agreement is terminated prior to completion of the work, documents that are the property of the CITY pursuant to Section II above, shall be delivered to and received by the CITY prior to transmittal of final payment to the CONSULTANT. XIV INDEMNIFICATION /HOLD HARMLESS CONSULTANT shall defend, indemnify and hold the CITY, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the negligent acts, errors or omissions of the CONSULTANT in performance of this Agreement, except for injuries and damages caused by the sole negligence of the CITY. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the CONSULTANT, the CITY, and the officers, officials, employees, and volunteers of either, the CONSULTANT'S liability hereunder shall be only to the extent of the CONSULTANT'S negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the CONSULTANT'S waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. However, the CONSULTANT expressly reserves its rights as a third person set forth in RCW 51.24.035. XV INSURANCE The CONSULTANT shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, representatives, employees or subcontractors. No Limitation. CONSULTANT'S maintenance of insurance as required by the Page 5 of 8 agreement shall not be construed to limit the liability of the CONSULTANT to the coverage provided by such insurance, or otherwise limit the CITY'S recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance CONSULTANT shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non - owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage; and, 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, and personal injury and advertising injury. The CITY shall be named as an insured under the CONSULTANT's Commercial General Liability insurance policy with respect to the work performed for the CITY; and, 3. Workers' Compensation coverage as required by the Industrial Insurances laws of the State of Washington; and 4. Professional Liability insurance appropriate to the CONSULTANT's profession. B. Minimum Amounts of Insurance CONSULTANT shall maintain the following insurance limits: Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 3. Professional Liability insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability and Commercial General Liability insurance: The CONSULTANT's insurance coverage shall be primary insurance as respect the CITY. Any insurance, self- insurance, or insurance pool Page 6 of 8 coverage maintained by the CITY shall be excess of the CONSULTANT's insurance and shall not contribute with it. 2. The CONSULTANT shall provide CITY and all Additional Insureds with written notice of any policy cancellation within two (2) business days of their receipt of such notice. 3. Any payment of deductible or self - insured retention shall be the sole responsibility of the CONSULTANT. 4. The CONSULTANT'S insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. E. Verification of Coverage CONSULTANT shall furnish the CITY with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the CONSULTANT before commencement of the work. XVI APPLICABLE LAW This Agreement shall be construed and interpreted in accordance with the laws of the State of Washington, and in the event of dispute the venue of any litigation brought hereunder shall be Clallam County. XVII EXHIBITS AND SIGNATURES This Agreement, including its exhibits, constitutes the entire Agreement, supersedes all prior written or oral understandings, and may only be changed by a written amendment executed by both parties. The following exhibits are hereby made a part of this Agreement: Exhibit A: Scope of Services Exhibit B: Schedule of Work Exhibit C: Budget & Consultant's Hourly Rates Page 7 of 8 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. CITY OF PORT ANGELES CONSULTANT STUDIO CASCADE, INC. DATE: APPROVED AS TO FORM: WIL�tIAi'`M OR, CITY ATTEST: onk( �LiLww J nifer Veneklasen, CITY CLERK Page 8 of 8 Exhibit A Scope of Work Step 1— Baseline Reviewing the City's adopted policy and the planning work completed to date, listening to community stakeholders and outlining an engagement calendar make up this first part of our work. Time spent here will make our engagement efforts more efficient and effective, sympathetic to community needs and consistent with what the City needs out of this work. One of the first things we'll do is to design a public engagement program, setting the project's schedule and identifying specific public outreach and engagement activities. We'll review this with you to ensure we're providing the type and scale of engagement the community expects. We will make it available on line to help the public track our progress. We envision that we will create and maintain a project web page for direct link to the City's website. We will provide material for web posting and consult with the City on the most effective web strategy throughout the process. This website will also include social media platforms to the degree the City is comfortable using them, building a level of intuitive functionality that will invite constructive, fun public involvement throughout the engagement period. Information posters, flyers, and a variety of on -site exercises will inform, entertain, elicit and motivate. t,; 11 S ,�K, .. , I� �� A mainstay of our approach involves meeting and talking with people one -on -one. It is how we will broaden our understanding, adding faces, stories and ties to valuable networks for the process, and learning as much as possible about the values that make Port Angeles special. We love listening and conversing with folks, especially over coffee or in one of the many gathering spots we expect to visit. A critical outcome of interviews is the way it helps "seed" awareness of the process with the larger community, ensuring better participation through every means provided, and helping ensure long -term support for eventual implementation. We will coordinate with you to identify stakeholders and to schedule them to meet with us over a two or three -day period, either one -on -one or in small groups, to let us know what they believe is important in the plan update. We will take time in this task to review what's on the books, learning about the City's adopted plans and policies, work completed to date, programmed capital projects and other official actions that will influence the course of this project. Your comprehensive plan, budget forecasts, zoning, master plans, parks plan, permit review processes, planned street improvements, interlocal agreements, and street design standards will all play a part in the project's design and execution. We will review the existing comprehensive plan update against the Department of Commerce's GMA update checklist, identifying those elements that may still require modification as part of this process. Step 2 .r.0 Engagememt Step 2 is about putting the pieces together in the public's eye and having conversations about the proposed ways forward. This process will be both fun and challenging, with the consultant team, City staff, representatives from other agencies, and the community considering proposals and digesting them, addressing various issues, identifying opportunities and consolidating initial strategic thought. This interaction will ensure the planning process stays on track, and it will set up the community for participation through the plan's adoption and implementation. This step in the process will result in a vision statement that will be included in the plan. Key to our community conversation is this multi -day event, inviting the community to contribute directly to the evolution of planning concepts. We will attempt to secure a retail storefront for this event, giving it over as a public open house /studio space for an entire week. This event will call together the consultant team for an extended public conversation, inviting community members and agency representatives to participate at their own comfort levels. A vision workshop, probably best hosted as a Planning Commission event during our studio week, will provide a platform to assess, revise and confirm a preferred vision for inclusion in the plan. It will also soon reappear after the plan's adoption as a foundation for the City's strategic implementation session. While we expect to have a primary vision workshop at a central Port Angeles location, we anticipate running essentially the same event at two other locations, hopefully on sequential evenings. This will make it easier for residents in eastern and western Port Angeles to participate in reviewing and refining the community's vision ... and how it relates to comp plan policy. We will also coordinate with schools in these areas to see if we can involve staff, faculty and students in the process, perhaps by participating in an assembly, making a presentation at PTO meetings or designing the workshop to cater to kids and adults. a M The interactive process will continue, with the consultant team working to present, vet and refine the draft vision and plan frameworks through a variety of media. The final framework will emerge from this comprehensive public process, endorsed by the community members who will have shaped it and who will use it. This task will focus on consolidating the plan's message into a public engagement strategy, refining policy statements to achieve technical purpose while also generating public support for the plan. Step 3 —Draft plan In this step we'll work with you and the community to produce the comprehensive plan and craft an overall initial implementation strategy that is accessible and broadly communicated to the public. The preferred plan will guide decision - making, and it should be designed and formatted as an attractive, accessible document. This will facilitate public engagement and increase public confidence in the plan's message. The preferred alternative will present our team's interpretation of the process, consolidating feedback we will have received in the studio, from the community, by City staff and through the Planning Commission. We will produce an updated policy and spatial framework based on the results of Task 2.2's workshop for City review and comment. �. u This project's full success lies in the policy framework and strategy with which it will be implemented. We'll work with you to create a phased approach, prioritizing actions, identifying potential partners, estimating necessary resources - all geared to leveraging public support for the plan. This task will deliver a consolidated, full- version draft of the plan as prepared by the City, incorporating all required GMA elements within a structure that fulfills the City's objectives. It will be a first -blush look at the plan, how it's put together and how it integrates GMA and SEPA requirements. And it will be based on the work the City has done to date. We can be available to assist the City in the assembly and editing of the draft plan upon request. After staff has reviewed the screencheck draft and submitted it for Commerce review, we will conduct a community open house /workshop to present the draft plan and implementation strategy. u� We will plan this joint work session - perhaps programmed over several hours - to identify and resolve any points of conflict between the PC and CC. Step 4 —Adoptio This step in the process focuses on plan adoption and production of the final document. It assumes hearings before both the Planning Commission and the City Council and revisions to the plan as necessary to conform to City direction. Additional hearings or more extensive plan revisions may require increased City staff participation to ensure the project's budget is maintained. We will present the plan with staff at a Planning Commission public hearing, answering questions and facilitating commission recommendations as appropriate to our role in the process. We will present the plan with staff at a City Council public hearing, answering questions as appropriate and assisting with Council agreement and final adoption as appropriate to our role in the process. We will conduct a public workshop with staff to review the plan's implementation recommendations and prioritize action items based on the community's vision and available resources. We will also outline next steps in the production and publishing of the plan, assisting in that process by creating a final InDesign document. At this point the plan will migrate from a Word document to one that is more graphically rich, emerging as an InDesign document ready for inclusion of photos, maps and illustrations as necessary to communicate the plan's message. Exhibit B The table below presents the proposed project schedule. We will prepare a more refined and detailed public engagement program that will expand what is shown here, identifying specific outreach and engagement activities as agreed to with staff. Week of 1-1 N M W N M d' 4 H e-1 -- d' - r1 � It N N It N N N - a� to M N N O M N �D 10 M N �0 O N � n N �D I n rl N 1.1- Engagement program Project logo X Outreach schedule & protocols X 1.2 - Stakeholder interviews Interview summary X 1.3 - Policy assessment /checklists 2.1- Storefront studio 2.2 - Policy refinement 3.1- Preferred alternative Preferred policy framework X 3.2 - Preliminary draft plan Screencheck draft plan (by City) X 3.3 - Open house /workshop 3.4 - PC /CC joint work session 4.1- PC public hearing 4.2 - CC public hearing 4.3 - Strategy session 4.4— InDesign publication Budget The budget below identifies expected levels of effort for each consultant by task, with estimated hours, anticipated direct expenses for meeting venue rental and media placement, and anticipated reimbursable expenses for printing, meeting supplies and presentation materials. Task Grimes 150 Hastings 125 Hughes 125 1 Black 125 Total 1.1- Engagement program 4 600 12 1500 0 0 16 2000 4100 1.2 - Stakeholder interviews 20 3000 4 500 0 0 4 500 4000 1.3 - Policy assessment & checklists 4 600 0 0 4 500 0 0 1100 2.1- Storefront studio 40 6000 48 6000 8 1000 16 2000 15000 2.2 - Policy refinement 12 1800 12 1500 8 1000 8 1000 5300 3.1 - Preferred alternative 8 1200 8 1000 8 1000 8 1000 4200 3.2 - Preliminary draft plan 4 600 8 1000 4 500 12 1500 3600 3.3 - Open house /workshop 12 1800 8 1000 0 0 8 1000 3800 3.4 - PC /CC joint work session 12 1800 8 1000 0 0 8 1000 3800 4.1- PC public hearing 8 1200 4 500 0 0 4 500 2200 4.2 - CC public hearing 8 1200 4 500 0 0 4 500 2200 4.3 - Strategy session 8 1200 4 500 0 0 4 500 2200 4.4— InDesignpublication 8 1200 20 2500 8 1000 0 0 4700 Total 148 22200 140 17500 40 5000 92 11500 56200 Venue rental, media placement 2500 Reimbursables (at 5 %) 2810 Total 61510