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HomeMy WebLinkAbout2023.02.21 PPFD Meeting PacketPasco Public Facilities District Board Building Regional Facilities through Community Partnerships AGENDA 4:00 PM - Tuesday, February 21, 2023; Pasco City Hall, Council Chambers REMOTE MEETING INSTRUCTIONS - Individuals, who would like to provide public comment remotely, may continue to do so by filling out the online form via the City’s website (www.pasco-wa.gov/publiccomment) to obtain access information to comment. Requests to comment in meetings must be received by 4:00 p.m. on the day of each meeting. To listen to the meeting via phone, call (562) 247-8321 and use access code 826-010-306. PPFD Board meetings are broadcast live on PSC-TV Channel 191 on Charter/Spectrum Cable in Pasco and Richland and streamed at www.pasco-wa.gov/psctvlive and on the City’s Facebook page at www.facebook.com/cityofPasco. Page I. Call To Order and Roll Call II. Recognition of Visitors/Public Comments - This item is provided to allow the public the opportunity to bring items to the attention of the Pasco Public Facilities District Board or to express an opinion on an issue. Its purpose is not to provide a venue for debate or for the posing of questions with the expectation of an immediate response. Some questions require consideration by Board over time and after a deliberative process with input from a number of different sources; some questions are best directed to staff members who have access to specific information. Public comments will normally be limited to three minutes by each speaker. Those with lengthy messages are invited to summarize their comments and/or submit written information for consideration by the PPFD Board outside of formal meeting s. III. Approval of Minutes 3 - 6 A. Approve PPFD Board January 17, 2023, Meeting Minutes MOTION: I move to approve the January 17, 2023, Pasco Public Facilities District Board meeting minutes. IV. Claims Approval V. Financial Report VI. Reports from Committees A. Design & Construction Committee (Marie Gillespie & Mark Morrissette) B. Audit & Finance Committee (Mark Morrissette & Caroline Bowdish) Page 1 of 37 VII. Old Business 7 - 12 A. Update of Proposed Interlocal Agreement with City of Pasco (Matt Watkins and City Staff) 13 - 14 B. Approval of Service Provider Process (Eric Ferguson) MOTION: I move to approve Resolution No. 2023-01, establishing the process for procurement of Service Provider Agreements. 15 - 37 C. Approval of Posting Owner's Representative Requests for Qualifications (RFQ) (Matt Watkins) MOTION: I move to approve Resolution No. 2023-02, approving the posting the Owner's Representative Request for Qualifications commencing on February 22, 2023. VIII. New Business IX. Other Business A. PPFD Executive Director Report (Matt Watkins) 1. Siting Update 2. Recap of Meeting with Kennewick Public Facilities District X. Executive Session XI. Adjournment Page 2 of 37 Pasco Public Facilities District Board MINUTES 4:00 PM - Tuesday, January 17, 2023; Pasco City Hall, Council Chambers CALL TO ORDER AND ROLL CALL Pasco Public Facilities District (PPFD) Board President Morrissette called the meeting to order at 4:04 PM. Board Members Present: President Mark Morrissette; Vice President Marie Gillespie; Secretary/Treasurer Caroline Bowdish; Board Member Leonard Dietrich; and Board Member Spencer Jilek Board Staff Present: PPFD Executive Director Matt Watkins City Council & Staff Present: City Attorney Eric Ferguson; Administrative & Community Services Director Zach Ratkai; Finance Manager Griselda Garcia; and City Clerk Debby Barham APPROVAL OF MINUTES Approve the December 13, 2022, PPFD Board Meeting Minutes MOTION: Mr. Dietrich moved, and Ms. Bowdish seconded a motion to approve the December 13, 2022, PPFD Board Meeting Minutes. Motion carried unanimously. REPORTS FROM COMMITTEES PPFD Executive Director Report Parks & Recreation Advisory Board Meeting Recap Mr. Watkins provided a brief report of the City of Pasco's Parks & Recreation Advisory Board (PRAB) meeting he recently attended. He noted that the PRAB may be a resource to the PPFD in the future. PPFD Insurance Update Mr. Watkins reported that the PPFD Board has an insurance policy, and it is scheduled for renewal January 26, 2023. Miscellaneous Page 1 of 4Page 3 of 37 Discussion regarding the establishment of three PPFD committees, which included the Design/Construction Committee consisting of Ms. Gillespie and PPFD staff; the Finance Committee consisting of Mr. Morrissette, Ms. Bowdish and PPFD staff; and the Public Outreach Committee with PPFD Board members to be determined. Mr. Ferguson stated that he will review the RCWs to see if formal action is needed to formally establish PPFD committees and if so, will prepare the needed process to do so. OLD BUSINESS Owner's Representative RFQ Status Mr. Watkins provided a brief update on the status of posting the Request for Qualifications (RFQ) for an Owner's Representative position to assist the PPFD with the design and construction of the Aquatic Facility. Sales Tax Update Finance Manager Garcia provided a brief status of the sales tax collection of the two-tenths of one percent for the PPFD design, construction and maintenance of an aquatic facility. Status of Interlocal Agreement Mr. Ratkai and Mr. Watkins provided a brief update on the status of the draft interlocal agreement (ILA) with the City of Pasco. After discussion, the PPFD Board requested that there be designated staff to work with the PPFD. They also requested that the ILA be comprehensive and complete. NEW BUSINESS Elections of PPFD Officers (Eric Ferguson) Mr. Ferguson explained the elections process; each officer position would need to be nominated and elected separately. Election of PPFD President Mr. Morrissette called for nominations for PPFD Board President. Mr. Dietrich nominated Mark Morrissette for President and Mr. Morrissette accepted the nomination. Page 2 of 4Page 4 of 37 Following three calls, the nominations were closed by Mr. Morrissette. With only one nomination, a voice vote was conducted, and Mr. Morrissette was elected the PPFD Board President with a 5-0 vote. Election of PPFD Vice President Mr. Morrissette called for nominations for PPFD Board Vice President. Dr. Jilek nominated Marie Gillespie for Vice President and Ms. Gillespie accepted the nomination. Following three calls, the nominations were closed by Mr. Morrissette. With only one nomination, a voice vote was conducted, and Ms. Gillespie was elected the PPFD Board Vice President with a 5-0 vote. Election of PPFD Board Secretary/Treasurer Mr. Morrissette called for nominations for PPFD Board Secretary/Treasurer. Dr. Jilek nominated Caroline Bowdish for Secretary/Treasurer and Ms. Bowdish accepted the nomination. Following three calls, the nominations were closed by Mr. Morrissette. With only one nomination, a voice vote was conducted, and Ms. Bowdish was elected the PPFD Board Secretary/Treasurer with a 5-0 vote. OTHER BUSINESS Mr. Watkins noted that there are various properties where the Aquatic Facility may be located, and he plans on preparing a packet for the PPFD Board to help them make a determination on where the new aquatic facility should be located. The PPFD Board discussed the potential sites and stated that the approach should be a global view. They agreed that PPFD Executive Director Watkins should lead the review of the properties and provide a report on the acres, accessibility and visibility of the properties, as well as the possibility of a co- location with other entities on a shared campus. The PPFD Board also stated that availability of infrastructure located on the properties is an important consideration. They instructed Mr. Watkins to bring good and concise information back to the Board. Mr. Watkins stated that this analysis should be ready and available by the March 2023 PPFD Board meeting. Page 3 of 4Page 5 of 37 ADJOURNMENT There being no further business, the meeting was adjourned at 4:45 pm. PASSED AND APPROVED THIS ___ DAY OF __________, 20__ APPROVED: Mark Morrissette, President Debra Barham, CMC Page 4 of 4Page 6 of 37 P a g e | 1 INTERLOCAL AGREEMENT between THE CITY OF PASCO, WASHINGTON and THE PASCO PUBLIC FACILITIES DISTRICT for ADMINISTRATIVE, FINANCIAL, AND LEGAL SERVICES THIS AGREEMENT, is made and entered into this ___ day of ________________, 2023 between the City of Pasco, Washington, a Municipal Corporation, hereinafter referred to as the "City"; and the Pasco Public Facilities District, a Municipal Corporation, hereinafter referred to as "District" and agrees to the following terms: WHEREAS, the District was created pursuant to Chapter 35.57 of the Revised Code of Washington for the purposes of acquiring, constructing, operating and financing one or more regional centers through cooperative and joint ventures with one or more qualifying public facilities district; and WHEREAS, the District possesses, by law, all of the usual powers of a corporation for public purposes, as well as all other powers that may now or hereafter be specifically conferred by statute, including but not limited to the authority to hire employees, staff, and services, as well as to enter into contracts and agreements; and WHEREAS, the District desires to contract with the City of Pasco for the purpose of securing those services necessary for fulfillment of the District' s functions. NOW THEREFORE, in consideration of the mutual covenant contained herein, the parties agree as follows: SECTION I PURPOSE The purpose of this Interlocal Agreement is to create a cooperative basis upon which the Board may utilize the personnel, services, and resources of the City to fulfill its statutory function and to provide the basis of compensation to the City for such services. SECTION II SERVICES PROVIDED BY THE CITY The City shall provide, at the request of the District, the following services: (1) The City Clerk shall serve as the ex officio secretary of the Board for the purpose of acceptance of claims, statutory notice of public meetings, repository of official records of the District; keep and maintain minutes of District Board meetings (including recorded records) and provide for the public inspection and copying of Page 7 of 37 P a g e | 2 such records in accordance with the policies and such of the City and the Revised Code of Washington. a. City Clerk and Public Records - The Pasco City Clerk or their designee shall provide support services to the District in the following: i. Meeting Support, Agenda coordination, advertisement, general correspondence with District members. ii. Stewardship of public records, including records management, maintenance, storage. iii. Coordination of public records request in accordance with all applicable OPMA regulations, RCWs, and PMCs. (2) The City Attorney shall serve as the attorney for the District unless a conflict arises and the District will have to obtain separate legal counsel. (3) The City Manager, or their designee, shall serves as the primary liaison between the City and the District. a. Senior Staff Support - The Pasco City Manager, and their designee shall provide support services to the District in the following: i. General coordination between District Board Members and District staff with the Pasco City Council and City staff ii. Staff liaison support to the District Executive Director iii. Staff support for all City-led efforts outlined herein. iv. Coordination of real estate transactions v. Coordination of applicable Interlocal Agreements vi. Development of policy (4) The Finance Director, or their Designee, shall serve as the financial officer for the district. Duties include preparing quarterly and annual financial reports, including claims, revenue/expense reports, perform all accounts payable and receivable. a. Upon the direction of the District, the City shall: i. Assist in coordinating Bond application and process. ii. Establishing operations and revenue funding for the facility. (5) Other City officials, employees, or agents providing specific or specialized services as may be necessary. (6) The City shall provide meeting space for the conduct of all District meetings. Page 8 of 37 P a g e | 3 SECTION III PAYMENT FOR SERVICES The City shall charge to the District and the District shall pay to the City the base amount of $9,500 per month to supply such services specified in Exhibit A. Any additional services provided will be charged in accordance to Exhibit B and will be billed separately, monthly. City Attorney services rendered for the District shall be charged in addition to the above monthly charge and billed separately. SECTION IV INTERLOCAL COOPERATIVE ACT PROVISION The District shall be solely responsible for all costs, materials, supplies and services necessary for its performance under the terms of this Agreement. All property and materials secured by the District in the performance of this Agreement shall remain the sole property of the District. All funding incident to the fulfillment of this Interlocal Agreement, shall be borne by the party necessary for the fulfillment of their responsibilities under the terms of this Agreement. No special budgets or funds are anticipated, nor shall be created incident to this Interlocal Agreement. It is not the intention that a separate legal entity be established to conduct the cooperative undertakings, nor is the acquisition, holding, or disposition of any real or personal property anticipated under the specific terms of this Agreement. The District shall adopt and follow City policies and procedures when deemed efficient and in compliance with applicable regulations. The City Manager of the City of Pasco, Washington, shall be designated as the Administrator of this Interlocal Cooperative Agreement. SECTION V TERM OF AGREEMENT The initial term of this Agreement shall commence on the 1st day of January 2023, and terminate on the 31st day of December 2025 or when the Certificate of Occupancy is received for the facility, whichever is sooner. Once the facility is operational, it is likely that the scope of services needed will significantly change and/or increase. Upon completion of construction, the District and City will assess the format of future collaboration including the scope of services or management of needs in-house by the District. SECTION VI ENTIRE AGREEMENT This Agreement contains all the terms and conditions agreed upon by the parties. All items incorporated by reference are attached. No other understandings, verbal or otherwise, in regard to the subject matter of this Agreement, shall be deemed to exist. Any modifications to this Agreement shall be in writing and signed by both parties to be effective. Page 9 of 37 P a g e | 4 SECTION VII APPLICABLE LAW This Agreement is governed, construed and enforced in accordance with the substantive laws of the State of Washington. Should any dispute arise concerning the enforcement, breach, or interpretation of this Agreement, venue shall be placed in Franklin County, Washington, and the prevailing party shall be entitled to its reasonable attorney fees and costs as additional judgment. SECTION VIII AUTHORITY FOR EXECUTION Each of the parties warrants and represents that its representatives, whose signatures are below, possess all required authority to sign this Agreement and such powers have not, as of the date of this Agreement, been revoked or revised. IN WITNESS WHEREOF, the parties have executed this Agreement by the duly authorized officers on the day and year first written above. PASCO PUBLIC FACILITIES DISTRICT CITY OF PASCO By: _________________________________ By: ________________________________ Mark Morrissette, Chair Adam R. Lincoln, Interim City Manager Attested to by: ____________________________ Debra Barham, CMC, City Clerk Page 10 of 37 P a g e | 5 Exhibit A City of Pasco Base Compensation Hours Rate* Cost Accounting – reporting, debt service management, budget monitoring, general ledger maintenance, audit assistance, monthly tax filing with Dept. of Revenue 20 hrs/wk $41 $3,280 Accounts Payable – audit invoices and process payment. Does not include entering invoices 4 hrs/wk $29 $464 Accounts Receivable/Revenue Collections – receipt revenue and bank deposits 4 hrs/wk $31 $496 Administrative Oversight – involvement of management (Finance Director and/or Finance Manager) 10 hrs/mth $76 $760 Senior Staff Support – all items listed in Section VII – III 20 hrs/mth $84 $1,680 City Clerk support – all items listed in Section VII – II, except for public records requests 12 hrs/mth $45 $540 Monthly overhead rate – includes overhead for space, IT support, board meeting support $2,280 Monthly Total $9,500 *Rates will increase by 5% annually, effective Jan. 1 of each year. Page 11 of 37 P a g e | 6 Exhibit B City of Pasco Additional Compensation • Any additional hour spent by Finance staff above what is listed in Exhibit A will be billed by .5 hour increments at the corresponding rate. • If Finance staff not listed in Exhibit A is required to meet the needs of the District, such as Payroll, Treasury or Procurement, then District will be billed by .5 hour increments at that employee’s current rate. • Any additional hour spent by City Clerk staff above what is listed in Exhibit A will be billed by .5 hour increments at the corresponding rate. • City Clerk time spent on public records requests will be charged $45 per hour for time spent above 2 hours per request. Page 12 of 37 Resolution – PPFD Service Provider Agreements Process - 1 RESOLUTION NO. _________ A RESOLUTION OF THE PASCO PUBLIC FACILITIES DISTRICT BOARD, ESTABLISHING THE PROCESS FOR PROCUREMENT OF SERVICES PROVIDER AGREEMENTS. WHEREAS, the Pasco Public Facilities District (PPFD) was duly formed pursuant to Chapter 35.57 of the Revised Code of Washington on July 15, 2002, by the adoption of City of Pasco Ordinance No. 3558, and granted all powers provided by law pursuant to RCW 35.57.010; and WHEREAS, pursuant RCW 35.57.070, wherein the PPFD may secure services by means of an agreement with a service provider. The PPFD shall publish notice, establish criteria, receive and evaluate proposals, and negotiate with respondents under requirements set forth by District resolution; and WHEREAS, the PPFD Board would like to establish the process for procuring service provider agreements. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE PASCO PUBLIC FACILITIES DISTRICT as follows: Section 1. The Pasco Public Facilities District Board of Directors does hereby approve the process for procuring service provider agreements by publishing notice for each service desired by the District, establishing criteria for each service provider for each request, receiving and evaluating each proposal, and negotiating with respondents. Section 2. That this Resolution shall take effect immediately. Page 13 of 37 Resolution – PPFD Service Provider Agreements Process - 2 PASSED by the Pasco Public Facilities District Board of Directors, of Pasco, Washington, this _____ day of ____________, 2023. PASCO PUBLIC FACILITIES DISTRICT __________________________________ Mark Morrissette, Board President ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Caroline Bowdish, Secretary/Treasurer Kerr Ferguson Law, PLLC Pasco Public Facilities District Attorney for PPFD Page 14 of 37 Resolution – PPFD Owner’s Rep RFQ - 1 RESOLUTION NO. _______ A RESOLUTION OF THE PASCO PUBLIC FACILITIES DISTRICT BOARD APPROVING THE POSTING OF THE OWNER’S REPRESENTATIVE REQUEST FOR QUALIFICATIONS COMMENCING ON FEBRUARY 22, 2023. WHEREAS, the Pasco Public Facilities District (PPFD) was duly formed pursuant to Chapter 35.57 of the Revised Code of Washington on July 15, 2002, by the adoption of City of Pasco Ordinance No. 3558, and granted all powers provided by law pursuant to RCW 35.57.010; and WHEREAS, the PPFD Board approved Resolution No. ______, creating the process for the procurement of Service Provider Agreements in accordance with RCW 35.57.070 and based on the procedures finds that it is appropriate to solicit for requests for qualifications for an Owner’s Representative; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE PASCO PUBLIC FACILITIES DISTRICT as follows: Section 1. That the Pasco Public Facilities District Board of Directors does hereby approve the solicitation of an Owner’s Representative requests for qualifications , attached hereto as Exhibit A. Section 2. That the Pasco Public Facilities District Board of Directors does hereby approve that the PPFD Executive Director will publish the notice, review the established criteria, receive and evaluate proposals for conformity with submission requirements, and assuming selection of a preferred service provider by the Selection Team, negotiate with respondents under the requirements of the Service Provider Agreements process established by Resolution No. ___ , and bring back the top proposal for the PPFD Board consideration and approval. Section 3. That this Resolution shall take effect immediately. Page 15 of 37 Resolution – PPFD Owner’s Rep RFQ - 2 PASSED by the Pasco Public Facilities District Board of Directors, of Pasco, Washington, this _____ day of ____________, 2023. PASCO PUBLIC FACILITIES DISTRICT __________________________________ Mark Morrissette, Board President ATTEST: APPROVED AS TO FORM: _____________________________ ___________________________ Caroline Bowdish, Secretary/Treasurer Kerr Ferguson Law, PLLC Pasco Public Facilities District Attorney for PPFD Page 16 of 37 PASCO PUBLIC FACILITIES DISTRCT – REQUEST FOR QUALIFICATIONS (RFQ) Aquatics Facilities Project – Owner’s Representative and Construction Management Services The Pasco Public Facilities District (PPFD), City of Pasco, Washington is soliciting a Statement of Qualifications (SOQ) from qualified Consultants to provide Owner’s Representative and Construction Management Services. The selected Owners Representative and Construction Management Services will provide consultant services on behalf of a public facility district, municipality, and/or other government agency under traditional and alternative project delivery methods. Consultant will work initially with the PFD Executive Director and Board of Directors to determine a preferred design and construction approach either affirming a traditional Design-Bid-Build process or alternatives and advisement services during remaining phases of the project. The complete RFQ and full scope of work may be obtained via the City of Pasco website – http://www.pasco-wa.gov/Bids.aspx. It is the sole responsibility of the Consultant to obtain any RFQ updates or addenda from the City’s website. Responses shall be submitted electronically. One electronic copy, including attachments, shall be transmitted to Matt Watkins at pfd-watkins@pasco-wa.gov. Email Subject shall be: ‘PASCO PUBLIC FACILITIES DISTRICT OWNER’S REPRESENTATIVE RFQ’ with a maximum size of 20mb. The due date is Monday, March 20, 2023 no later than 11:00am PST. Technical questions regarding the scope of this project should be put in writing and directed to Matt Watkins at pfd-watkins@pasco-wa.gov, no less than three (3) working days prior to the time that submittals are due. The Pasco Public Facilities District, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252,42 U.S.C. 2000d to 2000d-4) and the Regulations and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award. Projects funded wholly or in part by Federal appropriations must comply with Code of Federal Regulations; 24 CFR 570.502, 24 CFR 85.36, 2 CFR 200. All federally funded projects will be held to federal Equal Employment Opportunity (EEO) requirements. The PPFD is an equal opportunity and affirmative action employer. Small, minority, and women-owned businesses are encouraged to submit bids. The PPFD in accordance with Section 504 of the Rehabilitation Act and the Americans with Disabilities Act (ADA), commits to nondiscrimination on the basis of disability, in all of its programs and activities. This material can be made available in an alternate format by e-mailing Matt Watkins at pfd-watkins@pasco-wa.govor calling (509) 521-6960. This project will be funded through Pasco Public Facilities District voter approved 0.2% Washington State Sales Tax beginning January 1, 2023. Neither the State of Washington nor any of its departments or employees are, or shall be, a party to any contract or any subcontract resulting from this solicitation for SOQ’s. Those submitting Firms determined to be best qualified to undertake the services required under this RFQ may be invited to an interview (with the possibility of making a presentation) to the PPFD’s selection committee. Page 17 of 37 The PPFD reserves the right to reject any and all responses and to waive technicalities or irregularities, and after careful consideration of all submissions and factors involved make the award to best serve the interests of the Pasco Public Facilities District. Para más información o para solicitar un intérprete, favor de comunicarse con Janette Romero al 509-543-5738 o romeroj1@pasco-wa.gov DATED: February 21, 2023 PUBLISH: February 24, 2023 March 10, 2023 Page 18 of 37 PASCO PUBLIC FACILITIES DISTRICT 525 N Third Avenue Pasco, WA 99301 REQUEST FOR QUALIFICATIONS Owner’s Representative Pasco Public Facilities District Aquatics Facility Project RESPONSE DUE: Monday, March 20, 2023 at 11:00AM February 2023 Page 19 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 2 of 12 Contents 1 INFORMATION AND INSTRUCTIONS .....................................................................................................3 1.1 INVITATION TO PROPOSE .......................................................................................................................3 1.2 INTENT OF THE PPFD ..............................................................................................................................5 1.3 QUESTIONS ...............................................................................................................................................5 1.4 SUBMISSION PROCEDURES ...................................................................................................................5 1.5 LATE SUBMITTALS AND MODIFICATIONS .............................................................................................5 1.6 WITHDRAWAL OF SUBMITTALS .............................................................................................................5 1.7 CONDITIONS AFFECTING THE WORK ...................................................................................................6 1.8 EXPLANATIONS FOR SUBMITTING CONSULTANTS ............................................................................6 1.9 PPFD REPRESENTATIVE .........................................................................................................................6 1.10 FORMAT OF SUBMITTALS .......................................................................................................................7 1.11 BASIS FOR SELECTION ...........................................................................................................................7 1.12 PROFESSIONAL SERVICES AGREEMENT.............................................................................................8 2 SCOPE OF WORK .....................................................................................................................................8 2.1 BACKGROUND ..........................................................................................................................................8 2.2 PURPOSE ..................................................................................................................................................8 2.3 SCOPE OF WORK .....................................................................................................................................8 2.4 PROJECT SCHEDULE ..............................................................................................................................9 2.5 PPFD RESPONSIBILITIES ........................................................................................................................9 3 SELECTION CRITERIA .............................................................................................................................9 3.1 SUBMITTAL REQUIREMENTS .................................................................................................................9 3.2 CONSULTANT QUALIFICATIONS ......................................................................................................... 11 3.3 INTERVIEW PROCESS .......................................................................................................................... 12 Page 20 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 3 of 12 1 INFORMATION AND INSTRUCTIONS 1.1 INVITATION TO PROPOSE The Pasco Public Facilities District (PPFD) request a Statement of Qualifications (SOQ) from qualified Consultants registered in the State of Washington to provide Owner’s Representative and Construction Management Services for the PFD’s Aquatics Facility project. Funding for this project has been approved by Pasco voters via April 2022 vote and began receiving 0.2% Washington State Sales Tax beginning January 1, 2023. The selected Consultant must demonstrate recent experience successfully providing Owners Representative Project and Construction Management Services on behalf of a public facility district, municipality, and/or other government agency under traditional and alternative project delivery methods. Consultant will work initially with the PFD Executive Director and Board of Directors to determine a preferred design and construction approach either affirming a traditional Design-Bid-Build or alternatives and advisement services during remaining phases of the project. The complete RFQ and full scope of work may be obtained via the City of Pasco website – http://www.pasco- wa.gov/Bids.aspx. It is the sole responsibility of the Consultant to obtain any RFQ updates or addenda from the City’s website. Responses shall be submitted electronically. One electronic copy, including attachments, shall be transmitted to Matt Watkins at pfd-watkins@pasco-wa.gov. Subject shall be: ‘PASCO PUBLIC FACILITIES DISTRICT OWNER’S REPRESENATIVE RFQ’ with a maximum size of 20mb. The due date is Monday, March 20, 2023, 2023 no later than 11:00am PST. Technical questions regarding the scope of this project should be put in writing and directed to Matt Watkins at pfd-watkins@pasco-wa.gov, no less than three working days prior to the time that submittals are due. The PPFD, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252,42 U.S.C. 2000d to 2000d-4) and the Regulations, hereby notifies all Consultants that it will affirmatively ensure that any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit SOQ’s in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award. Projects funded wholly or in part by Federal appropriations must comply with Code of Federal Regulations; 24 CFR 570.502, 24 CFR 85.36, 2 CFR 200. All federally funded projects will be held to federal Equal Employment Opportunity (EEO) requirements. The PPFD is an equal opportunity and affirmative action employer. Small, minority, and women-owned businesses are encouraged to submit SOQ’s. The PPFD in accordance with Section 504 of the Rehabilitation Act and the Americans with Disabilities Act (ADA), commits to nondiscrimination on the basis of disability, in all of its programs and activities. This material can be made available in an alternate format by e-mailing Matt Watkins at pfd-watkins@pasco-wa.govor calling (509) 521-6960. Those submitting Consultants determined to be best qualified to undertake the services required under this Request for Qualifications (RFQ) may be invited to make a presentation to the PPFD’s interview team. The PPFD reserves the right to reject any and all responses and to waive technicalities or irregularities, and after careful consideration of all submissions and factors involved make the award to best serve the interests of the PPFD. Para más información o para solicitar un intérprete, favor de comunicarse con Janette Romero al 509-543-5738 o romeroj1@pasco-wa.gov Page 21 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 4 of 12 Pasco Public Facilities District, Washington ____________________________________________ Prepared by Matt Watkins - Executive Director, Pasco Public Facilities District ____________________________________________ Reviewed by Zach Ratkai - Administrative & Community Services Director, City of Pasco ____________________________________________ Reviewed by Dustin Wittman - CPSM – Project Support Specialist, City of Pasco ____________________________________________ Approved by Matt Watkins - Executive Director, Pasco Public Facilities District Page 22 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 5 of 12 1.2 INTENT OF THE PPFD The objective of this RFQ is to provide sufficient information to enable qualified Consultants to submit a written Statement of Qualifications (SOQ) demonstrating experience in Owner’s Representative and Construction and Project Management Services under alternative delivery projects. It is preferred that Consultants have experience managing and advising projects that involve aquatics facility and are familiar with applicable Washington State rules and regulations related to Design-Bid-Build, Design-Build, Progressive Design-Build, GM/GC and other delivery methodologies that may be suited to an aquatics facility. It is the PPFD’s intent to have a Consultant perform Owner’s Representative Services and Construction Management for the design and construction of the Aquatics Facility Project. The selected Consultant is expected to work closely with the PPFD Executive Director, Board of Directors, and City of Pasco, Public Works – CIP Engineering Division, as well as the project team to successfully complete this project. This RFQ is not a contractual offer, nor is it a commitment to purchase services. Contents of this RFQ and the Consultant’s submittal will be used as the basis to determine final contractual obligations. It is understood that this RFQ and the successful Consultant’s submittal may be attached or included by reference, in part or in whole, to any agreement regarding the services included in this RFQ between the PPFD and said Consultant. 1.3 PROJECT BACKGROUND AND QUESTIONS The PPFD maintains a website for documents related to the project at https://www.pasco-wa.gov/225/Public- Facilities-District and available as a resource to the submitter. Any explanation desired by a submitting Consultant regarding the meaning or interpretation of the RFQ, or any part thereof, must be submitted in writing (via email) and directed to Matt Watkins at pfd-watkins@pasco-wa.gov, no less than three working days prior to the time that submittals are due. Any interpretation made will be in the form of an addendum to the RFQ, issued by the PPFD and will be posted to the City Website – http://www.pascowa.gov/Bids.aspx. It is the sole responsibility of the Consultant to obtain any RFQ updates or addenda. Please include “‘PASCO PUBLIC FACILITIES DISTRICT OWNER’S REPRESENATIVE RFQ” in the subject line for all emails and correspondence related to these projects. 1.4 SUBMISSION PROCEDURES For consideration, Consultants are required to submit an electronic copy of thei r SOQ. Failure to provide the submittal in the appropriate manner will result in disqualification. Hard-copy or fax submittals are not permitted and will not be accepted. One electronic copy, including attachments, shall be transmitted to Matt Watkins at pfd- watkins@pasco-wa.gov. Receipt time of submittal will be considered the time-stamp of the incoming email created automatically by the City’s email server. Consultants are encouraged to submit the SOQ’s with adequate time for the email to be processed by the City’s email server. Email Subject shall be: PASCO PUBLIC FACILITIES DISTRICT OWNER’S REPRESENATIVE RFQ Due Date: Monday, March 20, 2023 at 11:00AM PST. 1.5 LATE SUBMITTALS AND MODIFICATIONS Submittals and modifications thereof received after the stated time of closing will not be considered. The PPFD is not responsible for late deliveries. In accordance with the due date from Section 1.4 of this RFQ, the time of closing will be determined per the Pacific Time Clock at http://www.time.gov/. 1.6 WITHDRAWAL OF SUBMITTALS Submittals may be withdrawn by written request up to one (1) hour after the stated time of closing, as mention ed above. Determination of the one-hour grace period shall be calculated based on the same reference as identified in Section 1.5. Page 23 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 6 of 12 1.7 CONDITIONS AFFECTING THE WORK Before submitting a Statement of Qualifications, each submitting Consultant is advised to: 1) Examine this RFQ document(s) thoroughly. 2) Review and be familiar with this project. 3) Ensure understanding of federal, state, and local laws, ordinances, rules, and regulations that may – in any manner – affect the cost, progress, or performance of the work. 4) Study and carefully correlate said Consultant’s observations with the RFQ response. Failure to do so will not relieve any Consultant from any contractual obligations of the work described herein. 1.8 EXPLANATIONS FOR SUBMITTING CONSULTANTS There are twelve (12) pages in this RFQ, including the cover sheet, table of contents, body, and appendix. Each is sequentially numbered at the bottom right corner of the page (Pages 1 through 12), and Appendix A. It is the responsibility of the submitting Consultant to ensure that all pages are included. If any pages are missing, the Consultant should immediately request a copy of the missing page(s) by emailing the request to the PPFD Representative(s) listed in Section 1.9. Please write “PASCO PUBLIC FACILITIES DISTRICT OWNER’S REPRESENTATIVE RFQ” in the subject lines. It is the responsibility of the Consultant to procure missing pages; submittals based on incomplete information will not be granted exception for any faults deriving thereof. Any explanation desired by a submitting Consultant regarding the meaning or interpretation of the RFQ, or any part thereof, must be requested in writing (via email) and directed to all PPFD Representatives listed in Section 1.9, no less than 72 hours prior to the time that submittals are due. Any interpretation made will be in the form of an addendum to the RFQ, issued by the PPFD and will be posted to the City Website – http://www.pasco- wa.gov/Bids.aspx . It is the sole responsibility of the Consultant to obtain any RFQ updates or addenda. 1.9 PPFD REPRESENTATIVE Matt Watkins, Executive Director Pasco Public Facilities District 525 N 3rd Avenue Pasco, WA 99301 Pfd-watkins@pasco-wa.gov Page 24 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 7 of 12 1.10 FORMAT OF SUBMITTALS To assist in the evaluation process, submittals shall conform to the following: 1) The submittal shall be limited to a maximum of 10 numbered pages (5 double -sided pages). 2) All pages will be counted towards the page total, except for the front cover, back cover, tab pages, resumes, references, and the cover letter. The cover letter shall be limited to a maximum of 1 double-sided page. 3) All pages shall be printed on 8½” x 11” size paper and shall be printed double-sided. 4) Font shall be “Arial” no smaller than “10 point”. The body of this RFQ is written in “Arial 10-point” as example. 5) Margins on all edges should be a minimum of 0.75-inches. 1.11 BASIS FOR SELECTION A. GENERAL The selection will be based on demonstrated experience and qualifications from similar projects. For this RFQ, similar projects shall mean the management and contract advisement services of alternative delivery projects within an aquatics facility or similar project, including Owner’s Representation. Consultants must also demonstrate their ability to be able to work closely with PPFD and City of Pasco Public Works staff and the project team to ensure a successful completion of the project. B. SELECTION COMMITTEE The Selection Committee will be made up of PPFD selected individuals and may include the PPFD Representatives listed in Section 1.9 of this RFQ. C. EVALUATION PROCESS The Selection Committee will review the SOQ submittal and evaluate all responses received based on the criteria listed herein. The PPFD intends to select the Consultant who represents the most qualified team to the PPFD and begin the negotiation and award process based on the evaluated scores. Submittals will be scored based on Evaluation Criteria from Section 3.1 of this RFQ. The PPFD reserves the right to make a selection based solely on the information contained in the written submittal. The PPFD further reserves the right to either interview selected Consultants or request additional information to help in determining the most qualified Consultant. Should the PPFD elect to conduct an interview for shortlisted candidates, interviews will be evaluated per criteria from Section 0 of this RFQ. The PPFD may make a selection based on any combination of written or interview evaluations. Selection of the committee shall be final. The selected Consultant shall be notified in writing by the PPFD, and no other method shall be considered to be an official notification of selection by the PPFD. The PPFD reserves the right to reject any or all of the submittals. If the PPFD elects to select one of the submitting Consultants, the PPFD will have the right to negotiate with said submitting Consultant over the final terms and conditions of the contract in the best interest of the PPFD. The primary objective of the negotiations is to maximize the PPFD’s ability to obtain the best value, based on the requirements and evaluations relating to this RFQ. If an agreement cannot be reached, the negotiations will be terminated and similar negotiations may occur with the second-ranked submitting Consultant and the PPFD reserves the right to reject all remaining submittals. Page 25 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 8 of 12 1.12 PROFESSIONAL SERVICES AGREEMENT The successful Consultant will be required to sign the PPFD’s Professional Services Agreement, a draft of which is enclosed to this RFQ in Appendix A. All submitting Consultants are directed to carefully review the Professional Services Agreement before preparing their submittal, as the successful Consultant will not be able to significantly modify the wording of the PPFD’s Professional Services Agreement. The successful Consultant’s refusal to sign the PPFD’s Professional Services Agreement will render their submission nonresponsive, all dialogues will be immediately terminated, and negotiations may begin with the second ranked submitting Consultant. 2 SCOPE OF WORK 2.1 BACKGROUND A. Project Need Pasco and the Tri-Cities have long needed a regional aquatics facility to include an indoor leisure pool, outdoor activity pool, wet classroom/party room, concessions, and associated programs for citizens on a year-round basis in Phase I. Also, a competitive 25-yard pool is planned in a later Phase II Pasco project. Voters approved construction of such a facility in an April 2022 vote and began receiving 0.2% Washington State Sales Tax beginning January 1, 2023 with anticipation of first receiving funds in April 2023. It is expected that construction and operation costs will be raised through a bonding process. B. Alternative Delivery Method The PPFD’s primary objective in considering alternate procurement approaches is to bring the best available design construction experience and expertise together to successfully meet the unique challenges presented by this project. To achieve this, the PPFD may seek approval through the state Capital Projects Advisory Review Board Project Review Committee (CPARB PRC) to use an alternative delivery contracting procedure. C. Funding This project and subsequent operations are funded primarily through a local sales tax of 0.2% and expected to be able to be bonded for a project and operation amount of approximately $40M from local funds. 2.2 PURPOSE This RFQ is issued for the purpose of soliciting qualified Consultants to perform Owner’s Representative and Construction Management Services for the PPFD’s Aquatics Facility Project. The selected Consultant shall be responsible for performing all tasks necessary to help ensure a successful, timely and on-budget completion of the project in addition to serving as an advisor to the PPFD and the Project team. Work will include, but it not limited to, the services requested in Section 2.3 – Scope of Work. 2.3 SCOPE OF WORK PPFD staff has listed items included in the scope of w ork to aid the Consultant in identifying the level of service required for this contract. The following lists are not all-inclusive. The scope of work will include, but is not limited to: OWNER’S REPRESENTATIVE SERVICES • Provide appropriately qualified staff in support of this project. Administration of resources to ensure timely advancement of the project. • Develop, manage, and update a project and process timeline for the scope, resources, public outreach, design, construction, operations, and any other needed elements or phases for completion of the project. Page 26 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 9 of 12 • Advise PPFD and project team on contracting and procurement activities. • Advise and lead PPFD and project team in considering alternative delivery contracting procedures and secure approval through the state Capital Projects Advisory Review Board Project Review Committee (CPARB PRC) if an alternative procedure is chosen. • Schedule meetings and design/build team workshops. Prepare and distribute meeting agendas and minutes. • Prepare and provide monthly invoices. • Log, copy, distribute and file all Contract documentation in accordance with applicable project requirements . • Establish clear and consistent communication protocol throughout project. CONSTRUCTION MANAGEMENT SERVICES • Preparation of construction related permit applications, as needed. • Answer Requests for Information (RFIs). • Review of submittals. • Work with facility architects, engineers, or other individuals or firms involved in designing the facility. • Provide construction support and/or management services, as determined necessary, including record management. • Oversee the administration of punch-list generation, project start-up, and close-out. • Perform inspection and documentation of construction activity . • Be responsible for coordination with all parties involved in the project. • Resolve contract disputes and/or assist in claims analysis, mitigation, and resolution. • Manage Log for Action Items, Change Management, RFI’s & Field Work Directives. 2.4 PROJECT SCHEDULE The PPFD is seeking an Owners Representative & Construction Management to guide future phases. Site acquisition is underway, yet not completed at the time of issuance of this solicitation. The Aquatics Facility should operational no later than June 2025. 2.5 PPFD RESPONSIBILITIES PPFD staff will assist the selected Consultant where possible but said Consultant should anticipate and be prepared to be self-reliant in accomplishing the Owner’s Representative and Construction Management service tasks associated with this RFQ. The PPFD will provide, when available, historical information and any other associated documents. 3 SELECTION CRITERIA 3.1 SUBMITTAL REQUIREMENTS At a minimum, the following items shall be included in the Statement of Qualifications (SOQ) submittal. The Selection Committee will perform a review of submitted SOQs based on the point distribution provided in this section. After the Due Date, submittals received by the PPFD will be provided to the Selection Committee for evaluation. Each submittal will be reviewed by the Selection Committee and scored based upon requirements set forth in this Section. Those requirements, and the scoring below, establish the evaluation criteria herein. 1) EXPERIENCE & QUALIFICATIONS A. Proposed Staff, Qualifications (15 Points Possible) Page 27 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 10 of 12 In a narrative, identify the proposed staff member(s) for these services (include working titles, degrees, certificates, and licenses) describe the roles and responsibility of each team member (if more than one and why each member is critical to the success of the overall contract. Describe the individual’s experience and capacity for providing the services being requested in this RFQ. Identify key members by name, position, discipline, and firm, as well as key back up personnel. • Provide an organizational chart, demonstrating the Consultant’s relationships and hierarchy of the team described above. Identify key members by name, position, discipline, and firm, as well as key back up personnel. Key back up personnel shall be provided for all staff in the o rg chart. • Resume of Consultant’s key individual(s) and back up personnel are to be included as an appendix. Resume length shall not exceed one page per team member. DO NOT submit resumes of employees who will not actively work on this project . Note that changing key personnel after the contract has been awarded will be subject to the review and approval of the PPFD. On each key individual’s resume, provide a list of all applicable municipal alternative delivery projects completed in the last five (5) years by this individual, and a description of the key individual’s role in several key projects, including each of the projects shown in the project history matrix this staff member participated in. Teams demonstrating positive previous collaboration in similar roles on the same types of projects, are preferred. • Provide the forecasted availability of key member(s) to work on this project in average hours per week over the duration of the contract period. B. Project History Summary & Matrix (30 Points Possible) • Provide description of previous experience, including a summarized Pro ject History Matrix. Indicate what services the proposed firm rendered for each project referenced. At a minimum, provide a list of three (3) recent municipal alternative delivery contracts/projects the Consultant has completed in the last ten (10) years. Include a point of contact for each one, contact information (phone and email), a brief description of the services provided. • Provide a matrix listing the same projects, and the team the Consultant proposed for this project to the show the extent to which the proposed team has worked on these projects. Note that only projects completed by key members of the project team will be considered. For each of the listed projects, provide the following information: i. A detailed description of the project scope and the role of the Consultant on the project ii. Awarded construction contract value iii. Final construction value (after change orders) C. References (10 Points Possible) Provide the contact information (to include names, phone numbers, and email) for the Owner’s project manager for all the projects listed by the Consultant in the Project History Matrix. Reference checks will be focused on consultant’s performance in each project, responsiveness, firm’s ability to forecast workload, ability to anticipate and mitigate possible issues, meet deadlines with high quality deliverables and resolve conflicts with the intention to deliver the project in a timely manner. 2) SCOPE UNDERSTANDING & APPROACH A. Understanding of Requested Services (20 points Possible) Describe the Consultant’s understanding of: • Project schedule requirements as described in this RFQ. Page 28 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 11 of 12 • Effective construction and project management methodologies, techniques, and tools, along with possible pitfalls associated with this work. The Consultant’s approach to implementing strategies to advance projects effectively and minimize risks. B. Description of Approach (20 points Possible) Describe how the Consultant’s team will: • Manage and coordinate between the various parties that will be involved in this project. • Oversee the project in a way that will result in full compliance with regulatory and funding requirements. • Engage the Project team for this project throughout construction. • Monitor progress relative to the overall project schedule. • Coordinate with PPFD, City operations staff, and the Contractor regarding the timing of upcoming work. • Engage the PPFD at key decision points. • Identify, track, and promptly resolve issues during construction. • Coordinate with oversight agencies and other contracted firms, when applicable, in order to ensure that inspections, testing and documentation are being performed adequately and at the appropriate time throughout the project. 3) PRESENTATION, ORGANIZATION AND CLARITY OF SOQ SUBMITTAL A. Formatting, Document Clarity (5 Points Possible) • Consultant’s SOQ shall follow formatting requirements as set forth in Section 0 of this RFQ. Organization of the SOQ, and the manner in which information is presented, should promote the Consultant’s ability to assemble clear and concise documentation. 3.2 CONSULTANT QUALIFICATIONS The required minimum qualifications for submitting Consultants are as follows : 1) Staff shown in the organization chart should currently possess all applicable certifications and licensing from the State of Washington required to complete the project. 2) Knowledge of all applicable Federal, State, and local regulations and standards. 3) Minimum of ten 10 years of experience in providing Owner’s Representative and Construction Management services for public agencies, specifically related projects. Page 29 of 37 PASCO PUBLIC FACILITIES DISTRCT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Page 12 of 12 3.3 INTERVIEW PROCESS Should the PPFD elect to conduct interviews with short-listed candidates, Consultants should plan for the following: 1) Interview format (if used): The PPFD may elect to conduct a phone interview without the requirement of a presentation. A. Approximately 30-minute presentation. B. Approximately 30 minutes for questions and answers. C. The Consultant’s proposed Project Manager shall lead the presentation. D. The PPFD may elect to conduct a phone (or telecommunications) interview without the requirement of a presentation. 2) Presentation: The objective of the interview will be to clearly demonstrate the Consultant’s qualifications to complete the project to the satisfaction of the PPFD. The presentation shall be brief and concise and shall include but shall not be limited to: A. Team Organization and Qualifications B. Project History C. Project Understanding D. Description of Approach E. A discussion of how the team proposes to manage this project and successfully keep it on schedule and within budget, including a discussion of the proposed project schedule. F. A description of how the Project/Construction Manager and the team propose to work and communicate with the PPFD and the public throughout the project. Following a review of the submitted SOQ’s, the PPFD may establish specific requirements and content for the interview to further aid in the determination of the Consultant’s qualifications. The selection team may prepare a list of standard questions for the interview. Additional questions may be developed based on the Consultant’s Statement of Qualifications to clarify information submitted. Following section of a Consultant, t he PPFD will then negotiate a specific scope of services, fees, and schedule with the selected Consultant. If an agreement cannot be reached with the first selected Consultant, the PPFD will terminate negotiations with said Consultant and may open negotiations with the second ranked Consultant. The compensation discussed with one Consultant is confidential and will not be dis cussed or disclosed with others. Page 30 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 APPENDIX A: PROFESSIONAL SERVICES AGREEMENT {PROJECT NAME} Agreement No. XXXXX THIS AGREEMENT is made and entered into between the Pasco Public Facilities District (PPFD), a Washington Municipal Corporation, hereinafter referred to as “PPFD”, and {CONSULTANT}, hereinafter referred to as “Consultant,” on the _______ day of _________________, 20 23. RECITALS WHEREAS, the PPFD desires to have certain services and/or tasks performed as set forth below requiring specialized skills, training, equipment, and other supportive capabilities; and WHEREAS, the Consultant represents that it is qualified and possesses sufficient skills, experience, equipment, and necessary capabilities, including: technical and professional expertise, when required, to perform the services and/or tasks as set forth in this Agreement upon which the PPFD is relying. WHEREAS, the PPFD’s {Position Title} finds that the Agreement with Consultant is both fair and reasonable in light of the duties to be performed, the Consultant’s performance data, and the nature and complexity of the project. NOW, THEREFORE, in consideration of the mutual covenants, and performances contained herein, the parties agree as follows: 1. Scope of Services. The Consultant shall perform such services and accomplish such tasks, including the furnishing of all labor, materials, facilities and equipment necessary for full performance thereof, as identified and designated as Consultant’s Responsibilities throughout this Agreement, and as more particularly described in Scope of Work detailed in [Exhibit No./Letter], attached hereto and incorporated herein (the “Project”). 2. Term. This Project shall begin on the execution date listed above and promptly be completed by XXXXXX. 3. Compensation and Payment. 3.1 Payment for services provided hereunder shall be made following the performance of such services. Such payment shall be full compensation for work performed or services rendered, and for all labor, materials, supplies, equipment, and incidentals necessary to complete the Project. 3.2 No payment shall be made for any services rendered by the Consultant except for services identified and set forth in this Agreement except as may be authorized by a written supplemental agreement approved by the PPFD. 3.3 The PPFD shall pay the Consultant for work performed under this Agreement upon timely submitted invoices detailing work performed and expenses for which reimbursement is sought. The PPFD shall approve all invoices before payment is issued. Payment shall occur within thirty (30) days of rece ipt and approval of an invoice. 3.4 The PPFD shall pay the Consultant for all work performed and expenses incurred under this Agreement, as follows. ☐ Hourly (Single Rate): $__________ per hour plus actual expenses incurred as provided under this Agreement, but not to exceed a total of $____________ without prior written authorization by the PPFD; or Page 31 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 ☐ Hourly (Multiple Rate): Such rates as identified on [Exhibit No./Letter], plus actual expenses incurred as provided under this Agreement, but not to exceed a total of $ without the prior written authorization by the PPFD; or ☐ Fixed Sum: A total of $__________________; or ☐ Other: ______________________________________________________ 4. Reports and Inspections. 4.1 The Consultant at such times and in such forms as the PPFD may require, shall furnish to the PPFD such statements, records, studies, surveys, reports, data, and information as the PPFD may request pertaining to matters covered by this Agreement. 4.2 The Consultant shall, at any time during normal business hours and as often as the PPFD or the Washington State Auditor may reasonably deem necessary, make available for examination all of its records and data with respect to all matters covered, directly or indirectly, by this Agreement and shall permit the PPFD, or its designated authorized representative to audit and inspect other data relating to all matters covered by this Agreement. The PPFD shall receive a copy of all audit reports made by the agency or Consultant as to the Consultant’s activities. The PPFD may, at its discretion, conduct an audit at its expense, using its own or outside auditors, of the Consultant’s activities which relate, directly or indirectly, to this Agreement. Consultant shall be provided a copy of such reports. 4.3 The Consultant, during the term of this Agreement, shall obtain all permits and registration documents necessary for the performance of its work and for the execution of services at its own expense, and shall maintain its validity. Upon request, the Consultant shall deliver to the PPFD copies of these licenses, registration documents, and permits or proof of their issuance or renewal. 4.4 Consultant shall maintain books, records and documents, which sufficiently and properly reflect all direct and indirect costs related to the performance of this Agreement, and shall maintai n such accounting procedures and practices as may be necessary to assure proper accounting of all funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review, or audit as provided above. 4.5 The Consultant shall retain all books, records, documents or other material relevant to this Agreement for three (3) years after its expiration. Consultant agrees that the PPFD, or its designee, shall have full access and right to examine any of said materials at all reasonable times during this period. 5. Ownership and Use of Documents. 5.1 All research, tests, surveys, preliminary data, information, drawings and documents made, collected, or prepared by the Consultant for performing the services subject to this Agre ement, as well as any final product, collectively referred to as “work product,” shall be deemed as the exclusive property of the PPFD, including copyright as secured thereon. Consultant may not use them except in connection with the performance of the services under this Agreement or with the prior written consent of the PPFD. Any prior copyrighted materials owned by the Consultant and utilized in the performance of the services under this Agreement, or embedded in with the materials, products and services provided thereunder, shall remain the property of the Consultant subject to a license granted to the PPFD for their continued use of the products and services provided under this Agreement. Any work product used by the Consultant in the performance of these services which it deems as “confidential,” “proprietary,” or a “trade secret” shall be conspicuously designated as such. 5.2 In the event of Consultant’s default, or in the event that this Agreement is terminated prior to its completion, the work product of the Consultant, along with a summary of the services performed to date of default or termination, shall become the property of the PPFD, and tender of the work product and summary shall be a prerequisite to final payment under this Agreement. The summary of services provided shall be prepared at no additional cost, if the Agreement is terminated through default by the Page 32 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 Consultant. If the Agreement is terminated through convenience by the PPFD, the PPFD agrees to pay Consultant for the preparation of the summary of services provided. 5.3 6. Public Records. 6.1 Consultant acknowledges that the PPFD is an agency subject to Chapter 42.56 RCW “Public Records Act.” All preliminary drafts or notes prepared or gathered by the Consultant, and recommendations of the Consultant are exempt prior to the acceptance by the PPFD or public citation by the PPFD in connection with PPFD action. 6.2 If the Consultant becomes a custodian of public records of the PPFD and request for such records is received by the PPFD, the Consultant shall respond to the request by the PPFD for such records within five (5) business days by either providing the records, or by identifying in writing the additional time necessary to provide the records with a description of the reasons why additional time is needed. Such additional time shall not exceed twenty (20) business days unless extraordinary good cause is shown. 6.3 In the event the PPFD receives a public records request for protected work product of the Consultant within its possession, the PPFD shall, prior to the release of any protected work product or as a result of a public records request or subpoena, provide Consultant at least ten (10) business days prior written notice of the pending release and to reasonably cooperate with any legal action which may be initiated by the Consultant to enjoin or otherwise prevent such release. 7. Independent Contractor Relationship. 7.1 The parties intend that an independent contractor relationship is created by this Agreement. The PPFD is interested primarily in the results to be achieved; subject to the scope of services and the specific requirements of this Agreement, the implementation of services will lie solely with the discretion of the Consultant. No agent, employee, officer or representative of the Consultant shall be deemed to be an employee, agent, officer, or representative of the PPFD for any purpose, and the employees of the Consultant are not entitled to any of the benefits or privileges the PPFD provides for its employees. The Consultant will be solely and entirely responsible for its acts and for the acts of its agents, employees, officers, subcontractors or representatives during the performance of this Agreement. 7.2 In the performance of the services provided in this Agreement, Consultant is an independent contractor with full authority to control and direct the performance of the det ails of the work, however, the results of the work contemplated herein must meet the approval of the PPFD and shall be subject to the PPFD’s general rights of inspection and review to secure the satisfactory completion thereof. 7.3 The Consultant shall comply with all State and Federal laws including, but not limited to: 7.3.1 The definition requirements of RCW 50.04.140 (Employment Security). 7.3.2 RCW 51.08.195 (Industrial Insurance). 7.3.3 Obtain a Pasco business license. 7.4 The PPFD may, at its sole discretion, require the Consultant to remove any employee, agent or servant from employment on this Project who, in the PPFD’s sole discretion, may be detrimental to the PPFD’s interest. 8. Indemnification. 8.1 The Consultant shall defend, indemnify, and hold harmless the PPFD, its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney Page 33 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 fees, arising out of or resulting from the acts, errors or omissions of the Consultant in performance of this Agreement, except for injuries and damages caused by the sole negligence of the PPFD. 8.2 However, 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 PPFD, its officers, officials, employees, and volunteers, the Consultant’s liability, including the duty and cost to defend, hereunder shall be only to the extent of the Consultant’s negligence. It is further spe cifically and expressly understood that the indemnification provided herein constitutes the Consultant’s waiver of immunity under Industrial Insurance, Title 51 RCW, solely for 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. 8.3 No liability shall attach to the PPFD by reason of entering into this Agreement except as expressly provided herein. 8.4 This indemnification shall include damages, penalties and attorney fees sustained as a result of Consultant’s delayed or failed performance of Section 6 above. 9. 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. The Consultant’s maintenance of insurance as required by the Ag reement shall not be construed to limit the liability of the Consultant to the coverage provided by such insurance, or otherwise limit the PPFD’s recourse to any remedy available at law or in equity. 9.1 Minimum Scope of Insurance. Consultant shall obtain insurance of the types described below: 9.1.1. 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. 9.1.2. Commercial General Liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operation s, stop-gap independent contractors and personal injury and advertising injury. The PPFD shall be named as an additional insured under the Consultant’s Commercial General Liability insurance policy with respect to the work performed for the PPFD using an additional insured endorsement at least as broad as ISO endorsement form CG 20 26. 9.1.3. Workers’ Compensation coverage as required by the Industrial Insurance laws of the State of Washington. 9.1.4. Professional Liability insurance appropriate to the Consultant’s profession. 9.2 Minimum Amounts of Insurance. Consultant shall maintain the following insurance limits: 9.2.1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 9.2.2. Commercial General Liability insurance shall be written with limits no less than: ☐ $2,000,000 each occurrence; ☐ $2,000,000 general aggregate; or ☐ $________ each occurrence; and $________ general aggregate 9.2.3. Professional Liability insurance shall be written with limits no less than: ☐ $2,000,000 per claim; Page 34 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 ☐ $2,000,000 policy aggregate limit; or ☐ $________ per claim; and $________ per policy aggregate limit 9.3 Other Insurance Provisions. The Consultant’s Automobile Liability, Professional Liability, and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance as respect the PPFD. Any insurance, self-insurance, or self-insured pool coverage maintained by the PPFD shall be excess of the Consultant’s insurance and shall not contribute with it. 9.3.1. The Consultant’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 PPFD. 9.4 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. 9.5 Verification of Coverage. Consultant shall furnish the PPFD 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. 9.6 Notice of Cancellation. The Consultant shall provide the PPFD with written notice of any policy cancellation within two (2) business days of their receipt of such notice. 9.7 PPFD Full Availability of Consultant Limits. If the Consultant maintains higher insurance limits than the minimums shown above, the PPFD shall be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Consultant, irrespective of whether such limits maintained by the Consultant are greater than those required by this Agreement or whether any certificate of insurance furnished to the PPFD evidences limits of liability lower than those maintained by the Consultant. 9.8 Failure to Maintain Insurance. Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the PPFD may, after giving five (5) business days notice to the Consultant to correct the breach, immediately terminate the Agreement or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the PPFD on demand, or at the sole discretion of the PPFD, offset against funds due the Consultant from the PPFD. 10. Nondiscrimination. In the performance of this Agreement, the Consultant will not discriminate against any employee or applicant for employment on the grounds of race, creed, color, national origin, sex, marital status, age or the presence of any sensory, mental or physical handicap; provided that the prohibition against discrimination in employment because of handicap shall not apply if the particular disability prevents the proper performance of the particular worker involved. The Consultant shall ensure that applicants are employed, and that employees are treated during employment in the performance of this Agreement without discrimination because of their race, creed, color, national origin, sex, marital status, age or the pre sence of any sensory, mental or physical handicap. Consultant shall take such action with respect to this Agreement as may be required to ensure full compliance with local, State and Federal laws prohibiting discrimination in employment. 11. Covenant Against Contingent Fees. The Consultant warrants that it has not employed nor retained any company, firm, or person, other than a bona fide employee working exclusively for the Consultant, to solicit or secure this Agreement; and that it has not paid or agreed to pay any company, person or firm, other than a bona fide employee working exclusively for the Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the PPFD shall have the right to terminate this Agreement. 12. Assignment and Subcontracting. Page 35 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 12.1 The PPFD has awarded this Agreement to the Consultant due to its unique qualifications to perform these services. The Consultant shall not assign (or subcontract other than as specifically identified in Exhibit A) its performance under this Agreement or any portions of this Agreement without the prior written consent of the PPFD, which consent must be sought at least thirty (30) days prior to the date of any proposed assignment. 12.2 Any work or services assigned or subcontracted hereunder shall be subject to each pro vision of this Agreement including Section 6, Public Records; Section 10, Nondiscrimination; proper bidding procedures where applicable; and all local, State and Federal statutes, ordinances and guidelines.. 12.3 Any technical or professional service subcontract not listed in this Agreement, must have prior written approval by the PPFD. 13. Termination. 13.1 Termination for Convenience. Either party may terminate this Agreement for any reason upon giving the other party no less than thirty (30) day’s written notice in advance of the effective date of such termination. 13.2 Termination for Cause. If the Consultant fails to perform in the manner called for in this Agreement, or if the Consultant fails to comply with any other provisions of this Agreement and fails to correct such noncompliance within five (5) business days of written notice thereof, the PPFD may terminate this Agreement for cause. Termination shall be effected by serving a notice of termination on the Consultant setting forth the manner in which the Consultant is in default. The Consultant will only be paid for services and expenses complying with the terms of this Agreement, incurred prior to termination. 14. General Provisions. 14.1 For the purpose of this Agreement, time is of the essence. 14.2 Notice. Notice provided for in this Agreement shall be sent by: 14.2.1. Personal service upon the Project Administrators; or 14.2.2. Certified mail to the physical address of the parties, or by electronic transmission to the e - mail addresses designated for the parties below. 14.3 The Project Administrator for the purpose of this Agreement shall be: For the PPFD: For the Consultant: [NAME, Accreditation(s)], or designee [TITLE] [ADDRESS, SUITE #] [CITY, ST, ZIP] XXXXXX@pasco-wa.gov (e-mail address) [NAME, Accreditation(s)]., or designee [TITLE] [ADDRESS, SUITE #] [CITY, ST, ZIP] XXXXXXX@XXXXXX.com (e-mail address) 15. Dispute Resolution. 15.1 This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington and it is agreed by each party hereto that this Agreement shall be governed by the laws of the State of Washington. Page 36 of 37 PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON Aquatics Facility Project – Owner’s Representative RFQ Professional Service Agreement Appendix A Page A-1 15.2 In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the Project Administrators, or their designees, shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved b y agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended, with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin County, Washington. The substantially prevailing party shall be entitled to its reasonable attorney fees and costs as additional award and judgment against the other. 16. Nonwaiver. Waiver by the PPFD of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other similar event or other provision of this Agreement. 17. Integration. This Agreement between the parties consists in its entirety of this document and any exhibits, schedules or attachments. Any modification of this Agreement or change order affecting this Agreement shall be in writing and signed by both parties. 18. Authorization. By signature below, each party warrants that they are authorized and empowered to execute this Agreement binding the PPFD and the Consultant respectively. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above. PASCO PUBLIC FACILITIES DISTRICT, WASHINGTON CONSULTANT Matt Watkins, Executive Director {Consultant} ATTEST: ________________________________ Debra C. Barham, City of Pasco Clerk APPROVED AS TO FORM: ________________________________ Kerr Ferguson Law, PLLC, PPFD Attorney Page 37 of 37