HomeMy WebLinkAbout4.638 Original ContractThis Contract made and entered into by and between the City of Port Angeles, having
offices for transaction of business at 321 East Fifth Street, Port Angeles, WA 98362 (hereinafter
"City and Statistical Research, Inc., having offices for the transaction of business at 6099 E.
Speedway Blvd., Tucson, AZ 85712 and Olympia, WA 98507 -7538 [(P.O. Box 74380)
hereinafter "Contractor jointly hereinafter referred to as the "Parties."
NOW, THEREFORE, in consideration of the mutual promises set forth herein, the Parties
do mutually agree as follows:
1. Purpose.
PROFESSIONAL SERVICES CONTRACT
BETWEEN
THE CITY OF PORT ANGELES
AND
STATISTICAL RESEARCH, INC.
The purpose of this Contract is that the Contractor will produce for the City analyses of
geomorphology and sedimentology in a report that describes the characteristics and formation of
the deposits along the Port Angeles Waterfront. To do so, the Contractor shall use traditional
geological probing plus other geophysical methods commonly accepted in the field of
geomorphology and geology in conjunction with a review of available literature on Port Angeles
Harbor geology and soils. The City Archaeologist will incorporate the findings and analyses
produced by the Contractor in the City's Archaeological Predictive Model.
2. Duration of Contract.
The term of this Contract shall begin on the 1/ h day of January, 2010 End shall, unless
terminated as provided elsewhere in the Contract, terminate on September 30, 2010.
3. Services Provided by Contractor.
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A. Proiect Pre assessment Meeting and Memo. Before the end of February
2010, the Contractor will conduct a meeting with City staff to define the project variables and
outline the scope of the assessment. Within six weeks of the project pre- assessment meeting with
City staff, the Contractor shall deliver a written memo proposing locations and sampling methods
for any specialized investigations that may require landowner permission or permitting for
ground disturbances. The memo will also discuss any additional special needs that may be
necessary to successfully produce the geomorphology assessment.
B. Draft Literature Review. By the end of April 2010, the Contractor will
submit a draft literature review to the City Archaeologist. This draft report will include
comparisons of historic maps and will summarize, compare, and critique previous geologic
investigations for the Port Angeles Waterfront.
C. Field Study. The Contractor will conduct the Field Study during May and
June 2010. As part of the Field Study the Contractor has agreed to focus on the loci with the
highest probability for intact buried soils, differentiate anthropogenic fill from upland terrestrial,
beach face, and near shore deposits; and generate depths to natural soils. The Field Study shall
include both geomorphology and geophysics methods.
Geomorphology investigations shall include detailed field mapping of available
natural and man -made exposures across the length of the project area, targeting the areas with
higher potential for intact buried landforms for detailed investigations. Soil probing shall be
combined with geologic mapping to confirm the depths of fill and the nature of the deposits. At
areas with high potential for intact buried landforms the Contractor shall ground truth both the
geologic mapping and geophysical investigations by stratigraphic correlation to soil probing.
Geophysical methods shall be used to delineate the thickness of anthropogenic fill
material. This will not be required throughout the entire assessment zone but will be used when
the cost and time effective measures are appropriate to target areas where existing geotechnical
information is sparse. Geophysical methods intended for use include Ground Penetrating Radar,
Resistivity, and Seismic Refraction. Electromagnetic Induction and Magnetometers may also be
used as needed. The Contractor shall evaluate the effectiveness of the various geophysical
methods and advise whether additional or more detailed survey work is necessary.
The City and the Contractor agree that minimization of ground disturbances is a
key goal of the study and contaminated soil and inadvertent impacts to archaeological resources
are both possible.
D. Final Report. The Contractor will present the project findings in a written
Final Report, in form and with content acceptable to the City, in final form by October 31 2010.
A draft Final Report submittal must be presented to the City Archaeologist for review by
September 30`", 2010. The Final Report shall include a description of the process of landform
evolution for the Port Angeles Waterfront and an assessment of the archaeological value of the
local landforms in terms of their sensitivity for associated archaeological sites. The final
literature review will be incorporated within this submittal. As part of the Final Report
deliverable, the Contractor will provide the City with an ArcGIS database that contains spatial
datasets collected during the project. Results from the geomorphic and geophysical investigations
will be integrated into the geodatabase including 2 -D and 3 -D maps of the deposits.
4. Contract Representatives.
Each party to the Contract shall have a Contract Representative. Each party may
change its representative upon providing written notice to the other party. The parties'
representatives are as follows:
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I.
than $79,835.
Contractor:
Dr. Teresita Majewski, Vice President Chief Operating Officer
Statistical Research, Inc
P.O. Box 31865
Tucson, AZ 85751 -1865
Phone: (520) 721 -4309
FAX: (520) 298 -7044
Physical address:
6099 E. Speedway Blvd.
Tucson, AZ 85712
City:
Derek Beery, Archaeologist, or his designee
City of Port Angeles
P.O. Box 1150
321 East Fifth Street
Port Angeles, WA 98362 -0217
Phone: (360) 417 -4704
FAX: (360) 417 -4711
5. Compensation.
A. Total compensation paid to the Contractor by the City shall be no more
B. The compensation paid to Contractor by the City includes:
1. Professional services;
2. Travel expenses;
3. Equipment Rental and Insurance
4. Sub Contractor services
C. Contractor shall submit invoices to the City on the following schedule:
20% upon completion of Project Pre assessment Memo;
20% upon acceptance by the City of the Draft Literature Review
30% upon completion of Field Study; and
30% upon acceptance by the City of Final Report.
D. City shall make payment to Contractor within 30 days after the City has
received and approved each invoice and has approved each submission. Payments shall be sent
to Contractor at P.O. Box 31865 Tucson, AZ 85751 -1865.
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6. Modifications.
No modification or amendment of this Contract shall be valid until the same is
reduced to writing and executed with the same formalities as the present Contract.
7. Hold Harmless and Indemnification.
The Contractor shall defend, indemnify and hold harmless the City, and its
respective officers, officials, employees, deputies, and agents from and against any and all
claims, actions, suits, liability, loss, expenses, damages and judgments of any nature whatsoever,
including costs and attorneys fees in the defense thereof, for injury, sickness, disability or death
to persons or damage to property or business, caused by or arising out of Contractor and its
respective employees, agents, volunteers, and /or subcontractors, acts, errors or omissions in
providing services under the terms of the Contract. Provided, however, that the Contractor's
obligation hereunder shall not extend to injury, sickness, death or damage caused by or arising
out of the sole negligence of the City, its officers, officials, employees, deputies, and/or agents.
Provided further, that in the event of concurrent negligence of both parties, the Contractor's
obligations hereunder shall apply only to the percentage of fault attributable to the Contractor, its
employees, agents, volunteers, and /or subcontractors.
The Contractor's obligations hereunder shall include, but are not limited to,
investigating, adjusting, and defending any and all claims alleging loss from action, error or
omission or breach of any common law, statutory or other delegated duty by the Contractor, the
Contractor's employees, agents, or subcontractors.
8. Termination.
A. Termination for Default: The City may terminate this Contract after
breach of any provision herein by the Contractor upon thirty (30) days written notice to the
Contractor. The written notice shall be sent to the address of the Contractor representative set
forth above and shall specify the specific provision(s) breached. In the event the Contractor
cures the provision(s) breached within thirty (30) days to the sole satisfaction of the City, the
termination notice shall be of no force and effect.
The Contractor may terminate this Contract for breach of any provision herein by
the City upon thirty (30) days written notice to the City. The written notice shall be sent to the
address of the City representative set forth above and shall specify the specific provision(s)
breached. In the event the City cures the provision(s) breached within thirty (30) days to the sole
satisfaction of the Contractor, the termination notice shall be of no force and effect.
In the event of termination by either party, the Contractor agrees to immediately
turn over to City, at its request, all records of any kind or nature which Contractor has kept in
providing services under the terms of this Contract.
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B. Termination for Public Convenience: The City may terminate the
Contract in whole or in part whenever the City determines that, in its sole discretion, such
termination is in the interests of the City. Whenever the Contract is terminated in accordance
with this paragraph, the Contractor shall be entitled to payment for actual work performed. An
equitable adjustment in the Contract price for partially completed items of work will be made,
but such adjustment shall not include provision for loss of anticipated profit on deleted or
uncompleted work. Termination of this Contract by the City at any time during the term,
whether for default or convenience, shall not constitute a breach of contract by the City.
9. Assignment, Delegation, and Subcontracting.
The Contractor shall perform the terms of this Contract using only its bona fide
employees, volunteers, or agents and the obligations and duties of Contractor under this Contract
shall not be assigned, delegated, or subcontracted to any other person or firm without the prior
express written consent of the City.
Any subcontractor shall be bound to all of the same terms and conditions as
Contractor including, but not limited to, the duties to defend, indemnify, and hold harmless the
City, the obligation to carry insurance with the City named as an additional insured.
10. Independent Contractor.
The Contractor's services shall be furnished by the Contractor as an independent
contractor, not as an agent, employee, or servant of the City. The Contractor specifically has the
right to direct and control Contractor's own activities in providing the agreed services in
accordance with the specifications set forth in this Contract.
The Contractor agrees that the entire compensation for this Contract is set forth in
Section 5 of this Contract and the Contractor's employees, officers, and agents are not entitled to
any City benefits, including, but not limited to, vacation pay, holiday pay, sick leave pay,
medical, dental, or other insurance benefits, fringe benefits, or any other rights or privileges
afforded to City employees.
The Contractor shall have and maintain complete responsibility and control over
all of its subcontractors, employees, agents, and representatives. No subcontractor, employee, or
agent of the Contractor shall be or be deemed to be or purport to act as an employee, agent, or
representative of the City.
The Contractor shall assume full responsibility for the payment of all payroll
taxes, use, sales, income, or other form of taxes, fees, licenses, excises, or payments required by
any city, county, federal or state law or legislation which is now or may, during the term of this
Contract, be enacted as to all persons employed by the Contractor and as to all duties, activities
and requirements by the Contractor in performance of the work covered under this Contract and
shall assume exclusive liability therefore, and meet any and all legal requirements.
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The Contractor agrees to immediately remove any of its employee, volunteers, or
agents from assignment to perform services under this Contract upon receipt of written request to
do so from the City's Contract Representative or designee.
11. Compliance with Laws.
The Contractor shall comply with all applicable federal, state, and local laws,
rules and regulations, in performing this Contract.
12. Inspection of Books and Records.
The City may, at reasonable times, inspect the books and records of the Contractor
relating to performance of this Contract. The Contractor shall keep all records required by this
Contract for five (5) years after termination of this Contract for audit purposes.
13. Non Discrimination.
The Contractor agrees that it shall not discriminate against any person on the
grounds of race, color, creed, religion, national origin, sex, age, marital status, political affiliation
or belief in violation of any applicable federal, state, or City law or regulation. In the event that
the Contractor violates this provision, the City may immediately terminate this Contract.
14. Choice of Law, Jurisdiction, and Attorneys Fees.
This Contract has been and shall be construed as having been made and delivered
within the State of Washington, and it is agreed by both Parties that this Contract shall be
governed by the laws of the State of Washington, both as to its interpretation and performance.
Any action at law, suit, in equity or judicial proceeding arising out of this Contract, shall be
instituted and maintained only in a court of competent jurisdiction in Clallam County,
Washington.
If the City brings any action or suit relating to the enforcement of this Contract or
asking for any relief against the Contractor, declaratory or otherwise, arising out of this Contract
or if the Contractor brings any action or suit relating to the enforcement of this Contract or asking
for any relief against the City, declaratory or otherwise, arising out of this Contract, then the
prevailing party shall be paid reasonable attorney's fees and costs expended or incurred in
connection with any such suit or action.
15. Insurance.
The Contractor shall procure and maintain for the duration of the Contract,
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 Contractor, its agents,
representatives, or employees.
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No Limitation. Contractor's maintenance of insurance as required by the
Contract shall not be construed to limit the liability of the Contractor 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
Contractor shall obtain insurance of the types described below:
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.
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 Contractor's Commercial General Liability insurance
policy with respect to the work performed for the City.
Workers' Compensation coverage as required by the Industrial Insurances laws of
the State of Washington.
Professional Liability insurance appropriate to the Contractor's profession.
B. Minimum Amounts of Insurance
Contractor 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.
Commercial General Liability insurance shall be written with limits no less than
$1,000,000 each occurrence, $2,000,000 general aggregate.
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:
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The Contractor's insurance coverage shall be primary insurance as respect the
City. Any insurance, self insurance, or insurance pool coverage maintained by the City shall be
excess of the Contractor's insurance and shall not contribute with it.
The Contractor's insurance shall be endorsed to state that coverage shall not be
cancelled by either party, except after thirty (30) days prior written notice by certified mail, return
receipt requested, has been given to the City.
than A:VII.
D. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of not less
E. Verification of Coverage
Contractor 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 Contractor before commencement of
the work. Contractor shall identify the City as an additional insured under the policy to the City.
16. Ownership of Items Produced.
All writings, programs, data, public records or other materials prepared by the
Contractor and /or its consultants or subcontractors, in connection with the performance of this
Contract shall be the sole and absolute property of the City and constitute "work made for hire"
as that phrase is used in federal and/or state intellectual property laws.
17. Severability.
If a court of competent jurisdiction holds any part, term, or provision of this
Contract to be illegal or invalid, in whole or in part, the validity of the remaining provisions shall
not be affected, and the Parties rights and obligations shall be construed and enforced as if the
Contract did not contain the particular provision held to be invalid.
18. Headines.
The section headings of this Contract have been inserted solely for the purpose of
convenience and ready reference. In no way do they purport to, nor shall they be deemed to,
define, limit, or extent the scope or intent of the sections to which they apply.
19. Time is of the Essence.
Time is of the essence in the performance of this contract.
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20. Notices.
All notices called for or provided in this Contract shall be in writing and must be
served on any of the parties either personally or by certified mail, return receipt requested, sent to
the Parties at their respective addressed hereinabove given. Notices by certified mail shall be
deemed served when deposited in the United States mail, postage prepaid.
21. Other Emnlovment.
This Contract is not an exclusive services Contract. Contractor may take on other
professional assignments while completing those services set forth herein.
22. Waiver.
No officer, employee, agent or otherwise of the City has the power, right, or
authority to waive any of the conditions or provisions of this Contract. No waiver of any breach
of this Contract shall be held to be a waiver of any other or subsequent breach. All remedies
afforded to in this Contract or at law shall be taken and construed as cumulative, that is, in
addition to every other remedy provided herein or by law. Failure of the City to enforce at any
time any of the provisions of this Contract or to require at any time performance of any provision
of the Contract herein shall in no way be construed to be a waiver of such provision, or in any
way affect the validity of this Contract or any part thereof, or the right of the City to hereinafter
enforce each and every such provision.
23. Confidentiality and Survivability.
Contractor and its employees shall maintain strict confidentiality throughout the
process since archaeological information and other scientific data may be held as confidential.
The provision of Paragraphs 6, 10, 11, 13, 15, 16, and 21 shall survive,
notwithstanding the termination or invalidity of this Contract for any reason
24. Entire Contract.
The Parties agree that this Contract is the complete expression of its terms and
conditions. Any oral representations or understandings not incorporated in this Contract are
specifically excluded.
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Contractor, City of Port Angeles
Statistical Research, Inc.
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Apprpved as to Form:
ATISTICAL RESEARCH, Inc.
ARCHAEOLOGY ANTHROPOLOGY HISTORY HISTORIC ARCHITECTURE
February 9, 2010
Derek Beery, Archaeologist
City of Port Angeles
P.O. Box 1150
321 East Fifth Street
Port Angeles, WA 98362 -0217
Dear Derek:
This letter is to notify you that the person who will be the Contractor for the Professional
Services Contract dated February 4, 2010, between the City of Port Angeles and Statistical
Research, Inc. (SRI) will be Dr. Teresita Majewski, SRI Vice President and Chief Operating
Officer. Dr. Majewski will serve as SRI's principal contact for the duration of our contract with
the City of Port Angeles.
Dr. Edgar Huber will continue to serve as the Principal Investigator and Project Manager
throughout the life of the contract. We hope that you approve of this change and look forward
to working with you and the City of Port Angeles.
Sincerely,
e
Edgai'K. Huber, Ph.D., RPA
Principal Investigator and Regional Marketing Director
ARIZONA
Tucson
6099 E Speedway Blvd
PO Box31865
Tucson, AZ
85751 -1865
(520) 721 -4309
(520) 298 -7044 (fax)
Phoena
PO Box 27748
Tempe, AZ
85285 -2681
(480) 774 -1920
(voice fax)
(480) 600 -8692 (cell)
CALIFORNIA
Redlands
21 W Stuart Ave
PO Box 390
Redlands, CA
92373 -0123
(909) 335 -1896
(909) 335 -0808 (fax)
San Diego
3990 Old Town Ave
Suite B -102
PO Box 82404
San Diego, CA
92138
(619) 299 -9766
(619) 299 -9774 (fax)
Woodland
211 Court St
Woodland, CA
95695
(530) 661 -1400
(530) 662 -5500 (fax)
NEW MEXICO
Albuquerque
4425 Juan Tabo Blvd NE
Suite 112
Albuquerque, NM
87111 -2681
(505) 323 -8300
(505) 323 -8314 (fax)
(505) 331 -2491 (cell)
TEXAS
El Paso
8201 Lockheed Dr
Suite 125
El Paso, TX
79925
(915) 781 -2200
(877) 781 -2205
(915) 781 -2201 (fax)
WASHINGTON
Olympia
PO Box 7538
Olympia, WA
98507 -7538
www.sricrm.com