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HomeMy WebLinkAboutHLA Engineering - PSA - Broadmoor Area Sewer LID ProjectPROFESSIONAL SERVICES AGREEMENT Broadmoor Area Sewer LID Project THIS AGREEMENT is made and entered into between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as "City", and HLA Enginee/ring and Land Surveying, Inc., hereinafter referred to as "Consultant," on the �B day of 2018. RECITALS WHEREAS, the City 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 City is relying. 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 A, attached hereto and incorporated herein (the "Project"). 2. Term. This Project shall begin on the date of execution above, and promptly be completed by December 31, 2019. 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 City. 3.3 The City 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 City shall approve all invoices before payment is Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page I of 13 issued. Payment shall occur within thirty (30) days of receipt and approval of an invoice. 3.4 The City shall pay the Consultant for all work performed and expenses incurred under this Agreement, as follows. ® Hourly (Multiple Rate): Such rates as identified on Exhibit , plus actual expenses incurred as provided under this Agreement, but not to exceed a total of $30,900.00 without the prior written authorization by the City, or 4. Reports and Inspections. 4.1 The Consultant at such times and in such forms as the City may require, shall furnish to the City such statements, records, studies, surveys, reports, data, and information as the City 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 City 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 City, or its designated authorized representative to audit and inspect other data relating to all matters covered by this Agreement. The City shall receive a copy of all audit reports made by the agency or firm as to the Consultant's activities. The City 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 City 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 maintain 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 City, or its designee, shall have full access and right to examine any of said materials at all reasonable times during this period. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 2 of 13 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 Agreement, as well as any final product, collectively referred to as "work product," shall be deemed as the exclusive property of the City, 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 City. 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 City 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 City, 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 Consultant. If the Agreement is terminated through convenience by the City, the City agrees to pay Consultant for the preparation of the summary of services provided. 6. Public Records. 6.1 Consultant acknowledges that the City 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 City or public citation by the City in connection with City action. 6.2 If the Consultant becomes a custodian of public records of the City and request for such records is received by the City, the Consultant shall respond to the request by the City 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 City receives a public records request for protected work product of the Consultant within its possession, the City shall, prior to the release of any Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 3 of 13 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 City 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 City for any purpose, and the employees of the Consultant are not entitled to any of the benefits or privileges the City 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 details of the work, however, the results of the work contemplated herein must meet the approval of the City and shall be subject to the City'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 City of Pasco business license. 7.4 The City may, at its sole discretion, require the Consultant to remove any employee, agent or servant from employment on this Project who, in the City's sole discretion, may be detrimental to the City's interest. 8. Indemnification. 8.1 The Consultant shall defend, indemnify, and hold harmless the City, its officers, officials, agents, employees, and volunteers from any and all claims and causes of action, including, but not limited to, actions of law or administrative proceedings for all injuries to persons or damages to property, and all losses, damages, demands, suits, judgments, including attorney fees, arising out of, or as a result of, or in connection with the work performed under this Agreement, and caused or occasioned in whole or in part by reason of errors, negligent acts or omissions of Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 4 of 13 the Consultant or its subcontractors in the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City, its officers, employees, agents, and volunteers. 8.2 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 injuries or damages to property caused by or resulting from the concurrent negligence of the Consultant, and the City, its officers, employees, agents and volunteers, the Consultant's liability and obligation to defend hereunder shall only be the proportionate extent of the Consultant's negligence. 8.3 It is further agreed that the indemnification provided herein constitutes the Consultant's waiver of immunity under hidustrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. 8.4 No liability shall attach to the City by reason of entering into this Agreement except as expressly provided herein. 8.5 This indemnification shall include damages, penalties and attorney fees sustained as a result of Consultant's delayed or failed performance of Section 6 above. 8.6 This waiver has been mutually negotiated by the parties, and the provisions of this section shall survive the expiration or termination of this Agreement. 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. 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 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 9.1.2 Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 5 of 13 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: ® $1,000,000 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: ® $1,000,000 per claim; ® $1,000,000 policy aggregate limit; or ❑ $ per claim; and $ per policy aggregate limit 9.3 Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability, and Commercial General Liability insurance: 9.3.1 The Consultant's insurance coverage shall be primary insurance as respects the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 9.3.2 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 City. 9.4 Accentability 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 City with original certificates and a copy of the amendatory endorsements, including, but not necessarily limited to, the additional insured endorsement evidencing the insurance requirements of the Consultant before commencement of the work. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 6 of 13 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 presence 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 City shall have the right to terminate this Agreement. 12. Assignment and Subcontracting. 12.1 The City 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 City, 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 provision 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 City. 13. Termination. 13.1 Termination for Convenience. Either party may terminate this Agreement for any reason upon giving the other party no less than ten (10) business days written notice in advance of the effective date of such termination. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 7 of 13 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 City 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. 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: 14.3.1 For the City: Daniel Ford, PE, or his/her designee City Engineer 525 North 3`d PO Box 293 Pasco WA 99301 fordd(a,pasco-wa.gov (e-mail address) 14.3.2 For the Consultant: Ted Pooler, PE, or his/her designee 2803 River Road Yakima WA 98902 (509)966-7000 mbattle(o)hlacivil.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 parry hereto that this Agreement shall be governed by the laws of the State of Washington. 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 by agreement of the parties, said dispute shall be Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 8 of 13 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 City 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. Inte¢ration. This Agreement between the parties consists in its entirety of this document and any exhibits, schedules or attachments verified by initials as a part of Exhibit A. 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 City and the Consultant respectively. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above. CITY OF PASCO, WASHINGTON CONSULTANT Dave Zabell, er ATTEST: 6"az�w (: �- Daniela Erickson, City Clerk APPROVED AS TO FORM: Leland B. Kerr, City Attorney ►_ IL�4'/ i " Ted Pooler, Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 9 of 13 EXHIBIT A SCOPE OF WORK FOR HLA ENGINEERING AND LAND SURVEYING. INC. HLA Engineering and Land Surveying, Inc. (HLA), will assist City staff in working through the LID process. HLA's scope of services will include: • Work with the City to refine the sewer alignment across the property owned by Dale C. Adams. Work with the City to refine the extent of the west and east limits of the sewer to be installed in Burns Road. Finalize the sewer alignment to be included in the LID. Note upon initial review, the Murrysmith alignment is unable to serve property north of Burns Road, so a more extensive study will be required. • Examine the effect of routing the sewer through the Columbia Terrace Phase 1 and Phase 2 developments. Confirm the elevations will allow extension eastward on Bums Road. • Determine the LID boundary based on the ability to provide gravity sewer service to and within the parcels immediately adjacent to the proposed sewer alignment. • Prepare the SEPA checklist for the proposed improvements. • Provide Engineer's Opinion of Construction Costs for those sanitary sewer improvements included in the LID. • Assist as follows with LID process steps: o Review property owner petition to form LID, if the Petition Method is used to form the LID. o Review Environmental Determination. o Assist with development of the method of assessment and the equitable distribution of costs to the LID participants. o Provide recommendations regarding City financial participation in the project. o Assist with the preparation of the preliminary assessment roll, LID maps, and property owner notices. o Review resolutions and ordinances prepared as required for the LID. HLA will provide example documents if requested. o Review the tally of the written objections to the LID at the completion of the 30 - day protest period. o Review the bidding and award process to construct the improvements. o Review final project costs and assist with the preparation of the final assessment roll. Costs will be assessed to property owners using the method established for the preliminary assessment roll. • Attend meetings with property owners and developers. Prepare meeting materials as requested. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 10 of 13 EXHIBIT A SCOPE OF WORK FOR HLA ENGINEERING AND LAND SURVEYING. INC. The City will provide or perform the following: • Make environmental determination based on SEPA Checklist prepared by HLA. • Prepare and publish public notices as required by LID process and City requirements. • Mail notices and assessment roles to LID participants. • Hold and conduct public hearings required by the LID process. • Work with City -selected bond counsel to assure the LID process follows legal requirements. Prepare required resolutions and ordinances. • Maintain records as required to document the LID process. • Collect LID payments and follow established accounting practices for repaying LID bonds. • Provide full information as to City requirements of the Project. • Assist HLA by placing at his disposal all available information pertinent to the Project, including previous reports, plans, program information, drawings, plats, surveys, utility records, and any other data relative to the Project. • Examine all studies, reports, sketches, estimates, specifications, drawings, proposals, and other documents presented by HLA and render in writing decisions pertaining thereto within a reasonable time so as not to delay the work of HLA. Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 11 of 13 EXHIBIT B SCHEDULE OF RATES FOR HLA ENGINEERING AND LAND SURVEYING, INC. Effective January 1, 2018, through December 31, 2018 Senior Principal Engineer $202.00 per hour Licensed Principal Land Surveyor $197.00 per hour Licensed Principal Engineer $181.00 per hour Licensed Professional Engineer $165.00 per hour Other Licensed Professional $165.00 per hour Licensed Professional Land Surveyor $150.00 per hour Project Engineer $136.00 per hour Senior Planner $124.00 per hour Contract Administrator $124.00 per hour CAD Technician $119.00 per hour Resident Engineer/Inspector $112.00 per hour Senior Engineering Technician $112.00 per hour Surveyor $112.00 per hour Surveyor on Two Man Crew $107.00 per hour Surveyor on Three Man Crew $95.00 per hour Engineering Technician $79.00 per hour Word Processing Technician $79.00 per hour Vehicle Mileage $0.545 per mile Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 12 of 13 EXHIBIT B SCHEDULE OF RATES FOR HLA ENGINEERING AND LAND SURVEYING, INC. Effective January 1, 2019, through December 31, 2019 Senior Principal Engineer $208.00 per hour Licensed Principal Land Surveyor $201.00 per hour Licensed Principal Engineer $187.00 per hour Licensed Professional Engineer $170.00 per hour Other Licensed Professional $170.00 per hour Licensed Professional Land Surveyor $155.00 per hour Project Engineer $140.00 per hour Senior Planner $128.00 per hour Contract Administrator $128.00 per hour CAD Technician $123.00 per hour Resident Engineer/Inspector $116.00 per hour Senior Engineering Technician $116.00 per hour Surveyor $116.00 per hour Surveyor on Two Man Crew $110.00 per hour Surveyor on Three Man Crew $98.00 per hour Engineering Technician $81.00 per hour Word Processing Technician $81.00 per hour Vehicle Mileage Federal Rate Professional Services Agreement- HLA Engineering and Land Surveying, Inc. Broadmoor Sewer LID Page 13 of 13