Loading...
HomeMy WebLinkAbout5089:= � Contract Number 5089 Vendor: FiDR EIVGINEERING INC Sub�ect PSA--Reservoir 23 Corrosion Study Department: File Class: Begin Date: End Date: Review Date: Engineering LEG 12-1 9/7/2011 10/28/2011 Vault Date: 10/28/2013 Comments : PROFESSIONAL SERVICES AGREEMENT Reservoir 23 Corrosion Study The Crty of Bremerton ("City") and HDR En m� eenn ,� Inc ("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 sp�cifically descnbed m the Scope of Work, dated September 7, 201 l, including any attachments thereto , attached hereto as Exhibrt A, which is mcorporated by reference herein The Scope of Work may be modified only pursuant to Section VII G of tlus Agreement If the Scope of Work provides for unspecified addrtional services such services shall only be performed upon the express written request of the City The standard of performance for all professional engineenng and related services performed or furnished by Consultant under this Agreement will be the care and skill ordinarily used by members of the Consultant's profession practicmg under the same or similar circumstances at the same time and m the same localrty Consultant makes no warranties, expressed or imphed, m connection wrth the Consultant's services under this Agreement II. Term: The City and the Consultant agree that work will begm on the tasks descnbed in Exhibrt A immediately upon execution of this Agreement The parties agree that the work descnbed m Exhibrt A is to be completed as provided far m the work schedule attached hereto as Exhibrt B, provided however, that addrtional time shall be granted by the City for excusable delays or extra work as provided for m section IX (A) of tlus agreement III. Compensation: In consideration of the services provided pursuant to this Agreement, the Crty shall pay Consultant m an amount not to exceed $20,816 Consultant's charges and bills shall conform to the fee schedule attached hereto as Exhibrt C and mcorporated herem by tlus reference The Consultant shall submit regular billmg statements detailmg work performed and amount charged on each task or portion thereof The descriptions shall conform to and fall wrtlun the categories set out m the Scope of Work and/or Fee Schedule Upon receipt of a conforming billing statement, the Crty shall promptly process payment PROVIDED, HOWEVER, the City reserves the nght to pnontize scoped work and accelerate and/or delay work ta.sks under the time frame set forth m Section II herem The Consultant's labor rates and billmg fees shall be as delineated m Exhibrt 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 addrtional services if requested pursuant to Section I and, if not otherwise provided, such compensation shall be in accordance with Exhibrt C If a billmg statement does not conform to this Agreement, the Crty may wrthhold payment until the statement is brought mto compliance Such v�nthholdmg does not relieve Consultant of its obligations under this Agreement Bremerton/HDR Engmeenng, Inc Reservoir 23 Corrosion Study Page 1 of 7 IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed m the Scope of Work and is performing mdependent functions and responsibilities within its field of expertise. Consultant and its personnel are mdependent Consultants and not employees of the Crty Consultant and its personnel have no authonty to bmd the City or to control the City's employees and other Consultants None of the benefits provided by the City to its employees, mcluding, but not lumted to, compensation, insurance, and unemployment insurance aze 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 dunng the performance of this Agreement The Crty may, dunng the term of this Agreement, engage other mdependent Consultants to perform the same or similar work As an mdependent Consultant, Consultant is responsible for rts own management The City's admirustration and enforcement of tlus Agreement shall not be deemed an exercise of managenal control over Consultant or its personnel As an mdependent 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 limited to State mdustrial msurance, Busmess & Occupation, State professional licensmg, and City business licensmg If any taxes or fees due the City have been declared delmquent, the City may withhold the delmquent amount, plus any additional charges arismg from the delinquency, from any payments due Consultant V. Indemnification: Consultant shall mdemrufy and hold the City, rts officers, officials, employees, agents and volunteers hannless from any and all claims, m�unes, damages, losses or suits, includmg reasonable legal costs and attorney fees, to the extent caused by the performance of this Agreement, except for that portion of the m�unes and damages caused by the City's negligence Consultant shall mdemmfy and hold hannless the City from the Consultant's matenal breach of its obligations under this Agreement HDR's indemnification and defense obligation shall be limited to the percentage of fault apportioned to HDR by a court of law, arbitrator or by mutual agreement between the parhes to this Agreement The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of mdemmfication 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 ansmg out of bodily m�ury to persons or damages to property caused by or resultmg 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 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 1NDUSTRIAL 1NSURANCE, TITLE 51 RCW, SOLELY Bremerton/HDR Engmeenng, Inc Reservoir 23 Corrosion Study Page 2 of 7 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 tlus Agreement VI. Insurance: The Consultant shall procure and mamtam for the duration of the Agreement, msurance against claims for m�uries to persons or damage to property which may arise from or m connection wrth the performance of the work hereunder by the Consultant, its agents, representatives, employees, sub-consultants or sub-Consultants Before begmmng work on the pro�ect described m this Agreement, the Consultant shall provide a Certificate of Insurance evidencing 1. Automobile Liabilitv msurance with limits no less than $1,000,000 combined smgle limrt per accident for bodily in�ury and property damage, and 2. Commercial General Liabilitv lnsurance written on an occurrence basis with limrts no less than $1,000,000 combmed single limit per occurrence and general aggregate for personal m�ury, bodily in�ury and property damage Coverage shall include but not be limrted to blanket contractual, products/completed operations/broad form property damage, explosion, collapse and underground (XCU) if applicable, and employer's habilrty, and 3. Excess Liabilitv msurance with limits not less than 1,000,000 limit per occurrence and aggregate 4. Professional Liabilitv msurance with limits no less than $1,000,000 limrt per claim Any payment of deductible or self msured retention shall be the sole responsibility of the Consultant All required policies shall be provided on an "occurrence" basis except professional hability msurance (if required), which may be provided on a"claims-made" basis The Crty shall be named as an addrtional msured on the Commercial General Liabilrty 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 Certificate of Insurance The Crty reserves the nght to receive a certified copy of all the required msurance policies and endorsements The City further reserves the nght to re�ect any unacceptable policies and/or endorsements The Consultant's Commercial General Liability msurance shall contam a clause stating that coverage shall apply separately to each msured against whom claim is made or surt is brought, except wrth respects to the limrts of the msurer's liabilrty The Consultant's msurance shall be primary msurance as respects the Crty and it shall be an affirmative obhgation upon Consultant to advise the City's Risk Manager by fax at (360) 473- 5161, or by certified mail, return receipt requested to City of Bremerton, attn Risk Management, 345 6�' Street, Surte 600, Bremerton, WA 98337 wrthm two days of the cancellation, suspension BremertonlHDR Engmeenng, Inc Reservoir 23 Corrosion Study Page 3 of 7 or substantive change of any msurance policy set out herem, and failure to do so shall be construed to be a breach of this Agreement The City also reserves its unqualified nght to require at any time and for any reason, proof of coverage m the form of a duplicate of the msurance policy v�nth all endorsements as evidence of coverage VII. General Conditions: A Reports and Information When requested by the Crty, Consultant shall furmsh 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 maintam accounting records m accordance wrth Generally Accepted Accountmg Pnnciples (GAAP) to substantiate all billed amounts B Ownership and Use of Records and Documents Onginal documents, drawmgs, designs and reports, mcludmg those m electromc format, defined as "Deliverables" m the Scope of Services under this Agreement are the property of the City All written mformation submitted by the City to the Consultant m connechon with the services performed by the Consultant under tlus Agreement will be safeguarded by the Consultant to at least the same extent as the Consultant safeguards like information relating to rts own busmess If such information is publicly available or is already m Consultant's possession or known to it, or is nghtfully obtamed 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 m Bellevue, Washington Consultant shall make such data, documents, and files available to the Crty upon its 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 information m the Crty's offices Duplicate copies of this infortnation shall be provided to the Crty upon rts request, and at reasonable cost All documents, including all reports, drawings, specifications, computer software or other rtems prepared or furnished by Consultant pursuant to this Agreement, are mstruments of service wrth respect to the pro�ect and are the property of the Crty. Any reuse by the City for other than the specific purpose mtended will be at Crty's sole nsk Consultant may retain copies of Deliverables or other materials prepared under this Agreement for rts own records City agrees that such information, mtangible assets, ideas, concepts, software, denvative works and other matenals in possession of the Consultant pnor to performmg the services under this Agreement shall remam the property and m the possession of the Consultant and are considered mstruments of services of the Consultant Further The CONSULTANT does not convey, assign or transfer the mtellectual property rights rt has m the Deliverable(s) or m the processes that were developed to create the Deliverable(s) so as to limit CONSULTANT's ability or r�ght to develop, design or provide services or deliverables on other pro�ects of or for rts other clients Bremerton/HDR Engineering, Inc Reservoir 23 Corrosion Study Page 4 of 7 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 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 its offices m Bellevue, Washmgton Meetmgs with the Crty staff as described m Exhibrt 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 rts E�ibits 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 m the text of this Agreement F Severabihtv Should any part of this Agreement be found void, the balance of the Agreement shall remam in full force and effect G Modification This Agreement may only be modified by wntten instrument signed by both Parties H Written Notices All commurucations regardmg tlus 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 in wrrting Crty Address 345 6�' St Surte 600 Bremerton, WA 98337 Consultant Address 500 108th Ave NE Suite 1200 Bellevue, WA 98004-5549 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 nght or power J Non-Waiver of Breach The failure of the City to insist upon strict performance of any of the covenants and agreements contamed herem, or to exercise any option herem conferred in one or more mstances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remam m full force and effect K. Compliance with Laws. Consultant shall comply with all current applicable Federal, State, and local laws at the time of execution m performmg its obligations under this Agreement. Bremerton/HDR Engineermg, Inc Reservoir 23 Corrosion Study Page 5 of 7 L Choice of Law and Venue This Agreement shall be mterpreted according to the laws of the State of Washington Any �udicial action to resolve disputes azising out of this Agreement shall be brought m Krtsap County Supenor Court M Attornevs' Fees In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all rts own costs and attorney's fees N Assignment Any assignment of this agreement by the Contractor v�nthout the wntten consent of the City shall be void VIII. Nondiscrimination: Consultant shall not discnmmate m employment or services to the public on the basis of race, color, national ongin, sex, religion, age, mantal status, disability, or sexual onentation except for employment actions based on bona fide occupational qualification IX. Termination: This Agreement shall remam in force until completion and acceptance of the services, terminated by written instrument upon mutual consent, or by the City of Bremerton for convemence This Agreement may be immediately termmated for cause by a Party if the other Party substantially fails to perform through no fault of the terminatmg Party, and the non- performmg Party does not commence correction of the failure of performance wrthm thirty (30) days of the terminating Party's sendmg notice to the non-performmg Party Any Notice by Consultant shall mclude a report showmg 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 descnbed m Section I herem, and that fundmg 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 City may summanly termmate 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 in the completion of the work due to 1) any acts of the federal government in controlling, restnctmg, or requisitiomng matenals, equipment, tools, or labor by reason of war, national defense, or other national emergency, 2) any acts of the City, rts 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, mcludmg, but not restncted to, acts of God, fires, floods, strikes, or weather of unusual seventy PROVIDED, HOWEVER, that the Consultant must promptly notify the Crty witlun ten (10) calendar days in wntmg 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 wnting, extend the tune for completmg the work for a penod of time commensurate wrth the penod of excusable delay B Rights Upon Termmation In the event of termination, the City shall pay for all services performed by the Consultant to the effective date of termmation, as descnbed on a final mvoice submitted to the City After termmation, the City may take possession of all records and data wrthm the Consultant's possession pertammg to tlus pro�ect which may be used by the City Bremerton/HDR Engineenng, Inc Reservoir 23 Corrosion Study Page 6 of 7 wrthout restnction Any such use not related to the project which Consultant was contracted to perform shall be wrthout liabilrty or legal exposure to the Consultant CITY OF BREMERTON By Alan Lobdell rts Public Works Director Date prov d as ,o form Bremerton City Attorney . � /% ��►I.� �� � Bremerton/HDR Engineenng, Inc Reservoir 23 Corrosion Study Page 7 of 7 rts Sr Vic P• sident Date �� / �� EXHIBIT A SCOPE OF SERVICES �ackground The City of Bremerton has requested HDR review design information regarding their Reservoir 23 construction and associated information with the fadure of ductile iron pipe serving the reservoir Task 100 — Project Management Objective The purpose of this task is to morntor, control and ad�ust scope, schedule, and budget as well as provide monthly status reporting, accountmg, and invoicmg HDR Services 1 Coordinate and manage the pro�ect team 2 Prepare monthly status reports describing the following A Services completed during the month B Services planned for the next month C Needs for additional information D Scope/schedule/budget issues E Schedule update and financial status summary 3 Prepare monthly invoices formatted in accordance with contract terms Client Responsibilities 1 Timely processing and payment of invoices 2 Review and process contract change requests and amendments, if needed Assumptions 1 The pro�ect duration wdl be two months 2 No pro�ect management meetings will be held 3 Invoices will be HDR standard invoice format 4 Expense backup will not be provided with mvoices but will be available for review at HDR Deliverables 1 Monthly reports and invoices (one copy with invoice can be mailed or e-mailed PDF file) 2 Monthly pro�ect schedule and budget updates City of Bremerton September 2011 Reservoir 23 Corrosion Study �� Task 200 - Corrosion Study Objective The purpose of this task is to review the failed pipe at Bremerton's Reservoir 23 and develop a report with recommendations for mitigation and remediation HDR Services 1 Review available documentation and design information on Reservoir 23 construction from 2003 2 Review any available information from failure of DIP 3 Conduct a site visit to investigate and verify site conditions 4 Develop technical memorandum (TM) with recommendations for mitigation and remediation 5 Attend site meeting to discuss report and pro�ect follow-up 6 Provide internal quality control review Client Responsibilities 1 Provide documentation on Reservoir 23 construction, including photos, pipelme data, geotechnical data collected, and other data requested 2 Attend the site visits 3 Return consolidated review comments on the draft technical memorandum Assumptions 1 Two site trips will be conducted Each site trip will include three HDR staff Assumed 6 hours each for preparation, travel, attendance, follow-up, and notes Deliverables 1 Draft Reservoir 23 Corrosion Technical Memorandum (one PDF electronic copy) 2 Final Reservoir 23 Corrosion Technical Memorandum (Five hardcopies, one PDF electronic copy) City of Bremerton September 2011 Reservoir 23 Corrosion Study �� EXHIBIT B PROJECT 11VORK SCHEDULE Term 1 The work described in this scope of services shall be completed within 45 calendar days City of Bremerton September 2011 Reservoir 23 Corrosion Study �� EXHIBIT C PROJECT HOUR AND COST ESTIMATE Labor HOURS FOR EACH TASK HDR Labor Rates 100 200 Hours Cost Pro ect Prmci al - Graham Bell $108 18 0 18 18 $1,947 Pro ect Mana er - Brian Bartle $47 30 18 0 18 $851 En meer - Richard Pousard $37 50 0 58 58 $2,175 QC Reviewer - Brian Bartle $47 30 0 g g $37g Pro ect Assistant - AI W emura $25 50 0 14 14 $357 Pro ect Controller - Gad Pfeiffer $39 95 6 0 6 $240 Total Task Hours 24 98 122 $5,949 Subtotal Direct Labor 1,091 4,858 $5,949 Overhead 175% 1,909 8,501 $10,410 Total HDR Labor Cost 3,000 13,359 $16,359 HDR Ex enses 100 200 HDR Ex ense 92 Travel Mdea e 50 $50 92 Travel air, hotel, car, er diem 1,500 $1,500 95 Internal Co in 50 100 $150 97 Per Labor Hr Tech Char e $3 70 89 363 $451 Ex ense Admin Outs�de $ onl 5 0% 0 75 $75 Total HDR Ex enses 139 2,088 $2,226 TOTAL HDR LABOR AND EXP 3,139 15,446 $18,585 Subtotal Cost b Task 3,139 15,446 $18,585 FEE % Tot HDR Labor & Fee 12 0% 409 1,822 $2,231 TOTAL ESTIMATED 100 200 Total COST AND FEE 3,548 17,268 $20,816 City of Bremerton September 2011 Reservoir 23 Corros�on Study