HomeMy WebLinkAbout4732 Contract Number: 4732
Vendor: MAKERS ARCHITECTURE
Subject: Manette Sub Area Plan
Department: Comm Devel
File Class: LEG 12-1
Begin Date: 06/10/2008
End Date: 12/31/2009
Review Date: 02/15/2011
Vault Date: O1/O1/2011
Comments: Modification #1-1/09
CONTRACT MODIFICATION AGREEMENT NO. 1
BETWEEN THE CITY OF BREMERTON AND
MAKERS Architecture
PROJECT Manette Sub-Area Plan
CONSULTANT
MAKERS Architecture
DATE
December 9, 2008
THIS CONTRACT MODIFICATION AGREEMENT SPECIFICALLY AMENDS THE
AGREEMENT (the "Contract") entered into between the City of Bremerton and MAKERS
Architecture on June 10,2008
All provisions in the Contract shall remain in full force and effect except as expressly modified by
this document.
For valuable consideration and by mutual consent of the parties, the modifications to the Contract
are as follows:
I.
Section
I. Scope
, is modified as follows: No change.
Section II. Term , is modified as follows:
The Consultant shall complete the work described in this Contract Modification Agreement by
December 31. 2009
Section
III. Compensation
, is modified as follows: No change.
II.
Consultant accepts all requirements of this Contract Modification by endorsing below.
Consultant further agrees that this Contract Modification constitutes full and final settlement
of all of the Consultant's claims for contract time and for all costs of any kind, including
without limitation, costs of delays related to any work either covered or affected by this
Contract Modification, claims related to on-site or home office overhead, or lost profits. This
Contract Modification does not limit the City's right to bring a claim for past performance.
The undersigned consultant approves the foregoing Contract Modification as to the changes,
if any, in the contract price specified for each item, including any and all supervision costs and
other miscellaneous costs relating to the change in work, and as to the extension of time
allowed, if any, for completion of the entire work due to said Contract Modification.
CONTRACT MODIFICATION
Project Number:
This document will become a supplement of the contract and all provisions will apply hereto.
It is understood that this Contract Modification shall be effective when approved by the City
of Bremerton.
The parties whose names appear below warrant that they are authorized to enter into a
contract modification that is binding on the parties of this contract. In addition, Consultant
warrants that it has or will inform the surety of this change, and shall take appropriate action
to modify any bonds required under the contract to address this change.
IN WITNESS WHEREOF, the parties have executed this Contract Modification on the day
and year first written above.
Community Development Director
approved to process
Initials and Date
CONSUL~
B~ - :f'"y
Its l>4.tyt nON-
NOTICES TO BE SENT TO:
R:\LEGAL\Contracts\FORMS\Contract Modification (2003).doc
CONTRACT MODIFICA nON
Project Number:
~OFm
By Carv Bozeman
Its Mayor
--
-
DATE:
ftjo9
ATTEST:
a~of ~J
City Cler
NOTICES TO BE SENT TO:
Andrea Spencer
Director
City of Bremerton
Community Development Department
345 - 6th Street, Suite 600
Bremerton, W A 98337
360.473.5283/360.473.5278 (f)
2
Contract Number:
Vendor:
Subject:
Department:
File Class:
Begin Date:
End Date:
Review Date:
Vault Date:
Comments:
4732
MAKERS ARCHITECTURE
Collaborative School Siting Project
Comm Devel
LEG 12-1
06/10/2008
11/30/2008
11/01/2008
PROFESSIONAL SERVICES AGREEMENT
The City of Bremerton ("City") and MAKERS Architecture ("Consultant"), referred to
collectively as the "Parties," enter into the following Agreement for professional services:
I. Scope: The Consultant agrees to perform the services more specifically described in the
Scope of Work, dated April 4th, 2008, including any attachments thereto , attached hereto as
Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only
pursuant to Section VILG. of this Agreement. If the Scope of Work provides for unspecified
additional services such services shall only be performed upon the express written request of the
City. Consultant further represents that the services furnished under this Agreement will be
performed in accordance with generally accepted professional practices in effect at the time such
services are performed.
II. Term: The City and the Consultant agree that work will begin on the tasks described in
Exhibit A immediately upon execution of this Agreement. The parties agree that the work
described in Exhibit A is to be completed as provided for in the work schedule attached hereto as
Exhibit B; provided however, that additional time shall be granted by the City for excusable
delays or extra work as provided for in section IX (A) of this agreement.
III. Compensation: In consideration of the services provided pursuant to this Agreement, the
City shall pay Consultant in an amount not to exceed $50,000. Consultant's charges and bills
shall conform to the fee schedule attached hereto as Exhibit C and incorporated herein by this
reference.
The Consultant shall submit regular billing statements detailing work performed and
amount charged on each task or portion thereof. The descriptions shall conform to and fall
within the categories set out in the Scope of Work and/or Fee Schedule. Upon receipt of a
conforming billing statement, the City shall promptly process payment. PROVIDED,
HOWEVER, the City reserves the right to prioritize scoped work and accelerate and/or delay
work tasks under the time frame set forth in Section II herein. The Consultant's labor rates and
billing fees shall be as delineated in Exhibit C.
Consultant shall not perform work beyond the Scope of Work, nor shall be compensated
for such work, unless the Scope of Work or amount of compensation is modified pursuant to this
Agreement. Consultant shall only be compensated for additional services if requested pursuant
to Section I and, if not otherwise provided, such compensation shall be in accordance with
Exhibit C.
If a billing statement does not conform to this Agreement, the City may withhold
payment until the statement is brought into compliance. Such withholding does not relieve
Consultant of its obligations under this Agreement.
IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed
in the Scope of Work and is performing independent functions and responsibilities within its
Bremerton/MAKERS Architecture
Manette Sub Area Plan
Page 1 of6
field of expertise. Consultant and its personnel are independent Consultants and not employees
of the City. Consultant and its personnel have no authority to bind the City or to control the
City's employees and other Consultants. None of the benefits provided by the City to its
employees, including, but not limited to, compensation, insurance, and unemployment insurance
are available from the City to the employees, agents, representatives, or sub-Consultants of the
Consultant. Consultant will be solely and entirely responsible for its acts and for the acts of
Consultant's agents, employees, representatives and sub-Consultants during the performance of
this Agreement. The City may, during the term of this Agreement, engage other independent
Consultants to perform the same or similar work.
As an independent Consultant, Consultant is responsible for its own management. The
City's administration and enforcement of this Agreement shall not be deemed an exercise of
managerial control over Consultant or its personnel.
As an independent Consultant, Consultant is responsible for payment of all taxes and
licensing fees necessary to perform its obligations under this Agreement. These taxes and fees
include but are not limited to State industrial insurance, Business & Occupation, State
professional licensing, and City business licensing. If any taxes or fees due the City have been
declared delinquent, the City may withhold the delinquent amount, plus any additional charges
arising from the delinquency, from any payments due Consultant.
V. Indemnification: Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages,
losses or suits, including all legal costs and attorney fees, arising out of or in connection with the
Consultant's errors or negilgence, except for that portion of the injuries and damages caused by
the City's sole negligence.
The City's review or acceptance of any of the work when completed shall not be grounds
to avoid any of these covenants of indemnification.
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 City, its officers, officials, employees, agents and volunteers, the Consultant's liability
hereunder shall be only to the extent ofthe Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S
WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY
FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER
ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
The provisions of this section shall survive the expiration or termination of this Agreement.
VI. 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
Bremerton/MAKERS Architecture
Manette Sub Area Plan
Page 2 of6
connection with the performance of the work hereunder by the Consultant, its agents,
representatives, employees, sub-consultants or sub-Consultants.
Before beginning work on the project described in this Agreement, the Consultant shall
provide a Certificate of Insurance evidencing:
1. Automobile Liability insurance with limits no less than $1,000,000 combined single
limit per accident for bodily injury and property damage; and
2. Commercial General Liability insurance written on an occurrence basis with limits no
less than $1,000,000 combined single limit per occurrence and general aggregate for
personal injury, bodily injury and property damage. Coverage shall include but not be
limited to: blanket contractual; products/completed operations/broad form property
damage; explosion, collapse and underground (XCD) if applicable; and employer's
liability; and
3. Excess Liability insurance with limits not less than 1,000,000 limit per occurrence and
aggregate.
4. Professional Liability insurance with limits no less than $1,000,000 limit per
occurrence/claim.
Any payment of deductible or self insured retention shall be the sole responsibility of the
Consultant.
All required policies shall be provided on an "occurrence" basis except professional
liability insurance (if required), which may be provided on a "claims-made" basis.
The City shall be named as an additional insured on the Commercial General Liability
insurance policy, as respects work performed by or on behalf of the Consultant and a copy of an
endorsement that is acceptable to the City, which names the City as an additional insured shall be
attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of
all the required insurance policies and endorsements. The City further reserves the right to reject
any unacceptable policies and/or endorsements.
The Consultant's Commercial General Liability insurance shall contain a clause stating
that coverage shall apply separately to each insured against whom claim is made or suit is
brought, except with respects to the limits of the insurer's liability.
The Consultant's insurance shall be primary insurance as respects the City and the City
shall be given thirty (30) days prior written notice by certified mail, return receipt requested, of
any cancellation, suspension or material change in coverage.
The City also reserves its unqualified right to require at any time and for any reason,
proof of coverage in the form of a duplicate of the insurance policy with all endorsements as
evidence of coverage.
VII. General Conditions:
BremertonlMAKERS Architecture
Manette Sub Area Plan
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A. Reports and Information: When requested by the City, Consultant shall furnish
periodic reports and documents on matters covered by this Agreement. The reports and
documents shall be furnished in the time and form requested. Consultant shall maintain
accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to
substantiate all billed amounts.
B. Ownership and Use of Records and Documents: Original documents, drawings,
designs and reports, including those in electronic format, developed under this Agreement are the
property of the City. All written information submitted by the City to the Consultant in
connection with the services performed by the Consultant under this Agreement will be
safeguarded by the Consultant to at least the same extent as the Consultant safeguards like
information relating to its own business. If such information is publicly available or is already in
Consultant's possession or known to it, or is rightfully obtained by the Consultant from third
parties, Consultant shall bear no responsibility for its disclosure, inadvertent or otherwise.
All data, documents and files created by Consultant under this Agreement may be stored
at Consultant's office in Seattle, Washington. Consultant shall make such data, documents, and
files available to the City upon its request at all reasonable times for the purpose of editing,
modifying and updating as necessary until such time as the City is capable of storing such
information in the City's offices. Duplicate copies of this information shall be provided to the
City upon its request, and at reasonable cost.
All documents, including all reports, drawings, specifications, computer software or other
items prepared or furnished by Consultant pursuant to this Agreement, are instruments of service
with respect to the project and are the property of the City. Any reuse by the City for other than
the specific purpose intended will be at City's sole risk.
C. Work Performed at Consultant's Risk: Consultant shall take all precautions necessary
and shall be responsible for the safety of its employees, agents, and sub-consultants in the
performance of the work hereunder and shall utilize all protection necessary for that purpose.
All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss
of or damage to materials, tools, or other articles used or held for use in connection with the
work.
D. Place of Work: The Consultant shall perform the work authorized under this
Agreement at its offices in Seattle, Washington. Meetings with the City staff as described in
Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed
upon by the parties.
E. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement
between the Parties, and the Parties acknowledge that there are no other agreements, written or
oral, that have not been set forth in the text of this Agreement.
F. Severability: Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force and effect.
BremertonlMAKERS Architecture
Manette Sub Area Plan
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G. Modification: This Agreement may only be modified by written instrument signed by
both Parties.
H. Written Notices: All communications regarding this Agreement shall be sent to the
parties at the addresses listed below by registered or 1 st class mail, or by personal service, and
shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement
or such other address as may be hereafter specified in writing.
City Address
City of Bremerton
Attn: Andrea Spencer
345 6th Street, Suite 600
Bremerton, W A 98337
Consultant Address
MAKERS Architecture
Attn: John Owen
1425 Fourth Avenue, Suite 901
Seattle, W A 98101
I. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a
waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be
deemed waiver of any other right or power.
J. Non-Waiver of Breach: The failure of the City to insist upon strict performance of any
of the covenants and agreements contained herein, or to exercise any option herein conferred in
one or more instances shall not be construed to be a waiver or relinquishment of said covenants,
agreements or options, and the same shall be and remain in full force and effect.
K. Compliance with Laws: Consultant shall comply with all applicable Federal, State,
and local laws in performing its obligations under this Agreement.
L. Choice of Law and Venue: This Agreement shall be interpreted according to the laws
of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement
shall be brought in Kitsap County Superior Court.
M. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions
herein, each party shall pay all its own costs and attorney's fees.
N. Assignment: Any assignment of this agreement by the Contractor without the written
consent of the City shall be void.
VIII. Nondiscrimination: Consultant shall not discriminate in employment or services to the
public on the basis of race, color, national origin, sex, religion, age, marital status, disability, or
sexual orientation except for employment actions based on bona fide occupational qualification.
IX. Termination: This Agreement shall remain in force until completion and acceptance of
the services, terminated by written instrument upon mutual consent, or by the City of Bremerton
for convenience. This Agreement may be immediately terminated for cause by a Party if the
other Party substantially fails to perform through no fault of the terminating Party, and the non-
performing Party does not commence correction of the failure of performance within thirty (30)
BremertonlMAKERS Architecture
Manette Sub Area Plan
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days of the terminating Party's sending notice to the non-performing Party. Any Notice by
Consultant shall include a report showing the status of all items listed in the Scope of Work
current through the termination date.
If the City receives reimbursement by any federal, state, or other source for work described in
Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is
cancelled or substantially reduced after the execution date of this Agreement and prior to the
completion of the work, the City may summarily terminate this Agreement.
A. Excusable Delays: The right of Consultant to proceed shall not be terminated nor shall
Consultant be charged with liquidated damages for any delays in the completion of the work due
to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials,
equipment, tools, or labor by reason of war, national defense, or other national emergency; 2)
any acts of the City, its consultants, or other public agencies causing such delay; and 3) causes
not reasonably foreseeable by the parties at the time of the execution of the Agreement that are
beyond the control and without the fault or negligence of the Consultant, including, but not
restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED,
HOWEVER, that the Consultant must promptly notify the City within ten (10) calendar days in
writing of the cause of the delay. If, on the basis of the facts and the terms of this Agreement,
the delay is properly excusable, the City shall, in writing, extend the time for completing the
work for a period of time commensurate with the period of excusable delay.
B. Rights Upon Termination: In the event of termination, the City shall pay for all
services performed by the Consultant to the effective date of termination, as described on a final
invoice submitted to the City. After termination, the City may take possession of all records and
data within the Consultant's possession pertaining to this project which may be used by the City
without restriction. Any such use not related to the project which Consultant was contracted to
perform shall be without liability or legal exposure to the Consultant.
MAKERS ARCHITECTURE
Approved as to form:
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Date: Di
Attest:
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CJ,;l~Yd~Af
~ity Clerk
Bremerton/MAKERS Architecture
Manette Sub Area Plan
Page 6 of6
Exhibit A
Scope of Work Detail
City of Bremerton Manette Neighborhood Center Sub Area Plan
Makers Architecture 4-4-08
1. Research and Information gathering. Meet with City staff (including staff
from applicable departments) to discuss project and scope, timeline and
communication. Discuss the formation of a working group or committee of
representative stakeholders to advise on the project and assist with outreach and
communication. Receive base mapping and planning materials from staff.
Conduct further research and prepare base maps and materials for planning work
and public input. Conduct field inventory of current physical conditions. Assess
circulation and parking issues from observation and existing information.
. Product: Base maps and descriptions of current conditions and assumptions
2. Public Consultation
Public (3 mtgs.) The consultant will prepare for and conduct three public
meetings (work sessions). City will publicize project and public involvement
eVents and make meeting arrangements. The intent and general type of activities
at each meeting is described below
. Public Work Session #1. At the first public work session, MAKERS will present
findings of the inventory. The team will then engage participants in exercises to
identify design and community development goals, preferred images, and ideas to
explore in next phases. The work session will be a highly interactive, with exercises
to draw out participants' ideas and preferences; including, as appropriate, visual
preference, visioning, and mapping exercises to develop a picture of participants'
goals and values for the area. The work session will address issues of community
character and physical setting.
. Product: Results of Work Session 1: goal and objective statements, and ideas for
generating alternatives
. Public Work Session #2. This session will be held to evaluate the alternatives and
identify preferred approach to the subarea development planning, MAKERS will
present a brief slide show describing the conditions, assumptions and issues in the
downtown and illustrating the alternatives. The team will then conduct a set of
exercises to evaluate the alternatives and identify the preferred characteristics of the
mixed use business core and surrounding neighborhood. At the end of the work
session, the team will attempt to summarize the input from the exercises and
determine what consensus can be reached.
· Product: completed materials for the public work session & results of the public
work session
. Public Work Session #3. After review by staff, conduct a third public work session
to review the draft and take comments. The session might be in an open-house
format that would allow participants to meet individually with team members, There
will also be a presentation and a means for participants to discuss the proposal.
MAKERS architecture and urban design
Page 1
Sow- Exhibit 'A' - 4/15/08
. Product: Results from the work session,
. Stakeholders & Developers Forum (4 mtgs.) The consultant will work with a
group of stakeholders who will provide input and communication with the
stakeholder groups they represent. If desirable, the consultant will meet with City
and agency staff prior to stakeholder meetings. The four meetings will address
the general topics described below.
Stakeholder meeting #1. Meet with City staff and stake holders committee to
formulate alternatives based on differing levels of development or other parameter
that the community wishes to be explored. MAKERS will conduct the work
session like a brief charrette to look specifically at different issues in the subarea
such as concepts for the waterfront, infill housing, circulation and parking
options, commercial area growth and business district/residential neighborhood
edge conditions.
. Product: Sketch alternatives based on different in and around the center.
Stakeholder meeting #2. Meet with staff and stakeholders committee to review
the work session results and determine a preferred course of action regarding
zoning, form-based standards and infrastructure. Sketch up a preferred concept.
. Product: Sketch of preferred concept with land uses, physical character and
infrastructure identified
Stakeholder meeting #3. Meet with staff and committee members to review
work session comments and address final considerations in preparing a proposal
to City Council
Development Forum. The consultant will prepare for and conduct a
developer's forum in which participants will respond to questions related to the
type of development that is feasible in Mannette and the types of measures that
the City can employ to attract the type of development that is desired.
3. Scenario & Alternative Development Illustrate 2-3 scenarios for community
members to evaluate at public work session #2. The illustrations will depict the
physical qualities of the different scenarios and exemplify the issues bought up at
the staff-stake holder and initial outreach sessions. Sketch-up ™ will be used to
illustrate the physical aspects of the alternatives. The team will also describe the
actions needed to be taken to avoid negative impacts to existing residents and
businesses
The alternatives will address the following issues/topics:
· Plan boundaries
· Land Use
· Building Form / Heights (Use of Sketch-Up for visual
presentations)
· View Protection
MAKERS architecture and urban design
Page 2
SoW- Exhibit 'A' - 4/15/08
· Street Circulation (The Team will examine local circulation routes
and intersections based on existing traffic information from the
City. Analysis will not require quantitative modeling)
· Street Design and parking
· Shoreline Access
. Product: Plan and section or 3-D illustrations of the different alternatives with
concept level description of the actions necessary to produce each alternative.
4. Preferred Alternative. Draft the preferred alternative defining land use and
circulation, streets, design and shoreline elements. Work with staff to determine
best approach and format to integrate new standards with the existing regulations
and review process.
. Product: Preferred alternative describing and illustrating the development scale and
character in the mixed use district and actions necessary to insure new development
fits with the desired character of surrounding neighborhoods. Actions will address
the issues/topics listed in 3 above.
5. Plan Production. Based on public, staff and committee input complete the
recommendations for land use and building standards, street improvements and
shoreline management measures. Work with staff to determine the most effective
method of integrating new standards into existing zoning code structure and
review process. Review with staff and stakeholder committee and revise as
appropriate.
· Product: Final draft of plan. The plan will be in an attractive, user friendly format
with ample graphics that includes:
o Design & Development Standards
o Street Standards
o Implementation Strategies
6. Adoption Process Assist City staff with preparations and presentations as needed
for:
a. Planning Commission workshop and Public Hearing
b. City Council workshop and Public Hearing
MAKERS architecture and urban design
Page 3
SoW- Exhibit 'A' - 4/15/08
Exhibit B
MAKERS Schedule
City of Bremerton- Manette Sub Area Plan
'.~~i;i~~M~~:~~;',;~:t ~;~1(l1r:q~d~;~/ii ",' <t{~GIY)(,~~~~'~: ;:;~;;~qg~st ":." "f~,S~.~t~irD,~.~i/~;. "OctP.~~rOit :'N~y(:i,mb~t::
+ Workshop 1: Objectives and Ideas
I
~ Sketch Alternatives
~I
Illustrate Alternatives
Refine Concept
Legend
. Consultant work
+ Public workshop
. Staff/Stakeholder meeting
+ Workshop 3: Review Plans and Strategies
Review and Revise
.
Exhibit C
Mannette Sub Area Plan Budget and Rate Schedule
Makers Architecture and Team Partner @ Staff @ P. Lynch @ TOTAL
$145.00 $85.00 $135.00 cost x hour
Research and info. 0
a Meeting 6 6 6 2190
b Fieldwork and base mapping 8 16 24 5760
2 Public consultation 0
a 3 public work sessions 12 18 8 4350
b 3 Stakeholders meetings 12 18 6 4080
c Development Forum 14 2030
3 Scenario and alternative dev. 16 40 24 8960
4 Preferred alternative 12 28 12 5740
5 Plan production 0
a Plan 16 24 4360
b Design stds. 36 5220
c Street stds. 8 20 12 4480
d Implementation strateties 6 870
6 Adoption process 12 1740
TOTAL 158 170 92 49780