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5062
WA DEPT OF FISH & WILDLIFE
Gorst Creek Watershed Comprehensive Plan
Engineering
LEG 12-1
8/5/2011
12/31/2014
2/1/2015
Comments :
PROFESSIONAL SERVICES AGREEMENT
GORST CREEK WATERSHED COMPREHENSIVE PLAN
The City of Bremerton ("City") and the Washmgton Department of Fish and Wildlife
("Consultant"), referred to collectively as the "Parties," enter mto the followmg Agreement for
professional services
I. Scope: The Consultant agrees to perform the services more specifically descnbed m the
Scope of Work, dated May 1, 2011, mcluding any attachments thereto, attached hereto as Exlubit
A, which is mcorporated by reference herem 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 furmshed under this Agreement unll be
performed m accordance with generally accepted professional practices in effect at the time such
services are performed
IT. Term: The City and the Consultant agree that work will begm on the tasks descnbed m
Exhibrt A immediately upon execution of this Agreement The parties agree that the work
descnbed in Exhibit A is to be completed as provided for in the work schedule attached hereto as
Exlubit B, provided however, that addrtional 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
Crty shall pay Consultant in an amount not to exceed $14,442 Consultant's charges and bills
shall conform to the fee schedule attached hereto as Exhibit B and mcorporated herem by tlus
reference
The Consultant shall submrt regular billing statements detailmg work performed and
amount charged on each task or portion thereof The descnptions shall conform to and fall
withm the categories set out in the Scope of Work and/or Fee Schedule Upon receipt of a
conforming billmg statement, the City shall promptly process payment PROVIDED,
HOWEVER, the Crty reserves the right to prioritize scoped work and accelerate andlor delay
work tasks under the time frame set forth m Section II herem The Consultant's labor rates and
billmg fees shall be as delmeated m Exhibrt 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 modified pursuant to this
Agreement Consultant shall only be compensated for addrtional services if requested pursuant
to Section I and, if not otherwise provided, such compensation shall be m accordance wrth
Exhibrt B
If a billing statement does not conform to this Agreement, the City may withhold
payment until the statement is brought into compliance Such wrthholdmg does not relieve
Consultant of rts obligations under this Agreement
Bremerton/Washington State Department of Fish and Wildlife
Gorst Creek Watershed Comprehensive Plan
Page 1 of 5
IV. Relationship of Parties: Consultant represents that it is skilled m the matters addressed
in the Scope of Work and is performing mdependent functions and responsibilrties wrthin rts
field of expertise Consultant and rts personnel are independent Consultants and not employees
of the Crty Consultant and rts personnel have no authority to bind the Crty or to control the
City's employees and other Consultants None of the benefits provided by the Crty to its
employees, mcludmg, but not limrted to, compensation, msurance, and unemployment msurance
are available from the Crty to the employees, agents, representatives, or sub-Consultants of the
Consultant Consultant will be solely and enrirely responsible for rts acts and for the acts of
Consultant's agents, employees, representatives and sub-Consultants durmg the performance of
tlus Agreement The City may, during the term of this Agreement, engage other independent
Consultants to perform the same or similar work
As an mdependent Consultant, Consultant is responsible for its own management The
City's admirustration and enforcement of this Agreement shall not be deemed an exercise of
managenal control over Consultant or its personnel
As an independent Consultant, Consultant is responsible for payment of all taxes and
licensmg fees necessary to perform its obligations under this Agreement These taxes and fees
mclude but are not limrted to State industnal insurance, Busmess & Occupation, State
professional licensing, and City busmess licensing If any taxes or fees due the Crty have been
declared delinquent, the Crty may wrthhold the delinquent amount, plus any addrtional charges
ansing from the delinquency, from any payments due Consultant
V. Indemnification: Consultant shall defend, mdemmfy and hold the Crty, its officers,
officials, employees, agents and volunteers harmless from any and all claims, in�uries, damages,
losses or suits, mcluding all legal costs and attorney fees, arismg out of or in connection with the
performance of this Agreement, except for that portion of the m�uries 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 mdemrufication
Should a court of competent �urisdiction determme that this Agreement is sub�ect to
RCW 4 24 115, then, in the event of liability for damages arismg out of bodily m�ury to persons
or damages to property caused by or resulting from the concurrent negligence of the Consultant
and the Crty, its officers, officials, employees, agents and volunteers, the Consultant's liability
hereunder shall be only to the extent of the 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 survrve the expiration or termmation of this Agreement
Bremerton/Waslungton State Department of Fish and Wildlife
Gorst Creek Watershed Comprehensive Plan
Page 2 of 5
VI. N/A
VII. General Conditions:
A Reports and Information When requested by the Crty, Consultant shall furnish
penodic reports and documents on matters covered by this Agreement The reports and
documents shall be furnished m the time and form requested Consultant shall mamtam
accountmg records m accordance with Generally Accepted Accountmg Pnnciples (GAAP) to
substantiate all billed amounts
B Ownership and Use of Records and Documents Onginal documents, drawmgs,
designs and reports, including those m electromc format, developed under tlus Agreement are the
property of the Crty All written information submitted by the City to the Consultant m
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 relatmg to rts own busmess If such informarion is publicly available or is already m
Consultant's possession or known to it, or is nghtfully obtamed by the Consultant from tlurd
parties, Consultant shall bear no responsibilrty for rts disclosure, madvertent or otherwise
All data, documents and files created by Consultant under this Agreement may be stored
at Consultant's office in Olympia, Washmgton Consultant shall make such data, documents, and
files available to the City upon rts request at all reasonable times for the purpose of edrtmg,
modifying and updatmg as necessary until such time as the Crty is capable of stormg such
mformation in the City's offices Duplicate copies of this mformation shall be provided to the
Crty upon rts request, and at reasonable cost
All documents, includmg all reports, drawings, specifications, computer software or other
items prepared or furnished by Consultant pursuant to this Agreement, are mstruments of service
with respect to the pro�ect and are the property of the Crty Any reuse by the City for other than
the specific purpose intended will be at Crty'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 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 risk, and Consultant shall be responsible for any loss
of or damage to matenals, 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 rts offices m Olympia, Washmgton Meetmgs with the City staff as described m
Exlubrt A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed
upon by the parties
E Entire A�reement This Agreement and its Exhibits constitutes the entire agreement
between the Parties, and the Parties acknowledge that there are no other agreements, wntten or
oral, that have not been set forth in the text of this Agreement
Bremerton/Washm�ton State Department of Fish and Wildlife
Gorst Creek Watershed Comprehensive Plan
Page 3 of 5
F Severabilitv Should any part of tlus Agreement be found void, the balance of the
Agreement shall remain m full force and effect
G Modification Tlus Agreement may only be modified by written instrument signed by
both Parties
H Wntten 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 m this Agreement
or such other address as may be hereafter specified m writmg
Crty Address
Crty of Bremerton
3027 Olympus Drive
Bremerton, WA 98312
George F Wilhere
Habitat Program
WasYungton Dept of Fish and Wildlife
600 Caprtol Way, N
Olympia, WA 98501
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 arismg out of this Agreement shall not be
deemed waiver of any other nght or power
�
J Non-Waiver of Breach The failure of the Crty to insist upon stnct performance of any
of the covenants and agreements contamed herein, or to exercise any ophon herem conferred m
one or more instances shall not be construed to be a waiver or relmquishment of said covenants,
agreements or options, and the same shall be and remam m full force and effect
K Compliance wrth Laws Consultant shall comply wrth all applicable Federal, State,
and local laws m performing rts obligations under this Agreement
L Choice of Law and Venue This Agreement shall be mterpreted according to the laws
of the State of Washmgton Any �udicial action to resolve disputes arismg out of this Agreement
shall be brought m Kitsap County Supenor Court �
M Attorneys' Fees In the event of lrtigation to enforce any of the terms or provisions
herein, each party shall pay all its own costs and attorney's fees
N Assi�nment Any assignment of this agreement by the Contractor without the wntten
consent of the City shall be void
VIII. Nondiscrimination: Consultant shall not discnminate m employment or services to the
public on the basis of race, color, national ongm, sex, religion, age, mantal status, disabilrty, 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, termmated� by written mstrument upon mutual consent, or by the City of Bremerton
Bremerton/Washmgton State Department of Fish and Wildlife
Gorst Creek Watershed Comprehensrve Plan
Page 4 of 5
for converuence This Agreement may be immediately termmated for cause by a Party if the
other Party substantially fails to perform through no fault of the termmatmg Party, and the non-
performmg Party does not commence correction of the failure of performance withm thirty (30)
days of the termmatmg Party's sendmg notice to the non-performmg Party Any Notice by
Consultant shall include a report showmg the status of all rtems listed m the Scope of Work
current through the termination date
If the Crty receives reimbursement by any federal, state, or other source for work descnbed m
Section I herein, and that funding is withdrawn, reduced or limrted 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 Crty may summarily terminate this Agreement
A Excusable Delavs The nght of Consultant to proceed shall not be termmated nor shall
Consultant be charged wrth liquidated damages for any delays m the completion of the work due
to 1) any acts of the federal government m controllmg, restricting, or requisrtiorung 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, mcluding, but not
restricted to, acts of God, fires, floods, stnkes, or weather of unusual seventy PROVIDED,
HOWEVER, that the Consultant must promptly notify the Crty wrthi� ten (10) calendar days m
wntmg of the cause of the delay If, on the basis of the facts and the terms of tlus Agreement,
the delay is properly excusable, the Crty shall, m wrrting, extend the time for completmg the
work for a period of time commensurate with the period of excusable delay
B Rights Upon Termmation In the event of termination, the Crty shall pay for all
services performed by the Consultant to the effective date of termination, as descnbed on a final
invoice submitted to the Crty After termmation, the City may take possession of all records and
data wrthin the Consultant's possession pertaimng to this proJect which may be used by the City
without restnction Any such use not related to the pro�ect which Consultant was contracted to
perform shall be �thout liabilrty or legal exposure to the Consultant
CITY OF BREMERTON CONSULTANT
G�l D �_ �
By -w ��-
1tS Chief Financial O fflCer
Date �/�-/Z�l(
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R\LEGAL\ConVacts\FORMS1Profess�onal Serv�ces Agreement Form (2003) doc
Bremerton/Washington State Department of Fish and Wildlife
Gorst Creek Watershed Comprehensive Plan
Page 5 of 5
Approved as to form
Bremerton C Attorney
EXHIBIT A— WDFW'S SCOPE OF WORK
for the City of Bremerton's
Gorst Watershed Comprehensive Watershed Plan
TASK 01 — WATERSHED CHARACTERIZATION
Subtask 1.1 — Inventory Existing Conditions
Objective
A collection of all existmg GIS data covermg the Gorst Creek Watershed for fish, w�ldlife, and their
habrtats
Activities
1 WDFW will work wrth Parametrix, the City, County, and Ecology to comp�le existmg GIS data
and prepare prehmmary maps WDFW will ass�st m the validation of b�ological features �dentified m
data prepared by others
2 WDFW will attend a kickoff ineetmg wrth the advisory comm�ttee
3 WDFW field staff (local wildlife b�ologist, fish biolog�st, and hab�tat b�olog�st) will update GIS
data based on personal knowledge of the Gorst Creek Watershed
4 WDFW will compose a 2 to 3 page summary of existmg condrtions for fish, wildlife, and their
habrtats wrthm the Gorst Creek Watershed and rts immediate v�cmity
Deliverables
Parametr�x has already obtamed current GIS data for fish, wildl�fe, and their habitats from WDFW If
any data revisions are made by WDFW's local field staff, then the deliverable will be the revised data
covermg Gorst Creek
Estimate o1'Time Commitment
An estimated 27 hours of WDFW staff t�me has been allocated to this task 1 hour each for the local
wildlife biolog�st, fish biologist, and habitat biolog�st to review the GIS data, 8 hours for a GIS
analyst to revise GIS data and generate tabular data summar�es (e g, acres of forest, miles of fish
bearmg streams), and 16 hours for a biologist to compose wr�tten summary the ex�stmg conditions
mventory and attend the kick-off ineetmg
Estimate of Scbedule
As of March 4, Parametrix had obtamed current GIS data for fish, wildlife, and the�r habrtats from
WDFW WDFW's local biolog�sts who cover the Gorst Watershed will review PHS data as soon as
contract between City of Bremerton and WDFW has been approved Parametrix w�ll be not�fied of
the need for any revis�ons to the data �mmed�ately thereafter
Subtasks 1.2 8� 1.3 — WDFW has no mvolvement m these tasks
Subtask 1.4 — Watershed Analysis
Objective
A quantitative assessment of fish and w�ldl�fe habitats m the Gorst Creek Watershed and its
immediate vicmrty
WDFW Scope of Work May 1 20/ 1
Watershed Characterizat:on and Comprehenseve Watershed Plan
Activities
Usmg methods s�milar to other habrtat assessments done by WDFW (e g, Chico Creek and Birch Bay
assessments) and the data assembled through the existmg cond�t�ons mventory, WDFW will conduct
a GIS-based assessment of fish and wildl�fe habitat value for the Gorst Creek Watershed
Deliverables
WDFW will compose an appendix wh�ch describes m detail the rationale, methods, results and
conclusions of the fish and wildl�fe habrtats assessment
Estimate oPTime Commitment
An est�mated 123 hours of WDFW staff time has been allocated to th�s task 60 hours for a GIS
analysis, 60 hours for a biologisdresearch scientist and 1 hour each for the local wildl�fe biologist,
fish biolog►st, and hab�tat biologist to rev�ew the results and conclusions
Estimate of Scbedule
Estimated date for complet�on of WDFW's contribut�on to the watershed analysis is July 29, 2011
Subtask 1.5 — Watershed Characterization Report
Objective
Completton of the Gorst Creek Watershed Characterization report
Activities
WDFW will compose a summary of the fish and wildlife habrtats assessment for the mam body of the
report W�th WDFW's and Ecology's assistance, Parametr�x w�ll mtegrate mformat�on from the
hydrology section, water yuality section, and fish and wildlife section mto an overall assessment of
the Gorst Watershed WDFW will prov�de the results of a revised hab�tats assessment for Krtsap
County as well as the finer-scale assessment done specifically for Gorst Creek Watershed
De/iverables
Summary of the fish and wildlife habitats assessment for the mam body of the report
Estiamte oi'Time Commitment
An estimated 96 hours of WDFW staff time has been allocated to this task 40 for a GIS anatyst, 60
hours for a biologisdresearch sc�entist, and 16 hours for an environmental planner to review the
report
Estimate of Scbedule
Estimated date for complet�on of WDFW's contribution to the watershed character�zat�on report is
August 30, 2011 '
TASK 02 — LAND USE PLAN
Subtask 2.1 — Develop Pro�ect Strategies / Tour Area
Subtask 2.4 — Land Use Concepts and Regulations
Subtask 2.5 — Preferred Alternative and Proposed Plan
WDFW Scope of Work May I, 2011
Watershed Characternanon and Comprehensrve Watershed Plan
Objechve
A land use plan for the Gorst Creek Watershed that �s approved by government officials for the Criy
of Bremerton, Krtsap County, and the Suquam�sh Tr�be, and �s�udged to be sat�sfactory by U S EPA,
Ecology, and WDFW
Activities
1 Attend all meetmgs relevant to the development and rev�ew of Gorst Creek Watershed Land Use
Plan
2 Review all documents (e g, technical memorandum, pol�cy memorandum, implementmg
ordmances, draft land use plans) relevant to the Gorst Creek Watershed Land Use Plan
Deliverables
Written comments and recommendat�ons pertammg to techn�cal memorandum, policy memorandum,
implementmg ordmances, and draft land use plans
Estimate of Time Commitment
72 hours 8 hours for subtask 2 1, 24 hours for subtask 2 4, and 40 hours for subtask 2 5
Estimate o}'Scbedule
Time of completion is contmgent upon time of completion for Task 1, pasts of which are beyond the
control of WDFW
TASKS�03 — 05 WDFW has no mvolvement m these tasks
TASK 06 — OUTREACH AND INFORMATION TRANSFER
Subtask 6.1 — Public 8� Stakeholder Communication Strategy TMNVork Plan
WDFW has no mvolvement m th�s task
Subtask 6.2 — Engage Stakeholders
Objechve
Effective publ�c and stakeholder outreach and mvolvement through one-way and two-way
commun�cation, participation of diverse and all mterested part�es, an open and transparent process,
mvolvement by those most affected m plan rev�ew and recommendations, public awareness,
understandmg, and partic�pation
Activities
WDFW will participate m stakeholder meetmgs and ass�st m preparatton for those meetmgs
De/iverab/es
None
Estimate o1'Time Commitment
An estimated 40 hours of WDFW stafftime has been allocated to this task (see Table 1)
WDFW Scope of Work May 1, 2011
Watershed Charactertzadon and Comprehensrve Watershed Plan
Estimate of Scbedule
Time of completion is contmgent upon t�me of completton for Tasks 1 through 5, many of which are
beyond the control of WDFW
Task 6.3 TM Methodology Report
Objective
The mam ob�echve is technology transfer A report covermg the methodology for the stormwater &
LID analysis, the Planned Action EIS, Ecology's hydrology and water qual�ty assessments, and
WDFW's fish and wildlife habrtats assessment The report w�ll also mclude a section on lessons
learned and recommendations for improvmg the methodology used for the Gorst Watershed Land Use
Plan
Activities
WDFW will ass�st Parametrix m developmg the Methodology Report WDFW's actrvrties w�ll
consist pnmarily of attendmg meetmgs and the review and edrtmg of the draft report
Deliverables
None
Assumption of Time Commitment
An estimated 40 hours of WDFW staff t�me has been allocated to this task (see Table 1)
Estimate ofScbedu/e
Time of completion is contmgent upon t�me of complet�on for Tasks 1 through 5, many of which are
beyond the control of WDFW
Task 6.4 Technology Transfer WDFW has no mvolvement m th�s task
WDFW Scope of Work May 1, 2011
Watershed Charactenzatron and Comprehensrve Watershed Plan
Table 1. A roximate total work hours from WDFW b subtask and ob class�ficat�on
Env�ron
Research GIS -mental W�ldlife Fish Hab�tat
Subtask Scientist Anal st Planner Biolo �st Biolo ist Biolo �st total
1 1 Condrtions Invento 16 8 1 1 1 27
1 4 Watershed Anal s�s 60 60 1 1 1 123
1 5 Character�zation Re ort 60 40 16 116
2 1 Develo Pro�ect Strategies 8 8
2 4 Land Use Conce ts 24 24
2 5 Pro osed Plan 40 40
6 2 En a e Stakeholders 8 32 40
6 3 Methodolo Re ort 20 10 10 40
total 164 118 130 2 2 2 418
WDFW Scope of Work May 1, 2011
Watershed Characteruatron and Comprehens�ve Watershed Plan
EXHIBIT B— SCHEDULE AND COMPENSATION
for the City of Bremerton's
Gorst Watershed Comprehensive Watershed Plan
Schedule
The work will proceed upon execution of this Professional Services Agreement, tasks shall be
completed m coordmation wrth the schedule established by the Crty of Bremerton, and their
consultant, Parametnx All work under this agreement shall be completed by December, 2014
Compensation
City of Bremerton has awarded a$14,442 grant to WDFW for techrucal assistance Fundmg for
the grant onginated from the U S EPA WDFW is providmg a 1 1 m-kmd match so that the
total fundmg available for WDFW's work is $28,884
Estimated costs for WDFW's work on the Gorst Watershed Comprehensive Watershed Plan
consist mamly of salary and benefits for hours worked, travel expenses for attendmg meetmgs,
and mdirect costs Table 1(from Exhibit A) shows estimated works hours for WDFW staff
involved in the Comprehensive Watershed Plan Actual number of works hours may be different
than estimates, but total cost of WDFW's work on the Gorst Watershed Comprehensive Plan will
not exceed $28,884 (Table 2)
Three WDFW staff —George Wilhere (Research Scienhst), John Jacobson (GIS Analyst), and
Theresa Nation (Environmental Planner) — will be the prmcipal people working on this pro�ect
Local WDFW wildlife, fish, and habitat biologists will be mvolved on an as needed basis
Table 1. Approximate total work hours from WDFW by subtask and�ob classification (from
Exlubrt A)
Researc Environ Wildlife Fish Habrtat
h GIS -mental Biologis Biologis Biologis
Subtask Scientist Analyst Planner t t t total
1 1 Conditions Inventory 16 8 1 1 1 27
1 4 Watershed Analysis 60 60 1 1 1 123
1 5 Charactenzation Report 60 40 16 116
2 1 Develop Pro�ect g g
Strategies
2 4 Land Use Concepts 24 24
2 5 Proposed Plan 40 40
6 2 Engage Stakeholders 8 32 40
6 3 Methodology Report 20 10 10 40
total 164 118 130 2 2 2 418
WDFW—Schedule and Compensatron 1 May 1, 2011
Watershed Character�zatton and Comprehensrve Watershed Plan
Table 2. WDFW's estimated costs for the Gorst Watershed Comprehensive Plan Employee
cost / hour equals salary and benefits Total cost equals cost / employee plus estimated travel
expenses plus mdirect costs The indirect rate is 23 32 % which is applied to total cost / hour and
travel expenses
wages, benefits
& fixed cost
cost / per employee travel indirect
�ob title hour hours for ro ect expenses costs total
Research 45 20 164 7,678 168 1,790 9,468
Scientist
GIS 47 27 118 5,634 336 1,314 6,948
Analyst
Environ 36 25 130 5,089 1,187 6,276
Planner �
Wildlife 36 25 2 84 11 20 103
Biologist
Fish 36 25 2 84 11 20 103
Biologist
Habrtat 36 25 2 84 11 20 103
Biologist
Totals $18,652 $537 , $4,350 $23,002
Total cost per hour for each employee consists of salary, benefits, and fixed costs
Fixed costs consist primarily of computer lease and telephone
WDFW — Schedule and Compensatron 2 May 1, 2011
Watershed Characterrzadon and Comprehensrve Watershed Plan