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HomeMy WebLinkAboutEWU Archaeological/Historical Services - Mitigation Report re Lewis Street UnderpassPROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT, made and entered into between the City of Pasco, hereinafter referred to as the "City", and Archaeological and Historical Services, Eastern Washington University hereinafter referred to as the "Consultant". WHEREAS, the City desires to engage the professional services and assistance of a consulting firm to provide a Level II Mitigation Report with respect to the Lewis Street Underpass. NOW, THEREFORE, in consideration of mutual benefits accruing, it is agreed by and between the parties hereto as follows: 1. Scope of work The scope of work shall include all services and material necessary to accomplish the above mentioned objectives in accordance with Memorandum of Agreement with Federal Highway Administration. 2. Ownership and use of documents. All research, tests, surveys, preliminary data and any and all other work product prepared or gathered by the Consultant in preparation for the services rendered by the Consultant shall not be considered public records, provided, however, that: A. All final reports, presentations and testimony prepared by the Consultant shall become the property of the City upon their presentation to and acceptance by the City and shall at that date become public records. B. The City shall have the right, upon reasonable request, to inspect, review and, subject to the approval of the Consultant, copy any work product. C. In the event that the Consultant shall default on this Agreement, or in the event that this contract shall be terminated prior to its completion as herein provided, the work product of the Consultant, along with a summary of work done to date of default or termination, shall become the property of the City and tender of the work product and summary shall be a prerequisite to final payment under this contract. The summary of work done shall be prepared at no additional cost, if the contract is terminated through default by the contractor. If the contract is terminated through convenience by the City, the City agrees to pay contractor for the preparation of the summary of work done. 3. Payments. The Consultant shall be paid by the City for completed work for services rendered under this Agreement as provided hereinafter. 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 work. A. Payment for work accomplished under the terms of this Agreement shall be on a lump sum basis upon acceptance of the Level II Mitigation documentation by the Department of Archeological and Historical Preservations, provided, in no event shall the payment for all work performed pursuant to this Agreement exceed the sum of $5612.00 without approval from the City. B. All vouchers shall be submitted by the Consultant to the City for payment pursuant to the terms of this Agreement. The City shall pay the appropriate amount for each voucher to the Consultant. The Consultant may submit vouchers to the City monthly during the progress of the work for payment of completed phases of the project. Billings shall be reviewed in conjunction with the City's warrant process. C. The costs records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the City for a period of three (3) years after final payment. Copies shall be made available upon request. 4. Time of Performance. The Consultant shall perform the work authorized by this Agreement promptly and within 45 days. and as allowed by Washington State law, 5. Hold harmless agreement. In performing the work under this contract'( the Consultant agrees to defend the City, their officers, agents, servants and employees (hereinafter individually and collectively referred to as "Indemnitees"), from all suits, claims, demands, actions or proceedings, and to the extent permissible by law, indemnify and hold harmless the Indemnitees from: A. All damages or liability of any character including in part costs, expenses and attorney fees, based upon, any negligent act, error, or omission of Consultant or any person or organization for whom the Consultant may be responsible, and arising out of the performance of professional services under this Agreement; and B. All liability, loss, damage, claims, demands, costs and expenses of whatsoever nature, including in part, court costs and attorney fees, based upon, or alleged to be based upon, any act, omission, or occurrence of the Consultant or any person or organization for whom the Consultant may be responsible, arising out of, in connection with, resulting from or caused by the performance or failure of performance of any work or services under this Agreement, or from conditions created by the Consultant performance or non-performance of said work or service. 6. General and Professional liability insurance. The Consultant shall secure and maintain in full force and effect during performance of all work pursuant to this contract a policy of comprehensive general liability insurance providing coverage of at least $500,000 per occurrence and $1,000,000 aggregate for personal injury; $500,000 per occurrence and aggregate for property damage; and professional liability insurance in the amount of $1,000,000. Such general liability policies shall name the City as an additional insured and shall include a provision prohibiting cancellation of said policy, except upon thirty (30) days written notice to the City. The City shall be named as the certificate holder on the general liability insurance. Certificates of coverage shall be delivered to the City within fifteen (15) days of execution of this Agreement. 7. Discrimination prohibited. Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, age, sex, national origin or physical handicap. 8. Consultant is an independent contractor. The parties intend that an independent contractor relationship will be created by this Agreement. No agent, employee or representative of the Consultant shall be deemed to be an agent, employee or representative of the City for any purpose. Consultant shall be solely responsible for all acts of its agents, employees, representatives and subcontractor during the performance of this contract. 9. City approval. Notwithstanding the Consultant's status as an independent contractor, results of the work performed pursuant to this contract must meet the approval of the City. 10. Termination. This being an Agreement for professional services, either party may terminate this Agreement for any reason upon giving the other party written notice of such termination no fewer than ten (10) days in advance of the effective date of said termination. 11. Integration. The Agreement between the parties shall consist of this document and the Consultant's proposal attached hereto. These writings constitute the entire Agreement of the parties and shall not be amended except by a writing executed by both parties. In the event of any conflict between this written Agreement and any provision of Appendix A, this Agreement shall control. 12. Non -waiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 13. Non -assignable. The services to be provided by the contractor shall not be assigned or subcontracted without the express written consent of the City. 14. Covenant against contingent fees. The Consultant warrants that he has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award of making of this contract. For breach or violation of this warranty, the City shall have the right to annul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 15. General Provisions. For the purpose of this Agreement, time is of the essence. Should any dispute arise concerning the enforcement, breach or interpretation of this Agreement, venue shall be placed in Franklin County, Washington, the laws of the State of Washington shall apply, and the prevailing parties shall be entitled to its reasonable attorney fees and costs. 16. Notices. Notices to the City of Pasco shall be sent to the following address: City of Pasco P. O. Boa 293 Pasco, WA 99301 Notices to the Consultant shall be sent to the following address: Archaeological and Historical Services, Eastern Washington University 201 Isle Hall Cheney, WA 99004-2420 Receipt of any notice shall be deemed effective three (3) days after deposit of written notice in the U. S. mails, with proper postage and properly addressed. DATED THIS DAY OF 6( 2011 ATTEST Debbie Clark, City Clerk CONSULTANT Signature, kriited Name and Title Toni Habegger, Associate Vice President for Business & Finance, EWU APPROVED AS TO FORM Leland B. Kerr, City Attorney Scope of work: 1. Conduct a site visit to the Lewis Street Underpass, in Pasco, Washington. 2. Take descriptive notes and photograph the Underpass with a digital camera (up to 16 views). 3. Undertake background research at local repositories. 4. Provide an approved, by the Washington Department of Archaeology and Historic Preservation (DAHP), Level If Mitigation report according to guidelines established by DAHP. 5. Provide two sets of archivaliy processed 5 inch by 7 inch black and white prints, one set for submittal to the DAHP, the other set to be p laced with a local history archive, probably the Franklin County Historical Society. APPENDIX B F2 :-�ll�-� cwmbmow. JAM ra PRFt �sr.ru�r.4s adz Affara7Mo F" l -sii.4 OlMMML Am bwmd Comas P.t0-dmfsowlia,Mess •P740. owle. pante. PM119c i, 82MM Pot m-Trois1 wdm am mobrPom 571.00 MUW sloe ao SIMM Pad N-OewaYr gwvb s pp,"pe" SZKm Til NM/As F1c JUS ICY Medtbii P"n1 PXiiiJmml APPENDIX C 81&NORANDUM OF AGREEMENT' AMONG THE FRUF.RAL HiGMWAY ADMINISTRATION, THE WASIIINGTON STATE DEPAKI'SIENT OF TRAWORT.ATION, THE DUARTMEN'T OF ARCHAEOLOGY AND HISTORIC PRESR111VA ::ION, AAD TRF CITY OFPASCOEXECUTED PURSITAIl 1'O 3fr CFR 90GA(Wiv) REGARDING' THE LEWIS STRP,K'I' Ol'EIM4SS PROJECT FRAMMINCOUNTY. WASKING'PON W RTikL-%5, the 1..& Department of Trn?parlation, .clots. H g I%V y Arhnini,tralita• jTHK'A 1 h93 detc:aihlcd that t,e l xm% Sherd Ovalmss Pr ;,cct (1'foj¢Cti full :NvY an nrive'gC ['S'ICY`f of the Lcwsa Stseet Rai.nlad Thal ».s Y; a :):sone SMICturc 10,10, hat beer de'rnritind to bz e:irub:e for ltatiuAi in Ii,c Natium: Ragist(y• of Historic Pla¢ec.. a:d I:as umsullmi -mv.3 the Waaciucoa State Ili:n,In4 Pr-t:1:inion Officer {SH?Ot. ir, tu;elK:i„-u: ,ail, \;vtan :,,6 oFa:e Nf:aOrel ITis,uic Pr:NCINIAi(nl Act (16 U.S.C. rt 470), and its:mplcracating regulattnns.36 rT R Pati $00: HIM WHEREAS thu ulverpo clliot is the filling and abandossnent ul'Ilre unthapassi and WIT17.11i?AG Pursuant To 36 CFR S00.&f )ti) PIMA has invited tae WsltingWr, Sluk Aepmr neat of Transportation (W'SDOT) and the City j 1,40A) and to sign tltia Memorandumof Alccaxsrnt WHERRAS in 4acordia cc with 36 CFR Srctir,a Salt -NuX 1). FIIW'A Iwi nottfkd Inc Ad[:ra,ty Council tin Histwio Pmscttiztion (Comlerll of its mlvm,r c°iixa de1ClnllnfllML e..cd the C ;:until has chosen not to participate in the C(nssx:t:nu:rn pu" "ant 1036 CYR Section &00.6(u)(l)(1;); NOW. THEREFORE, PHV: A, w.grxyI , Nm o, said the City apeee that upon F11W:4`s decision to prC eed with Tile Prtyo q, FHWA shall crsure that the fallowing stipulations are implemented in order to talc into aceoant fife adverse eR'wl nl' 0re Prnjcr:t [m historic propC41 C& and that lhu e stipulations shall govsan the 11toject and all of its parts until this MOA expues m is tanninaled. I. S11PULATIONS FHW'A almll Lrnuro that the foijowrint, measures are carried out; .. l:x Clry 6114.1 ursnro .her I,e I.Lm is Str,-t AnAread Lcd¢cinvss will be w pfovlts a Irenn:mMI Te(:n'd o` :hC S'nl.-n fC fed n+ scathe "IT In it, -A!blg and akmnc,mnund. The Icrc; of cbe:l.72uaation will a,= rhe T)eprmmLrl of Arca aeoloRy and I linum0 At:rev:nipD's (1)AHPI Level 11 it iligali,m emumLrtlft,n xxinimbenis, which inehrdcy, at a tnintnnun, a'1:lriv_I ytulily pholuia••aphs and or. axem lam^nr ttic:rqjcal MAITTlh11TjaC!udesconlexluIirfcrnrahe_ and suppott:ngJtawinFNamlpliemgraphs, 1. Dmmvenlrti(m mut:' be approvcd by DAI1P and linul atpiees will be made available to DAHP and a local repository, such as the Prandin Cumty Historical Sotxety 3. Museum. 3. Should any prehistoric or historic cultural remains (such as, but not limited to, bone, fire - cracked rock, shell, or other artifacts) be discovered during construction, all work in the area of the discovery shall cease and the City shall contact FHWA, WSDOT, and the SHPO. The parties shall consult on the appropriate treatment of the remains and no work shall continue in the area of the discovery until the appropriate treatment has been determined completed. 4. The City shall bear the cost for Stipulations 1-3, II. DISPUTE RESOLUTION Should any party to this agreement object at any time to any actions proposed or the manner in which the terms of this MOA are implemented, FHWA shall consult with the objecting party(ies) to resolve the objection. If FHWA determines, within 30 days, that such objections cannot be resolved, FHWA shall: 1. Forward all documentation relevant to the dispute to the Council in accordance with 36 CFR Section 800.2(b)(2). Upon receipt of adequate documentation, the Council shall review and advise FHWA on the resolution of the objection within 30 days. Any comment provided by the Council, and all comments from the parties to the MOA, will be taken into account by FHWA in reaching a final decision regarding the dispute. 2. If the Council does not provide comments regarding the dispute within 30 days after receipt of adequate documentation, FHWA will give consideration to comments from the parties to the MOA and make a final decision. 3. FHWA's responsibilities to carry out all other actions subject to the terms of this MOA that are not subject of the dispute will remain unchanged. FHWA will notify all parties of its decision in writing before implementing that disputed portion of the Project. FHWA's decision will be final. 111. AMENDMENTS, TERMINATION AND NONCOMPLIANCE If any signatory to this MOA determines that its terms will not or cannot be carried out or that an amendment to its terms must be made, that party shall immediately consult with the other parties to develop an amendment to this MOA pursuant to 36 CFR 800.6 (c)(7) and 800.6 (c)(8). The amendment will be effective on the date a copy is signed by all of the original signatories and is filed with the Council. If a MOA is not amended following the consultation set out in accordance with Dispute Resolution, it may be terminated by any signatory. Within 30 days following termination, FHWA shall notify the signatories if it will initiate consultation to execute an MOA with the signatories under 336 CFR 800.6(a)(1) or request the comments of the Council under 36 CFR 800.7(a) and proceed accordingly. IV. DURATION This MOA will take effiect immediately upon execution by the Signet t y Parties. The tams of this MOA shell be satisfutorily fiil511ed within five years following the date of execution. Prior to such time, FHWA may consult with SHPO to reconsider the terms of the agreement and propose its amendment in accordance with Section III above. Unless terminated pursuant to Section III, this MOA will be in effect until FHWA, in consultation with SHPO, determines that all of its tams have ben satisfactorily fulfilled. V. EXECUTION OF AGES&HENT Execution and implementation of the tams of this Memorandum of Agreement by FHWA, SHPO, WSDOT, and the City saves as evidence that FHWA has afforded the Council and all concerned parties the opportunity to comment on the project and the effects on historic properties, and that f 11WA has taken into account the effects of the Project on the Lewis Street Railroad Underpass and has satisfied me requirements of Section 106 of the National Historic Preoavadon Act (16 U.S.C.470(4 FEDERAL HIGHWAY ADMINISTRATION /x-- Yh C►.L� Date0Z44qhL— Daniel M. \9athis Division Administrator WASHINGTO=— Allys6'n-6nZkS, OF ARCHAEOLOGY & HISTORIC PRESERVATION By: PhD State Historic Prescraf n Officer CONCUR: WASH INGTO\ STATE DEPARTMENT OF TRANSPORTATION Kathleen Davis — - Director, Highways and Local Programs CITY OF PASCO Matt V Mayor