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9987
ART ANDERSON AND ASSOCIATES
Oyster Bay Remodel Phase IV
Public Works
LEG 12-1
1/20/2011
3/30/2011
5/1/2011
Comments :
PROFESSIONAL SERVICES AGREEMENT
[Oyster Bay Remodel Phase IV, City Project #4474.]
The C�ty of Bremerton ("City") and Art Anderson and Associates ("ConsultanY'),
referred to collectively as the "Parties," enter into the followmg Agreement for professional
services:
I. Scope: The Consultant agrees to perform the services more specifically described in the
Scope of Work, dated January 5, 2011 mcluding any attachments thereto, attached hereto as
Exhibit A, which is incorporated by refexence herein The Scope of Work may be modified only
pursuant to Section VII.G. 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 w�ll be
performed in accordance with generally accepted profess�onal practices in effect at the Ume such
services are performed.
II. Term: The City and the Consultant agree that work will begin on the tasks described m
Exhibit A immediately upon execut�on of th�s Agreement. The parties agree that the work
descnbed in Exh�b�t A is to be completed as provided for within 30 days of execution of this
contract; 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 shal] pay Consultant in an amount not to exceed $21,b70.00 ConsultanYs chazges and bills
shall conform to the fee schedule attached hereto as Exhibit A and incorporated herem by this
reference.
The Consultant shall submit regular billing statements detailmg work performed and
amount charged on each task or port�on thereof. The descriptions shall conform to and fall
within the categones set out m 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 priorit�ze scoped work and accelerate and/or delay
work tasks under the time frame set forth in Section II herein. The Consultant's ]abor rates and
billmg fees shall be as delmeated in Exhibit B.
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 mod�fied pursuant to th�s
Agreement. Consultant shall only be compensated for additional serv�ces if requested pursuant
to Section I and, �f not otherwise provided, such compensation shall be in accordance with
Exhibit B
If a billing statement does not conform to this Agreement, the City may withhold
payment until the statement is brought mto compLance Such wrthholdmg does not relieve
Consultant of rts obligations under this Agreement.
BremeRon/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page ] of 7
IV. Relatiunship of Parties: Consultant represents that it is skilled in the matters addressed
m the Scope of Work and is performing independent functions and responsibilities withm its
field of expertise. Consultant and rts personnel are mdependent Consultants and not employees
of the City Consultant and its personnel have no authority to bmd the City or to control the
City's employees and other Consultants. None of the benefits provided by the City to rts
employees, including, but not I�mited to, compensation, msurance, and unemployment insurance
aze available from the C�ty 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
ConsultanYs agents, empioyees, representatives and sub-Consultants during the performance of
this Agreement. The City may, during the term of this Agreement, engage other mdependent
Consultants to perform the same or similar work.
As an mdependent 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 mdependent Consultant, Consultant is responsible for payment of all ta�ces and
licensmg fees necessary to perform its obl�gat�ons under this Agreement. These taxes and fees
include but are not l�mited to State industnal insurance, Business & Occupation, State
professional licensing, and City business licensmg. If any taxes or fees due the C�ty have been
declazed delinquent, the City may withhold the delinquent amount, plus any additwnal charges
aris�ng from the delinquency, from any payments due Consultant.
V. Indemnification: Consultant shall defend, indemnify and hold the City, its officers,
o�cials, employees, agents and volunteers harmless from any and all claims, mjuries, damages,
losses or suits, including all legal costs and attomey fees, ansmg out of or m connection with the
performance of this Agreement, except for that portion of the �n�uries and damages caused by the
City's sole negligence.
The City's rev�ew or acceptance of any of the work when completed shall not be grounds
to avoid any of these covenants of mdemnificahon
Should a court of competent jurisdiction determine that this Agreement is subject to
RCW 4.24.115, then, in the event of l�ability for damages arismg out of bod�ly mjury 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 ConsultanYs I�abil�ty
hereunder shall be only to the extent of the ConsultanPs 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 expirarion or termmat�on of this Agreement.
Bremerton/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page2of7
VI. Insurance: Before beginrung work on the project described in this Agreement, the
Consultant shall provide a Certificate of Insurance evidencing•
1. Automobile Liabilitv msurance with limits no less than $1,000,000 combined single
limit per acc�dent for bodily �njury and property damage; and
2. Commercial General Lia6ilitv insurance written on an occurrence bas�s with limits no
less than $1,000,000 combined single limit per occurrence and general aggregate for
personal in�ury, bodily injury and property damage. Coverage shall mclude but not be
limited to• blanket contractual; products/completed operations/broad form property
damage, explosion, collapse and underground (XCU) if applicable; and employer's
liabil�ty; and
3. Excess Liabilitv msurance with limits not less than 1,000,000 limit per occurrence and
aggregate.
4. Professional Liabilitv 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
liab�Lty insurance (if required), which may be provided on a"cla�ms-made" bas�s.
The City shall be named as an addrtional insured on the Commercial General L�abdity
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 msured shall be
attached to the Cert�ficate of Insurance. The City reserves the nght to receive a certified copy of
all the requ�red insurance policies and endorsements. The City fur[her reserves the right to reject
any unacceptable pohcies and/or endorsements.
The Consultant's Commercial General Liability insurance shall contam a clause stating
that coverage shall apply separately to each insured against whom claim is made or su�t is
brought, except with respects to the limrts of the insurer's liabihty.
The ConsultanYs insurance shall be primary msurance as respects the Crty and the City
shall be given thirty (30) days pnor wr�tten aotice by certified mail, return receipt requested, of
any cancellation, suspension or material change in coverage.
The City also reserves �ts unqualified right to require at any time and for any reason,
proof of coverage in the form of a duplicate of the insurance pol�cy with all endorsements as
evidence of coverage
VII. General Conditions:
A Reports and Informat�on• 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 m the t�me and form requested. Consultant shall maintain
BremeRon/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page 3 of 7
accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to
substantiate all billed amounts
B. Ownersh�p and Use of Records and Documents• Original documents, drawings,
designs and reports, mcluding those in electromc format, developed under this Agreement are the
property of the C�ty. All written information submitted by the City to the Consultant m
connection with the services performed by the Consultant under ttvs 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 ava�lable or is already in
ConsultanYs possess�on or known to it, or is rightfully obtamed by the Consultant from third
paRies, Consultant shall bear no responsibility for its disclosure, madvertent or otherwise
All data, documents and files created by Consultant under this Agreement may be stored
at ConsultanYs office in Bremerton, Washmgton. 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 �s capable of storing such
informaUon 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, includmg all reports, drawings, specifications, computer software or other
items prepazed or furnished by Consultant pursuant to this Agreement, aze mstruments of service
with respect to the project and aze the property of the City Any reuse by the City for other than
the specific purpose intended will be at City's sole nsk
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 m the
performance of the work hereunder and shall utilize all protection necessary for that purpose.
All work shall be done at Consultant's own nsk, and Consultant shall be responsible for any loss
of or damage to mater�als, tools, or other articles used or held for use in connection with the
work.
D Place of Work: The Consultant shall perform the work author�zed under this
Agreement at its offices m Bremerton, Washington. Meetings with the City staff as described in
Exhibit A, Scope of Wark, shall take place at the C�ty's offices, or at locations mutually agreed
upon by the part�es.
E. Entire Agreement: Th�s Agreement and rts Exhib�ts constitutes the ent�re agreement
between the Parties, and the Par[ies acknowledge that there are no other agreements, written or
oral, that have not been set forth m the text of this Agreement
F. Severabilitv: Should any part of this Agreement be found void, the balance of the
Agreement shall remain tn full force and effect.
G Modificahon• This Agreement may only be modified by wntten mstrument signed by
both Parties.
Bremerton/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page 4 of 7
H. Written Not�ces. All commumcations regarding this Agreement shall be sent to the
parties at the addresses listed below by registered or lst class mail, or by personal service, and
shall be deemed sufficiently given if sent to the addressee at the address stated m this Agreement
or such ottter address as may be hereafter specified in writing.
Crtv Address
City of Bremerton
Attn. Gunnar Fridriksson
3027 Olympus Drive
Bremerton, WA 98310
Consultant Address:
Art Anderson and Associates
Attn• Dennis Kirkpatrick
202 Pacific Avenue
Bremerton, WA 98337
I. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a
waiver of that provision Waiver of any nght or power ansing out of th�s 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 stnct performance of any
of the covenants and agreements contained herem, 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 shafl 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 Washmgton Any judicial action to resolve disputes arismg out of this Agreement
shall be brought m K�tsap County Superior Court.
M Attornevs' Fees: In the event of Imgation to enforce any of the terms or prows�ons
herem, each party shall pay all its own costs and attorney's fees.
N Ass�Rnment: 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 ongm, sex, religion, age, marital status, d�sabihty, or
sexual orientation except for employment actions based on bona fide occupational qualificat�on.
IX. Termination: Th�s Agreement shall remam in force until completion and acceptance of
the serv�ces, termmated by wr�tten instrument upon mutual consent, or by the City of Bremerton
for convemence. Th�s Agreement may be immediately terminated for cause by a Party if the
other Party substantially fa�ls to perform through no fault of the terminating Party, and the non-
performing Party does not commence correction of the failure of performance within th�rty (30)
days of the terminating Party's sending notice to the non-performmg Party. Any Notice by
Consultant shall include a report showing the status of all �tems listed m the Scope of Work
current through the termmation date.
Bremerton/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page 5 of 7
If the City receives reimbursement by any federal, state, or other source for work described m
Section I herem, and that funding is withdrawn, reduced or limited in any way, or the pro�ect is
cancelled or substantially reduced after the execution date of this Agreement and pnor to the
completion of the work, the City may summarily terminate th�s Agreement
A. Excusable Delavs: The right of Consultant to proceed shall not be terminated nor shall
Consultant be chazged w�th liquidated damages for any delays m the completion of the work due
to: 1) any acts of the federal government in controlling, restncting, or requisitioning matenals,
equipment, tools, or labor by reason of war, nat�onal defense, or other national emergency; 2)
any acts of the City, its consultants, or other public agencies causmg 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 not�fy the City within ten (]0) calendar days in
wnting 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, m writing, extend the time for completing the
work for a period of t�me commensurate with the period of excusable delay
B Ri�hts Unon Termmation: In the event of termmation, the City shall pay for all
services performed by the Consultant to the effect�ve date of termination, as described on a final
invoice subm�tted to the C�ty. After termmation, the City may take possession of all records and
data with�n the Consultant's possession pertaining to this pro�ect which may be used by the City
without restriction. Any such use not related to the project wh�ch Consultant was contracted to
perform shall be w�thout liability or legal exposure to the Consultant
CITY OF BREMERTON CONSULTANT
Approved as to form•
B erton City Attorney
R\LEGAL\Contracts�FORMS�Professionai Services Agreement Form (2003) dce
�
By. �Po,¢�Lr 6. f��,crKry
its �.��S�.E,�� T
Date• / zo zo /
Attest
City Cler
Bremerton/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page 6 of 7
Exhibit A
Scope of Work (1/5/2011)
This project scope is for support on pre-design work for the City of Bremerton to move �ts Water
Resources and Engineering Divisions from Olympus Dnve to the Oyster Bay complex This
contract covers previously requested work and the following:
Previouslv Comnleted Work•
• Structural investigation of the existing maintenance building.
• Detailmg HVAC needed and upgrading main controller
• Cost estimating remodel.
COST: $15,170
Additional Pre-desian Work Requested•
• Meetings with Public Work Representatives.
• Cost estimates for a 12,000 square foot smgle floor steel building.
• Cost estimates for a 12,000 squaze foot two story steel building.
Opt�ons for expedited construction to meet the end of year move date for the two
divis�ons. This would include the possible use of modulaz or portable offices.
Rev�ew of and space planning for the existing administrative offices at Oyster Bay.
The anticipated work products for the above will at a minimum include the following:
• Cost estimate for comparisons between•
1. Remodel of the existing maintenance building
2. Construction of a single floor steel bu�lding
3. Construction of a two story steel building.
• Recommendations for expedited construction
• Drawings of the existing admm�stratrve offices showing poss�ble options for revisions.
COST. $6,500
GRAND TOTAL: 21,670
The City of Bremerton shall be responsible for the Site Development design, engmeering, and
drawmgs for the property traffic c�rculation and parking
Bremerton/Art Anderson and Associates
Oyster Bay Remodel, Phase IV
Page 7 of 7
U u
Cx�+i g±r'�
ART ANDERSON ASSOCIATES
VALUE BEYOND ENGINEERING r '"
Attachment �: Schedule of Charges
Where engineenng services are provided on an hourly basis, the following rates shall apply to cover
salaries, taxes, insurance, administratio�, general overhead, and profit
Classification
Principal
Pro�ect Manager
Sr. Engineer/Sr. Architect
Engineer/ArchitecUSr. Designer
Designer
CAD Drafter
Clencal
Expert �tness
Preparation
Testimony
Rate
275
Reimbursab�e expenses wdi be charged at the rates shown below
Automobde Travel
Consultant �osts
TravelCosts
Food and Lodging
Photocopying (8 & w)
Photocopying (Color)
Engineenng Copier Bond
Engineering Copier Veilum
Plotter Opaque Bond
PlotterPresentaUon
Plotter Vellum
Plotter Mylar
Other Reproduction Costs
Film & Processfng�Miscellaneous
IRS Rate
Actual cost pius io%
Actual cost plus to%
Actual cost plus �o%,
s.o5koov olus onerator time
S•3o�sq ft plus operator time
,$_qo/sq_t,plusoperatort__ __, i "'�
S.SSIsq ft plus operator time
�.85 sq ft plus operetor time �
5.6o(sq ft plus operator time �
Si3o/sq ft pius operator time,�p w �
Adual cost plus �o%
Schedule of Charges Page i of i