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HomeMy WebLinkAbout5062Contract Number: Vendor: 5ub�ect: Department: File Class: Begin Date: End Date: Review Date: Vault Date: 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( . _ � / �...�� G�� - , 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