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Home My WebLink About001251 Original Contract The City of Port Angeles CITY CLERKS COPY Record # 001251 INTERAGENCY AGREEMENT For UNDER BRIDGE INPSECTION TRUCK([.KBIT) SERVICES between CITY OF SEATTLE DEPARTMENT OF TRANSPORTATION And CITY OF PORT ANGELES THIS AGREEMENT is made and entered into by and between the Seattle Department of Transportation, hereinafter the "SDOT," and the City of Port Angeles, hereinafter the "Port Angeles", collectively referred to as the "Parties" and individually referred to as the "Party" for providing UBIT services to Port Angeles. RECITALS WHEREAS, City of Port Angeles has a need for UBIT services for purposes of bridge inspection and/or maintenance; and WHEREAS, SDOT has qualified staff and equipment necessary to perform the work desired by Port Angeles; and WHEREAS, SDOT and the City of Port Angeles now desire to set forth the terms and conditions by which SDOT will provide UBIT operations services for which Port Angeles will reimburse the SDOT for providing those services; NOW, THEREFORE, in consideration of the terms, conditions and covenants set forth herein, the Parties hereto agree as follows: AGREEMENT 1. SCOPE OF SERVICES 1.1. SDOT will operate the UBIT truck to assist Port Angeles to gain access to the underside of Port Angeles bridges for purposes of inspection and/or maintenance (Work). SDOT will be responsible for all operations of the UBIT truck, including transporting it to and from Port Angeles. Port Angeles will assume no liability for the operations or transport of the UBIT truck. 1.2. SDOT shall submit cost estimate to Port Angeles prior to the Work for all labor, equipment, material, and travel cost. The cost estimate shall be submitted as Exhibit A. Port Angeles will accept or decline the cost estimate within five business days of receipt 1.3. Port Angeles will submit Work request at a minimum of sixty(60) days in advance. 1.4. SDOT will make a good faith effort to accommodate Port Angeles request, but not at the expense of SDOT's existing UBIT schedule. SDOT will notify Port Angeles in a reasonable amount of time(at least 24hrs) should the need arise.. 1.5. Port Angeles agrees to follow all of SD0T*s safety policies for UBIT operation including, but not limited to traffic control, railroad flagging, and fall protection. Port Angeles will be liable for any damage or injuries that arise from Port Angeles*s failure to adhere to SDOT's safety policies. 1.6. Port Angeles will attain Railroad flagger from the lines that govern the tracks below Port Angeles bridges, flaggers need to be on site at the time of inspection before Work can begin. 1.7. Port Angeles will be responsible for devising and operating traffic setups and traffic control plans. 1.8. Port Angeles will obtain any required permitting and implement environmental best management practices necessary to accomplish the Work. 1.9. Port Angeles will provide SDOT with location of each bridge prior to the Work. 2. TERM 2.1. This AGREEMENT will be effective upon execution by both Parties and run through December 31, 2021, 3. BILLING AND PAYMENT 3.1. SDO,r shall be reimbursed for actual direct and related indirect costs incurred for the work, Said cost shall include all labor, related indirect costs which include overhead, fringe, material, and equipment. Related indirect costs shall also include compensation identified in SDOT personnel's bargaining agreement, These costs include, but are not limited to, meal tickets, traveling expenses and late lunch/no lunch reimbursements. 3.2. SDO,r shall submit itemized progress invoices to Port Angeles, Port Angeles shall provide payment to SDOT within thirty (30) calendar days of receipt of an itemized invoice, No more than one invoice per month shall be submitted to Port Angeles by SDOT. It is agreed that Port Angeles may,upon review of an invoice, withhold payment for disputed charges, until such time that the Parties come to an agreement as to the appropriates of the charges and that, upon completion of the Work, all required adjustments will be made and reflected in the final payment. 4. TERMINATION 4.L This AGREEMENT may be terminated by either Party upon the giving of thirty (30) calendar days' written notice to the other Party, at which time any remaining financial obligations for services rendered prior to termination shall be paid in full. SDOT/Port Angeles Interagency Agreement for UBIT services Page 2 of 4 4.2. In the event that services are terminated prior the term of this AGREEMENT, all direct and indirect phasing.-out cost shall be paid by the Party requesting termination, Termination coast claimed shall not exceed the actual coasts incurred as a result of termination. . REPRESENTATPVES 5.1. The persons responsible for administration of this AGREEMENT on behalf oaf each:party shall be the SDOT Director or designee, and City of Port Angeles City Manager or his designee. All correspondence, letters or other notices shall be directed to the foregoing Parties at the following addresses/phone numbers,or to their established agency designee: Seattle Department of Transportation City of Port Angeles,Washington Paul o . _T&JLS V1 Jonathan Boehme Structures Gyps& Maint. Manager Civil Engineer 11 700 Fifth Avenue, Suite 3900 321 E yah Street PO Box 34996; Seattle, WA 98124-4995 Port Angeles,WA 98362 206.684.8325 360-417-481.1 ail. ot to,on ,seatt e, ov ��a aehme e4cityoj a,us 6. AMENDMENTS TS 6A. This Agreement may be amended by the, mutual agreement of the Parties. Such amendments or modifications shall not be binding unless put in writing and signed by persons authorized to hind each oaf"the Parties. . INDEMNIFICATION: .1. To the extent authorized by law,the Parties shall indernnify and hold harmless one another and their employees and/or officers from and shall process and defend at its own expense any and all claims, demands, suits at law or equity, actions, penalties,, losses, damages (both to persons and/or property), or costs, of whatsoever kind or nature, brought against the one Party arising out of, in connection with, or incident to the other Party's. performance or failure to perform any aspect of this AGREEMENT, provided, however, that if such claims are caused by or result from the concurrent negligence of(a)the SDOT and (b) the Port Angeles, their respective employees and/oar officers, or involves those actions covered by RCW 4.24.115,this indemnity provision shall be valid and enforceable only to the extent of the negligence of the SD T or bort Angeles, and provided further, that nothing herein shall require the SDOT or Port Angeles to hold harmless or defend the other or its employees and/or officers from any claims arising from that Party's sole negligence or that of its employees and/or officers. 7.2. Further,, SDOT agrees that its obligations under this Section extend to any claim,demand, and/or cause of action brought by, or on behalf of,any of its employees. For this purpose, the SDOT,by mutual negotiation with the Port Angeles,hereby waives with respect to the SDOT/Port.Angeles Interagency Agreement for U1317."services Page 3 of 4 Port Angeles only, any immunity that would otherwise be available to it against such claims under the Industrial Insurance Provisions of Title S1, RCW. 7.3. The terms of Section 7.1 shall survive the termination of this Agreement. 8. OTHER PROVISIONS 8.1. No liability shall attach to SDOT or Port Angeles by reason of entering into this AGREEMENT except as expressly provided herein. 8.2. This AGREEMENT contains the entire written agreement of Parties and supersedes all prior discussion. This AGREEMENT may be amended only in writing, signed by both parlics. 8.3. In providing services under this AGREEMENT, SDOT shall be deemed an independent contractor for all purposes and its employees shall not in any manner be deemed to be employees or agents of Port Angeles for any purpose. SDOT shall be responsible for all federal and/or suite tax, industrial insurance and Social Security liability that may result from the performance of and compensation for these services and shall make no claim of' career service or civil service rights which may accrue to the lending party employee under State or local law, IN WITNESS WHEREOF,the Parties hereto have executed this AGREEMENT on the day and the year last written below. Seattle Department of Transportation City of Port Angeles t�wel,e,i Williams, CPRS Director Dan McKeen City Manager Seattle Department of Transportation City of Port Angeles I 1-7 Date Date SDOT/Port Angeles Interagency Agreement for UBIT services Page 4 of 4