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HomeMy WebLinkAbout5357Contract Number: Vendor: Sub�ect: Department: File Class: Begin Date: End Date: Review Date Vault Date: 5357 PARAMETRIX INC Pedestrian Improvements Assessments Engineering LEG 12-1 2/24/2014 4/30/2014 4/15/2014 F►�i7�� Comments : PROFESSIONAL SERVICES AGREEMENT Pedestrian Improvements Assessments The City of Bremerton ("Crty") and Parametrix ("Consultant"), referred to collectively as the "Parties," enter mto the followmg Agreement for professional services I. Scope: T'he Consultant agrees to perform the services mare specifically descnbed m the Scope of Work, dated February 14, 2014, mcluding any attachments thereto , attached hereto as Exlubrt A, which is incorporated by reference herein The Scope of Work may be modified only pursuant to Section VII G of this Agreement If the Scope of Work provides for unspecified addrtional services such services shall only be performed upon the express wntten request of the City Consultant further represents that the services furiushed under tlus Agreement will be performed m accordance wrth generally accepted professional practices in effect at the time such services are performed II. Term: The City and the Consultant agree that work will begm on the tasks descnbed in Exhibit A immediately upon execution of tlus Agreement The parties agree that the work described m Exlubit A is to be completed as provided for m the work schedule attached hereto as Exlvbrt B, provided however, that addirional rime shall be granted by the City for excusable delays or extra work as provided for in Sechon IX A of tlus agreement III. Compensation: In consideration of the services provided pursuant to tlus Agreement, the City shall pay Consultant m an amount not to exceed $3,000 Consultant's charges and bills shall conform to the fee schedule attached hereto as Exlubit C and mcorporated herem by tlus reference T'he Consultant shall submit regular billing statements detailing work performed and amount charged on each task or portion thereof The descnptions shall conform to and fall witlun the categones set out m the Scope of Work and/or Fee Schedule Upon receipt of a conforming billmg statement, the City shall promptly process payment PROVIDED, HOWEVER, the City reserves the nght to pnontize scoped work and accelerate andlor delay work tasks under the time frame set forth in Section II herein The Consultant's labor rates and billmg fees shall be as dehneated 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 tlus 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 with Exlubit C If a billmg statement does not conform to tlus Agreement, the City may withhold payment until the statement is brought mto compliance Such withholdmg does not relieve Consultant of rts obligations under this Agreement IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed in the Scope of Work and is performmg mdependent functions and responsibilities withm its field of expertise Consultant and its personnel are mdependent Consultants and not employees of the Bremerton/Parametnx Pedestrian Improvements Assessments Page 1 of 7 Crty Consultant and its personnel have no authonTy to bmd the Crty 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, insurance, and unemployment insurance are 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, representahves and sub-Consultants dunng the performance of tlus Agreement The Crty may, dunng the term of tlus Agreement, engage other mdependent Consultants to perform the same or sumlar work As an independent Consultant, Consultant is responsible for rts own management The City's admirustration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Consultant or rts personnel As an mdependent Consultant, Consultant is responsible for payment of all taxes and licensing fees necessary to perform its obligations under tl�us Agreement These taxes and fees mclude but aze not limited to State mdustnal msurance, Busmess & Occupation, State professional licensing, and City business licensmg If any taxes or fees due the Crty have been declared delmquent, the City may withhold the delinquent amount, plus any addihonal charges ansmg from the delmquency, from any payments due Consultant V. Indemnification: A Consultant shall defend, mdemmfy and hold the City, its officers, officials, employees, agents and volunteers hannless from any and all claims, m�unes, damages, losses or suits, mcludmg all legal costs and attorney fees, arising out of or in connechon with Consultant's performance of ttus Agreement, unless Consultant is conducting work pursuant to Subsechon B below T'he City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of mdemrufication B Arclutects, En�neers and Any Other Professional Listed In and Performing Sernces Defined in RCW 42 24 115 Should a court of competent �unsdiction determine that Consultant's services provided pursuant to tivs Agreement is sub�ect to RCW 4 24 115, then, m the event of liability for damages ansing 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 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 iNDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WANER. The provisions of this section shall survive the expiration or termmation of tlus Agreement Bremerton/Pazametnx Pedestnan Improvements Assessments Page 2 of 7 VI. Insurance: The Consultant shall procure and mamtam for the duration of the Agreement, insurance against claims for in�unes to persons or damage to property which may anse from or in connection with the performance of the work hereunder by the Consultant, rts 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 Laabilitv lnsurance with limits no less than $1,000,000 combmed smgle limit per accident for bodily m�ury and property damage, and 2. Commercial General Liabilitv insurance wntten on an occurrence basis with limrts no less than $1,000,000 combined smgle lunit per occurrence and general aggregate for personal m�ury, bodily in�ury and property damage Coverage shall mclude but not be limited to blanket contractual, products/completed operations/broad form property damage, explosion, collapse and underground (XCU) if appl�cable, and employer's liability, and 3. Excess Liabilitv msurance with limits not less than 1,000,000 limrt per occurrence and aggregate 4. Professaonal Liability msurance with limits no less than $1,000,000 lim�t 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 liability 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 Liability 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, which names the Crty as an additional insured shall be attached to the Certificate of Insurance T'he City reserves the nght to receive a certified copy of a11 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 contam a clause stating that coverage shall apply separately to each insured agamst whom claim is made or suit is brought, except wrth respects to the hmrts of the msurer's habihty The Consultant's msurance shall be pnmary insurance as respects the City and it shall be an affirmative obligation 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, Suite 600, Bremerton, WA 98337 withm two days of the cancellahon, suspension or substantive change of any msurance policy set out herein, and failure to do so shall be construed to be a breach of tlus Agreement Bremerton/Parametnx Pedesh Improvements Assessments Page 3 of 7 The City also reserves its unqualified nght to require at any tune and for any reason, proof of coverage m the form of a duplicate of the insurance policy with all endorsements as evidence of coverage VII. General Conditions: A Reports and Information. When requested by the City, Consultant shall funush penodic reports and documents on matters covered by tlus Agreement The reports and documents shall be furrushed m the tune and form requested Consultant shall mamtam accountmg records m accordance with Generally Accepted Accounting Pnnciples (GAAP) to substanhate all billed amounts B Ownerslup and Use of Records and Documents Ongmal documents, drawings, designs and reports, mcludmg those m electromc format, developed under ttus Agreement are the property of the City All wntten mformahon submitted by the Crty 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 its own busmess If such informarion is publicly available or is already m Consultant's possession or known to it, or is nghtfully obtained by the Consultant from tlurd parties, Consultant shall bear no responsibilrty for its disclosure, madvertent or otherwise All data, documents and files created by Consultant under tlus Ageement may be stored at Consultant's office m Bremerton, Waslungton Consultant shall make such data, documents, and files available to the City upon its request at all reasonable hmes for the purpose of editing, modifymg and updating as necessary until such hme as the City is capable of stonng such mformation m the Crty's offices Duplicate copies of this mformation shall be provided to the City upon rts request, and at reasonable cost All documents, mcludmg all reports, drawmgs, specifications, computer software or other rtems prepared or furmshed by Consultant pursuant to this Agreement, are mstruments of service with respect to the pro�ect and are the property of the City Any reuse by the City for other than the specific purpose mtended will be at City's sole nsk C Work Performed at Consultant's Risk Consultant shall take all precautions necessary and shall be responsible for the safety of rts employees, agents, and sub-consultants m the performance of the work hereunder and shall uhlize 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 m connection with the work D Place of Work The Consultant shall perform the work authonzed under tlus Agreement at its offices in Bremerton, Waslungton Meetings with the Crty staff as descnbed in Exhibit A, Scope of Work, shall take place at the City's offices, or at locahons mutually agreed upon by the parties Bremerton/Parametnx Pedestnan Improvements Assessments Page 4 of 7 E Entire Agreement Tlus Agreement and its Exlubrts conshtutes the enhre agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of tlus Agreement , F Severabilitv Should any part of tlus Agreement be found void, the balance of the Agreement shall remam m full force and effect G Modification Tlus Agreement may only be modified by wntten instrument signed by both Parties H Wntten Notices All commumcations 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 tlus Agreement or such other address as may be hereafter specified m wntmg City Address Public Works and Utilities 3027 Olympus Dnve Bremerton, WA 98312 Consultant Address Parametnx 4660 Kitsap Way Suite A Bremerton, WA 98312 I Waiver Failure to enforce any provision of tlus Agreement shall not be deemed a waiver of that provision Waiver of any nght or power ansing out of tlus 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 ophon herem conferred in one or more mstances shall not be construed to be a waiver or relmquishment of said covenants, agreements or ophons, and the same shall be and remain m full force and effect K Compliance with Laws Consultant shall comply with all applicable Federal, State, and local laws m performmg rts obhgations under this Agreement L Choice of Law and Venue Tlus Agreement shall be interpreted according to the laws of the State of Washington Any �udicial achon to resolve disputes ansing 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 herem, each party shall pay all its own costs and attorney's fees N Assi mg,_ent Any assignment of tlus agreement by the Contractor without the written 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, nahonal ongin, sex, religion, age, marital status, disability, or sexual onentation except for employment actions based on bona fide occupational qualificarion. Bremerton/Parametrix Pedestnan Improvements Assessments Page 5 of 7 IX. Termination: This Agreement shall remam in force until completion and acceptance of the services, terminated by wntten instrument upon mutual consent, or by the City of Bremerton for converuence Tlus Agreement may be immediately termmated for cause by a Party if the other Party substantially fails to perform through no fault of the termmahng Party, and the non- performmg Party does not commence correction of the failure of performance within tlurty (30) days of the termmatmg Party's sendmg notice to the non-performmg Party Any Notice by Consultant shall mclude a report showmg the status of all items listed m the Scope of Work current through the terminarion date If the City receives reimbursement by any federal, state, or other source for work descnbed m Sechon I herein, and that fundmg is withdrawn, reduced or lumted m any way, or the pro�ect is cancelled or substantially reduced after the execution date of tlus Agreement and pnor to the completion of the work, the Crty may summanly termmate this Agreement A Excusable Delaxs The nght of Consultant to proceed shall not be terminated nor shall Consultant be charged with liquidated damages for any delays m the complehon of the work due to 1) any acts of the federal government in controlling, restnchng, 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 causing such delay, and 3) causes not reasonably foreseeable by the parties at the tune of the execuhon 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 City witlun ten (10) calendar days m wnhng 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 writmg, extend the time for completing the work for a period of time commensurate with the penod of excusable delay B Ri ts Upon Termination 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 Crty After ternunation, the City may take possession of all records and data witlun the Consultant's possession pertammg to this proJect which may be used by the City without restnction Any such use not related to the pro�ect wluch Consultant was contracted to perform shall be wrthout liability or legal exposure to the Consultant X. Suspension & Debarment For contracts involving Federal funding, Consultant hereby certifies, by sigrung this agreement, that neither it nor its pnncipals are presently debarred, suspended, proposed for debarment, declared meligible, or voluntarily excluded from participation m tlus transaction by any Federal deparhnent or agency Consultant shall provide immediate wntten notice to the City if at any time it learns that it is or has become meligible for certification. Should Consultant enter mto a covered transaction with another firm, Consultant agrees by sigmng tlus agreement that it will verify that the firm with whom it mtends to do - busmess is not debarred, suspended, meligible, excluded or disqualified Bremerton/Parametrix Pedestrian Improvements Assessrnents Page 6 of 7 C �1 � � • Z � ] � c� � � � i � 71 ITi 7 � I ri dY� By rts Date a �aT Approved as to form Bremerton Crt Attorney A- �� , �SSfi c�+.� �r� `I • Bremerton/Parametnx Pedestr�an Improvements Assessments Page7of7 CONSULTANT �� �� B_y �, � s' r its ��- - �o KS a/�c �' Date Z���� ,- � � i � i�' �!. .' � EXHIBIT A- SCOPE OF WORK City of Brernerton Pedestrian Improvements Assessments INTRODUCTION Ttus Scope of Work (SOW) descnbes Parametrix's proposal to provide an assessment of mmimum requuements and estunated costs to provide pedestnan safety unprovements at two intersections in the City (Krtsap Way and Harlow Dnve and 6�' Street and High Avenue) Our proposed tasks, budget, and schedule aze descnbed below TASK 01 — PEDESTRIAN IMPROVEMENTS ASSESSMENTS Goal To provide a techrucal memorandum descnbmg the muumum requ�rements for providing pedestnan crosswalks and other unprovements as requ�red at the two mtersections Activities Specific work elements will include • Review of City transportation plamm�g documents and relevant design guidelmes such as the Federal H�ghway Admm�strat�on's Manual on Umform Traffic Control Devices (MUTCD) • Identify data gaps and mformahon needs necessary to mform future formal design studies � Develop mmimum anticipated requuements for providmg the crosswalks and other unprovements as needed • Identify conceptual crosswalk configurahons at each crossing mcluduig power and lighhng and channelization, 14 and estunate costs for each conceptual configuration Power and hghhng concepts will include an evaluation of whether solar powered signals are feasible and can reduce capital costs Deliverables Parametnx anticipates the following work products for tlus task • Techmcal memorandum descnbmg the results of the assessments mcluding future mformation needs, rrununum requirements, conceptual configurations, and a plamm�g level estimate of probable costs for each crossmg configuration Assumpdons The task budget is based on the following assumptions. February 14, 2014 • Supporting graplucs mcluded m the TM will be taken from existing documents (no graphics support is mcluded m pro�ect budget) February 14, 2014 � EXHIBIT B - SCHEDULE � Notice to Proceed February 21, 2014 Draft TM Submrttal (4 weeks) March 21, 2014 Final TM Submittal Apn14, 2014 3 February 14, 2014 �: EXHIBIT C - BUDGET Task O1 Pedestnan Improvements Assessments $3,000 TOTAL (NTE) ................................................................................................................ $3,000 NOTES: The estunated fees provided above were deternuned on a chrect cost plus multiplier basis Cost shall not be exceeded without wntten authonzation by the City ��� ��, + �� � v►n -I' axc.�� 3 • • �/z � I ��f 4 February 14, 2014