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HomeMy WebLinkAbout5.787 Original Contract 5.787 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PORT ANGELES AND LARKIN AQUATICS THIS AGREEMENT is made and entered into this~day o~ by and between THE CITY OF PORT ANGELES, a non-charter code city of the State of Washington, (hereinafter called the "CITY") and LARKIN AQUATICS, A DIVISION OF LARKIN GROUP, INC., A Corporation (hereinafter called the "CONSULTANT"). e'\ WHEREAS, the CITY desires to develop a conceptual and opinion of costs for the proposed Aquatic Center at the YMCA site, and " I WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the scope of work as detailed in Exhibit A, 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: 1. SCOPE OF WORK 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 materials necessary to accomplish the work. . The CITY may review the CONSULTANT'S work product, and if it is not satisfactory, the CONSULT ANT 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. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the standards of the architectural/aquatic design profession and in compliance with applicable federal, state and local laws. The Scope of Work may be amended upon written approval of both parties. II. OWNERSHIP OF DOCUMENTS Upon completion ofthe work, all documents, data, exhibits, photographic negatives, or other presentations of the work shall become the property ofthe 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 or reuse I \Contracts\Aquatlc Ctr Lark1l1.doc 1 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. The work shall be completed in accordance with the schedule set forth in the attached Exhibit B. V. PAYMENT The CITY shall pay the CONSULT ANT 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. General clerical time shall be considered an overhead item, except where specific work items are involved that require one hour or more continued effort, in which case time will be charged on the basis of hours worked. 1. The direct non-salary reimbursable costs are those directly incurred in fulfilling the terms of this Agreement, including, but not limited to, travel, subsistence, telephone, CADD computer, reproduction and printing, supplies and fees of outside services and consultants. Ten percent (10%) overhead and profit may be added to direct non-salary reimbursable costs. 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; shall indicate the specific task or activity in the Scope of Work to which the costs are related; and shall indicate the cumulative total for each task. 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 day of receipt. In the event of a disputed billing, only the disputed portion will be withheld from payment. I'\Contracts\Aquatlc Ctr Larkm.doc 2 E. Final payment for the balance due to the CONSULTANT will be made upon 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 Iby 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 and outside services, shall not exceed the maximum sum of $15,000. CONSULT ANT agrees to fully perform and complete all services and work identified in the Scope of Work for a sum not to exceed $15,000. VII. INDEPENDENT CONTRACTOR STATUS The relation created by this Contract is that of employer-independent contractor. The Contractor is not an employee of the City and is not entitled to the benefits provided by the City to its employees. The Contractor, as an independent contractor, has the authority to control and direct the performance of the details of the services to be provided. The Contractor 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 CONSULT ANT, while engaged in the performance of any work or services under this Agreement, shall be considered employees of the COSULTANT 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 of 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 concent. 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. I \Contracts\Aquattc Ctr Larkm.doc 3 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/affirmation 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 veterans conditions, 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. The CONSULTANT will be using the firms submitted with its proposal as subcontractors. Subcontractors other than those listed shall not be permitted without the written consent of the CITY. C. 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 work. 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 project, in addition to the Scope of Work set forth in ExhIbit A and minor revisions to satisfactory 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 both parties execute the written supplement. XIII TERMINATION OF AGREEMENT I:\Contracts\Aquatic Ctr Larkm.doc 4 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. 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 percentage of work completed. C. In the event this Agreement is terminated prior to the completion ofthe work, documents that are the property of the CITY pursuant to Section II above, shall b delivered to and received by the CITY prior to transmittal of final payment to the CONSULTANT. XIV INDEMNIFICATION/HOLD HARMLESS The CONSULT ANT agrees to indemnify the CITY from claims, damages, losses, and costs, including, but not limited to, attorney's fees and litigation costs, arising out of claims by third parties for property damage and bodily injury, including death, caused solely by the negligence or willful misconduct of the CONSULTANT, CONSULTANT employees, affiliated corporations, officers, and subcontractors in connection with the work performed under this Agreement. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event ofliability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the CONSULTANT and the CITY, its officers, officials, employees, and volunteers, the CONSULTANT'S liability hereunder shall be only to the extent of the CONSULTANTS 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. The parties have mutually negotiated this waiver. 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 CONSULT ANT, its agents, representatives, employees or subcontractors. The CONSULTANT shall provide a Certificate of Insurance evidencing: I:\Contracts\Aquatlc Ctr Larkin.doc 5 1. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and, 2. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations; broad from property damage; explosion, collapse and underground (XCU) if applicable; and employer's liability; and, 3. Professional Liabilitv insurance with limits no less than $1,000,000 per occurrence. Any payment of deductible or self-insured retention shall be the sole responsibility ofthe CONSULTANT. The CITY shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the CITY as an additional insured shall be attached to the Certificate of Insurance. The CONSULT ANT'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. The CONSULTANT'S insurance shall be primary insurance as respects the CITY, and the CITY shall be given thirty (30) days prior written notice of any cancellation, suspension or material change in coverage. XVI APPLICABLE LAW This Agreement shall be construed and interpreted in accordance with the law 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 Work Exhibit B - Schedule for the Work I:\Contracts\Aquattc Ctr Larkm doc 6 Exhibit C - Consultant Fee For Services IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. ~~.~ City anager APPROVED AS TO FORM: 6;#,~-. Bill Bloor, City Attorney CITY OF PORT ANGELES CONSULTANT: LARKIN AQUATICS ATTEST: /I1J ~ TITLE: ~t-Af .' I:\Contracts\AquatIc Ctr Larklll.doc 7 Exhibit A Scope of Services Verification of Goals and Needs Assessment: The CONSULTANTS first task will be to interview City and Clallam YMCA staff to gather additional information. This will supplement the survey data and site evaluation data provided by the Pool Oversight Committee. The CONSULTANTS will then confirm and verify the goals and objectives of city staff. This will be done by reviewing trends in aquatics, questions and answer sessions, and providing a design charrette. From this information, the CONSULTANTS will develop an architectural program, which allocates spaces and functions within the project. Recreation Campus Planning: As a part of planning for the Aquatic Center, the CONSULT ANT is aware that there is a need to plan for a future that goes well beyond the scope of work prescribed in the request for proposal. In tandem with the CONSULTANT'S work on the aquatics center, the CONSULT ANT will work with city staff to develop a recreation campus master plan, which will include spatial allocations for additional recreation amenities, parking and related service functions. Building Programming: Using the information collected in our interview, the CONSULTANT'S design team will provide a building program, which will include spatial and volumetric allocations, anticipated finishes, furnishings and construction systems. Concept Development: The CONSULT ANT'S Team will generate a number of iterations of design concepts for your review through this process. The CONSULTANT will seek input from City Staff and the Oversight Committee to fine-tune the design to meet the programmatic, economic and design criteria setting forth the building program. Opinions of Probable Cost: Mike Bayles, in-house cost estimator for Larkin Aquatics, and Rick Anderson of Port Angeles, will generate opinions of probable cost. Mr. Bales brings his experience in aquatics and as a project manager in the construction industry to task. Mr. Anderson brings his experience with the local construction industry and will be an invaluable assist to your project. A majority of the CONSULTANT'S information will corne from contractors in the Puget Sound region, and manufacturers based on concept drawings and the CONSULTANT'S extensive detail set from past projects. I.\Contracts\Aquatic Ctr Larkin doc 8 Lines of Communication: In addition to a design charrette, milestone meetings and presentations provided for in the schedule, the CONSULTANT'S team would maintain close contact during the data collection and concept design process. The CONSULT ANT'S design team will utilize Internet based conferencing in order to bridge the gap between the design team and the City of Port Angeles. This allows the team to communicate and share documents and images over the Internet seamlessly in a single conference. More Specifically the Scope of Services are: . Assist the City of Port Angeles in the development ofthe conceptual design and opinion of probable cost for the proposed Aquatic Center. . Concept planning for a future recreation campus. . Provide a dimensionally accurate concept design to facilitate the deternlination of parking requirements, aquatic amenities and connectivity to the existing YMCA facility. . Provide a building program with spatial allocations and functional description. . Provide preliminary code review to facilitate the building program and concept design. . Provide open lines of communication between City Staff and design team. . Meet with City Staff and design team to facilitate information gathering, design review and presentation to the City Council. See proposed schedule below. . Provide presentation boards of concept plans. Three sets with electronic, reproducible copies. Deliveries: . Reproducible Electronic Concept Drawings for use by City Staff and Community groups to communicate to the design solutions to the public. (PDF or JPEG Format) . Three Dimensional Animation of the proposed Community Center design. . Hand Drawn Renderings and Elevations of the final facility Design. . Building program with Spatial Allocations and functional description. . Opinion of Probable Project Cost. . Opinion of Probable Operations Cost and Revenue. Sub-consultants: Larkin Aquatics will contract with Concept Dorrsers, Lindberg & Smith and Rick Anderson for assistance with this scope of work. L\Contracts\Aquatlc Ctr Larkm.doc 9 Exhibit B Schedule of Services (2006} Milestones Duration Start Finish Verification of Goals and Needs 2 Days 29 June 01 July Assessment Building Programming 14 Days 02 July 16 July Concept Development 15 Days 17 July 1 August Finalize Report 10 Days 02 August 08 August Present Report to City Staff 1 Day 13 August 14 August Proposed Meeting Dates Meetinl! 1 - Two Days June 29/30, 2006 Verification of Goals and Needs Assessment Design Charrette and Staff Interviews Meetinl! 2 - One Day AUl!ust 1, 2006 Present Preliminary Concept Design to City Staff Meetinl! 3 - Two Days AUl!ust 14, 2006 Present Final Report to City Staff I:\Contracts\Aquatlc Ctr Larkin.doc 10 . Exhibit C Fee for Services The fee for this Scope of Services (phase I) shall not exceed the sum of fifteen thousand ($15,000) dollars without prior approval. Fees shall be based on the attached hourly rates. Phase I Shall not exceed the sum of fifteen thousand ($15,000) dollars. Phase II Shall not exceed the sum of five thousand ($5,000) dollars. Phase II work shall not begin prior to an approved change order and generally will consist of deliverables based on Phase I Scope of servIces. I'\Contracts\Aquatlc Ctl" Larklll.doc 11 5.787 ~~ AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF PORT ANGELES AND LARKIN AQUATICS (PHASE II) THIS AGREEMENT is made and entered into thi~y of ()JJ/'}.~ 2006, by and between THE CITY OF PORT ANGELES, a non-charter cod~ithe State of Washington, (hereinafter called the "CITY") and LARKIN AQUATICS, A DIVISION OF LARKIN GROUP, INC., A Corporation (hereinafter called the "CONSULTANT"). WHEREAS, the CITY desires to develop a conceptual and opinion of costs for the proposed Aquatic Center at the YMCA site, and WHEREAS, the CITY desires to engage the professional services and assistance of a qualified consulting firm to perform the scope of work as detailed in Exhibit A, 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: 1. SCOPE OF WORK 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 matenals necessary to accomplish the work. The CITY may review the CONSULTANT'S work product, and ifit is not satisfactory, the CONSULT ANT 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. The CONSULTANT agrees that all services performed under this Agreement shall be in accordance with the standards of the architectural/aquatic design profession and in compliance with applicable federal, state and local laws. The Scope of Work may be amended upon written approval of both parties. II. OWNERSHIP OF DOCUMENTS Upon completion of the work, all documents, data, exhibits, photographic negatives, or other presentations of the work shall 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 or reuse I \Contracts\Aquatrc Ctr Larkm doc 1 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 ofthe CITY. IV. TIME OF PERFORMANCE The CONSULTANT may begin work upon execution of this Agreement by both parties. The work shall be completed in accordance with the schedule set forth in the attached Exhibit A. V. PAYMENT The CITY shall pay the CONSULT ANT 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. General clerical time shall be considered an overhead item, except where specific work items are involved that require one hour or more continued effort, in which case time will be charged on the basis of hours worked. 1. The direct non-salary reimbursable costs are those directly incurred in fulfilling the terms of this Agreement, including, but not limited to, travel, subsistence, telephone, CADD computer, reproduction and printing, supplies and fees of outside services and consultants. Ten percent (10%) overhead and profit may be added to direct non-salary reimbursable costs. B. The CONSULT ANT 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; shall indicate the specific task or activity in the Scope of Work to which the costs are related; and shall indicate the cumulative total for each task. 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 day of receipt. In the event of a disputed billing, only the disputed portion will be withheld from payment. I.\Contracts\AquatIc CtI- Larkm.doc 2 E. Final payment for the balance due to the CONSULTANT will be made upon 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 CONSULT ANT'S total compensation and reimbursement under this Agreement, including labor, direct non- salary reimbursable costs and outside services, shall not exceed the maximum sum of five thousand ($5,000.00) dollars. CONSULTANT agrees to fully perform and complete all services and work identified in the Scope of Work for a sum not to exceed $5,000. VII. INDEPENDENT CONTRACTOR STATUS The relation created by this Contract is that of employer-independent contractor. The Contractor is not an employee of the City and is not entitled to the benefits provided by the City to its employees. The Contractor, as an independent contractor, has the authority to control and direct the performance of the details of the services to be provided. The Contractor 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 CONSULT ANT 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 of omission on the part of the CONSULTANT'S employees while so engaged, on any of the work or services provided to be rendered herem, 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 concent. 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. I \Contr-acts\Aquahc Ctr- Lark1l1.doc 3 A. The CONSULT ANT shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minonties protected by federal equal opportunity/affirmation 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 veterans conditions, physical or mental handicap, or national origin. X. SUBCONTRACTS A. The CONSULTANT shall not sublet or assign any ofthe work covered by this Agreement without the written consent of the CITY. B. The CONSULT ANT will be using the firms submitted with its proposal as subcontractors. Subcontractors other than those listed shall not be permitted without the written consent of the CITY. C. In all solicitation either by competitive bidding or negotiation made by the CONSULT ANT 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 CONSULT ANT 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 work. 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 project, in additIOn to the Scope of Work set forth in Exhibit A and minor revisions to satisfactory 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 both parties execute the written supplement. XIII TERMINATION OF AGREEMENT I \Contracts\Aquatlc Ctr Larkm.doc 4 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. 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 percentage of work completed. C. In the event thIS Agreement is terminated prior to the completion of the work, documents that are the property of the CITY pursuant to Section II above, shall b delivered to and received by the CITY prior to transmittal of final payment to the CONSULTANT. XIV INDEMNIFICATION/HOLD HARMLESS The CONSULTANT agrees to indemnify the CITY from claims, damages, losses, and costs, including, but not limited to, attorney's fees and litigation costs, arising out of claims by third parties for property damage and bodily injury, including death, caused solely by the negligence or willful misconduct of the CONSULTANT, CONSULTANT employees, affiliated corporations, officers, and subcontractors in connection with the work performed under this Agreement. 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 and the CITY, its officers, officials, employees, and volunteers, the CONSULT ANT'S liability hereunder shall be only to the extent of the CONSULT ANTS 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. The parties have mutually negotiated this waiver. 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 CONSULT ANT 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. The CONSULTANT shall provide a Certificate of Insurance evidencing: l'\Contracts\AquatIc Ctr Larkm.doc 5 1. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and, 2. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations; broad from property damage; explosion, collapse and underground (XCU) if applicable; and employer's liability; and, 3. Professional Liability insurance with limits no less than $1,000,000 per occurrence. Any payment of deductible or self-insured retention shall be the sole responsibility of the CONSULT ANT. The CITY shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Consultant and a copy of the endorsement naming the CITY as an additional insured shall be attached to the Certificate of Insurance. 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. The CONSULTANT'S insurance shall be primary insurance as respects the CITY, and the CITY shall be given thirty (30) days prior written notice of any -'" cancellation, suspension or material change in coverage. XVI APPLICABLE LAW This Agreement shall be construed and interpreted in accordance with the law 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 Work I \Contracts\Aquat!c Ct!- Larkm doc 6 . . IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first written above. ~1. ?2f~ City M nager APPROVED AS TO FORM: 1J~ ,(:' Bill Bloor, City Attorney CITY OF PORT ANGELES CONSULTANT: LARKIN AQUATICS ATTEST: TITLE: Ao~~. .i!f:ib~ Becky Upt , Cl Clerk I \Contracts\Aquatlc Ctr Larkin doc 7 .13i?lll~?~~~LY\{!!!'_c:l!:!:' Sterling - ASA Feild house pdf Page ~j EXHIBIT "7\" ~~ ~~~ AOUr1TICS A dfvlsl\Hl of larKin Gr{)qn lnc 9200 W.,,-d Pa,kway.""'! 400 Karl lXlS CIty M"sQun 64 144 1110110 316 ~~61 0440 I;>x, 816-3614)045 e mall Info;{~::dlrrl,ldqlldll(."~(Um webQv, V'll//W hlfKlnJqu~~tl{."~t..om August 21, 2006 Mr William A Sterling Deputy 01 rector of Recreation City of Port Angeles 321 E Fifth Street Port Angeles, WA 98362 Via E-mail & Post Re: Port Angeles Aquatic Center Feasibility Study Field House Add it ion Dear M r Sterl mg Per our conversation Fnday mo rnlng we are providing you with a proposal for additional servl ces for the Port Angeles Aqualic Center Feasibility Study The anticipated additIOnal design services are as follows Design Servicesfor the indoor tennisand Soccer Field House $4,500 Provide conceptual design of the Tennis and Soccer Field House Provide a perspective drawing of the Aquatics center and Field House Provide Elevations of the Aquatics Center and Field House Provide an opinion of probable project cost for the addition of the Field House Provide an opinion of probable operations cost for the Field House. Parking Study $500 Provide a parking needs analysIs for the additIOn of the Field House Detenn Ine alternate parking areas ProVide Parking lot conceptual design. Schedule: All Deliverable to be proVided to the City by September 1st 2006, If you have any questIOns or need any darlflcalions please feel free to give us a call Respectfully Subm Itted LARKIN AQUATICS --;? ~ -~,--::..~'" '.>II!.. ....--~ ~ -.... Treadwell A Jones Aquatics Manager 11 (12/4g006)~ i3e~ky Upton - Agreement wlt~1aMrkin Aguatlcs , - "Page 111 From: To: Date: Subject: Becky Upton Mari Bilsborrow; William Sterling 12/4/2006 12:47 PM Agreement with Larkin Aquatics HI' I am still waIting for a fully executed copy of the Professional Services Agreement with Larkm Aquatics (Phase II). Is there a chance that It arrived and IS on someone's desk? I really feel the need to have a fully executed copy since we paid them for services rendered' HELP and thanks' Becky