HomeMy WebLinkAboutIntermountain Materials Testing & Geotechnical - Fire Station No. 83 Special Inspection Materials Testing Services (Project No. CP5FR231983)PROFESSIONAL SERVICES AGREEMENT
Fire Station 83 Special Inspection Materials Testing Services
THIS AGREEMENT is made and entered into this \C\--r-h day of February, 2020
between the City of Pasco, a Washington Municipal Corporation, hereinafter referred to as
"City", and Intermountain Materials Testing & Geotechnical (IMT), hereinafter referred to as
"Consultant."
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. Sco pe 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 the letter dated January
8, 2020 and signed by Scott L. Walters and enclosed proposal number 003M0 attached
hereto as Exhibit A and incorporated herein.
2. Term. This Project shall begin upon award of construction contract (February 2020) and
be completed twelve months from construction (estimated February 2021).
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.
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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4.
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
issued. Payment shall occur within thirty (30) days of receipt and approval of an
mvo1ce .
3.4 The City 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 City; or
Hourly (Multiple Rate): Such rates as identified on Exhibit A, plus actual
expenses incurred as provided under this Agreement , but not to exceed a
total of $11 . 781.00 without the prior written authorization by the City; or
Fixed Sum: A total of$ ____ (See Exhibit _)
• Other: -------------------------
Rep orts and Ins pections.
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 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/or proof of their issuance or renewal.
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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.
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. In the event that the City uses
the product following a termination of this agreement when the consultant is not
in default , such use shall be at the City's sole risk and without liability on the part
of the Consultant or its employees or sub-consultants. This Section 5.2 shall not
be construed to limit the Consultant's liability with respect to this Agreement in
any other manner than is specifically defined within this Section 5.2.
6. Public Records.
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7.
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
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.
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 perform its services consistent with the professional skill and
care ordinarily provided by architects practicing in the same or similar locality
under the same or similar circumstances. The Consultant shall perform its
services as expeditiously as is consistent with such professional skill and care and
the orderly progress of the Project.
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The Consultant shall comply with all State and Federal laws including, but not
limited to:
7.3.1 The definition requirements ofRCW 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. Any such requirement
by the City must be based upon reasonable justification.
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
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 ofliability 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 Industrial Insurance, Title 51 RCW,
solely for the purposes ofthis 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.
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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 Sco pe 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.
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.
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:
D $1,000,000 each occurrence;
D $2,000,000 general aggregate; or
1:8:1 $1,000,000 each occurrence; and $2,000,000 general aggregate
9.2.3 Professional Liability insurance shall be written with limits no less than:
• $1,000,000 per claim;
D $1,000,000 policy aggregate limit; or
1:8:1 $1,000,000per claim; and $2,000,000 per policy aggregate limit
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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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.l 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 policy will be endorsed to state: "It is agreed
that the Company will provide thirty (30) days written notice prior to the
effective date of cancellation of the policy for any reason other than
nonpayment of premium and will provide this with written notice using
certified mail"
9.3.3 Consultant shall provide the City thirty (30) days written notice prior to
the effective date of cancellation of the policy by certified mail, return
receipt requested.
9.4 Acc ep tability 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.
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
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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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. Neither the Consultant or City shall
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 other party, 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.
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.
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14.3 The Project Administrator for the purposes of this Agreement shall be:
14.3.l For the City: Bob Gear, or his designee
P. 0. Box 293
525 North 3rd Ave.
Pasco WA 99301
gearb@pasco-wa.gov
14.3.2 For the Consultant: Scott L. Walters, or his designee
P.O. Box 2801
15. Dispute Resolution.
Pasco, WA 98302-2801
drobison@strategic-cm.com
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.
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, with or without the
assistance of mediation, 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 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. Integration. 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 Exhibits A and
B. 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.
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
CITY OF PASCO, WASHINGTON
MATERIALS
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""2-l tj-Z.D
CONSULTANT: INTERMOUNTAIN
TESTING & GEOTECHNICAL
Scott Walters, Manager, Construction Services
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
CITY OF PASCO, WASHINGTON
MATERIALS
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CONSULT ANT: INTERMOUNT AIN
HNICAL
Scott
Professional Services Agreement-Fire Station 83 Special Inspection Materials Testing Services
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INTERMOUNT AIN MATERIALS TESTING & GEOTECHNICAL
PO Box 2801
Exh ibit A
Pasco, WA 99302-2801
(509) 545-9217 • (509) 545-9243 FAX
Chief Bob Gear
City of Pasco
525 North 3rd Avenue
Pasco, WA 99301
PROJECT: Satellite Fire Station 83
7510 Sandifur Parkway
Pasco, Washington
SUBJECT: Proposal
January 8, 2020
Proposal Number 003M0
Special Inspection & Testing Services
Chief Gear,
We are pleased to provide you with the following proposal to provide special
inspection and materials sampling and testing during construction of the new Fire
Station 83 in Pasco.
IMT is the most qualified special inspection and testing firm in the region and the
only firm in Pasco. Based on a thorough review of project plans and specifications
we have developed the attached Cost Estimate for the required services .
Thank you for the opportunity. We have enjoyed working with the City of Pasco
over the last 2 decades, value our relationship with the city greatly, and look
forward to the possibility of working with you during construction of this project.
Please contact us if you have any questions or need additional information .
Respectfully Submitted:
INTERMOUNTAIN MATERIALS TESTING
Scott L. Walters
Mgr. Construction Services
SLW/slw
David Robison-1 (electronic, drobison@strateg ic-cm.com)
Attachments :
Cost estimate
Office Location: 2301 N. Commercial Avenue, Pasco, WA 99301
• Materials Testing • Construction Inspection • Project Consultation • Geotechnical SeNices •
Proposal No. 003M0
Special Inspection Materials Testing
Ex hibit A
Fire Station 83
Pasco, Washington
Cost Estimate for Materials Testing and Sampling Services
Item
Description
Soils/Aggregate Sampling & Testing I~
Technician & equipment for sampling & testing, per hr. (3)
Maximum density/Optimum Moisture, per test
Sieve Analysis, per test
Units
30 hrs
3 each
3 each
Concrete/Reinforcing Stee VAnchor Examination, Samp ling & Testing 1!.....11.
Technician & equipment for inspection, sampling and testing, per hr.(3)
(includes: slump, air, temp., cylinders cast & report, floor flatness, vapor emission)
Compressive strength test, per cyl.
Structural Wood Examination 1!.....1J.
Technician & equipment for inspection, per hr. (3)
Asphalt Concrete Sampling & Testing I~
Technician & equipment for sampling & testing, per hr. (3)
Theoretical Maximum ("Rice") Density, per test
Oil Content, ignition, per test
Sieve Analysis, per test
39 hrs
65 each
12 hrs
4
1
1
1
Unit
Price
59.00
120.00
100.00
59.00
20.00
59.00
59.00
85.00
100.00
100.00
Structural WeldinqlllS Bolting Examination (Shop Welding Not Included} 1!.....11.
Technician & equipment for visual examination, per hr. (3)
Architectural. Mechanical. Electrical S pecial Insp ections
Technician & equipment for visual examination, per hr. (3)
Other Items
Overtime surcharge, per hr., hourly rate plus (excess of 8 hr./day,
40 hr./week, weekends, & holidays)
Nuclear Densometer, per day
Project Manager, per hr. (normally 1/2 hour each week)
Vehicle Mileage, per mile
On-call sample collection or prep., per hr., 1 hour minimum except on
days when we are onsite performing other services
9 hrs 69.00
15 hrs 69.00
0 hrs 29.50
16 day 25.00
10 hrs 85.00
### mi 0.65
18 hrs 50.00
To tal Estimat e
1 Services will be provided from portal to portal, on an on-call, part-time basis in
accordance with the unit prices listed above.
2 Services require 24 hours advance notice.
3 A 3 hour minimum charge applies to field testing services.
Totals
1770.00
360.00
300.00
2301.00
1300.00
708.00
236.00
85.00
100.00
100.00
621.00
1035.00
0.00
400.00
850.00
715.00
900.00
11781.00
Thank you for the opportunity to submit this estimate. Please call if you have any questions or require additional information.
Intermountain Materials Testing
Construction Materials Testing & In spection