HomeMy WebLinkAbout5274Contract Number
Vendor:
Sub�ect.
Department•
File Class
Begin Date
End Date.
Review Date
Vault Date
Comments :
5274
PARAMETRIX, INC
PSA Environmental Assitance-Bremerton Gasworks &
Anderson Cove
Engineering
LEG 12-1
8/15/2013
12/31/2013
1/31/2014
PROFESSIONAL SERVICES AGREE
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Project #61103
The Crty of Bremerton ("Crty") and Parametnx, Inc ("Consultant"), referred to
collectively as the "Parties," enter mto the follov�nng Agreement for professional services•
I. Scope: The Consultant agrees to perform the services more specifically descnbed in the
Scope of Work, dated July 17, 2013, includmg any attachments thereto , attached hereto as
Exlubit A, which is mcorporated by reference herem The Scope of Work may be modified only
pursuant to Sechon VII G of this Agreement If the Scope of Work provides for unspecified
addrtional services such services shall only be performed upon the express written request of the
Crty Consultant further represents that the services furmshed under this Agreement will be
performed m accordance with generally accepted professional practices m effect at the time such
services are performed
II. Term: The City and the Consultant agree that work will begin on the tasks described m
Exhibrt A immediately upon execution of this Agreement The parties agree that the work
descnbed m Exhibit A is to be completed as provided for in the Scope of Work, provided
however, that addrtional hme shall be granted by the Crty for excusable delays or extra work as
provided for in Section IX A of this agreement
III. Compensation: In consideration of the services provided pursuant to this Agreement, the
City shall pay Consultant in an amount not to exceed $13,122 00 Consultant's chazges and bills
shall conform to the fee schedule attached hereto as Exhibit B and incorporated herein by this
reference
The Consultant shall submit regular billing statements detailing work performed and
amount charged on each task or portion thereof The descriptions shall conform to and fall
wrthm the categones set out m the Scope of Work and/or Fee Schedule Upon receipt of a
conforming billmg statement, the Crty shall promptly process payment PROVIDED,
HOWEVER, the City reserves the right to priontize scoped work and accelerate andJor delay
work tasks under the time frame set forth in Section II herem The Consultant's labor rates and
billmg fees shall be as delmeated in 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 additional services if requested pursuant
to Section I and, if not otherwise provided, such compensation shall be m accordance wrth
Exhibrt B
If a billmg statement does not conform to this Agreement, the Crty may withhold
payment until the statement is brought mto compliance Such withholdmg does not relieve
Consultant of its obligations under this Agreement
Bremerton/Parametrix
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 1 of 7
IV. Relationship of Parties: Consultant represents that it is skilled m the matters addressed
m the Scope of Work and is performmg 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 authority to bind the City or to control the
City's employees and other Consultants None of the benefits provided by the City to its
employees, mcluding, but not limrted to, compensation, msurance, and unemployment msurance
are ava.ilable from the City to the employees, agents, representatives, or sub-Consultants of the
Consultant Consultant will be solely and entirely 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, durmg the term of tlus Agreement, engage other independent
Consultants to perform the same or similar work
As an independent Consultant, Consultant is responsible for its own management The
Crty's admirustration 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 taxes and
licensmg fees necessary to perform its obligations under this Agreement These t�es and fees
mclude but are not limited to State industnal insurance, Business & Occupation, State
professional licensing, and Crty business licensing If any taxes or fees due the Crty have been
declared delmquent, the City may wrthhold the delinquent amount, plus any addrtional charges
arismg from the delmquency, from any payments due Consultant
V. Indemnification:
A Consultant shall defend, mdemmfy and hold the City, rts officers, officials,
employees, agents and volunteers harmless from any and all claims, m�uries, damages, losses or
surts, mcludmg all legal costs and attorney fees, ansing out of or m connection wrth Consultant's
performance of this Agreement, unless Consultant is conductmg work pursuant to Subsection B
below
The City's review or acceptance of any of the work when completed shall not be grounds
to avoid any of these covenants of indemmfication
B Archrtects, Engmeers and Anv Other Professional Listed In and Performing
Services Defined m RCW 42 24 115 Should a court of competent �urisdiction determine that
Consultant's services provided pursuant to this Agreement is sub�ect to RCW 4 24 115, then, m
the event of liabilrty for damages arismg out of bodily in�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 liabilrty 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 INSURANCE, TITLE 51 RCW, SOLELY
Bremerton/Parametnx
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 2 of 7
FOR THE PURPOSES OF THIS � 1NDEMNIFICATION THE PARTIES FURTHER
ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER
The provisions of this section shall survive the expiration or termmation of this Agreement
VI. Insurance: The Consultant shall procure and mamtain for the duration of the Agreement,
insurance against claims for in�uries to persons or damage to property which may arise from or in
connection with the performance of the work hereunder by the Consultant, its agents,
representatives, employees, sub-consultants or sub-Consultants
Before beginning work on the pro�ect described m this Agreement, the Consultant shall
provide a Certificate of Insurance evidencmg
1. Automobile Liability msurance wrth limrts no less than $1,000,000 combined smgle
limrt per accident for bodily in�ury and property damage, and
2. Commercial General Liabilitv insurance written on an occurrence basis with limrts no
less than $1,000,000 combmed single limrt per occurrence and general aggregate for
personal in�ury, bodily m�ury and property damage Coverage shall mclude but not be
limited to blanket contractual, products/completed operarions/broad form property
damage, explosion, collapse and underground (XCU) if applicable, and employer's
liability, and
3. Excess Liabilitv insurance with limrts not less than 1,000,000 limit per occurrence and
aggregate
4. Professional Liabilitv msurance wrth limrts no less than $1,000,000 limrt per
occurrence/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
liabilrty insurance (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
msurance policy, as respects work performed by or on behalf of the Consultant and a copy of an
endorsement that is acceptable to the City, wluch names the Crty as an additional msured shall be
attached to the Certificate of Insurance The City 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 insurance shall contain a clause stating
that coverage shall apply separately to each msured against whom claim is made or surt is
brought, except with respects to the limits of the insurer's liabilrty
The Consultant's insurance shall be pnmary msurance as respects the City and it shall be
an affirmative obligation upon Consultant to advise the Crty's Risk Manager by fax at (360) 473-
5161, or by certified mail, return receipt requested to Crty of Bremerton, attn Risk Management,
Bremerton/Parametnx
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 3 of 7
345 6�' Street, Surte 600, Bremerton, WA 98337 wrthm two days of the cancellation, suspension
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 Crty 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 insurance policy v�nth all endorsements as
evidence of coverage
VII. General Conditions:
A Reports and Information When requested by the City, Consultant shall furmsh
periodic reports and documents on matters covered by this Agreement The reports and
documents shall be furmshed m the time and form requested Consultant shall maintain
accountmg records m accordance wrth Generally Accepted Accountmg Principles (GAAP) to
substantiate all billed amounts
B Ownership and Use of Records and Documents Onginal documents, drawmgs,
designs and reports, mcluding those m electroruc format, developed under this Agreement are the
property of the Crty All written mformation submitted by the Crty 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
mformation relatmg to its own busmess If such mformation is publicly available or is already in
Consultant's possession or known to it, or is nghtfully obtained by the Consultant from third
parties, Consultant shall bear no responsibilrty for rts disclosure, inadvertent or otherwise
All data, documents and files created by Consultant under this Agreement may be stored
at Consultant's office in Bremerton, Washington Consultant shall make such data, documents,
and files available to the Crty upon rts request at all reasonable times for the purpose of edrtmg,
modifymg and updating as necessary until such time as the Crty is capable of stormg such
mformation m the City's offices Duplicate copies of this mformahon shall be provided to the
Crty upon rts request, and at reasonable cost
All documents, including all reports, drawings, specifications, computer software or other
items prepared or furnished by Consultant pursuant to this Agreement, are 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 mtended will be at Crty'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 in
the performance of the work hereunder and shall utilize all protection necessary for that purpose
All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss
of or damage to materials, tools, or other articles used or held for use in connection with the
work
D Place of Work• The Consultant shall perform the work authorized under this
Agreement at its offices in Bremerton, Washmgton Meetings with the City staff as described m
Bremerton/Parametrix
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 4 of 7
Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed
upon by the parties
E Entire Agreement Tlus Agreement and its Exhibits constrtutes 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 Severabilrtv Should any part of this Agreement be found void, the balance of the
Agreement shall remam m full force and effect
G Modification This Agreement may only be modified by written instrument signed
by both Parties
H Wntten Notices All commumcations regardmg 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 tlus
Agreement or such other address as may be hereafter specified m wrrtmg
Crty Address
3027 Olympus Drive
Bremerton, WA 98310
Consultant Address
4660 Kitsap Way, Suite A
Bremerton, WA 98312
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 City to msist upon stnct performance of any
of the covenants and agreements contamed herein, or to exercise any option 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 remain m full force and effect
K Compliance wrth Laws Consultant shall comply wrth all applicable Federal, State,
and local laws in performmg its obligations under tlus Agreement
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 arismg out of this Agreement
shall be brought m Krtsap County Supenor Court
M Attorneys' Fees In the event of litigation to enforce any of the terms or provisions
herem, each party shall pay all its own costs and attorney's fees
N Assignment Any assignment of this agreement by the Contractor wrthout the written
consent of the Crty shall be void
Bremerton/Parametrix
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 5 of 7
VIII. Nondiscrimination: Consultant shall not discriminate in employment or services to the
public on the basis of race, color, national origin, sex, religion, age, marital status, disability, or
sexual onentation except for employment actions based on bona fide occupational qualification
IX. Termination: This Agreement shall remam m force until completion and acceptance of
the services, terminated by written mstrument upon mutual consent, or by the City of Bremerton
for convenience This Agreement may be immediately terminated for cause by a Party if the
other Party substantially fails to perform through no fault of the termmating Party, and the non-
performing Party does not commence correction of the failure of performance wrthm tlurty (30)
days of the terminatmg Party's sendmg notice to the non-performing 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 Crty receives reimbursement by any federal, state, or other source for work descnbed m
Section I herem, and that fundmg is withdrawn, reduced or limited m 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 this Agreement
A Excusable Delavs The right of Consultant to proceed shall not be terminated nor shall
Consultant be charged with liquidated damages for any delays in the completion of the work due
to 1) any acts of the federal government in controllmg, restnctmg, or requisitiorung matenals,
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 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, mcluding, but not
restricted to, acts of God, fires, floods, strikes, or weather of unusual severity PROVIDED,
HOWEVER, that the Consultant must promptly notify the Crty wrthin 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 Crty shall, in wrrtmg, extend the time for completmg the
work for a penod of time commensurate wrth the period of excusable delay
B Ri ts Upon Termination In the event of termination, the Crty shall pay for all
services performed by the Consultant to the effective date of termmation, as descnbed on a final
mvoice submitted to the Crty After termination, the Crty may take possession of all records and
data within the Consultant's possession pertairung to this pro�ect which may be used by the Crty
wrthout restriction Any such use not related to the pro�ect which Consultant was contracted to
perform sha11 be without liability or legal exposure to the Consultant
X. Suspension & Debarment For contracts involvmg Federal fundmg, Consultant hereby
certifies, by signmg this agreement, that nerther rt nor rts pnncipals are presently debarred,
suspended, proposed for debarment, declared ineligible, or voluntanly excluded from
participahon m this transaction by any Federal department or agency Consultant shall provide
immediate written notice to the Crty if at any time rt learns that rt is or has become meligible for
certification Should Consultant enter into a covered transaction with another firm, Consultant
agrees by signing this agreement that rt will venfy that the firm wrth whom rt mtends to do
business is not debarred, suspended, meligible, excluded or disqualified
Bremerton/Parametrix
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 6 of 7
• :• ' •
�/.����
: '' ��13=��.
, .-
�. � ,
Approved as to form
, -G
Bremerton Crt Attorney
R U,egal�l,egal\Contracts�FORMS�Profess�onal Serv�ces Agreement Form (2012) doc
CONSULTANT
By fS. fL. �'S�«
�ts � . �o.�s��r�_.,
Date a'/.r � 7
� I
��'�✓
-
--
1 ,
Bremerton/Parametrix
Environmental Assistance — Bremerton Gasworks and Anderson Cove
Page 7 of 7
EXHIBIT A
SCOPE OF WORK
City of Bremerton
Environmental Assistance
INTRODUCTION
Th�s Scope of Work (SOW) descnbes Paramemx's proposed tasks to prov�de envimnmental ass�stance
for the Ciry's Anderson Cave Park development and the Otd Bremerton Gasworks Site The work
cons�sts of twa tasks as descnbed belo�v
TASK 01— ANDERSON COVE ENVIRONMENTAL COORDINATION
Goa/
To coord�nate with stakeholders as needed regarding �ssues presented by the presence of low levels of
contam�nat�on m s�te sediments at the propased Anderson Cove Park
Activtties
Spec�fic work elements w�ll �nclude
• Review of background documents and relevaat env�mnmental regulat�ons
• Procure a subconsultant (P�oneer Technolog�es) to perform a human health nsk evaluat�on 'The
evaluat�on will use contwrainat�on levels �n sedunents as measured recently by the K�tsap Publ�c
Health D�stnct to develop nsk levels posed to recreat�onal users Exposure scenanos and nsk
evaluaUon methods will be selected based on regulatory requ�rements and best professional
�udgement
• Phone calls and up to twa in-person meet►ng with stakehotders
Deliverabl�c
Parametnx ant�eipates the foilaw�n� work products for this task
• Human health nsk evaluat�on memorandum The memorandum will iaclude recommendations
for act�ons by the Crty to address nsks poseci by the contam�nation
• Other routme correspondence as needeci
Assumpt�ons
The task budget is based on the followmg assumptions
July 17, 2013
• Pro�ect tasks w�il be performed through the pro�ect penod, wh�ch is assumed will extend from
July 30 through December 31, 2013
TASK 02 — COORDINATE DRUM REMOVAL
riOQ�
To coordinate 1.he removal of 31 orphan drums lacated on the s�te of the Old Bremerton Gas Works The
dnuns were left over from s�te samphng actrv�t�es conducted by the C�ry under an EPA Brownfields
Assessment grant
Attivities
The foltowing activ�t�es will be pert'ormed as part of this task
• Rev�ew pertment h�stoncal informat�on and conduct s�te walk.
• Coordmate w�th Waste Management regarding informaUon required to properiy man�fest the
drums for removal by otbers (Cas�ade Natural Gas)
• Perfacm drum sampling if r�cJuired by Waste management lt ts antic�pated that sampling w�11 not
be r+�u�red and costs for sampl�ng are not mcluded �n the task budget
Deliverobles
The fotlowing del�verables are assoc�ated w�th th�s task
• Compieted manifest and drum profile documents as r+equired
�
• Samphng results �f required
TASK 03 — DIRECTED SERVICES
Goal
To prov�de add�tional serv�ces (such as drum sampling) at the direction of the City
ActiviNes
The following acUviUes w�il be perfortned as part of this task
• Addit�onal servrces as directed and authonzed by the City
2
July 1 �, 2013
EXHIBIT B
BUDGET
Budget Summary
Task O1 Anderson Cove Env�ronmental Goordination . $6,074
Task 02 Coord�nate Drum Removal
$2,048
Task 03 Duected Serv�ces . $5,000
TOTAL.........................................................................................................................$13,I22
NOTES:
The est�mated fees provided above were determ�ned on a cost plus fixed fee basis us�ng a multipl�er of 3 1
and subconsultant martcup of 5 percent Costs will not be exceeded without wntten authonzahon by the
C�ty. A detatled breakdown af costs is prov�ded in the anached spreadsheet
3 July 17, 2013
PARAMETRIX CITY OF BREMERTON - ENVIRONMENTAL ASSISTANCE
PMX � BILLING STAFF PM D i/lccount � Proj Coord
999-1896-999 ��TIPLIER Omkuhn � V Soilue � M Wray
� { TOTAL TOTAL
PHASE TnSK 310 81LL RATES $51 92 j $26 95 # $20 00 HOURS COST
1 t AWDERSGN COVE Et�tiRONMENT�. COORDINATtON
cooroinaUon S a $1,2sa
Meebngs with Stakehotders (2) 6 6 $966
Pro�ect Management 3 3 3 9 $919
Subtotal 17 3 3 23 $3,173
Altocated Expenses (6%) of labor $190
Subconsuitants
P�oneer Technologies $2,Sg2
Marlcup (5%) $129
Subtotal $2,71 �
Task 1 Subtotal $6,074
� z cooaou�u►� oRU� �ova.
Rev�ew Oata and Site Walk 4 4 $644
Coordinadon 8 8 $1,288
Subtotal 12 12 $1,931
Allocated Expenses (6%) of labor g� �g
Task 2 Subtotal $2,047
� a c�s s.�
Allowance $5,000
Subtotal $s,ppp
PROJECT TOTAL 13.122 '
Prepared By David Dinkuh �� Rev�ewed B
Y
7/171Z013