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5519
PARAMETRIX, INC
PSA - Stormwater Pollution Prevention Plan Update
Water Resources
GS50-01-11 Rev. 3 General
10/15/2015
1/15/2016
2/1/2016
2017
Comments:
PROFESSIONAL SERVICES AGREEMENT
Stormwater Pollution Prevention Plan (SWPPP) Update
Parametrix
The City of Bremerton ("City") and Parametrix ("Consultant"), referred to collectively as
the "Parties," enter into the following Agreement for professional services:
I. Scope: The Consultant agrees to perform the services more specifically described in the
Scope of Work, dated October 6, 2015, including any attachments thereto , attached hereto as
Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only
pursuant to Section VII.H 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 furnished under this Agreement will be
performed in accordance with generally accepted professional practices in effect at the time such
services are performed.
II. Term: The City and the Consultant agree that work will begin on the tasks described in
Exhibit A immediately upon execution of this Agreement. The parties agree that the work
described in Exhibit A is to be completed as provided for in the work schedule attached hereto as
Exhibit B; provided however, that additional time shall be granted by the City for excusable
delays or extra work as provided for in Section IX.A of this agreement.
III. Compensatioa: In consideration of the services provided pursuant to this Agreement, the
City shall pay Consultant in an amount not to exceed $9,902.00. Consultant's charges and bills
shall conform to the fee schedule attached hereto as Exhibit C 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
within the categories set out in the Scope of Work and/or Fee Schedule. Upon receipt of a
conforming billing statement, the City shall promptly process payment. PROVIDED,
HOWEVER, the City reserves the right to prioritize scoped work and accelerate and/or delay
work tasks under the time frame set forth in Section II herein. The Consultant's labor rates and
billing fees shall be as delineated in Exhibit C.
Consultant shall not perform work beyond the Scope of Work, nor shall be comperisated
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 in accordance with
Exhibit C.
If a billing statement does not conform to this Agreement, the City may withhold
payment until the statement is brought into compliance. Such withholding does not relieve
Consultant of its obligations under this Agreement.
Bremerton/ Rev. 8/ 15
Stormwater Pollution Prevention Plan (SWPPP�pdate
Page 1 of 7
IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed
in the Scope of Work and is performing independent functions and responsibilities within its
field of expertise. Consultant and its personnel are independent Consultants and not employees
of the City. 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, including, but not limited 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, representatives and sub-Consultants during the performance of
this Agreement. The City may, during the term of this Agreement, engage other independent
Consultants to perform the same or similar work.
As an independent Consultant, Consultant is responsible for its own management. The
City's administration and enforcement of this Agreement shall not be deemed an exercise of
managerial control over Consultant or its personnel.
As an independent Consultant, Consultant is responsible for payment of all taxes and
licensing fees necessary to perform its obligations under this Ageement. These taxes and fees
include but are not limited to State industrial insurance, Business & Occupation, State
professional licensing, and City business licensing. If any taxes or fees due the City have been
declared delinquent, the City may withhold the delinquent amount, plus any additional charges
arising from the delinquency, from any payments due Consultant.
V. Indemnification:
A. Consultant shall defend, indemnify and hold the City, its officers, officials,
employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or
suits, including all legal costs and attorney fees, arising out of or in connection with the
performance of this Agreement except for that portion of the injuries and damages caused by the
City's sole negligence, unless Consultant is conducting 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 indemnification.
B. Architects Engineers and Any Other Professional Listed In and Performing
Services Defined in RCW 4.24.115. Should a court of competent jurisdiction determine that
Consultant's services provided pursuant to this Agreement is subject to RCW 4.24.115, then, in
the event of liability for damages arising out of bodily injury to persons or damages to property
caused by or resulting 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
WANER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY
Bremerton/ Rev. 8/ 15
Stormwater Pollution Prevention Plan (SWPPP) update
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 this Agreement.
VI. Ins�arance: The Consultant shall procure and maintain for the duration of the Agreement,
insurance against claims for injuries 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 project described in this Agreement, the Consultant shall
provide a Certificate of Insurance evidencing:
1. Automobile Liabilitv insurance with limits no less than $1,000,000 combined single
limit per accident for bodily injury and property damage; and
2. Commercial General Liabilitv insurance written on an occurrence basis with limits no
less than $1,000,000 combined single limit per occurrence and general aggregate for
personal injury, bodily injury and property damage. Coverage shall include but not be
limited to: blanket contractual; products/completed operations/broad form property
damage; explosion, collapse and underground (XCU) if applicable; and employer's
liability; and
3. Excess Liability insurance with limits not less than 1,000,000 limit per occurrence and
aggregate.
4. Professional Liability insurance with limits no less than $1,000,000 limit per
occurrence/claim.
Any payment of deductible or self insured 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 City shall be named as an additional insured on the Commercial General Liability
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 insured shall be
attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of
all the required insurance policies and endorsements. The City further reserves the right to reject
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 insured against whom claim is made or suit is
brought, except with respects to the limits of the insurer's liability.
The Consultant's insurance shall be primary 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,
Bremerton/ Rev. 8/ 15
Stormwater Pollution Prevention Plan (SWPPP) update
Page 3 of 7
345 6`" Street, Suite 600, Bremerton, WA 98337 within two days of the cancellation, suspension
or substantive change of any insurance policy set out herein, and failure to do so shall be
construed to be a breach of this Agreement.
The City also reserves its unqualified right to require at any time and for any reason,
proof of coverage in the form of a duplicate of the insurance policy with all endorsements as
evidence of coverage.
VII. General Conditions:
A. Re�orts and Information: When requested by the City, Consultant shall furnish
periodic reports and documents on matters covered by this Agreement. The reports and
documents shall be furnished in the time and form requested. Consultant shall maintain
accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to
substantiate all billed amounts.
B. Ownership and Use of Records and Documents: Original documents, drawings,
designs and reports, including those in electronic format, developed under this Agreement are the
property of the City. All written information submitted by the City to the Consultant in
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 relating to its own business. If such information is publicly available or is already in
Consultant's possession or known to it, or is rightfully obtained 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 in Bremerton, Washington. .Consultant shall make such data, documents,
and files available to the City upon its request at all reasonable times for the purpose of editing,
modifying and updating as necessary until such time as the City is capable of storing such
information in the City's offices. Duplicate copies of this information shall be provided to the
City upon its 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 instruments of service
with respect to the project and are the property of the City. Any reuse by the City for other than
the specific purpose intended will be at City's sole risk.
C. Use of Photo�raphs and Ima� Consultant shall not use or distribute
photographs or images depicting City officials, personnel, property, or equipment whether
prepared by Consultant or provided by City without prior written consent of the City. The City
will not unreasonably withhold its consent.
D. 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
.Bremerton/ Rev. 8/ 15
Stormwater Pollution Prevention Plan (SWPPP) update
Page4of7
of or damage to materials, tools, or other articles used or held for use in connection with the
work.
E. Place of Work: The Consultant shall perform the work authorized under this
Agreement at its offices in Bremerton, Washington. Meetings with the City staff as described in
Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed
upon by the parties.
F. 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,
written or oral, that have not been set forth in the text of this Agreement.
G. Severabilitv: Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force and effect.
H. Modification: This Agreement may only be modified by written instrument signed
by both Parties.
I. Written 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 in this
Agreement or such other address as may be hereafter specified in writing.
City Address
Public Works and Utilities
100 Oyster Bay Avenue N
Bremerton, WA 98312
Consultant Address
Parametrix
4660 Kitsap Way Suite A
Bremerton, WA 98312
J. 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 right or power.
K. Non-Waiver of Breach: The failure of the City to insist upon strict performance
of any of the covenants and agreements contained herein, or to exercise any option herein
conferred in one or more instances shall not be construed to be a waiver or relinquishment of
said covenants, agreements or options, and the same shall be and remain in full force and effect.
L. Compliance with Laws: Consultant shall comply with all applicable Federal,
State, and local laws in performing its obligations under this Agreement.
M. Choice of Law and Venue: This Agreement shall be interpreted according to the
laws of the State of Washington. Any judicial action to resolve disputes arising out of this
Agreement shall be brought in Kitsap County Superior Court.
N. Attornevs' Fees: In the event of litigation to enforce any of the terms or
provisions herein, each party shall pay all its own costs and attorney's fees.
Bremerton/ Rev. 8/ 15
Stormwater Pollution Prevention Plan (SWPPP) update
Page 5 of 7
O. Assi ent: Any assignment of this agreement by the Contractor without the
written consent of the City shall be void.
VIII. Nondiscriminataon: 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 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, terminated by written instrument 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 terminating Party, and the non-
performing Party does not commence correction of the failure of performance within thirty (30)
days of the terminating Party's sending notice to the non-performing Party. Any Notice by
Consultant shall include a report showing 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 described in
Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is
cancelled or substantially reduced after the execution date of this Agreement and prior to the
completion of the work, the City may summarily terminate this Agreement.
A. Excusable Delays: 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 controlling, restricting, or requisitioning
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,
including, but not restricted to, acts of God, fires, floods, strikes, or weather of unusual severity.
PROVIDED, HOWEVER, that the Consultant must promptly notify the City within ten (10)
calendar days in writing 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 writing, extend the time for
completing the work for a period of time commensurate with the period 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 termination, as described on a final
invoice submitted to the City. After termination, the City may take possession of all records and
data within the Consultant's possession pertaining to this project which may be used by the City
without restriction. Any such use not related to the project which Consultant was contracted to
perform shall be without liability or legal exposure to the Consultant.
X. Suspension & Debarment. For contracts involving Federal funding, Consultant hereby
certifies, by signing this agreement, that neither it nor its principals are presently debarred,
suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency. Consultant shall provide
Bremerton/ Rev. 8/15
Stormwater Pollution Prevention Plan (SWPPP�pdate
Page 6 of 7
immediate written notice to the City if at any time it learns that it is or has become ineligible for
certification. Should Consultant enter into a covered transaction with another firm, Consultant
agrees by signing this agreement that it will verify that the firm with whom it intends to do
business is not debarred, suspended, ineligible, excluded or disqualified.
CITY OF BREMERTON
L
By: Chal Marin
its: Public 1 Works & Utilities Director
Date:%(? / i S'I )�
Approved as to form:
�
Bremerton Cit torn ry
CK�7�YILN� ►�'1
�y�
By: .Jq'i�/ �. o.r,�e �
its: Dlrof2� At d-�'c��
Date: o S
Attest: ` ,
�
City Clerk
U:\Brem\Shared�Divisions\OfficeSupportSvs\Open\Confid\Contracts�ZOlS Client Agreements\City of Bremerton\SWPPP Update\Parametrix
SWPPP SOW 100615.docx
Bremerton/Parametrix �
Stormwater Pollution Prevention Plan (SWPPP) update
Page 7 of 7
Rev. 8/ 15
EXHIBIT A- SCOPE OF WORK
PROJECT DESCRIPTION
This scope of work (SOW) describes professional services to be performed by
Parametrix for the City of Bremerton. The work to be performed is to prepare a draft
and final Stormwater Pollution Prevention Plan (SWPPP) for the City's Oyster Bay
Facility. A SWPPP template will also be prepared to be used for other City facilities.
The proposed schedule for the work is described in attached Schedule B and the
proposed budget is provided in Schedule C. The City's Project Manager for this will be
the Stormwater Permit Coordinator under the direction of the Water Resources
Manager.
PROJECT TASKS
TASK 1 PROJECT MANAGEMENY
Parametrix Activities
• Manage budget and schedule.
• Hold face to face meetings and progress calls with City Project Manager as
needed and at key milestones.
• Prepare monthly progress reports and invoices.
City Responsibilities
• Participate in progress calls and meetings.
• Payment of submitted invoices within 30 days.
Deliverables
• Minutes from progress calls summarizing key action items.
• Monthly progress report and invoice.
Assumptions
• Up to one face to face meetings will be held with City staff.
• Project duration will be 3 months (October 15, 2015 through January 15,
2016).
TASK 2 SWPPP Oyster Bay Facility
Parametrix Activities
• Perform a site walk to map facility features and interview staff.
• Prepare a draft and final SWPPP.
City Activities .
• Furnish available data requests, drawings, records, etc. in a timely manner.
• Provide timely review of deliverables.
Bremerton/Parametrix October 6, 2015
SWPPP Preparation �
Page 1 of 3
Deliverables
• Submit 2 hardcopies and one electronic copy of the draft SWPPP.
• Submit 2 hardcopies and one electronic copy of the final SWPPP.
Hardcopies will be provided in 3-ring binders.
Assumptions
• Notice to proceed will be received on October 15, 2015.
• SWPPP format will be based on a combination of the Ecology Template for
SWPPPs under the Industrial Permit and the Kitsap County SWPPP for the
Central Road Shop. Ecology guidance for SWPPP preparation will be used
as a guide for SWPPP contents. The City's PM will provide input to format
prior to preparation of the draft SWPPP.
• Figures for the SWPPP will be prepared using GIS and aerial photographs
provided by the City. The following figures will be prepared:
o Vicinity Map (8.5x11).
o Site Map showing locations of pertinent site features such as buildings,
stormwater conveyance system, fueling facilities, and other potential
pollutant sources, etc. (11x17).
TASK 3 SWPPP TEMPLATE
Parametrix Activities
• Prepare a draft and final SWPPP template to be used for developing site-
specific SWPPPs for other City facilities. The intent is that site-specific
information and site maps will be inserted into the template by others.
Deliverables
• Submit 2 hardcopies and one electronic copy of the draft SWPPP template.
• Submit 2 hardcopies and one electronic copy of the final SWPPP template.
Assumptions
• The template will be based on the Oyster Bay Facility SWPPP.
TASK 4 DIRECTED SERVICES
Parametrix Activities
• Perform additional services at the direction of the City.
Deliverables
• As directed by the City.
Assumptions
• Work under this task will require prior written direction from the City.
Bremerton/Parametrix October 6, 2015
SWPPP Pre�aration
Page 2 of 3
EXHIBIT B SCHEDULE
Notice to proceed
Site Walk at Oyster Bay
Draft Oyster Bay SWPPP
Draft SWPPP Template
Final Oyster Bay SWPPP
Final SWPPP Template
Project Closeout
Bremerton/Paramefix
SWPPP Preparation
Page 3 of 3
October 15, 2015
October 22, 2015
November 19, 2015
November 26, 2015
December 21, 2015
December 28, 2015
January 15, 2016
October 6, 2015
PARAMETRIX EXHIBIT C- BUDGET 10/6/2015
Project: Stormwater Pollution Prevention Plan Preparation
Client: City of Bremerton
PMX # STAFF D. E�g II C�AD WP Acct.
999-1896-999 Dinkuhn Wilde Ceralde A• Lucas M. Langi TOTAL TOTAL
MULT.
HAS TASK 3.10 Billing Rate $184.57 $94.80 $65.97 $84.66 $86.21 HOURS COST
1 1 Project Management and Meetin s
Project Ma nagement (3 mo.) 3 3 6 $812
Expenses (6°/aof Labar) S49
Subtotal 3 3 6 $661
1 2 SWPPP Oyster Bay Facility
S ite Walk and Interv 8 8 $758
SWPPP Prepara6on 2 32 8 4 46 $4,269
Expenses (6%of Labor) $302
Subtotal 2 40 8 4 54 85,329
1 3 SWPPP Template
SWPPP Template Preparatlon 2 16 4 22 $2,224
Expenses (6°/aof Labor) $133
Subtotal 2 16 4 22 52,358
1 4 Direcled Services
Directed Services $1,400
PROJECT TOTAL 1 56 8 8 3 82 59,948
Prepared By: D. Dinkuhn
(Seniar Engineer)
Page 1