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Home My WebLink About04/13/2022 STUDY SESSION AGENDA PACKET______________________________________________________________ CITY COUNCIL 345 6th Street, Suite 100, Bremerton, WA 98337 Phone (360) 473-5280 WEDNESDAY, APRIL 13, 2022 CITY COUNCIL STUDY SESSION AGENDA 5:00 PM – Via Zoom Webinar The City Council is currently conducting all meetings via Zoom Webinar. The Study Session is open to the public to listen in, but there will be no opportunities for input; the content of these items is subject to change; and no action is anticipated except for Item C1. If approved by the Council, these items will be placed on the April 20, 2022 City Council Meeting Agenda…  Members of the public are invited to join the Zoom webinar by clicking on the following link: https://us02web.zoom.us/j/84530077629?pwd=YmtzNFFnVlR5T0ZhRnUxTGMvWVVCUT09  Or iPhone one-tap: US: +12532158782,,84530077629#,,,,*209823# or +16699006833,,84530077629#,,,,*209823#  Or Telephone: Dial (for higher quality, dial a number based on your current location): US: +1 253 215 8782 or +1 346 248 7799 or +1 669 900 6833 or +1 301 715 8592 Webinar ID: 845 3007 7629 Passcode: 209823 Public questions or comments may be submitted ahead of time to City.Council@ci.bremerton.wa.us A. BRIEFINGS ON AGENDA ITEMS 1. Local Agency Professional Services Agreement with Parametrix, Inc. for Design of 6th Street Pavement Preservation Phase 3 Project 2. Bremerton Stormwater Watershed Planning Grant Agreement with the WA State Department of Ecology 3. Resolution rescinding Resolution No. 3099; and establishing Small Public Works Roster Process 4. Resolution acknowledging Match to Surface Transportation Program (STP) Federal Grant Funds for the SR 303 Phase 2 Corridor Improvements Project 5. Resolution acknowledging Match to Surface Transportation Program (STP) Federal Grant Funds for the 11th Street Roadway Preservation Project 6. Goods & Services Agreement for Sole Source Purchase of High Flow Pumps from APSCO, LLC for Lift Station EB-2; and related Budget Amendment 7. Professional Services Agreement with Kennedy Jenks for a Wastewater Comprehensive Plan Amendment B. GENERAL COUNCIL BUSINESS o Public Safety Monthly Committee Briefing (Last Meeting 4/07/22) – Chair Jennifer Chamberlin o Other General Council Business C. EXECUTIVE SESSION 1. 20-Minutes to discuss Potential Litigation allowed by RCW 42.30.110 (1) (i); With action anticipated… D. ADJOURNMENT OF STUDY SESSION AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Local Agency Professional Services Agreement with Parametrix, Inc. for Design of 6th Street Pavement Preservation Phase 3 Project COUNCIL MEETING Date: April 20, 2022 Department: PW&U - Engineering Presenter: Chris Dimmitt Phone: (360) 473-2307 SUMMARY: In April 2021, the City accepted a Federal Highway Administration (FHWA) transportation Grant through Puget Sound Regional Council (PSRC) to design and construct a grind and overlay of 6th Street between Naval Avenue and Warren Ave. The City advertised a Request for Proposals and received proposals from three qualified design firms. Three firms were interviewed, and Parametrix was selected to perform the design. The agreement includes engineering and design, Real Estate Services for right of way acquisition, environmental permitting, and construction engineering support services. The work in the agreement is subject to grant reimbursement, except for Real Estate Services, which will be funded by the City. The Professional Services Agreement will be in WSDOT standard agreement, with its standard terms and conditions. The contract amount is $426,237.00. ATTACHMENTS: 1) Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement with Parametrix, Inc. FISCAL IMPACTS (Include Budgeted Amount): The project is budgeted in the Transportation Capital Fund. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the Professional Services Agreement with Parametrix, Inc. for the design of the 6th Street Pavement Preservation Phase 3 Project, and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A1 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Agreement Number: Does this Require DES filing? Yes No Firm/Organization Legal Name (do not use dba’s): Address Federal Aid Number UBI Number Federal TIN or SSN Number Execution Date Completion Date 1099 Form Required Yes No Federal Participation Yes No Project Title Description of Work Yes % No DBE Participation Yes % No MBE Participation Yes % No WBE Participation Yes % No SBE Participation Total Amount Authorized: Management Reserve Fund: Maximum Amount Payable: Index of Exhibits Exhibit A Scope of Work Exhibit B DBE Participation/SBE Plan Exhibit C Preparation and Delivery of Electronic Engineering and Other Data Exhibit D Prime Consultant Cost Computations Exhibit E Sub-consultant Cost Computations Exhibit F Title VI Assurances Exhibit G Certification Documents Exhibit H Liability Insurance Increase Exhibit I Alleged Consultant Design Error Procedures Exhibit J Consultant Claim Procedures Agreement Number: Page 1 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Parametrix, Inc. 1019 39th Ave SE Suite 100, Puyallup, WA 98374 STPUL-6566(014) 600 135 349 91-0914810 12/31/2025 6th Street Pavement Preservation Phase III - Naval Avenue to Warren Avenue Provide preliminary engineering, plans, specifications, and opinion of cost for construction bid documents; right-of-way acquisition services; and assistance during bidding and construction for pavement preservation from Naval Avenue to Warren Avenue; replacement of the traffic signal at the 6th Street and Veneta Avenue intersection; upgrade of water main between Veneta Avenue and Warren Avenue; and replacement of portions of existing stormwater infrastructure. 16 388,237 38,000.00 426,237 THIS AGREEMENT, made and entered into as shown in the “Execution Date” box on page one (1) of this AGREEMENT, between the , hereinafter called the “AGENCY,” and the “Firm / Organization Name” referenced on page one (1) of this AGREEMENT, hereinafter called the “CONSULTANT.” WHEREAS, the AGENCY desires to accomplish the work referenced in “Description of Work” on page one (1) of this AGREEMENT and hereafter called the “SERVICES;” and does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS, the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish consulting services to the AGENCY. NOW, THEREFORE, in consideration of the terms, conditions, covenants, and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I. General Description of Work The work under this AGREEMENT shall consist of the above-described SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub-consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. II. General Scope of Work The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit “A” attached hereto and by this reference made a part of this AGREEMENT. The General Scope of Work was developed utilizing performance based contracting methodologies. III. General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress, and presentation meetings with the AGENCY and/or such State, Federal, Community, City, or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days’ notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit “A.” The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Agreement Number: Page 2 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 City of Bremerton Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26 shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will be shown on Exhibit “B” attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is a DBE certified firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY’s “DBE Program Participation Plan” and perform a minimum of 30% of the total amount of this AGREEMENT. It is recommended, but not required, that non-DBE Prime CONSULTANTS perform a minimum of 30% of the total amount of this AGREEMENT. In the absents of a mandatory UDBE, a voluntary SBE goal amount of ten percent of the Consultant Agreement is established. The Consultant shall submit a SBE Participation Plan prior to commencing work. Although the goal is voluntary, the outreach efforts to provide SBE maximum practicable opportunities are not. The CONSULTANT, on a monthly basis, is required to enter the amounts paid to all firms (including Prime) involved with this AGREEMENT into the wsdot.diversitycompliance.com program. Payment information shall identify any DBE Participation. Non minority, woman owned DBEs does not count towards UDBE goal attainment. All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit “C – Preparation and Delivery of Electronic Engineering and other Data.” All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for these SERVICES, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by (i) certified mail, return receipt requested, or (ii) by email or facsimile, to the address set forth below: If to AGENCY: If to CONSULTANT: Name: Name: Agency: Agency: Address: Address: City: State: Zip: City: State: Zip: Email: Email: Phone: Phone: Facsimile: Facsimile: IV. Time for Beginning and Completion The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. This AGREEMENT may require filing with the Department of Enterprise Services (DES) pursuant to RCW 39.26.140. If such approval is required by DES, this AGREEMENT shall not bind the AGENCY until approved by DES. If the AGREEMENT must be approved by DES, work cannot begin, nor payment made until ten (10) or more working days following the date of filing, and, until approved by DES. Any subsequent SUPPLEMENTAL AGREEMENT may also be subject to filing and/or approval from DES. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT titled “Completion Date.” The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD, governmental actions, or other conditions beyond the control of the CONSULTANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established completion time. Agreement Number: Page 3 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Christopher Dimmitt, P.E.Austin R. Fisher, P.E. Public Works & Utilities Engineering Div Parametrix Inc 345 Sixth Street, Suite 500 1019 39th Ave SE Suite 100 Bremerton WA 98337 Puyallup WA 98360 christopher.dimmitt@ci.bremerton.wa.us afisher@parametrix.com 360-473-2307 253-604-6747 N/A 855-542-6353 V. Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES, specified in Section II, “Scope of Work”. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits “D” and “E” and by this reference made part of this AGREEMENT. A.Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT’S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate, and direct non-salary costs. 1.Direct (RAW) Labor Costs: The Direct (RAW) Labor Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2.Indirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as such on the books of the CONSULTANT in the normal everyday keeping of its books. Progress payments shall be made at the ICR rates shown in attached Exhibits “D” and “E” of this AGREEMENT. Total ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANT’S cost estimate and the ICR percentage is shown in Exhibits “D” and “E”, attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT (prime and all A&E sub-consultants) will submit to the AGENCY within six (6) months after the end of each firm’s fiscal year, an ICR schedule in the format required by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the ICR rate for billings received and paid during the fiscal year represented by the ICR schedule. It shall also be used for the computation of progress payments during the following year and for retroactively adjusting the previous year’s ICR cost to reflect the actual rate. The ICR schedule will be sent to Email: ConsultantRates@wsdot.wa.gov. Failure to supply this information by either the prime CONSULTANT or any of their A&E sub-consultants shall cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY’s Project Manager and/or the Federal Government may perform an audit of the CONSULTANT’S books and records at any time during regular business hours to determine the actual ICR rate, if they so desire. 3.Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. (excluding Meals, which are reimbursed at the per diem rates identified in this section) These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and fees of sub-consultants. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with the WSDOT’ Accounting Manual M 13-82, Chapter 10 – Travel Rules and Procedures, and revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46 “Travel Costs.” The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the services provided under this AGREEMENT. Agreement Number: Page 4 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT’S profit, is shown in attached Exhibits “D” and “E” of this AGREEMENT. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person-hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled “Termination of Agreement.” 5. Management Reserve Fund (MRF): The AGENCY may desire to establish a MRF to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of $100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the MRF is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the MRF shall be made in accordance with Section XIII, “Extra Work.” 6. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the MRF. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIII, “Extra Work.” No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the ICR and calculated fee on a monthly basis during the progress of the work. Such billings shall be in a format approved by the AGENCY and accompanied by the monthly progress reports required under Section III, “General Requirements” of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct (RAW) Labor, Direct Non-Salary, and allowable ICR Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed Direct (RAW) Labor costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, Direct (RAW) Labor rates, and present duties of those employees performing work on the PROJECT at the time of the interview. C. Final Payment: Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent, if applicable, upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit; all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) calendar days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) working days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. Agreement Number: Page 5 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 D. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY and the United States, for a period of six (6) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this AGREEMENT is initiated before the expiration of the six (6) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be performed on this AGREEMENT. The audit, if any, will be performed by the State Auditor, WSDOT’s Internal Audit Office and /or at the request of the AGENCY’s Project Manager. VI. Sub-Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit “A” attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written permission of the AGENCY. No permission for subcontracting shall create, between the AGENCY and sub-consultant, any contract or any other relationship. Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit “E” attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub-consultant shall not exceed its maximum amount payable identified in each sub- consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, indirect cost rate, direct non-salary costs and fixed fee costs for the sub-consultant shall be negotiated and substantiated in accordance with section V “Payment Provisions” herein and shall be memorialized in a final written acknowledgement between the parties. All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub-consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE’s Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT, sub-recipient, or sub-consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. VII. Employment and Organizational Conflict of Interest The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from this AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen’s Agreement Number: Page 6 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT’s employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees, without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. VIII. Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub-consultants, subcontractors and successors in interest, agrees to comply with the following laws and regulations: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. Chapter 21 Subchapter V § 2000d through 2000d-4a) • Federal-aid Highway Act of 1973 (23 U.S.C. Chapter 3 § 324) • Rehabilitation Act of 1973 (29 U.S.C. Chapter 16 Subchapter V § 794) • Age Discrimination Act of 1975 (42 U.S.C. Chapter 76 § 6101 et. seq.) • Civil Rights Restoration Act of 1987 (Public Law 100-259) • American with Disabilities Act of 1990 (42 U.S.C. Chapter 126 § 12101 et. seq.) • 23 CFR Part 200 • 49 CFR Part 21 49 CFR Part 26 • RCW 49.60.180 In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit “F” attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit “F” in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX. Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without cause upon ten (10) days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY, other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT for actual hours charged and any appropriate fixed fee percentage at the time of termination of this AGREEMENT, plus any direct non-salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for any SERVICES completed after ten (10) days following receipt by the CONSULTANT of the notice to terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this section, then no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to Agreement Number: Page 7 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 date of termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth in paragraph two (2) of this section. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT’s failure to perform is without the CONSULTANT’s or its employee’s fault or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs and appropriate fixed fee percentage in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT’s supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth in the second and third paragraphs of this section. Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. X. Changes of Work The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY This work shall be considered as Extra Work and will be paid for as herein provided under section XIII “Extra Work.” XI. Disputes Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within 10 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer’s decision, that decision shall be subject to judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit “J.” In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. Agreement Number: Page 8 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 XII. Legal Relations The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall defend, indemnify, and hold the State of Washington (STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the CONSULTANT’s agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT or the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and (b) the STATE and/or AGENCY, their agents, officers, employees, sub-consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and/or AGENCY may be legally liable, the defense and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT’s negligence or the negligence of the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, of any tier. The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT’s agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or communicated to STATE and/or the AGENCY, their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions resulting from STATE and/or the AGENCY’s, their agents’, officers’ and employees’ failure to comply with specific written instructions regarding use provided to STATE and/or the AGENCY, their agents, officers and employees by the CONSULTANT, their agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. The CONSULTANT’s relation to the AGENCY shall be at all times as an independent contractor. Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole discretion, by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT’s own employees or its agents against the STATE and/or the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. This waiver has been mutually negotiated by the Parties. Agreement Number: Page 9 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Unless otherwise specified in this AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the project. Subject to the processing of a new sole source, or an acceptable supplemental AGREEMENT, the CONSULTANT shall provide On-Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques, job site safety, or any construction contractor’s failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker’s compensation and employer’s liability insurance as required by the STATE. B. Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) in the aggregate for each policy period. C. Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing coverage for any “Auto” (Symbol 1) used in an amount not less than a one million dollar ($1,000,000.00) combined single limit for each occurrence. Excepting the Worker’s Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub- consultant and/or subcontractor as an additional insured (the “AIs”), with no restrictions or limitations concerning products and completed operations coverage. This coverage shall be primary coverage and non-contributory and any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT’s and the sub-consultant’s and/or subcontractor’s insurer shall waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to: Name: Agency: Address: City: State: Zip: Email: Phone: Facsimile: No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY. The CONSULTANT’s professional liability to the AGENCY, including that which may arise in reference to section IX “Termination of Agreement” of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT’s professional liability to third parties be limited in any way. Agreement Number: Page 10 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Christopher Dimmitt, P.E. Pubic Works & Utilities Engineering Div 345 Sixth Street, Suite 500 Bremerton WA 98337 christopher.dimmitt@ci.bremerton.wa.us 360-473-2307 N/A The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. The AGENCY will pay no progress payments under section V “Payment Provisions” until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIII. Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of this AGREEMENT in the SERVICES to be performed. B. If any such change causes an increase or decrease in the estimated cost of, or the time required for, performance of any part of the SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of this AGREEMENT, the AGENCY shall make an equitable adjustment in the: (1) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify this AGREEMENT accordingly. C. The CONSULTANT must submit any “request for equitable adjustment,” hereafter referred to as “CLAIM,” under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of this AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the section XI “Disputes” clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A.) and (B.) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XIV. Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV. Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVI. Certification of the Consultant and the AGENCY Attached hereto as Exhibit “G-1(a and b)” are the Certifications of the CONSULTANT and the AGENCY, Exhibit “G-2” Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit “G-3” Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit “G-4” Certificate of Current Cost or Pricing Data. Exhibit “G-3” is required only in AGREEMENT’s over one hundred thousand dollars ($100,000.00) and Exhibit “G-4” is required only in AGREEMENT’s over five hundred thousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III “General Requirements” prior to its performance of any SERVICES under this AGREEMENT. Agreement Number: Page 11 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 XVII. Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as a supplement to this AGREEMENT. XVIII. Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and AGREEMENT’s contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. XIX. Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state or federal statutes (“State’s Confidential Information”). The “State’s Confidential Information” includes, but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles, credit card information, driver’s license numbers, medical data, law enforcement records (or any other information identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security data, non-public Specifications, STATE and AGENCY non-publicly available data, proprietary software, STATE and AGENCY security data, or information which may jeopardize any part of the project that relates to any of these types of information. The CONSULTANT agrees to hold the State’s Confidential Information in strictest confidence and not to make use of the State’s Confidential Information for any purpose other than the performance of this AGREEMENT, to release it only to authorized employees, sub-consultants or subcontractors requiring such information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make it known to any other party without the AGENCY’s express written consent or as provided by law. The CONSULTANT agrees to release such information or material only to employees, sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to the State’s Confidential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY’s option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State’s Confidential Information; or (ii) returned all of the State’s Confidential Information to the AGENCY; or (iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the State’s Confidential Information. As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following: the State’s Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which the State’s Confidential Information was received; who received, maintained and used the State’s Confidential Information; and the final disposition of the State’s Confidential Information. The CONSULTANT’s records shall be subject to inspection, review, or audit upon reasonable notice from the AGENCY. The AGENCY reserves the right to monitor, audit, or investigate the use of the State’s Confidential Information collected, used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or investigating may include, but is not limited to, salting databases. Agreement Number: Page 12 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of this AGREEMENT and demand for return of all State’s Confidential Information, monetary damages, or penalties. It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing such proprietary and/or confidential information shall be clearly identified and marked as “Confidential” and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT. The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or (b) as soon as such confidential or proprietary material is developed. “Proprietary and/or confidential information” is not meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third party that is not acting as an agent or representative for the other party; (iii) is independently developed by or for the other party; (iv) is publicly known; or (v) is generally utilized by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT. The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/ or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. If a public disclosure request is made to view materials identified as “Proprietary and/or confidential information” or otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such records will be released to the requester unless the CONSULTANT obtains a court order from a court of competent jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure, the AGENCY will release the requested information on the date specified. The CONSULTANT agrees to notify the sub-consultant of any AGENCY communication regarding disclosure that may include a sub-consultant’s proprietary and/or confidential information. The CONSULTANT notification to the sub-consultant will include the date that such records will be released by the AGENCY to the requester and state that unless the sub-consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain a court order or other judicial relief enjoining the AGENCY by the release date, the CONSULTANT shall waive and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages, liabilities, or costs associated with the AGENCY’s said disclosure of sub-consultants’ information. XX. Records Maintenance During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6) years from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain and maintain all “documents” pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all “documents” pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT’s place of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall cooperate with AGENCY and assist in the production of all such documents. “Documents” shall be retained until all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past the six (6) year retention period. For purposes of this AGREEMENT, “documents” means every writing or record of every type and description, including electronically stored information (“ESI”), that is in the possession, control, or custody of the CONSULTANT, including, without limitation, any and all correspondences, contracts, AGREEMENT ‘s, appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings, Agreement Number: Page 13 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or telephone conversations, and any and all other taped, recorded, written, printed or typed matters of any kind or description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the CONSULTANT, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original. For purposes of this AGREEMENT, “ESI” means any and all computer data or electronic recorded media of any kind, including “Native Files”, that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook, Word, Excel, Access, Publisher, PowerPoint, Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops or any other electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub-consultant at home. “Native files” are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and /or modified. The CONSULTANT shall include this section XX “Records Maintenance” in every subcontract it enters into in relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the “Execution Date” box on page one (1) of this AGREEMENT. Signature Date Signature Date Any modification, change, or reformation of this AGREEMENT shall require approval as to form by the Office of the Attorney General. Agreement Number: Page 14 of 14 Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03305/2021 03/28/2022 Exhibit A Scope of Work Project No. Agreement Number: Exhibit A - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 1 See attached Scope of Work. Exhibits A-1 through A-3 STPUL-6566(014) / 315043 City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 1 February 24, 2022 Scope of Services City Project No. 315043 EXHIBIT A-1 SCOPE OF WORK City of Bremerton Project No. 315043 6th Street Pavement Preservation Phase III – Naval Avenue to Warren Avenue PROJECT OVERVIEW The City of Bremerton (CITY) received a grant from the Federal Highway Administration’s (FHWA) Surface Transportation Program (STP) to finance the design, environmental documentation, and construction phases of the 6th Street Pavement Preservation Phase III – Naval Avenue to Warren Avenue project (Project). CITY local fuŶds ǁill ďe used foƌ the PƌojeĐt’s ƌight-of-way (ROW) acquisition phase, stormwater improvements, and water utility upgrades. The Project consists of a mill and fill overlay of approximately 3,300 feet of 6th Street between Naval Avenue and Warren Avenue, including a new traffic signal and curb ramps at the intersection of 6th Street and Veneta Avenue. The Project will design channelization, signing, sidewalk replacements, and curb ramp upgrades associated with the roadway overlay. The Project will also design upgrades to the CITY’s ǁateƌ ŵaiŶ, coordinate with third parties to relocate conflicting franchise utilities, and acquire ROW and/or easements required to construct the project. The CITY is in the process of evaluating rechannelization of 6th Street to a three-lane section with bike lanes (road diet). Design of this project will be forward-compatible with this potential future road diet. The project is federally funded and has a Design Disadvantaged Business Enterprise goal of 16 percent. The scope of the Project improvements includes: •Mill and fill overlay of 6th Street and associated required curb ramp upgrades and restoration of existing channelization. Pavement joint repairs and curb repairs, and select locations of curb and gutter repair. •Reconstruction of the existing traffic signal at the intersection of 6th Street and Veneta Avenue, including associated curb ramp upgrades and curb bulb-outs on Veneta Avenue. •Upgrades to the CITY’s existing water distribution system, including: o Replacement of existing 8-inch water main from the east side of Warren Avenue through the intersection at Veneta Avenue and replacement of all service lines. o Abandonment of existing 3-inch/4-inch water main along the south side of 6th Street between Veneta Avenue and Naval Avenue and replacement of south side services to connect to the existing 12-inch water main on the north side of 6th Street. •Replacement of portions of the stormwater infrastructure and addition of new inlets and catch basins as needed. Warren Avenue is a Washington State Department of Transportation (WSDOT) State Route (SR 303). Work within the Warren Avenue intersection, specifically the upgƌade of the CITY’s ǁateƌ main through the intersection, will require WSDOT Olympic Region input to pavement patching and overlay section through the Warren Avenue intersection. Because of the PƌojeĐt’s FHWA funding, all other design, environmental, City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 2 February 24, 2022 Scope of Services City Project No. 315043 and ROW acquisitions will require WSDOT Local Programs (LOCAL PROGRAMS) oversight and approvals. The CITY will lead coordination with WSDOT, with input and support provided by Parametrix (CONSULTANT). SCOPE OF SERVICES The CITY has selected the CONSULTANT to design, assist in environmental documentation, and obtaining ROW for the Project, and to assist the CITY during bidding and construction. This document describes the scope of services to be provided by the CONSULTANT for the Project under the following Tasks and Work Elements: TASK 1 – DESIGN • Work Element 1 – Project Management • Work Element 2 – Preliminary Design (30%) • Work Element 3 – Utility Coordination • Work Element 4 – Environmental • Work Element 5 – Geotechnical Engineering • Work Element 6 – ROW Plans and Legal Descriptions • Work Element 7 – Plans, Specifications, and Estimates (PS&E) TASK 2 – RIGHT-OF-WAY • Work Element 8 – ROW Acquisition TASK 3 – ASSISTANCE DURING BIDDING AND CONSTRUCTION • Work Element 9 – Assistance During Bidding • Work Element 10 – Assistance During Construction TASK 4 – MANAGEMENT RESERVE • Work Element 11 – Management Reserve Detailed scope-of-service information, including a description of services, assumptions, and deliverables for each work element and first-tier sub-task, is provided below. Optional services beyond those stated in this scope of services may include: • Additional ROW services as noted in 8.1.6. • Other services to support the Project if requested by the CITY. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 3 February 24, 2022 Scope of Services City Project No. 315043 Budget for these optional services is not included in the Agreement at this time, but may be added, if necessary, through the management reserves or by a supplement to the Agreement. General Project Assumptions: • The physical improvements anticipated for the Project: o Mill and fill overlay of 6th Street and associated required curb ramp upgrades and restoration of existing channelization. o Reconstruction of the existing traffic signal at the intersection of 6th Street and Veneta Avenue, including associated curb ramp upgrades and curb bulb-outs on Veneta Avenue. The signal will be designed to be forward-Đoŵpatiďle ǁith the CITY’s poteŶtial futuƌe ƌestƌipiŶg of 6th Street to a three-lane section with bike lanes. o Replacement of existing 8-inch water main from the east side of Warren Avenue through the intersection at Veneta Avenue and replacement of all service lines. o Abandonment of existing 3-inch/4-inch water main along the south side of 6th Street between Veneta Avenue and Naval Avenue and replacement of south side services to connect to the existing 12-inch water main on the north side of 6th Street. o Stormwater upgrades will include replacement of portions of the stormwater infrastructure and addition of new inlets and catch basins as needed. The project will be exempt from all minimum requirements per the Washington State Department of Ecology’s ;EĐologǇͿ 2019 Stormwater Management Manual for Western Washington definition of pavement maintenance practices and therefore no best management practice (BMP) design is included within this scope of work. o Relocation of franchise utilities (power and communications) by others. o Potential revisions to sidewalks to maintain minimum pedestrian access route (PAR) around obstructions, including utility poles within the project limits. • The Plans, Specifications, and Estimate (PS&E) will require review and approval from the WSDOT Highways and LOCAL PROGRAMS prior to soliciting bids. The CITY will be responsible for leading coordination with LOCAL PROGRAMS. • The CITY will be responsible for advertisement and distribution of final documents for bidding. • The schedule for this Project includes agency review durations based on past project experience. However, neither the CITY nor the CONSULTANT can control these review durations. • A 30-month total Project schedule is assumed – 20 months for Tasks 1 and 2 and 10 months for Task 3. See Exhibit A-2 for additional Project schedule assumptions. DESIGN STANDARDS AND REFERENCES The following design standards and references are to be followed during the development of the Project: • 2024 WSDOT Standard Specifications and General Special Provisions • CITY’s Engineering Design & Construction Standards City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 4 February 24, 2022 Scope of Services City Project No. 315043 • AASHTO 7th Edition (2018) of ͞PoliĐǇ oŶ GeoŵetƌiĐ DesigŶ of HighǁaǇs aŶd Stƌeets͟ ;GƌeeŶ Book) • 2009 Manual on Uniform Traffic Control Devices with Revisions 1 and 2 (MUTCD) • 2019 Department of Ecology Stormwater Management Manual for Western Washington (SWMMWW) • 2021 Kitsap County Stormwater Design Manual • WSDOT Local Agency Guidelines (LAG) • CITY’s Standard Special Provisions (Specifications) • ANSI/IES RP-8-18, ͞ReĐoŵŵeŶded PƌaĐtiĐe foƌ DesigŶ aŶd MaiŶteŶaŶĐe of RoadǁaǇ aŶd PaƌkiŶg FaĐilitǇ LightiŶg͟ ;RP-8). For Veneta intersection only. Other corridor lighting design will be limited to qualitative recommendations to move/add lights on PSE poles. • WSDOT Standard Plans as required. (WSDOT Standard Plans, if used, need to be cross referenced with CITY standards to determine any discrepancies and provide design if not congruent). The CONSULTANT will conduct services under the Agreement based on the versions of the above-stated design standards that are current at the time of signing the Agreement. If updated versions of the standards become available and/or effective during the term of the Agreement, the CONSULTANT and CITY will discuss potential implications to the Project. This ǁill iŶĐlude the CONSULTANT’s estiŵate of the cost of additional services, if any, to update project designs and deliverables. The CITY will determine if updated standards shall be used. Additional cost of CONSULTANT services, if any, will be compensated through the management reserve or as a supplement to the Agreement. The CONSULTANT will prepare all drawings using AutoCAD 2018. Spreadsheets will be prepared using Microsoft (MS) Excel (version 2016 compatible) and text documents in MS Word (version 2016 compatible). Unless specifically noted otherwise in Exhibit A-3, all plans will be completed at a 1 inch = 20 feet scale on a sheet size of 22 inches by 34 inches. The CITY will provide the CONSULTANT with the CITY’s AutoCAD template for use for preparing plan sheets. All deliverables will be electronic. TASK 1 – DESIGN Work Element 1 – Project Management The CONSULTANT will manage the Project work elements to control costs, maintain schedule, and provide quality products appropriate to the goals and completion of the Project. Tasks include the following: 1.1 – Project Communication Provide Project communication as detailed below: City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 5 February 24, 2022 Scope of Services City Project No. 315043 1.1.1 – Project Kickoff Meeting The CONSULTANT will participate in a Project kickoff meeting. CONSULTANT will work with the CITY to develop the agenda and facilitate the meeting. The CONSULTANT will prepare and distribute the meeting notes. 1.1.2 – Bi-Weekly Conference Calls The CONSULTANT will coordinate with the CITY’s Project Manager to establish a standing meeting time during the week reserved for bi-weekly conference calls between the CITY’s and CONSULTANT’s Project Managers to coordinate ongoing Project activities. During periods of inactivity or for other mutually agreed upon reasons, the bi-weekly conference calls may be cancelled. The CONSULTANT Project Manager will document the bi-weekly conference calls with an email, including an updated copy of the issues log, if applicable. Assumption(s) • There will be conference calls as Ŷeeded to addƌess issues aŶd ŵoŶitoƌ the CONSULTANT’s progress. These will average one (1) hour in duration with an additional one-half (1/2) hour allotted for the CONSULTANT’s PƌojeĐt MaŶageƌ to prepare before the meeting and complete documentation afterward. • Progress meetings will occur at project milestones such as comment resolution meetings and through other meetings included in the various other Work Elements described below. Costs for progress meetings will be included in the other applicable Work Elements. Except as noted otherwise in other Work Elements below, CONSULTANT will prepare meeting agendas and notes for progress meetings. • The participation of the CONSULTANT’s ROW Manager, support staff, and/or agent (CONSULTANT’s ROW Staff) in project meetings will be provided as described in Work Elements 2.4 and 8.1 during the ROW planning and acquisition tasks, respectively. • The CONSULTANT’s geotechnical engineer’s participation in project meetings will be provided as described in Work Element 5.1. • All CONSULTANT coordination and communication with the CITY will occur directly with the CITY’s Project Manager, unless otherwise approved or directed by the CITY’s Project Manager. • Except as noted otherwise in Work Elements below, project meetings will be typically held virtually. • The CITY will lead all coordination with adjacent property owners. The CONSULTANT’s ROW Manager will provide input to meeting agendas through the CITY’s Project Manager and attend meetings when requested by the CITY’s Project Manager as provided under Task 8.1. • Plans and sketches for meetings with property owners will be prepared through work provided under other elements of the Project. Deliverable(s) • Meeting agendas, notes, issue logs, and action items, as appropriate – One (1) electronic copy per meeting (MS Word and MS Excel formats). City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 6 February 24, 2022 Scope of Services City Project No. 315043 1.2 – Project Administration The CONSULTANT’s Project Manager will monitor project scope, schedule, budget, and communications throughout the project. The CONSULTANT’s Project Manager and Quality Assurance/Quality Control (QA/QC) lead will jointly plan for and monitor QA and QC for the project. Assumption(s) • Progress reports will indicate a bulleted list of work accomplished during the billing period and notes to report status of project schedule and budget. • During periods of limited Project activity, monthly progress reports and invoices. This will be limited to billing periods with less than $2,500 (or more if approved by the CITY’s Project Manager) and will not span the end of the calendar year. • Budget for QC reviews of specific deliverables will be provided in the Work Elements for the associated deliverable. Deliverable(s) • Project Schedule – One (1) at Kickoff and up to eight (8) updates – electronic copies. • Progress Reports (with invoices) – Up to twenty-four (24) electronic copies. Work Element 2 – Preliminary Design (30%) 2.1 – Review and Analyze Existing Data The CONSULTANT shall review CITY-provided available record drawings, geographic information system (GIS), and traffic data. This review will be used to confirm field data and will also help to identify areas that will require additional information or possibly even confirmation of location prior to design and construction. If discrepancies are found, the CONSULTANT shall prepare a memorandum outlining the discrepancies found and request additional information. Assumption(s) • The CITY will provide AutoCAD topographic base maps, survey files, and drawing files from the 6th Street Pavement Preservation Phase I and Phase II projects. • The CITY will provide MS Word files of the Project Manual from the 6th Street Pavement Preservation Phase II project, including but not limited to the Project Special Provisions and other CITY-standard boilerplate contracting documents and forms. • The CITY will provide available electronic record drawings and GIS data for utilities, signal, roadway, and other projects that occurred within the Project limits. Deliverable(s) • A memorandum requesting additional information (if necessary) – One (1) electronic copy. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 7 February 24, 2022 Scope of Services City Project No. 315043 2.2 – Field Survey The CONSULTANT shall provide topographic mapping and prepare an AutoCAD Civil 3D-format base map identifying existing conditions and improvements to support design efforts. 2.2.1 – Topographic Base Mapping The CONSULTANT’s surveyor and support staff (Surveyor) shall conduct topographic field survey and base map drafting as needed to prepare base maps for the area generally defined as follows: • Along the alignment of 6th Street, mapping will be obtained between 100 feet west of the centerline at Naval Avenue and 100 feet east of the centerline at Warren Avenue. Mapping will extend to the ROW line on each side of 6th Street or to walls/rockeries, whichever is nearest. Additional mapping, if required for specifically chosen design alternatives, will be provided up to 5 feet beyond the existing ROW line where visible in terrestrial scans/point clouds, or through supplement to the Agreement if additional field work is required beyond what can be accomplished concurrent with the return trip to pick up potholes. • Along the side streets to 50 feet minimum beyond the curb returns, or further where more detailed mapping is required as noted in the assumptions section below. Additional activities to support the topographic mapping will include: • Project Research o The CONSULTANT will be provided base maps by the CITY, which will include survey control from the previous phases of pavement preservation projects on the corridor. The Surveyor will then use public records and tie controlling monuments to confirm the ROW limits and parcel lines within the above-described corridor as provided by the CITY. Parcels subject to ROW acquisition will be identified, and a list of tax parcel numbers will be forwarded to the CITY to acquire preliminary title commitments (Title Reports). • Survey Control o Survey control will be based on online published WSDOT monuments. Assumption(s) • The CONSULTANT shall coordinate with the CITY to obtain right of entry prior to field survey work. Right of entry is expected to be obtained through informed consent by means of CITY-issued letter notices and/or door hangers distributed by the CITY. The CONSULTANT shall support the CITY in developing content for the letter and/or door hangers. • Preliminary title commitments will be provided by the CONSULTANT through Work Element 2.4 to support this Work Element. • Mapping will generally consist of identifying existing ground features including, but not limited to, channelization, break lines, edge of pavement/gravel, curbs, curb ramps, sidewalks, and ditches. Structures such as walls, landscape limits, irrigation equipment, significant trees, signage, fences, public and private utility structures, utility poles (center and diameter of pole stub noted), overhead wire, and other visible physical improvements will also be mapped. Utility structures such as storm, sewer, and water will be picked up with identification of pipe sizes, materials and City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 8 February 24, 2022 Scope of Services City Project No. 315043 invert elevations noted. Utility pipes and overhead wires will be surveyed to the next pole/structure beyond the limits of survey. In addition, conductible underground utilities will also be mapped, based on paint markings provided by the CITY for city utilities and a utility locate company subcontracted by the CONSULTANT’s SuƌǀeǇoƌ for franchise utilities. Significant trees are defined to be evergreen trees that are 8 inches or more in diameter measured 4 feet above ground, and deciduous trees that are 12 inches or more measured 4 feet above ground. The Surveyor will map single-trunk trees 6 inches or more in diameter that are visible in terrestrial scans/point clouds, and the CONSULTANT will rag-tape survey additional single-trunk trees 4 inches or more in diameter in areas determined during design to be potentially affected by the project improvements. This mapping will be done in the CONSULTANT’s standards and in a manner sufficient to create 1-foot contours on the base map. • Mapping will indicate CITY ROW and parcel lines as necessary to support the preparation of the ROW PlaŶs iŶĐluded iŶ Woƌk EleŵeŶt 6. PaƌĐel liŶes ǁill ďe geŶeƌallǇ ďased oŶ assessoƌ’s information. Parcel lines for parcels where ROW and/or easements are determined to be required will be based on preliminary title commitments obtained by CONSULTANT through Work Element 2.4 • More detailed mapping will be provided in the areas of anticipated curb ramp and sidewalk upgrades. These areas are generally defined as beginning a minimum of 20 feet before the beginning point of curvature (PC) of the curb return on one side of the intersection to a minimum of 20 feet beyond the ending point of tangency (PT) of the curb return on the opposite side of the intersection and, in the instance of tee-intersections, the equivalent limits on the opposite side of 6th Street. Extended limits will be provided as noted below. Detailed mapping will be provided at the following intersections on 6th Street: o Roosevelt Avenue o Hewett Avenue (south) o Hewett Avenue (north) o Pennsylvania Avenue o Veneta Avenue – Extended to 75 feet north and south of existing curb returns o Chester Avenue o Broadway Avenue Detailed mapping will additionally include sidewalk and curb joints, corners of lids within sidewalks, center and dimensions of castings, orientation of manhole cones/lids, and the beginning and end of asphalt overlays over cement concrete gutters (curb reveal transitions due to overlays adjacent to curbs). • Horizontal datum will be North American Datum of 1983 (NAD) 83-2011 as provided by Washington State Reference Network (WSRN), also known as Washington State Plane Coordinate System, North Zone. The Surveyor will attempt to visit all monuments along 6th Street that are identified in city monument cards provided by the CITY. Found monuments will be indicated in mapping. The CONSULTANT will notify the CITY of any damaged or missing monuments and coordinate with the CITY to determine if remedial action is required. Efforts to restoration of City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 9 February 24, 2022 Scope of Services City Project No. 315043 existing monuments, if desired by the CITY, will be by management reserve or supplement to the Agreement • Vertical datum will be North American Vertical Datum of 1988 (NAVD 88) as provided by CITY published benchmarks. Vertical values established for site control points will be based upon differential leveling procedures. • Topographic mapping and survey data provided by the CITY as described in Work Element 2.1 will meet the same assumptions as the above bullets. • Up to one crew day will be required for a return visit by the Surveyor to collect the locations of potholes provided under Work Element 3.2. Deliverable(s) • Field-gathered data and encumbrances identified in the title reports will be reviewed, processed, and entered into an AutoCAD Civil 3D drawing. From this information, planimetric features will be drawn and symbols shown to reflect existing improvements, ground conditions, and ROW and property lines. A digital terrain model will be prepared and 1-foot contours generated. The final topographic base map will be provided in both AutoCAD Civil 3D and AutoCAD 2D formats. 2.3 – Conceptual Design 2.3.1 – Baseline Concept Development The CONSULTANT will create a conceptual roadway roll plot to correspond with the topographic survey and ROW information provided under Task 2.2. The roll plot will show proposed curb ramp locations, curb bulb concepts at Veneta Avenue, signal pole locations at Veneta Avenue and locations where existing utility poles impact the minimum PAR. The conceptual roadway roll plot will be sent to the CITY and discussed as part of a conceptual design coordination meeting with the CITY. The meeting decisions will be used as the basis for the 30% submittal. Assumption(s) • One 2-hour meeting with CITY staff before the 30% submittal that the CONSULTANT Project Manager and Project Engineer will attend. Deliverable(s) • Conceptual Roadway Roll Plot – One (1) electronic copy. • Draft meeting notes in MS Word format for the CITY’s PƌojeĐt MaŶageƌ to fiŶalize aŶd distƌiďute, as appropriate – One (1) electronic copy. 2.3.2 – Water Main Replacement Analysis The purpose of this Work Element is to identify and evaluate concepts for water main replacement. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 10 February 24, 2022 Scope of Services City Project No. 315043 The CONSULTANT will develop an alignment for water main replacement along 6th Street within the ROW for connection to existing main(s) at Warren Avenue and Naval Avenue. Before development of the alignment, the CONSULTANT will meet with the CITY utility team to discuss the following: • Mapping or records for installation and/or repairs of previous main breaks, location of service lines, hydrants, shutoff valves, etc. • General preferences for repair/replacement methods and materials • Typical soil conditions encountered during repairs • Lessons learned on prior phases of the project • Coordination of service laterals to be abandoned • Project phasing and service interruptions Assumption(s) • One 2-hour meeting with CITY staff that the utility engineer designer and Project Manager will attend. • Utility clearances (both vertical and horizontal) shall be maintained. • Water main replacement shall be restrained joint pipe. • Only one alternative alignment will be evaluated. • Utility potholing effort will be completed after acceptance of the 30% design submittal. Once potholes are completed, the design may change to avoid conflicts. • Hydraulic modeling for distribution main sizing is not anticipated. Deliverable(s) • Figure showing conceptual layout of water main replacement in plan view – One (1) electronic copy (PDF format). • Draft meeting notes in MS Woƌd foƌŵat foƌ the CITY’s PƌojeĐt MaŶageƌ to fiŶalize aŶd distƌiďute, as appropriate – One (1) electronic copy. 2.3.3 – Stormwater Conveyance Analysis The project will include modifications to the existing stormwater conveyance system as needed to accommodate the pƌojeĐt’s ďasiĐ sĐope of paǀeŵeŶt pƌeseƌǀatioŶ, tƌaffiĐ sigŶal, and water upgrade improvements. The CONSULTANT shall assist the CITY in the process of identifying any stormwater system upgrades the CITY desires to include in this project beyond what is required to accommodate the basic scope of improvements as follows: • Delineate drainage areas to each existing catch basin to determine adequate conveyance sizing. The CONSULTANT shall calculate gutter flow depth and verify adequate catch basin spacing of the existing infrastructure. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 11 February 24, 2022 Scope of Services City Project No. 315043 • Prepare recommendations for improvements such as upsizing existing mains and adding additional structures and present to the CITY at the Concept Development meeting described in Work Element 2.3.1 Assumption(s) • CITY infrastructure is currently undersized in the following locations: o The south side of the roadway between Naval and Hewitt o Mid-block High Avenue and Veneta Avenue to Chester Avenue • The parking lot drains at Midtown Market (1534 6th Street) currently tie into the sanitary system. They need to be re-routed to the storm system. • The CITY intends to line the storm system in this area once this project is completed. • This project will replace all worn, broken, or undersized frame and covers. • Runoff treatment and flow control BMPs will not be required as part of this project. Deliverable(s) • Drainage area maps on 11-inch by x17-inch paper. Figures that include recommendations for upgrades – One (1) electronic copy 2.4 – Right-of-Way Planning The CONSULTANT’s ROW Staff will support the CITY during preliminary design with certain Project planning efforts in anticipation of the future ROW acquisition efforts. 2.4.1 – Preparation and Administration The CONSULTANT’s ROW Staff will discuss, strategize, and plan overall process with Project team, attend kickoff meeting with WSDOT LOCAL PROGRAMS, and participate in up to one (1) conference call, and/or progress meeting. The CONSULTANAT’s ROW Staff will provide up to four (4) progress reports as described in Work Element 1.2 and coordinate the use of approved acquisition documents with the CITY. 2.4.2 – Title/Ownership Review CONSULTANAT’s ROW Staff will obtain title reports for parcels within the Project limits, from which ROW and/or temporary construction easements are anticipated to be obtained. CONSULTANAT’s ROW Staff will perform reviews of existing ROW and ownership information and review special exceptions described in each title report to determine the CITY’s acceptance of title at closing. Staff will provide the CITY with a parcel summary memorandum that lists ownerships, title exceptions, etc. As part of this review, the CONSULTANT will obtain preliminary commitment (date down) title reports for the anticipated acquisition properties within the Project limits. 2.4.3 – Public Outreach The CONSULTANT’s ROW Staff will not attend any meetings for public outreach. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 12 February 24, 2022 Scope of Services City Project No. 315043 2.4.4 – Project Funding Estimate (PFE) The CONSULTANT’s ROW Staff will prepare a Project Funding Estimate (PFE). The PFE will be a detailed parcel-by-parcel estimate of total expected ROW acquisition cost and is used to obtain authorization and confirm funding for the Project. A PFE is required if any appraisals are planned to be waived and the CITY intends to prepare waiver valuations for any of the parcels on the Project. To qualify, the just compensation, based on the ROW PFE, must be no greater than the waiver valuation limit as defined in the CITY’s appƌoǀed ROW pƌoĐeduƌes ;tǇpiĐallǇ, $25,000), AND the acquisition must be uncomplicated, with the only damages being minor cost-to-cure items. The combined estimate of the just compensation plus the cost to cure(s) cannot exceed the CITY’s approved waiver limits. The PFE must be based on confirmed comparable sales and must reflect the current market. The PFE will be prepared in accordance with the CITY’s WSDOT-approved Right of Way Acquisition pƌoĐeduƌes aŶd WSDOT’s LoĐal AgeŶĐǇ GuideliŶes – Section 25 (Right of Way Procedures). The PFE will be reported as a Restricted Appraisal Report in accordance with and subject to the requirements of the Appraisal Institute and the Uniform Standards of Professional Appraisal Practice (USPAP) as formulated by the Appraisal Foundation. As part of the PFE, individual parcel worksheets and Administrative Offer Summaries (AOS) will be prepared for the anticipated acquisition properties and will include an estimate of just compensation using comparable sales data and information obtained from Project ROW Plans. Estimated amounts of just compensation from each parcel worksheet will be entered into a Project Summary Worksheet to include other items of ROW-related costs for review and use by the CITY. The CONSULTANT will coordinate with the CITY to ascertain and determine which parcels qualify for the Appraisal Waiver process. 2.4.5 – Engineering Support of Right-of-Way Planning The CONSULTANT will provide engineering support during the ROW planning. The CONSULTANT’s Project Manager and/or support staff will order preliminary title commitments, monitor status of appraisal inspections, and provide cost-to-cure estimates for appraisals and review appraisals. Assumption(s) • Up to five (5) title reports will be required. Title reports will be preliminary title commitment type with date down updates provided through December 31, 2023. • Up to five (5) AOS will be required. • No negotiation activities will be provided under this task. See Work Element 8.1 for additional details of work to be performed by the CONSULTANT’s ROW Staff. • Up to 8 hours of cost-to-cure estimating and appraisal monitoring will be required. Deliverable(s) • Parcel Summary Memorandum – One (1) electronic copy. • Project Funding Estimate, draft and final versions – One (1) electronic copy each. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 13 February 24, 2022 Scope of Services City Project No. 315043 2.5 – Preliminary Plans (30%) The CONSULTANT will prepare preliminary plans, bid item list, and opinion of construction costs and submit to the CITY for review. Comments received from the CITY during the conceptual design efforts will be incorporated into the 30% Submittal. A total of 26 Plan sheets are anticipated to be included in the 30% Submittal as identified in Exhibit A-3. The CONSULTANT will prepare a preliminary bid item list with an indication for each bid item if the item is proposed to be used as 1) WSDOT Standard Item, 2) WSDOT General Special Provision (GSP) Item, 3) CITY’s GSP Item, or 4) if a Special Provision item description will be required. The CONSULTANT will prepare a 30%-level opinion of construction costs. Assumption(s) •30% Drawings will graphically depict the ͞footprint͟ of proposed Project improvements, with minimal notes and dimension provided only as necessary to convey the intent of the preliminary design of the Project. To minimize drawing rework, the drawings included in the 30% Submittal will be in-progress versions of the drawings that will be included in subsequent submittals. •Bid item list specifications will be based on the 2022 WSDOT Standard Specifications, the CITY’s most recent general special provisions with Project-specific edits, special provisions, bid proposal, federal provisions, and the CITY’s front end/contract boilerplate Divisions 0 through 9. •The bid proposal and opinion of construction cost at the 30% Submittal will be based as much as possible on the unit bid items proposed for payment in the construction contract. However, because of the preliminary nature of the design at this stage of the Project, it is expected that some lump-sum and/or square-foot costs will be used for estimating portions of Project costs. Additionally, an estimating contingency factor will be applied to the opinion of cost to account for design uncertainties at this level of design. Deliverable(s) •30% Drawings – One (1) electronic copy (PDF format). •30% AutoCAD Files – One (1) electronic copy (AutoCAD format). •30% Opinion of Cost –Two (2) electronic copies (PDF and MS Excel formats). 2.6 – Stormwater/Drainage Report The CONSULTANT will delineate project Threshold Discharge Areas, calculate disturbed areas, and generate a set of figures to verify what stormwater requirements may be needed to be met in accordance with the latest version of the SWMMWW. A drainage report will be created to summarize findings and support environmental permitting. Assumption(s) •The stormwater analysis will follow the EĐologǇ’s latest version of the SWMMWW. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 14 February 24, 2022 Scope of Services City Project No. 315043 • The Project may be exempt from all minimum requirements. If not, design of applicable BMPs will be provided by management reserve or supplement to the Agreement. Deliverable(s) • Draft Drainage Report – One (1) electronic copy (PDF format). • Final Drainage Report – One (1) electronic copy (PDF format). Work Element 3 – Utility Coordination 3.1 – Utility Coordination 3.1.1 – Data Gathering and Review The CONSULTANT will review for discrepancies between record drawings and field data gathered under Work Element 2.2. Under this Work Element, the CONSULTANT will provide direction to the surveyors to reconcile discrepancies as best as possible with the available information. Updates to the base maps associated with reconciling discrepancies will be provided as described under Work Element 2.2. 3.1.2 – Conflict Analysis The CONSULTANT will identify potential conflicts with existing utilities and provide the CITY with a pothole map of recommendations for potholing where additional subsurface information is needed. The CONSULTANT will obtain potholes where necessary to confirm or resolve utility conflicts. Utilizing pothole data and other information made available at the time, the CONSULTANT will provide to the CITY recommendations for adjustment and/or relocation/removal by the affected franchise utility. Potential conflicts will also identify overhead utility poles installed within sidewalks along the project corridor that reduce the accessible PAR to less than what is required by Proposed Right-of-Way Accessibility Guidelines (PROWAG). 3.1.3 – Coordination Meetings The CONSULTANT will participate in coordination meetings with the CITY and franchise utilities such as Puget Sound Energy (PSE), Lumen, and Comcast. The CONSULTANT will provide relevant exhibits for the coordination meetings. The CONSULTANT ǁill pƌepaƌe dƌaft ageŶda foƌ the CITY’s use iŶ leading the meeting. The CONSULTANT ǁill pƌepaƌe dƌaft ŵeetiŶg Ŷotes aŶd seŶd to the CITY’s Project Manager to finalize and distribute to meeting attendees for confirmation and project records. Assumption(s) • The CITY will lead all coordination with franchise and CITY utilities. The CONSULTANT will provide draft meeting agenda to the CITY’s Project Manager and attend meetings. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 15 February 24, 2022 Scope of Services City Project No. 315043 • Up to fifteen (15) potholes will be required. The CONSULTANT will assist the CITY with preparing for and providing two CONSULTANT staff members to attend up to two (2) virtual design coordination meetings and one (1) field meeting with franchise utilities at approximately the following times during the Project: o Design Coordination Meeting #1: Following the 30% Submittal to the CITY. o Design Coordination Meeting #2: Following the 60% Submittal to the CITY. o Field meeting: Timing to be determined to address specific conflict/relocation issues. Deliverable(s) • Base mapping of existing utilities (included in Task 2.2, Field Survey). • Utility Conflict Plans – One for each utility coordination meeting. • Draft meeting notes in MS Word format for the CITY’s Project Manager to finalize and distribute, as appropriate – One (1) electronic copy. Work Element 4 – Environmental 4.1 – NEPA Compliance Assumption(s) • The CITY will provide National Environmental Policy Act (NEPA) Compliance. Deliverable(s) • None required. 4.2 – Endangered Species Act Compliance Assumption(s) • The CITY will provide compliance with Section 7 of the Endangered Species Act (ESA). Deliverable(s) • None required. 4.3 – National Historic Preservation Act Compliance ;CONSULTANT’s Cultuƌal ResouƌĐes Consultant Only) Assumption(s) • The CITY will provide Section 106 compliance. Deliverables • None required. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 16 February 24, 2022 Scope of Services City Project No. 315043 4.4 – SEPA Checklist Assumption(s) • The CITY will prepare State Environmental Policy Act (SEPA) checklist and provide SEPA compliance. Deliverable(s) • None required. 4.5 – Construction NPDES Compliance Assumption(s) • The CITY will prepare a Construction Stormwater Pollution Prevention Plan (SWPPP) to comply with EĐologǇ’s CoŶstƌuĐtioŶ Stoƌŵǁateƌ GeŶeƌal Permit and National Pollution Discharge Elimination System (NPDES) compliance. • The SWPPP will be provided to the CONSULTANT for inclusion in the contract documents without the Contractor-provided information. • The CITY will prepare the Notice of Intent (NOI). • The CITY will submit the NOI to Ecology and post the public notice advertisements. • The CITY will provide draft special provisions to be used as a template for establishing the Contractor role in compliance with NPDES during construction. Deliverable(s) • None required. 4.6 – Public Outreach The CONSULTANT will provide materials and staff to support the CITY’s public outreach for the project. Specifically, the CONSULTANT will: • Participate in one planning meeting. • Provide an aerial photo roll plot of the preliminary design. • Develop up to three (3) presentation boards (slides for virtual). • Have two (2) staff attend an event (in person or virtual). • Prepare a meeting summary following the outreach event. Assumption(s) If the CITY elects to have an open house or meeting, it is expected it will be virtual; although the above- described materials could be adapted for use at an in-person event. The CITY will handle event logistics and prepare announcements, sign-in sheets, and comment forms. Drafts of meeting materials prepared City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 17 February 24, 2022 Scope of Services City Project No. 315043 by CONSULTANT will be submitted to the CITY electronically for review and discussion prior to printing or online publishing. Deliverable(s) • One (1) roll plot. • Up to three (3) presentation boards. • Draft and final event summary submitted electronically. Work Element 5 – Geotechnical Engineering (CONSULTANT’s Geotechnical Engineer Only) The CONSULTANT’S geotechnical engineer and support staff (Geotechnical Engineer) will provide geotechnical engineering services to the CONSULTANT. The Geotechnical Engineer will explore the subsurface conditions, interpret the site surficial geology based on exploration and testing, analyze the impact of the proposed improvements, offer design recommendations for the improvements, and review the design plans and specifications. Proposed improvements that will require geotechnical engineering include new signal pole foundations and design recommendations for pavement overlays and utility trench patching. 5.1 – Geotechnical Engineering 5.1.1 – Review of Available Information and Site Reconnaissance Geotechnical Engineer will research available soil borings in the site vicinity and any available plans from previous road construction on or adjacent to the site. Geotechnical Engineer will walk the site to document the surface conditions and to plan exploration methods and locations. 5.1.2 – Field Preparation Geotechnical Engineer will review proposed improvements and develop drilled locations in coordination with CONSULTANT. Geotechnical Engineer will prepare Traffic Control Plans for drilling and coring and submit to CITY for a ROW permit. Once permit for the fieldwork is granted, the Geotechnical Engineer will mark the exploration locations and arrange for utility locates through the Underground Utility Location Center. Assumptions • Traffic Control Plans will be prepared and submitted for CITY approval to conduct field work. • No permit fees will be required to conduct field work, as work is being performed for the CITY. 5.1.3 – Field Exploration Geotechnical Engineer will provide the following: • Drill up to eight (8) hollow-stem auger borings in the vicinity of proposed improvements including new signal poles and deep excavations. Wells may be installed in some borings if evaluation of groundwater levels is needed. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 18 February 24, 2022 Scope of Services City Project No. 315043 Assumptions • Geotechnical Engineer will be responsible for preparing Traffic Control Plans and obtaining a ROW permit. AŶǇ otheƌ peƌŵittiŶg foƌ the GeoteĐhŶiĐal EŶgiŶeeƌ’s field ǁoƌk, if ƌeƋuiƌed, ǁill ďe provided by the CITY or by the CONSULTANT through the management reserve or supplement to the Agreement. 5.1.4 – Laboratory Testing Selected soil samples collected from the explorations will be tested for engineering and index properties. Testing of engineering properties will likely include testing of index properties including moisture content, grain size distribution, organic content, and Atterberg limits. 5.1.5 – Engineering Analysis Analyses will be conducted to develop pavement rehabilitation alternatives, pavement reconstruction sections, and lateral bearing capacities for new traffic signal foundations. 5.1.6 – Report Preparation After completing the tasks described above, a Draft Geotechnical Engineering Report will be provided that summarizes the site subsurface conditions and provides conclusions and engineering design recommendations, which will include lateral bearing pressures for signal pole foundations; recommended solutions for pavement overlay mitigation of reflective cracking and restoration of utility trench cuts through existing concrete pavement panels; and general recommendations for construction such as subgrade preparation, temporary excavation, trench backfill, and potential groundwater impacts. After the Project team has reviewed the draft report and provided comments, a final stamped and signed report will be provided. Assumption(s) • WSDOT Olympic Region will provide pavement section requirements for utility patching and/or other paving requirement for work within the intersection at Warrant Avenue (SR 303). • CITY will lead coordination with WSDOT Olympic Region. • Existing pavement sections will be based on CITY-provided observations of pavement materials, thicknesses, and conditions on the two previous phases of improvements on 6th Street, east and west of the project limits. Additional observations of the existing pavement section obtained by the CONSULTANT through borings and potholes provided under other task(s) will be compared to the CITY-provided observations. 5.1.7 – Meetings The CONSULTANT’s Geotechnical Engineer will participate in a geotechnical kickoff meeting as part of one of the Progress Meetings described in Work Element 1.1.3. This meeting is not anticipated to be held until after the development of the baseline roadway concept described in Work Element 2.3.1 is complete. The Geotechnical Engineer will also be available for meetings during design to discuss geotechnical issues and design options. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 19 February 24, 2022 Scope of Services City Project No. 315043 Assumption(s) • The CONSULTANT’s Geotechnical Engineer will attend the geotechnical kickoff meeting and up to one (1) of the other progress meetings identified in Work Element 1.1.3. 5.1.8 – Review of Plans and Specifications The Geotechnical Engineer will review the geotechnical aspects of the plans and specifications to check that the recommendations have been incorporated and to assist with the format of the bidding documents. Assumption(s) • The CITY will provide available information such as construction as-builts and geotechnical reports from nearby projects prior to the CONSULTANT’s GeoteĐhŶiĐal EŶgiŶeeƌ’s field exploration tasks. • Utility locates for CITY-owned facilities will be provided by the CITY. The Geotechnical Engineer will use the Washington One-Call service for other utility locates. • Base survey maps showing topography and existing structures will be provided by Work Element 2.2 for the Geotechnical Engineer’s use prior to the field exploration. • Plans showing the proposed development will be provided to the Geotechnical Engineer for the engineering analyses and report preparation tasks. • Final report will be included in the appendix of the contract documents. Deliverable(s) • Traffic Control Plan(s) and ROW permit for proposed explorations – One (1) electronic copy in PDF format. • Site and Exploration Plan (to be included in the draft and final reports). • Exploration logs (to be included in the draft and final reports). • Groundwater elevations (to be included in the draft and final reports). • Field and laboratory test results (to be included in the draft and final reports). • One (1) Draft Geotechnical Engineering Report in MS Word format. • Final Geotechnical Report – One (1) electronic copy in PDF format. • Geotechnical review comments on the plans and specifications. Work Element 6 – Right-of-Way Plans and Legal Descriptions 6.1 – Right-of-Way Plans The Surveyor will prepare ROW Plans in compliance with Local Agency Guidelines (LAG) Manual requirements to identify portions of private property for ROW and easements acquisitions. Existing ROW, easements, and encumbrances as ideŶtified thƌough the SuƌǀeǇoƌ’s ƌeǀieǁ of puďliĐ ƌeĐoƌds aŶd title reports provided through Work Element 2.4 will be shown on the ROW Plans. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 20 February 24, 2022 Scope of Services City Project No. 315043 The Surveyor will establish a centerline ROW alignment for use in defining existing and proposed ROW acquisitions. This procedure will also be used to define limits of temporary and permanent easements. Calculations will be made to provide square footage of all easements, acquisitions, and remainders. Assumption(s) • The ROW Plans will be prepared in a WSDOT-style format, including centerline stationing with offsets to define the existing limits and proposed acquisition lines and angle points. • The limits of the ROW plan are as follows: 6th Street from 100 west of Naval Avenue to approximately 100 feet east of Warren Avenue. • There will be up to ten (10) ROW Plan sheets at a scale of 1 inch =20 feet when plotted at full size (22 inches by 34 inches). • The setting of property corners and/or monuments for proposed project actions is not anticipated and therefore not a part of this scope. Deliverable(s) • Draft ROW Plans – One (1) electronic copy in PDF format. • Final ROW Plans – One (1) electronic copy in PDF format, sealed and signed by a Professional Land Surveyor (PLS) licensed in the State of Washington. 6.2 – Legal Descriptions The Surveyor will prepare legal descriptions with corresponding exhibit maps for use in conveyance of real property. Assumption(s) • Up to five (5) legal descriptions with accompanying exhibits will be required. • Preliminary title commitments (Title Reports) will be provided under Work Element 2.4 to support the preparation of legal descriptions under this Work Element. • The legal descriptions and associated ROW and easement exhibits will be prepared in a format suitable for recording. Descriptions will be stamped and signed by a PLS licensed in the State of Washington. • No legal descriptions or exhibits will be needed for temporary construction permits. • The preparation of conveyance documents and the gathering of signatures are provided as described under Work Element 8.1. Deliverable(s) • Legal Descriptions: Fee Simple acquisitions or temporary construction easements in MS Word and PDF format. • Exhibit Maps: Exhibits in PDF format for the aforementioned Legal Descriptions. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 21 February 24, 2022 Scope of Services City Project No. 315043 Work Element 7 – Plans, Specifications, and Estimate (PS&E) The CONSULTANT will prepare bid-ready documents for the Project, including plans, special provisions, copies of applicable standard plans, CITY Standard Details, and other elements to be included in the bid documents. Bid documents will be submitted to the CITY for review at increasing levels of completeness, including 60%, 90%, and 100% levels of development. The CITY will provide boilerplate templates of the bid proposal, contracting forms, federal provisions, special provisions, and standard plans (Divisions 0 through 9 and appendices) for the CONSULTANT’S use. 7.1 – 60% Bid Documents The CONSULTANT will prepare 60% complete drawings, bid schedule, specifications, and opinion of construction costs, and submit to the CITY for review. Comments received from the CITY from the 30% review will be addressed in the 60% Submittal deliverables. A total of 51 drawings are anticipated to be included in the 60% Submittal as identified in Exhibit A-3. The CONSULTANT will analyze proposed lighting using Agi32 software to confirm conformance with light level and uniformity design standards at the Veneta Avenue intersection only. The CONSULTANT Project Manager, project engineer, and utility engineer attend a Comment Resolution Meeting with the CITY approximately 1 week after receiving CITY review comments to discuss and reconcile comments. The CONSULTANT will prepare an agenda before the meeting for CITY Project Manager review, and draft meeting notes after the meeting for CITY Project Manager distribution to all attendees for confirmation. Assumption(s) • Specifications will be based on the 2022 WSDOT Standard Specifications, CITY-provided special provisions with Project-specific edits, Project-specific special provisions, bid proposal, federal provisions, and the CITY’s boilerplate Divisions 0 through 9. • The opinion of construction cost at the 60% Submittal will be based primarily on the unit bid items proposed for payment in the construction contract. However, an estimating contingency factor will still be applied to the opinion of cost to account for design uncertainties at this level of design. • There may be placeholders in the special provisions at the 60% Submittal for specialty items that require wholly Project-specific stand-alone special provisions, especially if there are decisions pending regarding the selection of such items. • Temporary Erosion and Sediment Control (TESC) Plans will rely heavily on Standard Details. TESC notes and site-specific details, if required, will be shown on the TESC plan view sheets. Deliverable(s) • 60% Drawings – One (1) copy in PDF format. • 60% AutoCAD Files – Electronic copy of AutoCAD line work file. • 60% Specifications – Two (2) electronic copies (MS Word of boilerplate/special provisions with tracked changes and PDF of whole package). City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 22 February 24, 2022 Scope of Services City Project No. 315043 • 60% Opinion of Cost – Electronic copies (PDF and MS Excel formats). • Written Response to 30% CITY Review Comments – One (1) electronic copy (MS Excel or MS Word format) • Comment Resolution Meeting agenda and meeting notes – Draft and final electronic copies (MS Word format). 7.2 – 90% Bid Documents The CONSULTANT will prepare and submit to the CITY for review 90% bid documents for the Project, including plans, special provisions, copies of applicable standard plans, and other elements to be included in the bid documents. CITY comments from the 60% review will be addressed in the 90% Submittal deliverables. A total of 51 drawings are anticipated to be included in the 90% Submittal as identified in Exhibit A-3. The CONSULTANT will prepare and submit to the CITY for review with the 90% Submittal, Maximum Extent Feasible (MEF) document(s) if deemed necessary by the CITY to justify accessibility design features of the Project. The CONSULTANT will prepare and submit to the CITY for review with the 90% Submittal, Proprietary Item Documentation as necessary to justify sole-sourced materials and equipment proposed for the Project. The CONSULTANT Project Manager, project engineer, and utility engineer attend a Comment Resolution Meeting with the CITY approximately 1 week after receiving CITY review comments to discuss and reconcile comments. The CONSULTANT will prepare an agenda before the meeting for CITY Project Manager review, and draft meeting notes after the meeting for CITY Project Manager distribution to all attendees for confirmation. Assumption(s) • Specifications will be based on the 2022 WSDOT Standard Specifications, CITY-provided special provisions with Project-specific edits, Project-specific special provisions and bid proposal. • The edition of WSDOT Standard Specifications and corresponding CITY general special provisions to be used by the CONSULTANT for preparing Project specification at 90% will be updated from the 60% submittal to reflect changes from 2022 to 2023 standards. • The bid proposal and opinion of construction cost at the 90% Submittal will be based solely on the unit bid items in the bid proposal form in the construction contract documents. No design contingency will be included in the opinion of construction cost at 90%. • The CITY will lead coordination with LOCAL PROGRAMS. • All locations requiring MEF documentation will be provided for CITY review and approval. • The WSDOT Standard Patented/Proprietary Item Certification form (140-051) will be used for documentation of sole-sourced materials and equipment. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 23 February 24, 2022 Scope of Services City Project No. 315043 Deliverable(s) • 90% Drawings – One (1) electronic copy in PDF format. • 90% AutoCAD Files – Electronic copy of AutoCAD line work file. • 90% Specifications – Electronic copies (MS Word of boilerplate/special provisions with tracked changes and PDF of whole package). • 90% Opinion of Cost – Electronic copies (PDF and MS Excel formats). • Written Response to 60% CITY Review Comments – One (1) electronic copy (MS Excel or MS Word format). • Comment Resolution Meeting agenda and meeting notes – Draft and final electronic copies (MS Word format). • Draft MEF document – One (1) electronic copy in PDF format. • Draft Patented/Proprietary Item Certification document – One (1) electronic copy in PDF format. 7.3 – 100% Bid Documents The CONSULTANT will prepare and submit to the CITY’s Project Manager for review a 100% complete package of Bid Documents for the Project, including plans, special provisions, and other elements to be included in the bid documents. The main purpose of this submittal is to allow the CITY’s Project Manager to confirm that all comments from the CITY’s 90% review have been adequately addressed in the 100% Submittal deliverables. A total of 51 drawings are anticipated to be included in the 100% Submittal consisting of the same drawings identified for the 90% Submittal in Exhibit A-3. The CONSULTANT Project Manager, project engineer, and utility engineer attend a Comment Resolution Meeting with the CITY approximately 1 week after receiving CITY review comments to discuss and reconcile comments. The CONSULTANT will prepare an agenda before the meeting for CITY Project Manager review, and draft meeting notes after the meeting for CITY Project Manager distribution to all attendees for confirmation. Assumption(s) • The main purpose of this submittal is to allow the CITY’s Project Manager the opportunity to confirm that all comments from the CITY’s 90% review have been adequately addressed in the 100% Submittal deliverables before going to ͞print͟ for advertisement. Deliverable(s) • 100% Drawings – One (1) electronic copy in PDF format. • 100% Specifications – One (1) electronic copy in PDF format. • 100% Opinion of Cost – One (1) electronic copy in PDF format. • Written Response to 90% CITY Review Comments – One (1) electronic copy (MS Excel or MS Word format). City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 24 February 24, 2022 Scope of Services City Project No. 315043 • Comment Resolution Meeting agenda and meeting notes – Draft and final electronic copies (MS Word format). • Final MEF document – One (1) electronic copy in PDF format. • Final Patented/Proprietary Item Certification document – One (1) electronic copy in PDF format. 7.4 – Final Bid Documents The CONSULTANT will address any final corrections identified by the CITY Project Manager’s 100% review and produce final deliverables. Assumption(s) • This subtask will be initiated when the CITY receives construction obligation funding. Deliverable(s) • Final Plans – One (1) electronic copy in PDF format, sealed and signed by an engineer/architect licensed in the State of Washington as appropriate. • Final Bid Documents – Two (2) electronic copies (MS Word of boilerplate/special provisions with tracked changes and PDF of whole package). • Final Opinion of Cost – One (1) electronic copy in PDF format, sealed and signed by an engineer licensed in the State of Washington and one (1) electronic copy in MS Excel format. TASK 2 – RIGHT-OF-WAY Work Element 8 – Right-of-Way Acquisition 8.1 – AĐƋuisition SeƌviĐes ;ďy CONSULTANT’s ROW Staff OnlyͿ Since there are federal funds participating in the Project and the CITY may use its rights of eminent domain to acquire the real property rights for this Project, ROW acquisition services will be provided applying the CITY’s appƌoǀed ROW Procedures; the Washington Administrative Code (WAC) 468-100 – Uniform Relocation Assistance (URA) and Real Property Acquisition; and the most current edition of the WSDOT Local Agency Guidelines Manual, Chapter 25 – Right of Way Procedures. 8.1.1 – Preparation and Administration The CONSULTANT’s ROW MaŶageƌ ǁill atteŶd kickoff meeting and up to two (2) of the progress meetings identified in Work Element 1.1.3 and coordinate with the CITY the use of approved acquisition documents. Parcel files will be prepared to include fair offer letters, recording and ancillary documents, a standard diary form indicating all contacts with owner(s), and other items necessary for negotiations in a format meeting the requirements of the LAG. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 25 February 24, 2022 Scope of Services City Project No. 315043 8.1.2 – Appraisal and Appraisal Review It is anticipated that information from the PFE prepared under Work Element 2.4 will be sufficient to determine just compensation for all acquisitions for the Project. For the purposes of this Scope of Work, it is assumed that no appraisals will be required. 8.1.3 – Acquisition Negotiation Upon the completion of all real property valuations, the CITY will provide written approvals of just ĐoŵpeŶsatioŶ to the CONSULTANT’s ROW Staff pƌioƌ to ŵakiŶg aŶǇ offeƌs to pƌopeƌtǇ oǁŶeƌs. UpoŶ ƌeĐeipt of ǁƌitteŶ appƌoǀals aŶd authoƌizatioŶ fƌoŵ the CITY, the CONSULTANT’s ROW Staff ǁill prepare offer packages and promptly present offers and commence negotiations with each affected property owner(s) and/or their representatives. The CONSULTANT’S ROW Staff ǁill ƌeǀieǁ the DISTRICT’s dediĐatioŶ oƌ doŶatioŶ doĐuŵeŶts ǁith the CITY for compliance with ROW certification requirements. The CONSULTANT’s ROW Staff ǁill Ŷegotiate to aĐƋuiƌe ǀaƌious ĐoŵďiŶatioŶs of ƌeal pƌopeƌtǇ ƌights including fee simple, permanent easements, temporary construction easements, and construction permits from owners and/or their representative(s). Additional parcels or real property rights will be provided through the management reserve or an amendment to the Agreement. Negotiations will include negotiating with each property owner and/or their representative in accordance with statutory and regulatory requirements; coordinating administrative settlement approvals with the CITY; negotiating, as necessary, with lien holders, assisting escrow in the closing process; preparing and maintaining parcel files to include fair offer letters, acquisition documents, and a standard diary form indicating all contacts with owner(s); and completing other items necessary for negotiations. Negotiations will not be deemed to have failed until at least three significant meaningful contacts have been made and documented with each owner and/or their representative through direct personal contacts. Out-of-area owner(s) will be contacted by telephone and by certified mail. If ŶegotiatioŶs ƌeaĐh aŶ iŵpasse, CONSULTANT’s ROW Staff ǁill pƌoǀide the CITY ǁith ǁƌitteŶ ŶotifiĐation. The filing and cost of condemnation proceedings will be the responsibility of the CITY. 8.1.4 – Parcel Closeout – Escrow Closing UpoŶ seĐuƌiŶg ƌeƋuiƌed aĐƋuisitioŶ agƌeeŵeŶts, the CONSULTANT’s ROW Staff ǁill suďŵit the necessary acquisition documents and closing instructions to the designated Title/Escrow Company. Work with the Title/Escrow Company to obtain release documentation from the encumbrance(s) of public record that are not acceptable to the CITY to provide clear title to the property being acquired, suďjeĐt to the CITY’s title ĐleaƌiŶg guideliŶes. The EsĐƌoǁ CoŵpaŶǇ ǁill pƌepaƌe aŶd oďtaiŶ the oǁŶeƌ;sͿ sigŶatuƌe oŶ the ŶeĐessaƌǇ ĐlosiŶg doĐuŵeŶts. The CONSULTANT’s ROW Staff ǁill coordinate signatures on closing documents for submittal to the CITY and payment(s) to the owner(s), coordinate with the Escrow/Title Company in filing documents with Kitsap County, and deliver completed files to the CITY. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 26 February 24, 2022 Scope of Services City Project No. 315043 8.1.5 – Right-of-Way Certification The CONSULTANT’s ROW Staff ǁill asseŵďle the Project’s final parcel files and draft the supporting certification memo and property interest summary spreadsheet to assist the CITY for final review and WSDOT Right of Way Certification. The CONSULTANT’s ROW Staff ǁill ŵaiŶtaiŶ ĐoŶstaŶt ĐoŶtaĐt ǁith the local WSDOT local public agencies coordinator throughout the Project, follow the WSDOT LAG manual and Uniform Act guidelines, and use the prescribed Right of Way documents with as little deviation as possible. 8.1.6 – Optional Services Optional services beyond those stated in this scope of services may include: • Appraisals and appraisal reviews, if required. • Negotiation in the event of private development and revisions to Project alignment and/or design elements that impact the property rights being acquired. • Negotiation in the event of changes in ownership of property rights being acquired. • Clearing of title when clearing requirements exceed the industry standard. • Assistance during, or in anticipation of, condemnation ordinances and subsequent hearings. Budget for these optional services is not included in the Agreement at this time but may be added by management reserve or a future supplement to the Agreement. Assumption(s) • TCE dates, if applicable, must be out through 12/31/2025. • Up to five (5) real property rights (ROW or easement) will be required from up to five (5) parcels. Additional parcels or real property rights will require an amendment to this scope of services. Leǀel of effoƌt foƌ ŶegotiatioŶs is ďased oŶ the iŶdustƌǇ staŶdaƌd of ĐoŶduĐtiŶg thƌee ͞sigŶifiĐaŶt ĐoŶtaĐts͟ ǁith eaĐh pƌopeƌtǇ oǁŶeƌ oƌ theiƌ ƌepƌeseŶtatiǀe. AdditioŶal ĐoŶtaĐts, if ƌeƋuiƌed, ŵaǇ warrant justification of an equitable adjustment of services rendered. Significant is to mean detailed and in-depth discussions of the transaction whether in-person, via telephone, or other communication media. Setting up appointments or providing simple replies to questions does not signify a significant contact. • It is assumed that no personal property relocations, residential relocations, or business relocations are necessary. This scope of services is based on the following: o IŶfoƌŵatioŶ ĐoŶtaiŶed iŶ the CITY’s ƌeƋuest foƌ pƌoposals; o Review of limited public online information (mapping/ownership information); and o ROW Plans have not been provided. • The following information will be provided by the CITY: o Approved designation of the escrow company used for this Project. The escrow company will bill the CITY directly for all escrow services provided. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 27 February 24, 2022 Scope of Services City Project No. 315043 o Written authorization of Administrative Offer Settlement (AOS) l for each parcel prior to offers being made to property owners. o Payment of any and all compensation payments to property owners, escrow services, recording fees, legal services, and any incidental costs which may arise necessary to complete each transaction. o Information pertaining to any contact the CITY has had with affected property owners prior to, but related to, the Project. This includes, as available, property owner contact information, dates and descriptions of the subjects discussed, and commitments made by either party. The CITY will provide to the CONSULTANT’s ROW Staff similar information pertaining to ongoing diƌeĐt ĐoŶtaĐts ǁith pƌopeƌtǇ oǁŶeƌs foƌ ǁhiĐh the CONSULTANT oƌ CONSULTANT’s ROW Staff are not a party to throughout the Project. o ROW Plans review and approval. • ROW Plans, drawings, maps, and exhibits will be provided as described under Work Element 6. 8.2 – Engineering Support of Right-of-Way Acquisition The CONSULTANT will provide engineering and Project management support during the ROW acquisition process of the Project. The CONSULTANT will provide design clarifications and/or exhibits as necessary to ĐoŶǀeǇ to pƌopeƌtǇ oǁŶeƌs the CITY’s iŶteŶt of PƌojeĐt iŵpƌoǀeŵeŶts as ƌelated to aĐƋuisitioŶs. The CONSULTANT’s PƌojeĐt MaŶageƌ ǁill ŵoŶitoƌ the status of the ROW acquisition process and work collaboratiǀelǇ ǁith the CONSULTANT’s ROW Staff aŶd CITY staff to eǆpedite aĐƋuisitioŶs foƌ the PƌojeĐt as described above. Assumption(s) • Up to 4 hours per parcel ǁill ďe ƌeƋuiƌed foƌ the CONSULTANT’s PƌojeĐt MaŶageƌ to ŵoŶitoƌ the status of negotiations and otherwise support the negotiation process. TASK 3 – ASSISTANCE DURING BIDDING AND CONSTRUCTION Work Element 9 – Assistance During Bidding 9.1 – Assistance During Bidding The CONSULTANT will provide interpretations and clarifications for plans and specifications to CITY staff iŶ ƌespoŶse to ďiddeƌs’ ƋuestioŶs duƌiŶg ďiddiŶg, The CONSULTANT will assist the CITY in preparing addendum(s) as necessary to clarify or revise contract documents. The CONSULTANT will review CITY-prepared bid tabulations and provide comments to CITY. Assumption(s) • The CITY ǁill ďe the oŶlǇ poiŶt of ĐoŶtaĐt foƌ ďiddeƌs’ ƋuestioŶs duƌiŶg ďiddiŶg. • The CITY will maintain a written Record of Telephone Conversations with questions and answers to be provided to bidders if desired by the CITY. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 28 February 24, 2022 Scope of Services City Project No. 315043 • Up to eight (8) hours of CONSULTANT staff time will be required for assisting CITY with reviewing bidder questions and providing clarifications. • Up to two (2) addendums will be needed. Addendums will be for clarifications of bid documents or minor revisions to project designs. • The CITY will lead the process of preparing and issuing addendum(s). • CITY staff will facilitate bid opening. • CITY staff will prepare and issue Notice of Award. Deliverable(s) • Verbal or emailed clarifications to bid documents. • Text and exhibits, as required for CITY’s use in preparing and issuing addenda – electronic copies. • Written comments from review of bid tabulations – electronic copies. Work Element 10 – Assistance During Construction General Assumption(s) • Support services during construction are highly variable and dependent on conditions during construction that are beyond the control of the CITY and the CONSULTANT. • The scope of services described below is a sampling of the type of services anticipated to be provided by the CONSULTANT, with assumptions stated for the estimated level of effort to establish the budget allowance. • Compensation for the CONSULTANT’s seƌǀiĐes ǁill ďe oŶ a tiŵe-and-materials basis to provide support as requested by the CITY. • The CONSULTANT will notify the CITY if at such time it becomes clear that the level of effort to support the CITY during construction is likely to exceed the budget allowance. • The CITY may utilize the management reserve or provide a supplement to the Agreement to increase the budget allowance to allow the CONSULTANT to continue to support the CITY beyond the budgeted amount if desired. • The CITY will serve the roles of ͞CoŶtƌaĐtiŶg AgeŶĐǇ͟ aŶd ͞EŶgiŶeeƌ͟ as described in the WSDOT Standard Specifications. The CONSULTANT will support the CITY in those roles, when requested by the CITY, and as the ͞EŶgiŶeeƌ of ReĐoƌd͟ by signing the Contract Documents as provided in Work Element 7. • Additional services during construction, including but not limited to, full construction administration, materials testing, and construction observation may be provided by supplement to the Agreement, if necessary, to suppleŵeŶt the CITY’s aǀailaďle ƌesouƌĐes at the tiŵe of construction. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 29 February 24, 2022 Scope of Services City Project No. 315043 10.1 – Pre-Construction Meeting and Progress Meetings The CONSULTANT will attend Pre-Construction meeting and other weekly progress meetings or field/site ŵeetiŶgs ǁheŶ ƌeƋuested ďǇ CITY’s PƌojeĐt MaŶageƌ. Assumption(s) • Pre-Construction Meeting: o Assumed 4 hours, including travel time, per each for two CONSULTANT staff. o Preparation of agendas and meeting notes by others. • Other Meetings: o Assumed 5 meetings at 4 hours, including travel time and field review, per each meeting per each staff. Three of the meetings will be attended by one (1) CONSULTANT staff, the other two (2) attended by up to two (2) CONSULTANT staff. o Preparation of agendas and meeting notes by others. o Assumed total of up to 36 CONSULTANT staff hours total for Pre-construction meeting and other meetings. 10.2 – Submittal Reviews The CONSULTANT will assist the CITY with review of the Contractor submittals. Assumption(s) • CITY will take the lead on tracking all submittals and reviewing most submittals. • The CONSULTANT will assist the CITY in reviewing submittals of significant and/or specialty materials such as: o Traffic Signal Materials o Cement Concrete Mix and Materials o Hot Mix Asphalt (HMA) Mix and Materials o Product substitutions • Assumed up to a total of up to 20 CONSULTANT staff hours to review submittals 10.3 – Requests for Information (RFI) The CONSULTANT will assist the CITY with review of the Contractor formal RFIs and additional CITY- initiated requests for information. Assumption(s) • The CITY ǁill take the lead oŶ tƌaĐkiŶg all foƌŵal CoŶtƌaĐtoƌ RFI’s. The CITY will review and respond to the majority of Contactor RFIs. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III – Naval to Warren 30 February 24, 2022 Scope of Services City Project No. 315043 • The CONSULTANT will assist in the review of RFIs if requested by the CITY and provide to the CITY recommendations for responses. • It is assumed there will be up to 10 RFIs that require the CONSULTANT’s assistaŶĐe. • Assumed up to 20 CONSULTANT staff hours to review and respond to RFIs. • The CITY will issue all final written responses to RFIs. 10.4 – Changes The CONSULTANT will assist the CITY with issuing field directives and design changes. Assumption(s) • The CITY will issue field directives and change orders. • The CONSULTANT will prepare and sign design change drawings (PDF format) and descriptions of ǁoƌk foƌ the CITY’s use iŶ pƌepaƌiŶg aŶd issuing field directives and change orders. • The CONSULTANT will provide Independent Cost Estimates (ICE) and other assistance to the CITY in review of Contractor-proposed change order costs. • Assumed up to 20 CONSULTANT staff hours for assisting the CITY preparation of field directives and the preparation and review of change orders. 6th Street Preservation Phase III - Naval to Warren EXHIBIT A-2 PROJECT SCHEDULE MILESTONES February 24, 2022 Milestone Date Preliminary Design (30%) June 30, 2022 Submit 60% PS&E September 26, 2022 Begin NEPA October 31, 2022 Submit 90% PS&E January 9, 2023 Submit 100% PS&E March 27, 2023 NEPA Approval January 31, 2023 Submit Right-of-Way Plans January 9, 2023 Right-of-Way Certification September 29, 2023 Advertise for Bids January 2024 6th Street Preservation Phase III - Naval to Warren EXHIBIT A-3 ESTIMATED SHEET COUNT FOR CONSTRUTION DOCUMENTS SUBMITTALS February 24, 2022 SHEET COUNT by SUBMITTAL 30% 60% 90% - Final Cover Sheet, Vicinity Map, and Sheet Index N/A 1 1 1 Abbreviations and Legend N/A 1 1 1 Survey Datum and Horizontal and Vertical Control 1 inch = 20 feet 4 4 Erosion Control Plan 1 inch = 20 feet 4 4 Site Preparation Plan 1 inch = 20 feet 4 4 4 Roadway Plan 1 inch = 20 feet 7 7 7 Intersection Details 1 inch = 5 feet 7 7 Misc. Details N/A 1 1 Channelization Plan 1 inch = 20 feet 4 4 4 Utility Plan 1 inch = 20 feet 7 7 7 Utility Details N/A 2 2 Signal Plan 1 inch = 10 feet 2 5 5 Traffic Control Plan 1 inch = 20 feet 4 4 TOTALS: 26 51 51 SHEET/SHEET SET NAME SHEET/SHEET SET SCALE (plotted "full size" at 22x34) Exhibit B DBE Participation Agreement Number: Exhibit B - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 1 See attached DBE Inclusion Plan. City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III 1 February 2022 Project No. 315043 Disadvantaged Business Enterprise Inclusion Plan City of Bremerton 6th Street Pavement Preservation Phase III – Navel to Warren (Project 315046) Disadvantaged Business Enterprise Inclusion Plan Founded as an MBE firm in 1969, Parametrix understands the challenges that Disadvantaged Business Enterprises (DBEs) face as they seek opportunities to expand their business. This plan outlines Parametrix’s commitment to meet the DBE requirement of 16 percent established for this project. SECTION 1 – SUBCONTRACTING The table below lists the values as a percentage of the contract amount that Parametrix anticipates for participation by DBE firms. Table 1. DBE Participation Percentages Certification of Business Participation Anticipated Percentage Disadvantaged Business Enterprise 22.7% SECTION 2 – DIVERSE BUSINESS SUBCONTRACTORS Subconsultants anticipated to be used on this project are listed below, along with descriptions of tasks to be performed. Table 2. Subconsultant Task Descriptions Name of DBE DBE Certifications Task Description Anticipated DBE Subcontract Value RES Group NW D4F0023741 Right-of-Way (ROW) Planning, Title Research, and Project Funding Estimate* $11,079* 1 Alliance Geomatics Surveying & Mapping D4M0022928 Field Survey, ROW Plans, Legal Descriptions & Exhibits $46,862 HWA GeoSciences, Inc. D5F0024692 Geotechnical Engineering $23,026 * It is the intent of Parametrix to also use RES Group NW for ROW Acquisition Services. However, because that role is not eligible for reimbursement under the grant with the DBE goal, the ROW Acquisition Services task, and anticipated subcontract value are not included in this DBE plan. SCOPE OF WORK (continued) City of Bremerton 214-1896-8CB 6th Street Pavement Preservation Phase III 2 February 2022 Project No. 315043 Disadvantaged Business Enterprise Inclusion Plan SECTION 3 – DESIGNATED DBE LIAISON The DBE Liaison for this project will be Chuck Schott, the Project Manager. Chuck has worked with DBE consultants covering a wide range of disciplines through his career. His contact information is: Chuck Schott, P.E. Parametrix Email: CSchott@parametrix.com Phone number: (253) 604-6600 Chuck’s responsibilities as the DBE Liaison include: Providing monthly updates to the City’s Project Manager that include utilization of DBE subconsultants, progress to date, and projections for future work. Ensuring success of the DBE firms on the team by supporting them in learning the processes and procedures of the City’s contracting. SECTION 4 – DBE GOAL ATTAINMENT STRATEGY Achieving the DBE requirement of 16 percent for this project will be accomplished by assigning Right-of-Way Planning, Title Research, and Project Funding Estimate to RES Group NW; Field Survey, ROW Plans, Legal Descriptions & Exhibits to 1 Alliance Geomatics Surveying & Mapping; and Geotechnical Engineering to HWA GeoSciences. Their participation will be monitored frequently and reported on monthly invoices. Parametrix has successfully teamed with these firms on previous projects. SECTION 5 – PROMPT PAYMENT AND DISPUTE RESOLUTION The Parametrix process for monitoring and ensuring prompt payment to subconsultants starts with establishing the calendar by which our billing cycle operates so the subconsultant’s invoice is timed with the Parametrix invoice submittal to the client. A calendar is provided to the subconsultant identifying the cutoff date for each monthly invoice. Parametrix’s policy is to pay subconsultants no longer than 15 days after receiving payment from the client. In the event that any portion of an invoice is disputed, payment will be made for the nondisputed amounts. For resolution of disputes, first a good faith negotiation between representatives of the subconsultant and Parametrix would take place. This would start with the subconsultant and Parametrix project managers and escalate to the principals of each firm if needed. The next step is nonbinding mediation under the Commercial Mediation Arbitration Rules and Mediation Procedures of the American Arbitration Association using a neutral mediator mutually acceptable to the parties, with the costs, therefore, shared equally. If the nonbinding mediation is not successful, final remedy would be through Superior Court in Pierce County, Washington. SECTION 6 – MONITORING AND REPORTING REQUIRED DBE PARTICIPATION Our accounting system, BST10, allows us to track the monthly effort of the subconsultants and compare the results against the planned level of effort. Our Project Manager will meet regularly with the subconsultant (in person or via telephone), check progress, and address any questions or challenges they may have with either their technical work or their share of the work in order to monitor and attain the required goal. A report summarizing the status and progress toward goal attainment will be included with each monthly invoice and progress report. We will submit this information via the Diversity Management and Compliance System reporting system. Exhibit C Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include, but are not limited to, the following: I. Surveying, Roadway Design & Plans Preparation Section A. Survey Data B. Roadway Design Files C. Computer Aided Drafting Files Agreement Number: Exhibit C - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 4 See Scope of Work in Exhibit A. See Scope of Work in Exhibit A. See Scope of Work in Exhibit A. D. Specify the Agency’s Right to Review Product with the Consultant E. Specify the Electronic Deliverables to Be Provided to the Agency F. Specify What Agency Furnished Services and Information Is to Be Provided Agreement Number: Exhibit C - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 2 of 4 See Scope of Work in Exhibit A. See Scope of Work in Exhibit A. See Scope of Work in Exhibit A. II. Any Other Electronic Files to Be Provided III. Methods to Electronically Exchange Data Exhibit C - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 3 of 4 E-mail and / or Consultant FTP site. See Scope of Work in Exhibit A. A. Agency Software Suite B. Electronic Messaging System C. File Transfers Format Exhibit C - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 4 of 4 Microsoft Outlook PDF, Microsoft Office. Microsoft Office, Bluebeam. Exhibit D Prime Consultant Cost Computations Agreement Number: Exhibit D - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 1 See attached Exhibits D-1 through D-2. Project: 6th Street Pavement Preservation Phase III - Navel To Warren Direct Salary Cost (DSC): Classification Man Hours = Rate = Cost Senior Engineer 46 $63.70 $2,930 Senior Engineer 28 $72.85 $2,040 Senior Engineer 230 $77.57 $17,841 Senior Engineer 519 $60.96 $31,638 Engineer III 312 $38.95 $12,152 Engineer IV 239 $55.29 $13,214 Engineer III 62 $46.46 $2,881 Scientist / Biologist IV 1 $52.79 $53 Publications Specialist II 20 X $30.04 $601 Senior Project Coordinator 34 X $34.35 $1,168 Total DSC =$84,518 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 175.31 % x $ $84,518 $148,169 Fixed Fee (FF): FF Rate x DSC of 29 % x $ $84,518 $24,510 Reimbursables: Mileage Task 1, PE Phase (at $.575mi)$400 Mileage Task 2, RW Phase (at $.575mi)$100 Mileage Task 3- CN Phase (at $.575)$400 0301 EXP- Potholing- 10@$1,350 $13,500 0204EXP- Title Reports- 5 @ $400 $2,000 Misc. Expenses (Work Elements 1-7)$1,500 Misc. Expenses (Work Element 8)$250 Misc. Expenses (Work Elements 9-10)$250 Other Direct Expenses Total:$18,400 Subconsultants: (See Exhibit E) 1Alliance Survey (DBE)$33,314 RES Group - R/W Planning (DBE)$11,079 HWA Geo (DBE)$23,026 1Alliance-R/W Plans and Legal Desc. (DBE)$13,548 RES Group- R/W Acquisitions (DBE)$31,673 Subconsultants Total: $112,640 Management Reserve: $30,000 Grand Total $418,237 Chuck Schott, P.E.Date: 2/22/2022 WSDOT Form 140-089 EF Exhibit D Page 1 of 1 Exhibit D-1 Prime Consultant Cost Computations Agreement Number: 8 ,236 3 8 Task / Subtask Hours Direct Salary Cost Overhead 175.31%DSC + OH Fee Amount 29.00% Total Including Fee Subconsultants Expenses Total Task 01: Project Management Subtask 0100: Project Management Total 130 7,877 13,809 21,686 2,284 23,970 0 0 23,970 Task 01: Project Management Total 130 7,877 13,809 21,686 2,284 23,970 0 0 23,970 Task 02: Preliminary Design 30% Subtask 0202SC: 1 Alliance Subconsultant Total 33,314 33,314 Subtask 0203: Conceptual Design Total 80 4,333 7,596 11,928 1,256 13,185 0 0 13,185 Subtask 0203W: Water Main Replacement Analysis Total 32 1,637 2,870 4,507 475 4,982 0 0 4,982 Subtask 0204: Right-of-Way Planning Total 8 554 971 1,526 161 1,686 0 0 1,686 Subtask 0204EXP: Expenses - Title Reports Total 2,000 2,000 Subtask 0204SC: RES Group Subconsultant Total 11,079 11,079 Subtask 0205: Preliminary Plans 30% Total 207 10,747 18,840 29,587 3,117 32,703 0 0 32,703 Subtask 0205W: Preliminary Plans 30% (Water) Total 26 1,211 2,123 3,335 351 3,686 0 0 3,686 Subtask 0206: Stormwater / Drainage Report Total 64 2,955 5,181 8,136 857 8,993 0 0 8,993 Task 02: Preliminary Design 30% Total 417 21,437 37,581 59,019 6,217 65,235 44,393 2,000 111,628 Task 03: Utility Coordination Subtask 0301: Utility Coordination Total 38 2,504 4,389 6,893 726 7,619 0 0 7,619 Subtask 0301EXP: Expenses - Potholing Total 13,500 13,500 Task 03: Utility Coordination Total 38 2,504 4,389 6,893 726 7,619 0 13,500 21,119 Task 04: Environmental Subtask 0406: Public Outreach Total 18 987 1,730 2,717 286 3,003 0 0 3,003 Task 04: Environmental Total 18 987 1,730 2,717 286 3,003 0 0 3,003 Task 05: Geotechnical Engineering Subtask 0501SC: HWA Geosciences Subconsultant Total 23,026 23,026 Task 05: Geotechnical Engineering Total 23,026 23,026 Task 06: Right-of-Way Plans and Legal Descriptions Subtask 0600: Right-of-Way Plans and Legal Descriptions Total 12 798 1,399 2,197 231 2,428 0 0 2,428 Subtask 0600SC: 1 Alliance Subconsultant Total 13,548 13,548 Task 06: Right-of-Way Plans and Legal Descriptions Total 12 798 1,399 2,197 231 2,428 13,548 0 15,976 Task 07: Plans, Specifications and Estimate Subtask 0701: 60% Bid Documents Total 382 21,689 38,023 59,713 6,290 66,003 0 0 66,003 Subtask 0701W: 60% Bid Documents (Water) Total 52 2,422 4,247 6,669 703 7,372 0 0 7,372 Subtask 0702: 90% Bid Documents Total 179 10,696 18,752 29,448 3,102 32,550 0 0 32,550 Subtask 0702W: 90% Bid Documents (Water) Total 20 844 1,480 2,325 245 2,569 0 0 2,569 Subtask 0703: 100% "Proof" Bid Documents Total 73 4,352 7,630 11,983 1,262 13,245 0 0 13,245 Subtask 0704: Final Bid Documents Total 26 1,585 2,778 4,363 460 4,823 0 0 4,823 Task 07: Plans, Specifications and Estimate Total 732 41,590 72,911 114,500 12,061 126,561 0 0 126,561 Exhibit D-2 Summary of Consultant Costs - Estimated by Task Task 08: Right-of-Way Acuisition Subtask 0801SC: RES Group Subconsultant Total 31,673 31,673 Subtask 0802: Engineering Support of Right-of-Way Acquisition Total 16 1,241 2,176 3,417 360 3,777 0 0 3,777 Task 08: Right-of-Way Acuisition Total 16 1,241 2,176 3,417 360 3,777 31,673 0 35,450 Task 09: Assistance During Bidding Subtask 0901: Assistance During Bidding Total 32 2,016 3,533 5,549 585 6,134 0 0 6,134 Task 09: Assistance During Bidding Total 32 2,016 3,533 5,549 585 6,134 0 0 6,134 Task 10: Assistance During Construction Subtask 1001: Assistance During Construction Total 96 6,069 10,640 16,710 1,760 18,470 0 0 18,470 Task 10: Assistance During Construction Total 96 6,069 10,640 16,710 1,760 18,470 0 0 18,470 Task EXP: Expenses Subtask EXP01: Expenses - Task 01 Total 1,900 1,900 Subtask EXP02: Expenses - Task 02 Total 350 350 Subtask EXP03: Expenses - Task 03 Total 650 650 Task EXP: Expenses Total 2,900 2,900 Task MRF: Management Reserve Subtask MRF00: Management Reserve Total 30,000 30,000 Task MRF: Management Reserve Total 30,000 30,000 Hours Direct Salary Cost Overhead 175.31%DSC + OH Fee Amount 29.00% Total Including Fee Subconsultants Expenses Total Project Totals:1,491 84,518 148,169 232,687 24,510 257,197 112,640 48,400 418,237 18,18, 18,18, ,23665 June 24, 2021 Parametrix, Inc. 1019 39th Avenue SE, Suite 100 Puyallup, WA 98374-2215 Subject: Acceptance FYE 2020 ICR Cognizant Review Dear Janice Walden: We have accepted your firms FYE 2020 Indirect Cost Rate (ICR) of 175.31% of Combined/Corporate (rate includes 0.20% Facilities Capital Cost of Money) based on WSDOT Audit Office. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 705-7019 or via email consultantrates@wsdot.wa.gov. Regards; ERIK K. JONSON Contract Services Manager EKJ:ah O/H Certification; Nov 2010 Certification of Final Indirect Costs Firm Name: Parametrix, Inc. Indirect Cost Rate Proposal: 175.31% Date of Proposal Preparation (mm/dd/yyyy): 6/17/2021 Fiscal Period Covered (mm/dd/yyyy to mm/dd/yyyy): 01/04/2020 - 01/01/2021 (FY 2020) I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1.) All costs included in this proposal to establish final indirect cost rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of title 48, Code of Federal Regulations (CFR), part 31. 2.) This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of 48 CFR 31. All known material transactions or events that have occurred affecting the firm’s ownership, organization and indirect cost rates have been disclosed. Signature: ________________________________________________________________ Name of Certifying Official* (Print): Holli Moeini Title: CFO, Executive VP Date of Certification (mm/dd/yyyy): 06/17/2021 *The “Certifying Official” must be an individual executive or financial officer of the firm at a level no lower than a Vice President or Chief Financial Officer, or equivalent, who has the authority to represent the financial information utilized to establish the indirect cost rate for use under Agency contracts. Ref. FHWA Directive 4470.1A available on line at: http://www.fhwa.dot.gov/legsregs/directives/orders/44701a.htm Certification of Final Indirect Costs Firm Name : ------------------------------ Final Indirect Cost Rates: Home Rate: -------Field Rate : ------Cost of Capital : _____ _ Safe Harbor Rate: _____ _ Fiscal Period Covered (mm/dd/yyyy): __________ _ I, the undersigned, certify that I have reviewed the proposal to establish final indirect cost rates for the fiscal period as specified above and to the best of my knowledge and belief: 1) All costs included in this proposal to establish final indirect cost rates are allowable in accordance with the cost principles of the Federal Acquisition Regulations (FAR) of title 48, Code of Federal Regulations {CFR), part 31. 2) This proposal does not include any costs which are expressly unallowable under the cost principles of the FAR of CFR 31. All known material transactions or events that have occurred affecting the firm's ownership, organization and indirect cost rates have been disclosed . Signature : _________________ _ Name of Certifying Official (Print): __________________ _ Title : ___________________ _ Date of Certification (mm/dd/yyyy): __________________ _ Parametrix, Inc. 175.11% .20% FY 2020 (1/4/2020-1/1/2021) Holli Moeini Exec. VP and CFO 6/17/2021 PARAMETRIX, INC. Statement of Direct Labor, Fringe Benefits and General Overhead For the Fiscal Year Ended January 1, 2021 See accompanying notes. CNFSDONOTEMAIL ‐ 3 ‐ General Ledger Balance for the (Restated) (Restated) Fiscal Year Ended Unallowable Proposed January 1, 2021 Expenses Ref. Amount Percent Direct Labor $ 32,703,577 $ ‐ $ 32,703,577 100.00% Fringe Benefits: Vacation, sick leave, holidays 6,993,575 ‐ 6,993,575 21.38% Payroll taxes 4,290,973 (27,405) E 4,263,568 13.04% Medical insurance 4,701,457 ‐ 4,701,457 14.38% ESOP retirement plan 8,543,503 ‐ 8,543,503 26.12% Other employee benefits 912,000 (592,800) W 319,200 0.98% Total Fringe Benefits 25,441,508 (620,205) 24,821,303 75.90% General Overhead: Administrative salaries 10,134,450 (114,189) A 10,020,261 30.64% Training salaries 572,267 ‐ 572,267 1.75% Bonuses/misc. salaries 5,840,007 (1,219,286) B 4,620,721 14.13% Direct selling salaries 1,082,004 ‐ 1,082,004 3.31% Bid and proposal salaries 3,140,806 ‐ 3,140,806 9.60% Advertising expense 93,689 (93,689) C ‐ 0.00% Direct selling expenses 61,948 (20,454) D 41,494 0.13% Excise taxes 1,678,447 ‐ 1,678,447 5.13% Insurance 725,663 ‐ 725,663 2.22% Office rent 4,219,488 (145,531) F 4,073,957 12.46% Office expenses and supplies 240,581 (85,619) G 154,962 0.47% Staff appreciation/awards 60,176 (46,363) H 13,813 0.04% Printing, copier/printer supplies 46,522 (1,554) I 44,968 0.14% Telephone 404,815 ‐ 404,815 1.24% Depreciation (including gain/loss on disposal) 1,752,598 ‐ 1,752,598 5.36% Amortization 3,472 (3,472) J ‐ 0.00% Business meals 10,570 (10,570) K ‐ 0.00% Auto expense 235,916 (12,070) L 223,846 0.68% Billed in‐house autos (220,898) ‐ (220,898)‐0.68% Office travel 194,441 (44,454) M 149,987 0.46% Subscriptions, library material 70,400 ‐ 70,400 0.22% Dues 129,652 (23,806) N 105,846 0.32% Donations 103,949 (103,949) O ‐ 0.00% Professional licenses 22,613 ‐ 22,613 0.07% Postage, couriers, freight 26,440 ‐ 26,440 0.08% Training/education 221,906 (5,778) P 216,128 0.66% Field equipment/supplies 8,204 ‐ 8,204 0.03% Survey equipment/supplies 91,167 ‐ 91,167 0.28% Health and safety equipment/supplies 52,413 ‐ 52,413 0.16% Billed in‐house equipment (335,858) ‐ (335,858)‐1.03% Office furniture 7,923 ‐ 7,923 0.02% Office equipment 222,480 (5,328) Q 217,152 0.66% Computer supplies, circuits 366,162 ‐ 366,162 1.12% Software/maintenance 2,153,090 ‐ 2,153,090 6.58% Recruiting costs 50,883 (3,612) R 47,271 0.14% Payroll, legal and audit 192,985 (14,282) S 178,703 0.55% Consulting services 700,553 (117,650) S 582,903 1.78% Bad debts 85,721 (85,721) T ‐ 0.00% Office moving/remodeling 14,389 ‐ 14,389 0.04% Personal property taxes 46,200 ‐ 46,200 0.14% Utilities/building maintenance 69,646 ‐ 69,646 0.21% Finance, bank charges 97,446 (72,685) U 24,761 0.08% Total General Overhead 34,675,326 (2,230,062) 32,445,264 99.21% Total Indirect Costs 60,116,834$ (2,850,267)$ 57,266,567$ 175.11% Percentage of Direct Labor (Less FCC)183.82%175.11% Facilities cost of capital (FCC)65,190 V 65,190 0.20% 57,331,757$ Percentage of Direct Labor (Includes FCC)175.31% Description PARAMETRIX, INC. Statement of Direct Labor, Fringe Benefits and General Overhead (Continued) For the Fiscal Year Ended January 1, 2021 See accompanying notes. CNFSDONOTEMAIL ‐ 4 ‐ References A.Labor costs incurred in defense of contract performance issues per 48 CFR 31.205‐47(f)(5)(A); Collection costs unallowable per 48 CFR 31.205‐3; Organizational Cost pertaining to acquisition per 31.205‐27. B.Share value based bonuses unallowable per 48 CFR 31.205‐6(i); Limitation on allowability of senior executive compensation per 31.205‐6(p); Personal vehicle use unallowable per 48 CFR 31.205‐6(m)(2). Gifts unallowable per 48 CFR 31.205‐13(b). C.Nonallowable public relations and advertising costs per 31.205‐1; Promotional materials unallowable per 48 CFR 31.205‐1(f)(5). D.Entertainment unallowable per 48 CFR 31.205‐14; Alcohol unallowable per 48 CFR 31.205‐51; Excess lodging and per diem unallowable per 48 CFR 31.205‐46. E.Fringe benefits associated with labor deemed unallowable per 48 CFR 31.201‐6(a). F.Prior period cost unallowable per 31.203 (g). G.Gift unallowable per 48 CFR 31.205‐13(b). H.Entertainment unallowable per 48 CFR 31.205‐14; Gifts unallowable per 48 CFR 31.205‐13(b); Alcohol unallowable per 48 CFR 31.205‐51. I.Prior period cost unallowable per 31.203 (g). J.Amortization unallowable per 48 CFR 31‐205.49. K.Entertainment unallowable per 48 CFR 31.205‐14; Alcohol unallowable per 48 CFR 31.205‐51. L.Personal vehicle use unallowable per 48 CFR 31.205‐6(m)(2). M.Entertainment unallowable per 48 CFR 31.205‐14; Alcohol unallowable per 48 CFR 31.205‐51; Excess lodging and per diem unallowable per 48 CFR 31.205‐46. N.Dues to social clubs unallowable per 48 CFR 31.205‐1(f)(7), 31.205‐14; Lobbying unallowable per 48 CFR 31.205‐22(c). O.Donations unallowable per 48 CFR 31.205‐8. P.Excess lodging and per diem unallowable per 48 CFR 31.205‐46; Alcohol unallowable per 48 CFR 31.205‐51. Q.Prior period cost unallowable per 31.203 (g). R.Excess lodging and per diem unallowable per 48 CFR 31.205‐46; Entertainment unallowable per 48 CFR 31.205‐14. S.Legal costs incurred in defense of contract performance issues per 48 CFR 31.205‐47(f)(5)(A); Organizational Cost pertaining to acquisition per 31.205‐27; Nonallowable public relations and advertising costs per 31.205‐1. T.Bad debt unallowable per 48 CFR 31.205‐3. U.Interest, late fees unallowable per 48 CFR 31.205‐20. V.Cost of money adjustments per 48 CFR 31.205‐10(a). W.Disaster relief payments deemed unallowable per 48 CFR 31.201‐2, 31.201‐3 and 31.201‐4. Exhibit E Sub-consultant Cost Computations There isn’t any sub-consultant participation at this time. The CONSULTANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI “Sub-Contracting” of this AGREEMENT. Agreement Number: Exhibit E - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 1 See attached Exhibits for the following Sub-consultants. E-1: 1 Alliance Geomatics Surveying & Mapping (Scope Task 2.2 - Budget Subtask 0202SC; and Scope Tasks 6.1 and 6.2 - Budget Subtask 0600SC ) E-2: RES Group NW - ROW Plan-Design Phase (Scope Task 2.4 - Budget Subtask 0204SC) E-3: RES Group NW - ROW Phase (Scope Task 8.1 - Budget Subtask 0801SC) E-4: HWA Geosciences, Inc. (Scope Task 5 - Budget Subtask 0501SC) Project: 6th Street Pavement Preservation Phase III - Naval to Warren 1 Alliance Geomatics Surveying & Mapping - Scope Tasks 2.2, 6.1 and 6.2 Direct Salary Cost (DSC): Classification Man Hours =Rate =Cost Principal Survey 7 X $98.00 $686 Project Manager 16 X $69.00 $1,104 PLS 70.5 X $51.50 $3,631 Assist PM 2 X $50.00 $100 CADD 5 114 X $47.70 $5,438 Tech 5 70 X $47.70 $3,339 Tech 3 70 X $36.50 $2,555 Admin 2 X $31.00 $62 X $0 X $0 Total DSC =$16,915 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 109.19 % x $$16,915 $18,469 Fixed Fee (FF): FF Rate x DSC of 29 % x $$16,915 $4,905 Reimbursables: Non Invoiced (mileage, repro,ect.)$573 Invoiced (sub-c, rental, ect.)$6,000 Grand Total $46,862 Chuck Schott, P.E.Date:03/28/2022 WSDOT Form 140-089 EF Exhibit E Page 1 of 1 Exhibit E-1 Subconsultant Cost Computations Agreement Number: August 2, 2021 1 Alliance Geomatics, LLC 1261 A 120th Avenue NE Bellevue, WA 98005 Subject: Acceptance FYE 2020 ICR Risk Assessment Review Dear Michael Paradis: Assessment review of your Indirect Cost Rate (ICR), we have accepted your proposed FYE 2020 ICR of 109.19% of direct labor. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 705-7019 or via email consultantrates@wsdot.wa.gov. Regards; ERIK K. JONSON Contract Services Manager EKJ:ah Project: 6th Street Pavement Preservation Phase III - Navel to Warren Sub Consultant : RES Group NW (Right-of-Way Planning / Design Phase) - Scope Task 2.4 Direct Salary Cost (DSC): Classification Man Hours =Rate =Cost Project Coordinator 10 X $69.50 $695 Senior Acquisition Agent 16 X $69.50 $1,112 X $0 X $0 X $0 X $0 Total DSC =$1,807 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 58.01 % x $$1,807 $1,048 Fixed Fee (FF): FF Rate x DSC of 29 % x $$1,807 $524 Reimbursables: SOVA Appraisal $7,500 Mileage (at 0.585/ Mi.)$200 $7,700 Grand Total $11,079 Chuck Schott, P.E.Date:03/28/2022 WSDOT Form 140-089 EF Exhibit E Page 1 of 1 Exhibit E-2 Subconsultant Cost Computations Agreement Number: Project: 6th Street Pavement Preservation Phase III - Navel to Warren Sub Consultant : RES Group NW (Right-of-Way Acquistion Phase) - Scope Task 8.1 Direct Salary Cost (DSC): Classification Man Hours =Rate =Cost Senior Acquisition Agent 180 X $69.50 $12,510 Senior Acquisition Agent 16 X $69.50 $1,112 Project Manager 40 X $69.50 $2,780 X $0 X $0 X $0 Total DSC =$16,402 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 58.01 % x $$16,402 $9,515 Fixed Fee (FF): FF Rate x DSC of 29 % x $$16,402 $4,757 Reimbursables: Mileage & Postage $1,000 $1,000 Subconsultants: Grand Total $31,673 Chuck Schott, P.E.Date:03/28/2022 WSDOT Form 140-089 EF Exhibit E Page 1 of 1 Exhibit E-3 Subconsultant Cost Computations Agreement Number: June 20, 2021 RES Group NW, LLC 624 S Lander Street #202 Seattle, WA 98134 Subject: Acceptance FYE 2020 ICR Audit Office Review Dear Sonja Davis: 20 Indirect Cost Rate (ICR) of 58.01% of direct labor. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with your firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 705-7019 or via email consultantrates@wsdot.wa.gov. Regards; ERIK K. JONSON Contract Services Manager EKJ:ah Project: 6th Street Pavement Preservation Phase III - Naval to Warren HWA Geosciences - Scope Task 5 Direct Salary Cost (DSC): Classification Man Hours =Rate =Cost Geologist VIII 3 X $76.00 $228 Engineer VIII 38 X $78.00 $2,964 Geologist IV 38 X $41.00 $1,558 Contracts 2 X $41.00 $82 CAD 6 X $31.00 $186 Clerical 1 X $30.00 $30 X $0 Total DSC =$5,048 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 163.90 % x $$5,048 $8,274 Fixed Fee (FF): FF Rate x DSC of 29 % x $$5,048 $1,464 Reimbursables: Mileage (at .585 / Mi)$200 Drilling Subcontractor $6,000 Ferry $100 Traffic Control (Arrowboard / Signs / Ect.)$550 Laboratory Testing $1,390 $8,240 Grand Total $23,026 Chuck Schott, P.E.Date:03/28/2022 WSDOT Form 140-089 EF Exhibit E Page 1 of 1 Exhibit E-4 Subconsultant Cost Computations Agreement Number: September 9, 2021 HWA GeoSciences, Inc. 21312 30th Drive SE, Suite 110 Bothell, WA 98021 Subject: Acceptance FYE 2020 ICR CPA Report Dear Vasiliy Babko: We have accepted your firms FYE 2020 Indirect Cost Rate (ICR) of 163.90% of direct labor (rate includes 0.22% Facilities Capital Cost of Money) Thomas W. Maxwell, CPA. This rate will be applicable for WSDOT Agreements and Local Agency Contracts in Washington only. This rate may be subject to additional review if considered necessary by WSDOT. Your ICR must be updated on an annual basis. Costs billed to agreements/contracts will still be subject to audit of actual costs, based on the terms and conditions of the respective agreement/contract. This was not a cognizant review. Any other entity contracting with the firm is responsible for determining the acceptability of the ICR. If you have any questions, feel free to contact our office at (360) 705-7019 or via email consultantrates@wsdot.wa.gov. Regards; ERIK K. JONSON Contract Services Manager EKJ:ah Agreement Number ____________ Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Exhibit F - Title VI Assurances Appendix A & E APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1.Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, (Title of Modal Operating Administration), as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2.Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. [Include Modal Operating Administration specific program requirements.] 3.Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or national origin. [Include Modal Operating Administration specific program requirements.] 4.Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the (Title of Modal Operating Administration) to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the (Title of Modal Operating Administration), as appropriate, and will set forth what efforts it has made to obtain the information. 5.Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non- discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the (Title of Modal Operating Administration) may determine to be appropriate, including, but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. 6.Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the (Title of Modal Operating Administration) may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. Agreement Number ____________ Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Exhibit F - Title VI Assurances Appendix A & E APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non-Discrimination Authorities: •Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. •The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects); •Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); •Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; •The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); •Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); •The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); •Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; •The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); •Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; •Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); •Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/29/2019 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/29/2019 Exhibit G Certification Documents Exhibit G-1(a) Certification of Consultant Exhibit G-1(b) Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying Exhibit G-4 Certificate of Current Cost or Pricing Data Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Certification of City of Bremerton Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of whose address is and that neither the above firm nor I have: a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure this AGREEMENT; b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (if any); I acknowledge that this certificate is to be furnished to the and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Parametrix, Inc. 1019 39th Avenue SE, Suite 100, Puyallup, WA 98374 Washington State Departement of Transportation Parametrix, Inc. 3/28/2022 Exhibit G-1(b) Certification of I hereby certify that I am the: Other of the , and or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: a) Employ or retain, or agree to employ to retain, any firm or person; or b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be furnished to the and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Signature Date Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 City of Bremerton Mayor City of Bremerton Parametrix, Inc. Washington State Department of Transportation Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions I. The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; B. Have not within a three (3) year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State anti-trust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and D. Have not within a three (3) year period preceding this application / proposal had one or more public transactions (Federal, State and local) terminated for cause or default. II. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Parametrix Inc. 3/28/2022 Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal contract, grant, loan or cooperative AGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit Standard Form - LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00, and not more than $100,000.00, for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier sub-contracts, which exceed $100,000, and that all such sub-recipients shall certify and disclose accordingly. Consultant (Firm Name) Signature (Authorized Official of Consultant) Date Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Parametrix, Inc. 3/28/2022 Exhibit G-4 Certificate of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section 2.101 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403-4) submitted, either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer’s representative in support of * are accurate, complete, and current **as of . This certification includes the cost or pricing data supporting any advance AGREEMENT’s and forward pricing rate AGREEMENT’s between the offer or and the Government that are part of the proposal. Firm: Signature Title Date of Execution***: *Identify the proposal, quotation, request for pricing adjustment, or other submission involved, giving the appropriate identifying number (e.g. project title.) **Insert the day, month, and year, when price negotiations were concluded and price AGREEMENT was reached. ***Insert the day, month, and year, of signing, which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to. Agreement Number: Page 1 of 1 Exhibit G - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 March 28, 2022 6th Street Pavement Preservation Phase III Parametrix, Inc. Regional Division Manager March 28, 2022 Exhibit H Liability Insurance Increase To Be Used Only If Insurance Requirements Are Increased The professional liability limit of the CONSULTANT to the AGENCY identified in Section XII, Legal Relations and Insurance of this Agreement is amended to $ . The CONSULTANT shall provide Professional Liability insurance with minimum per occurrence limits in the amount of $ . Such insurance coverage shall be evidenced by one of the following methods: • Certificate of Insurance. • Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. Self-insurance through documentation of a separate fund established exclusively for the payment of professional liability claims, including claim amounts already reserved against the fund, safeguards established for payment from the fund, a copy of the latest annual financial statements, and disclosure of the investment portfolio for those funds. Should the minimum Professional Liability insurance limit required by the AGENCY as specified above exceed $1 million per occurrence or the value of the contract, whichever is greater, then justification shall be submitted to the Federal Highway Administration (FHWA) for approval to increase the minimum insurance limit. If FHWA approval is obtained, the AGENCY may, at its own cost, reimburse the CONSULTANT for the additional professional liability insurance required. Notes: Cost of added insurance requirements: $ . • Include all costs, fee increase, premiums. • This cost shall not be billed against an FHWA funded project. • For final contracts, include this exhibit. Agreement Number: Exhibit H - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 1 N/A N/A N/A Exhibit I Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant’s alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 Potential Consultant Design Error(s) is Identified by Agency’s Project Manager At the first indication of potential consultant design error(s), the first step in the process is for the Agency’s project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Local Programs Engineer should be informed and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project, to be responsible for the remaining steps in these procedures.) Step 2 Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the Director of Public Works or Agency Engineer’s concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include: all decisions and descriptions of work; photographs, records of labor, materials and equipment. Step 3 Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manager and any personnel (including sub-consultants) deemed appropriate for the alleged design error(s) issue. Step 4 Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant’s alleged design error(s), there are three possible scenarios: • It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. • It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Public Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant’s agreement with the agency for the services on the project in which the design error took place. The agency is to provide LP, through the Region Local Programs Engineer, a summary of the settlement for review and to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. • There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Agreement Number: Exhibit I - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 2 Step 5 Forward Documents to Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Local Programs Engineer to LP for their review and consultation with the FHWA. LP will meet with representatives of the agency and the consultant to review the alleged design error(s), and attempt to find a resolution to the issue. If necessary, LP will request assistance from the Attorney General’s Office for legal interpretation. LP will also identify how the alleged error(s) affects eligibility of project costs for federal reimbursement. • If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed upon resolution. LP, in consultation with FHWA, will identify the amount of federal participation in the agreed upon resolution of the issue. • If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. Agreement Number: Exhibit I - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 2 of 2 Exhibit J Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant’s claim(s) are a total of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant’s claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement’s scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration of the claim to the Agency’s project manager. The consultant’s claim must outline the following: • Summation of hours by classification for each firm that is included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Timeframe of the additional work that was outside of the project scope; • Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and • Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 Review by Agency Personnel Regarding the Consultant’s Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency’s project manager. The project manager will review the consultant’s claim and will met with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project’s funding, forward a copy of the consultant’s claim and the Agency’s recommendation for federal participation in the claim to the WSDOT Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Local Programs (if applicable), and FHWA (if applicable) agree with the consultant’s claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree with the consultant’s claim, proceed to step 3 of the procedures. Agreement Number: Exhibit J - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 1 of 2 Step 3 Preparation of Support Documentation Regarding Consultant’s Claim(s) If the Agency does not agree with the consultant’s claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency’s summation of hours by classification for each firm that should be included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Agency’s summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; • Explanation regarding those areas in which the Agency does/does not agree with the consultant’s claim(s); • Explanation to describe what has been instituted to preclude future consultant claim(s); and • Recommendations to resolve the claim. Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant’s claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 Preparation of Supplement or New Agreement for the Consultant’s Claim(s) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. Agreement Number: Exhibit J - Local Agency Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 03/30/2021 Page 2 of 2 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Bremerton Stormwater Watershed Planning Grant Agreement with the WA State Department of Ecology COUNCIL MEETING Date: April 20, 2022 Department: PW&U Presenter: Chance Berthiaume Phone: (360) 473-5929 SUMMARY: Washington State Department of Ecology has awarded the city a grant to support the Stormwater Management Action Planning requirement of the SW Permit. Stormwater basin planning is a detailed evaluation of the impact of runoff on water quality in receiving waters around Bremerton. This planning effort is a requirement in the Stormwater Permit and includes two 30% designs for stormwater treatment projects in priority areas and establishes the foundation for prioritizing future stormwater treatment retrofit projects. ATTACHMENTS: Ecology Agreement No. WQC-2022-BremPW -00140 - Bremerton Watershed Planning. FISCAL IMPACTS (Include Budgeted Amount): $210,000: $157,500 grant funding and $52,500 (25% match) from Stormwater Utility Operations Funds. Project is in the approved 2022 Budget. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve the Bremerton Stormwater Watershed Planning Grant Agreement with the State of Washington Department of Ecology, and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A2 Agreement No. WQC-2022-BremPW-00140 WATER QUALITY COMBINED FINANCIAL ASSISTANCE AGREEMENT BETWEEN THE STATE OF WASHINGTON DEPARTMENT OF ECOLOGY AND CITY OF BREMERTON This is a binding Agreement entered into by and between the state of Washington , Department of Ecology, hereinafter referred to as “ECOLOGY,” and City of Bremerton, hereinafter referred to as the “RECIPIENT,” to carry out with the provided funds activities described herein. Bremerton Watershed Planning GENERAL INFORMATION Project Title: Total Cost: Total Eligible Cost: Ecology Share: Recipient Share: The Effective Date of this Agreement is: The Expiration Date of this Agreement is no later than: Project Type: Project Short Description: This project will improve water quality in a selected receiving water through a watershed planning process in the City of Bremerton. This plan will include assessment of receiving waters condition, analysis of stormwater impacts, identification of the highest priority basins for stormwater management actions, and development of a Stormwater Management Action Plan (SMAP) for one high priority basin. Project Long Description: This RECIPIENT will develop a Stormwater Management Action Plan (SMAP) that will identify stormwater management actions in one high priority basin. The SMAP process emphasizes protection of designated uses and improvements to receiving water quality and habitat under both existing and anticipated future development conditions. This project will identify water quality projects in one of the City of Bremerton’s 24 basins. The majority of Bremerton’s stormwater system discharges to the marine waters of Puget Sound in Dyes Inlet , Ostrich Bay, Oyster Bay, and Sinclair $210,000.00 $210,000.00 $157,500.00 $52,500.00 07/01/2021 06/30/2023 Stormwater Facility Page 2 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Inlet. Kitsap Lake receives the next largest number of outfalls and the remaining outfalls are stormwater infiltration areas or depressions. Fecal coliform in marine waters and elevated phosphorus levels in Kitsap Lake have been a primary focus of the RECIPIENT’S water quality efforts. Both Dyes Inlet, including Oyster and Ostrich Bays, and Sinclair Inlet have a fecal coliform Total Maximum Daily Load (TMDL). The Puget Sound Watershed Characterization Study additionally identifies metals and sediments as having a high impact on marine waters. Currrent proprietary stormwater treatment systems reduce metals and other common pollutants. This project will supplement existing data on phosphorus and fecal coliform data with estimates of stormwater pollutant loadings to sediments from different land uses. This analysis will lead to “heat maps” that will aid in selecting a high priority basin for stormwater structural and non-structural actions. The RECIPIENT has delineated boundaries for the twenty -four basins and further divided these basins into more than one hundred individual watershed sub-basins for each stormwater outfall or discharge point . The RECIPIENT will use existing information and the “heat map” of stormwater impacts on sediments to assess receiving water conditions, assess stormwater management influence, and assess relative conditions and contributions to narrow the list of candidate basins for prioritized stormwater management actions. This will complete the Receiving Waters Condition Assessment , the first step of the SMAP process. From this list, the RECIPIENT will complete the Receiving Water Prioritization, with stakeholder and public input. After developing a prioritization and ranking process for each basin, the RECPIENT will select one final high priority basin. The RECIPIENT will identify structural retrofit opportunities as well as non -structural stormwater management actions, such as source control, enhanced maintenance and public education, for the final SMAP. The RECIPIENT will perform cost-benefit analysis for each retrofit and management action and will develop up to two top retrofit opportunities to 30 percent preliminary design. The project will inform near-term capital retrofit projects and stormwater management actions to improve water quality in the selected basin’s receiving water(s). In the in long term, the RECIPIENT will use prioritization tools and GIS layers for future assessment of stormwater retrofit and management opportunities. Overall Goal: This project will help protect and restore water quality in Washington state by reducing stormwater impacts from existing infrastructure and development. Template Version 12/10/2020 Page 3 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton UEI Number:HV84RG6NYNG4 RECIPIENT INFORMATION Organization Name: Federal Tax ID: DUNS Number: Mailing Address: Physical Address: Contacts Organization Email: City of Bremerton 91-6001231 556846970 100 Oyster Bay Ave N Bremerton, WA 98312 345 6th Street Bremerton, WA 98337 chance.berthiaume@ci.bremerton.wa.us Template Version 12/10/2020 Page 4 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Chance Berthiaume NPDES Stormwater Permit Coordinator 100 Oyster Bay Ave N Bremerton, Washington 98312 Email: chance.berthiaume@ci.bremerton.wa.us Phone: (360) 473-5929 Authorized Signatory Kirsten Anthony 345 6th Street, Suite 100 Bremerton, Washington 98337 Email: kirsten.anthony@ci.bremerton.wa.us Phone: (360) 473-2398 Billing Contact Project Manager Authorized Signatory Greg Wheeler Mayor 345 6th Street, Suite 600 Bremerton, Washington 98337 Email: greg.wheeler@ci.bremerton.wa.us Phone: (360) 473-5266 Template Version 12/10/2020 Page 5 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Contacts Project Manager Financial Manager Technical Advisor Amy Waterman PO Box 330316 Shoreline, Washington 98133-9716 Email: amwa461@ecy.wa.gov Phone: (425) 577-4864 Stephanie Herbst PO Box 47600 Olympia, Washington 98504-7600 Email: SHER461@ecy.wa.gov Phone: (360) 407-7639 Doug Howie Senior Stormwater Engineer PO Box 47600 Olympia, Washington 98504-7600 Email: DOHO461@ecy.wa.gov Phone: (360) 407-6444 ECOLOGY INFORMATION Mailing Address: Physical Address: Department of Ecology Water Quality PO BOX 47600 Olympia, WA 98504-7600 Water Quality 300 Desmond Drive SE Lacey, WA 98503 Template Version 12/10/2020 Page 6 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton AUTHORIZING SIGNATURES RECIPIENT agrees to furnish the necessary personnel , equipment, materials, services, and otherwise do all things necessary for or incidental to the performance of work as set forth in this Agreement . RECIPIENT acknowledges that they had the opportunity to review the entire Agreement , including all the terms and conditions of this Agreement, Scope of Work, attachments, and incorporated or referenced documents, as well as all applicable laws, statutes, rules, regulations, and guidelines mentioned in this Agreement . Furthermore, the RECIPIENT has read, understood, and accepts all requirements contained within this Agreement . This Agreement contains the entire understanding between the parties , and there are no other understandings or representations other than as set forth, or incorporated by reference, herein. No subsequent modifications or amendments to this agreement will be of any force or effect unless in writing , signed by authorized representatives of the RECIPIENT and ECOLOGY and made a part of this agreement . ECOLOGY and RECIPIENT may change their respective staff contacts without the concurrence of either party . This Agreement shall be subject to the written approval of Ecology’s authorized representative and shall not be binding until so approved. The signatories to this Agreement represent that they have the authority to execute this Agreement and bind their respective organizations to this Agreement. Washington State Department of Ecology Water Quality Date Date City of Bremerton Vincent McGowan, P.E. Mayor Greg Wheeler By:By: Template Approved to Form by Attorney General's Office Program Manager Template Version 12/10/2020 Page 7 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Stormwater Permit Coordinator, Project Manager Date Chance W Berthiaume Template Version 12/10/2020 Page 8 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:1 Task Cost: $7,000.00 Task Title:Grant and Loan Administration Task Description: A. The RECIPIENT shall carry out all work necessary to meet ECOLOGY grant or loan administration requirements . Responsibilities include, but are not limited to: Maintenance of project records; submittal of requests for reimbursement and corresponding backup documentation; progress reports; the EAGL (Ecology Administration of Grants and Loans ) recipient closeout report; and a two-page outcome summary report (including photos, if applicable). In the event that the RECIPIENT elects to use a contractor to complete project elements, the RECIPIENT shall retain responsibility for the oversight and management of this funding agreement. B. The RECIPIENT shall keep documentation that demonstrates the project is in compliance with applicable procurement , contracting, and interlocal agreement requirements; permitting requirements, including application for, receipt of, and compliance with all required permits, licenses, easements, or property rights necessary for the project; and submittal of required performance items. This documentation shall be available upon request. C. The RECIPIENT shall maintain effective communication with ECOLOGY and maintain up -to-date staff contact information in the EAGL system. The RECIPIENT shall carry out this project in accordance with any completion dates outlined in this agreement. Task Goal Statement: Properly managed and fully documented project that meets ECOLOGY’s grant or loan administrative requirements . Task Expected Outcome: * Timely and complete submittal of requests for reimbursement , quarterly progress reports, Recipient Closeout Report, and two-page outcome summary report. * Properly maintained project documentation. Template Version 12/10/2020 Page 9 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Deliverables Grant and Loan Administration Number Description Due Date 1.1 Progress Reports that include descriptions of work accomplished, project challenges or changes in the project schedule. Submitted at least quarterly. 1.2 Recipient Closeout Report (EAGL Form) 1.3 Two-page Outcome Summary Report Template Version 12/10/2020 Page 10 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:2 Task Cost: $77,500.00 Task Title:Receiving Water Conditions Assessment Task Description: A. The RECIPIENT shall delineate basins, identify the receiving waters, and calculate the total basin size and portion of each basin within City limits. The RECIPIENT will determine where there is a marine shoreline discharge . 1. The RECIPIENT shall assess the marine shoreline discharge and net sediment deposition areas using the existing basin delineations. The RECIPIENT will map the shoreline deposition potential for each basin to the corresponding receiving water . B. The RECIPIENT shall document and assess existing information related to their local receiving waters and contributing area conditions. 1. The RECIPIENT shall perform a stormwater pollutant loading analysis for each of the 24 basins for metals, hydrocarbons, fecal coliform, organics, and nutrients, using an appropriate model. The RECIPIENT will base the pollutant loading on land use, basin percent composition, and the median pollutant concentration. The RECIPIENT will derive the Stormwater pollutant concentrations from Final S8.D Data Characterization 2009-2013 (Ecology Publication No. 15-03-001). 2. The RECIPIENT will map the pollutant loading for each basin, relative to the corresponding receiving water(s). The RECIPIENT shall assess the influence of the City’s MS4 and land use patterns on each receiving water. 3. The RECIPIENT will lead development of a scoring methodology considering the influence of MS 4 on receiving water hydrology and water quality that results in relative Stormwater Management Influence scores for each basin. 4. The RECIPIENT shall estimate the level of water quality treatment and flow control from BMPs at the basin scale . 5. The RECIPIENT will assemble existing and new GIS data to show stormwater influences in each basin . C. The RECIPIENT shall document the Receiving Water Conditions Assessment as a narrative with supporting table and map for each receiving water. The table will include the name, total watershed area, the percent of the total watershed area that is in the RECIPIENT’s jurisdiction, and the findings of the stormwater management influence assessment for each receiving water. The map of the delineated basins should correspond to the watershed inventory table. The RECIPIENT shall indicate which receiving waters will be included in the Receiving Water Prioritization process . D. The RECIPIENT shall assess the relative conditions of receiving waters and contributions of basins using information collected in previous steps to identify which receiving waters are most likely to benefit from stormwater management planning. The RECIPIENT will document the determination of which basins have the highest stormwater management influence . This list of basins will become a manageable and credible list of candidate basins to begin the prioritization in Task 4. Task Goal Statement: The RECIPIENT will respond to ECOLOGY and complete Receiving Water Conditions Assessment in a timely manner . Task Expected Outcome: This task will generate a candidate list of basins for prioritization in Task 4, Receiving Water Prioritization. Template Version 12/10/2020 Page 11 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Deliverables Receiving Water Conditions Assessment Number Description Due Date 2.1 Technical memorandum describing methodology for shoreline deposition analysis, pollutant loading analysis, and the method for integrating into GIS “heat maps.” Upload to EAGL and notify ECOLOGY Project Manager when upload is complete. 2.2 Draft watershed inventory map of the delineated basins and shoreline deposition potential areas. Include Shoreline Deposition Analysis Summary . Present map as an online GIS interface. Notify ECOLOGY Project Manager when the online GIS interface is published. Upload Summary to EAGL and notify ECOLOGY Project Manager when upload is complete . 2.3 Draft Receiving Water Conditions Assessment that includes the condition of receiving water and contributing areas. Include the Pollutant Loading Summary. Upload to EAGL and notify ECOLOGY Project Manager when upload is complete. 2.4 Draft Assessment of Stormwater Management Influence with scoring methodology explained, water quality/flow control map, and GIS maps showing stormwater influences of each basin. Upload Stormwater Management Influence Report to EAGL and notify ECOLOGY Project Manager when upload is complete and online GIS interface for maps are published. 2.5 Watershed Inventory Table and Receiving Water Conditions Assessment Map (“heat map”) that summarizes Tasks 3.1, 3.2, 3.3, and 3.4 and documents catchments, receiving water conditions, contributions of pollutants, MS4 influence, and a list of candidate basins for prioritization. Upload Watershed Inventory Table to EAGL and notify ECOLOGY Project Manager when upload is complete. Notify ECOLOGY Project Manager when online GIS interface for Receiving Water Conditions Assessment Map is published . 2.6 Response to Ecology comments on Watershed Inventory Table and Receiving Water Conditions Assessment Map. Upload to EAGL and notify ECOLOGY Project Manager when upload is complete. 2.7 Ecology acceptance of Receiving Water Conditions Assessment Map and Watershed Inventory Table. Upload acceptance letter to EAGL and notify Ecology Project Manager when upload is complete. RECIPIENT will submit this inventory and map for the Permit Annual Report . Template Version 12/10/2020 Page 12 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:3 Task Cost: $33,000.00 Task Title:Receiving Water Prioritization Task Description: A. The RECIPIENT will lead development of a ranking system to assist in scoring and prioritizing the receiving waters and selecting a watershed and basin area to implement actions. The RECIPIENT will build on the results of Task 2. The Building Cities in the Rain and SMAP Guidance will support development of the scoring methodology . The RECIPIENT will document the development of the scoring methods in a draft narrative. The RECIPIENT will apply the scoring methodology to the list of candidate basins from Task 2 and produce a draft list of candidate basins and prioritization matrix. B.The RECIPIENT will conduct stakeholder and public outreach process to inform the community and solicit feedback regarding the prioritization method and prioritized basins. The RECIPIENT will consider environmental justice, accessibility, and language needs during the outreach process. The RECIPIENT will document stakeholder and community feedback and provide ECOLOGY with a Summary of Stakeholder and Public Outreach . C.The RECIPIENT will finalize the prioritization and ranking and select the highest priority basin for implementation . The RECIPIENT will document in a Draft Receiving Water Prioritization and Ranking Memorandum how the scoring method in 3A and the public engagement led to this selection. D.The RECIPIENT will respond to Ecology comments on the Draft Receiving Water Prioritization and Ranking memorandum. E.The RECIPIENT will upload the Final Receiving Water Prioritization and Ranking memorandum . Task Goal Statement: The RECIPIENT will complete the Receiving Water Prioritization and respond to ECOLOGY, other stakeholders, and public comments in a timely manner. Task Expected Outcome: The Receiving Water Prioritization will select high priority watershed and basin area (s) for development of a SMAP to minimize stormwater impacts to high priority receiving waters. Template Version 12/10/2020 Page 13 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Deliverables Receiving Water Prioritization Number Description Due Date 3.1 Draft prioritization scoring methodology narrative and Draft Prioritization and Ranking Matrix. Upload to EAGL and notify ECOLOGY Project Manager when upload is complete. 3.2 Draft public outreach materials that provide the public and stakeholders with an opportunity to comment on proposed prioritized basins. Summary of Stakeholder and Public Outreach. Upload both to EAGL and notify ECOLOGY when upload is complete. 3.3 Submit Draft Receiving Water Prioritization and Ranking Memorandum , describing selection of high-priority basin and impact of stakeholder and public input. Submit online GIS interface showing selected basins. Upload to EAGL and notify ECOLOGY when upload is complete. 3.4 Response to ECOLOGY comments on Final Receiving Water Prioritization Memorandum and map. Upload to EAGL and notify ECOLOGY when upload is complete. 3.5 ECOLOGY acceptance of Receiving Water Prioritization memorandum and map. Upload acceptance letter to EAGL and notify Ecology Project Manager when upload is complete. Template Version 12/10/2020 Page 14 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:4 Task Cost: $85,000.00 Task Title:Stormwater Management Action Plan Task Description: A.The RECIPIENT will list and describe potential structural and non-structural stormwater management actions for the prioritized basin area. Structural actions will be stormwater retrofit BMP’s and non-structural actions will include land management/development strategies, and targeted stormwater management program (SWMP) actions to support improved receiving water quality. Proposed retrofits and actions should match where the basin is in the Watershed Characterization model (i.e., whether it primarily needs protection or improvement). The RECIPIENT will consider both short-term and long-term actions. 1. The RECIPIENT will identify retrofit opportunities in the selected priority basin, based on field evaluation, desktop infiltration assessment and retrofit experience of City staff . B.The RECIPIENT will provide one opportunity for stakeholder review and comment on the list of proposed stormwater management actions. C.The RECIPIENT will prepare a draft SMAP, including a proposed implementation schedule, short and long-term goals, conceptual budget, potential funding sources, and adaptive management. 1.The RECIPIENT will perform analysis of cost-benefit for each management action and structural retrofit in the list from Task 4A in relation to the water quality of the receiving water . 2.The RECIPIENT will select up to two retrofit opportunities and develop up to 30% preliminary engineering designs. Preliminary engineering design deliverable should include a description of BMP selection and sizing , layout of new facilities, and cost estimate. D.The RECIPIENT shall provide opportunities for public comment and ECOLOGY comment on the draft SMAP . E.The RECIPIENT will prepare a final SMAP that considers and incorporates ECOLOGY and public comments . Task Goal Statement: Prepare Stormwater Management Action Plan. Task Expected Outcome: Development of stormwater and land management strategies that act as water quality management tools intended to conserve, protect, or restore water quality in a selected receiving water. Template Version 12/10/2020 Page 15 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Deliverables Stormwater Management Action Plan Number Description Due Date 4.1 Draft list of structural and non-structural stormwater management actions. This will include GIS map and 10% summary sheets for proposed structural retrofits and a list of non-structural stormwater management actions. Notify ECOLOGY when the list of projects and actions are published and share the online GIS interface. 4.2 Documentation of the stakeholder feedback and responses. Upload documentation and notify ECOLOGY when upload is complete . 4.3 Draft SMAP, including supportive narrative, proposed schedule, conceptual budget, potential funding sources, and adaptive management. Also include cost-benefit summary of retrofits and management actions. Upload to EAGL and notify ECOLOGY when upload is complete. 4.4 Up to two retrofit engineering designs, up to 30% design. Upload to ECOLOGY and notify ECOLOGY when upload is complete . 4.5 Documentation of public outreach and comments. Upload documentation of comments and responses and notify ECOLOGY when upload is complete . 4.6 Response to ECOLOGY SMAP comments. Upload to EAGL and notify ECOLOGY when upload is complete. 4.7 ECOLOGY acceptance of SMAP. Upload a copy of ECOLOGY acceptance letter and notify ECOLOGY when upload is complete . 4.8 Final written SMAP, including narrative and online GIS interface. Upload to ECOLOGY and notify ECOLOGY when upload is complete . Template Version 12/10/2020 Page 16 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:5 Task Cost: $5,000.00 Task Title:Cultural and Environmental Reviews, and Permitting Task Description: The RECIPIENT shall ensure the following items are completed and provide the associated deliverables to ECOLOGY . The RECIPIENT must approve all materials prior to submitting them to ECOLOGY for acceptance . A.The RECIPIENT will provide both the ECOLOGY project manager and separegister @ecy.wa.gov an initial consultation on the draft State Environmental Policy Act (SEPA) documents. B.The RECIPIENT will notify the ECOLOGY project manager, in addition to the required distribution and public notice, when SEPA documents have been issued for the official comment period , which is a minimum of 21 days. C.The RECIPIENT is responsible for application of, receipt of, and compliance with all required local, state, tribal and federal permits, licenses, easements, or property rights necessary for the project. D.The RECIPIENT will submit the documents listed below to ECOLOGY to initiate cultural resources review for the projects designed to 30% design. Property acquisition and above and below ground activities proposed at any project site must be reviewed for potential affects to cultural resources . 1.The RECIPIENT will submit the Cultural Resources Review Form to ECOLOGY, using the ECOLOGY template. Any supporting materials must conform to the Department of Archeology and Historic Preservation’s Washington State Standards for Cultural Resource Reporting. The Cultural Resources Review Form template may be found on the ECOLOGY website . 2.The RECIPIENT will submit an Inadvertent Discovery Plan (IDP) to ECOLOGY, using the ECOLOGY template. The RECIPIENT will ensure that all contractors and subcontractors have a copy of the completed IDP prior to and while working on-site. The IDP template may be found on the ECOLOGY website. The RECIPIENT must receive written notice from ECOLOGY prior to proceeding with work . Examples of work may include (but are not limited to) geotechnical work, acquisition, site prep work, and BMP installations. Work done prior to written notice to proceed shall not be eligible for reimbursement. Task Goal Statement: The RECIPIENT will complete all cultural and environmental reviews and permitting tasks in a timely manner . Task Expected Outcome: The project will meet the requirements set forth by the cultural resource protection requirements, State Environmental Policy Act, and all other applicable federal, state, and local laws, and regulations. Template Version 12/10/2020 Page 17 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Deliverables Cultural and Environmental Reviews, and Permitting Number Description Due Date 5.1 SEPA checklist, or other documentation for projects considered exempt from SEPA review, if SEPA is triggered. Upload to EAGL and notify ECOLOGY when upload is complete. 5.2 List of permits acquired and environmental review documents. Upload to EAGL and notify ECOLOGY when upload is complete . 5.3 Cultural Resources Review Form, if required. Email the form and any supplemental cultural resources documentation directly to the ECOLOGY Project Manager. ECOLOGY will upload documentation to EAGL when cultural resources is complete. 5.4 Inadvertent Discovery Plan, if required. Upload to EAGL and notify ECOLOGY when upload is complete. Template Version 12/10/2020 Page 18 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton SCOPE OF WORK Task Number:6 Task Cost: $2,500.00 Task Title:Project Close Out Task Description: The RECIPIENT shall ensure the following items are completed and provide the associated deliverables to ECOLOGY . The RECIPIENT must approve all materials prior to submitting them to ECOLOGY for acceptance . A.The RECIPIENT will submit the final GIS compatible project area in shapefile , geodatabase file, or ECOLOGY-approved equivalent. The project area should include polygon features for stormwater facilities and contributing areas. B.The RECIPIENT will submit the Recipient Closeout Report (RCOR) in EAGL in accordance with Task 1. C.The RECIPIENT will submit the Two-page Outcome Summary Report using the ECOLOGY template in accordance to Task 1. Upload the Two-page Outcome Summary Report in the RCOR in EAGL. Task Goal Statement: The RECIPIENT will complete all close out submittals in a timely manner. Task Expected Outcome: * Timely and complete submittal of GIS, Recipient Closeout Report, and Two-page Outcome Summary Report. Deliverables Project Close Out Number Description Due Date 6.1 Final project area shapefile, geodatabase file, or ECOLOGY-approved equivalent. Upload to EAGL and notify when upload is complete . Upload ECOLOGY acceptance documentation . Template Version 12/10/2020 Page 19 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton BUDGET Funding Distribution EG220560 NOTE: The above funding distribution number is used to identify this specific agreement and budget on payment remittances and may be referenced on other communications from ECOLOGY. Your agreement may have multiple funding distribution numbers to identify each budget. Title: State SFAP - SFY22 100% Model Toxics Control Capital Account(MTCCA) Stormwater Type: Funding Source %: Description: FD023RFund: Approved Indirect Costs Rate: Recipient Match %: InKind Interlocal Allowed: InKind Other Allowed: Is this Funding Distribution used to match a federal grant? No Approved State Indirect Rate: 0% 25% No No Funding Title: Funding Source: Funding Expiration Date: Funding Type: Funding Effective Date: SFAP 07/01/2021 06/30/2023 Grant SFAP Task Total Grant and Loan Administration 7,000.00$ Receiving Water Conditions Assessment 77,500.00$ Receiving Water Prioritization 33,000.00$ Stormwater Management Action Plan 85,000.00$ Cultural and Environmental Reviews, and Permitting 5,000.00$ Project Close Out 2,500.00$ 210,000.00$Total: Template Version 12/10/2020 Page 20 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Funding Distribution Summary Recipient / Ecology Share Recipient Share Ecology Share TotalRecipient Match %Funding Distribution Name $$$%157,500.00 210,000.0052,500.0025.00SFAP Total $$52,500.00 157,500.00 $210,000.00 AGREEMENT SPECIFIC TERMS AND CONDITIONS N/A SPECIAL TERMS AND CONDITIONS SECTION 1: DEFINITIONS Unless otherwise provided, the following terms will have the respective meanings for all purposes of this agreement: “Administration Charge” means a charge established in accordance with Chapter 90.50A RCW and Chapter 173-98 WAC, to be used to pay Ecology’s cost to administer the State Revolving Fund by placing a percentage of the interest earned in an Administrative Charge Account . “Administrative Requirements” means the effective edition of ECOLOGY 's Administrative Requirements for Recipients of Ecology Grants and Loans at the signing of this agreement. “Annual Debt Service” for any calendar year means for any applicable bonds or loans including the loan, all interest plus all principal due on such bonds or loans in such year. “Average Annual Debt Service” means , at the time of calculation, the sum of the Annual Debt Service for the remaining years of the loan to the last scheduled maturity of the loan divided by the number of those years. “Acquisition” means the purchase or receipt of a donation of fee or less than fee interests in real property. These interests include, but are not limited to, conservation easements, access/trail easements, covenants, water rights, leases, and mineral rights. “Centennial Clean Water Program” means the state program funded from various state sources . “Contract Documents” means the contract between the RECIPIENT and the construction contractor for construction of the project. “Cost Effective Analysis” means a comparison of the relative cost -efficiencies of two or more potential ways of solving a water quality problem as described in Chapter 173-98-730 WAC. “Defease” or “Defeasance” means the setting aside in escrow or other special fund or account of sufficient investments and money dedicated to pay all principal of and interest on all or a portion of an obligation as it comes due. “Effective Date” means the earliest date on which eligible costs may be incurred . “Effective Interest Rate” means the total interest rate established by Ecology that includes the Administrative Charge . “Estimated Loan Amount” means the initial amount of funds loaned to the RECIPIENT . “Estimated Loan Repayment Schedule” means the schedule of loan repayments over the term of the loan based on the Estimated Loan Amount. “Equivalency” means projects designated by ECOLOGY to meet additional federal requirements . “Expiration Date” means the latest date on which eligible costs may be incurred. “Final Accrued Interest” means the interest accrued beginning with the first disbursement of funds to the RECIPIENT through Template Version 12/10/2020 Page 21 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton such time as the loan is officially closed out and a final loan repayment schedule is issued . “Final Loan Amount” means all principal of and interest on the loan from the Project Start Date through the Project Completion Date. “Final Loan Repayment Schedule” means the schedule of loan repayments over the term of the loan based on the Final Loan Amount. “Forgivable Principal” means the portion of a loan that is not required to be paid back by the borrower . “General Obligation Debt” means an obligation of the RECIPIENT secured by annual ad valorem taxes levied by the RECIPIENT and by the full faith, credit, and resources of the RECIPIENT. “General Obligation Payable from Special Assessments Debt” means an obligation of the RECIPIENT secured by a valid general obligation of the Recipient payable from special assessments to be imposed within the constitutional and statutory tax limitations provided by law without a vote of the electors of the RECIPIENT on all of the taxable property within the boundaries of the RECIPIENT. “Gross Revenue” means all of the earnings and revenues received by the RECIPIENT from the maintenance and operation of the Utility and all earnings from the investment of money on deposit in the Loan Fund, except (i) Utility Local Improvement Districts (ULID) Assessments, (ii) government grants, (iii) RECIPIENT taxes, (iv) principal proceeds of bonds and other obligations, or (v) earnings or proceeds (A) from any investments in a trust, Defeasance, or escrow fund created to Defease or refund Utility obligations or (B) in an obligation redemption fund or account other than the Loan Fund until commingled with other earnings and revenues of the Utility or (C) held in a special account for the purpose of paying a rebate to the United States Government under the Internal Revenue Code. “Guidelines” means the ECOLOGY's Funding Guidelines that that correlate to the State Fiscal Year in which the project is funded. “Initiation of Operation Date” means the actual date the Water Pollution Control Facility financed with proceeds of the loan begins to operate for its intended purpose. “Loan” means the Washington State Water Pollution Control Revolving Fund Loan or Centennial Clean Water Fund (Centennial) Loan made pursuant to this loan agreement. “Loan Amount” means either an Estimated Loan Amount or a Final Loan Amount , as applicable. “Loan Fund” means the special fund created by the RECIPIENT for the repayment of the principal of and interest on the loan . “Loan Security” means the mechanism by which the RECIPIENT pledges to repay the loan . “Loan Term” means the repayment period of the loan . “Maintenance and Operation Expense” means all reasonable expenses incurred by the RECIPIENT in causing the Utility to be operated and maintained in good repair, working order, and condition including payments to other parties, but will not include any depreciation or RECIPIENT levied taxes or payments to the RECIPIENT in lieu of taxes . “Net Revenue” means the Gross Revenue less the Maintenance and Operation Expense. “Original Engineer’s Estimate” means the engineer’s estimate of construction costs included with bid documents . “Principal and Interest Account” means , for a loan that constitutes Revenue-Secured Debt, the account created in the loan fund to be first used to repay the principal of and interest on the loan. “Project” means the project described in this agreement. “Project Completion Date” means the date specified in the agreement on which the Scope of Work will be fully completed . This term is only used in loan agreements. “Project Schedule” means that schedule for the project specified in the agreement. “Revenue-Secured Debt” means an obligation of the RECIPIENT secured by a pledge of the revenue of a utility and one not a general obligation of the RECIPIENT. “Reserve Account” means , for a loan that constitutes a Revenue Secured Debt and if specifically identified as a term and condition of the funding agreement, the account of that name created in the loan fund to secure the payment of the principal of and interest on the loan. Template Version 12/10/2020 Page 22 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton “Risk-Based Determination” means an approach to sub-recipient monitoring and oversight based on risk factors associated to a RECIPIENT or project. “Scope of Work” means the tasks and activities constituting the project . “Section 319” means the section of the Clean Water Act that provides funding to address nonpoint sources of water pollution . “Senior Lien Obligations” means all revenue bonds and other obligations of the RECIPIENT outstanding on the date of execution of this loan agreement (or subsequently issued on a parity therewith, including refunding obligations) or issued after the date of execution of this loan agreement having a claim or lien on the Gross Revenue of the Utility prior and superior to the claim or lien of the loan, subject only to Maintenance and Operation Expense. “State Water Pollution Control Revolving Fund (Revolving Fund)” means the water pollution control revolving fund established by Chapter 90.50A.020 RCW. “Termination Date” means the effective date of ECOLOGY’s termination of the agreement . “Termination Payment Date” means the date on which the RECIPIENT is required to repay to ECOLOGY any outstanding balance of the loan and all accrued interest. “Total Eligible Project Cost” means the sum of all costs associated with a water quality project that have been determined to be eligible for ECOLOGY grant or loan funding, including any required recipient match. “Total Project Cost” means the sum of all costs associated with a water quality project , including costs that are not eligible for ECOLOGY grant or loan funding. “ULID” means any utility local improvement district of the RECIPIENT created for the acquisition or construction of additions to and extensions and betterments of the Utility. “ULID Assessments” means all assessments levied and collected in any ULID . Such assessments are pledged to be paid into the Loan Fund (less any prepaid assessments permitted by law to be paid into a construction fund or account). ULID Assessments will include principal installments and any interest or penalties which may be due. “Utility” means the sewer system, stormwater system, or the combined water and sewer system of the RECIPIENT, the Net Revenue of which is pledged to pay and secure the loan. SECTION 2: THE FOLLOWING CONDITIONS APPLY TO ALL RECIPIENTS OF WATER QUALITY COMBINED FINANCIAL ASSISTANCE FUNDING. The Water Quality Financial Assistance Funding Guidelines are included in this agreement by reference and are available on ECOLOGY’s Water Quality Program website. A. Architectural and Engineering Services: The RECIPIENT certifies by signing this agreement that the requirements of Chapter 39.80 RCW, “Contracts for Architectural and Engineering Services ,” have been, or shall be, met in procuring qualified architectural/engineering services. The RECIPIENT shall identify and separate eligible and ineligible costs in the final architectural/engineering services contract and submit a copy of the contract to ECOLOGY. B. Acquisition: The following provisions shall be in force only if the project described in this agreement is an acquisition project: a. Evidence of Land Value and Title. The RECIPIENT shall submit documentation of the cost of the property rights and the type of ownership interest that has been acquired. b. Legal Description of Real Property Rights Acquired . The legal description of the real property rights purchased with funding assistance provided through this agreement (and protected by a recorded conveyance of rights to the State of Washington ) shall be incorporated into the agreement before final payment. c. Conveyance of Rights to the State of Washington. Upon purchase of real property rights (both fee simple and lesser interests), the RECIPIENT shall execute the document necessary to convey certain rights and responsibilities to ECOLOGY , on behalf of the State of Washington . The documents required will depend on the project type, the real property rights being acquired, and whether or not those rights are being acquired in perpetuity (see options below). The RECIPIENT shall use language provided by ECOLOGY, to record the executed document in the County where the real property lies, and to provide a copy of the recorded document to ECOLOGY. Template Version 12/10/2020 Page 23 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Documentation Options: 1. Deed of Right. The Deed of Right conveys to the people of the state of Washington the right to preserve , protect, and/or use the property for public purposes consistent with the fund source. RECIPIENTs shall use this document when acquiring real property rights that include the underlying land. This document may also be applicable for those easements where the RECIPIENT has acquired a perpetual easement for public purposes . The RECIPIENT must obtain ECOLOGY approval on the draft language prior to executing the deed of right. 2. Assignment of Rights. The Assignment of Rights document transfers certain rights such as access and enforcement to ECOLOGY. The RECIPIENT shall use this document when an easement or lease is being acquired for water quality and habitat conservation. The Assignment of Rights requires the signature of the underlying landowner and must be incorporated by reference in the easement document. 3. Easements and Leases. The RECIPIENT may incorporate required language from the Deed of Right or Assignment of Rights directly into the easement or lease document, thereby eliminating the requirement for a separate document. Language will depend on the situation; therefore, the RECIPIENT must obtain ECOLOGY approval on the draft language prior to executing the easement or lease. d. Real Property Acquisition and Relocation Assistance . 1. Federal Acquisition Policies. See Section 4 of this agreement for requirements specific to Section 319 and SRF funded projects. 2. State Acquisition Policies. When state funds are part of this agreement, the RECIPIENT agrees to comply with the terms and conditions of the Uniform Relocation Assistance and Real Property Acquisition Policy of the State of Washington , Chapter 8.26 RCW, and Chapter 468-100 WAC. 3. Housing and Relocation. In the event that housing and relocation costs, as required by federal law set out in subsection (1) above and/or state law set out in subsection (2) above, are involved in the execution of this project, the RECIPIENT agrees to provide any housing and relocation assistance required. e. Hazardous Substances. 1. Certification. The RECIPIENT shall inspect, investigate, and conduct an environmental audit of the proposed acquisition site for the presence of hazardous substances, as defined in RCW 70.105D.020(10), and certify: i. No hazardous substances were found on the site, or ii. Any hazardous substances found have been treated and/or disposed of in compliance with applicable state and federal laws, and the site is deemed “clean.” 2. Responsibility. Nothing in this provision alters the RECIPIENT's duties and liabilities regarding hazardous substances as set forth in RCW 70.105D. 3. Hold Harmless. The RECIPIENT will defend, protect and hold harmless ECOLOGY and any and all of its employees and/or agents, from and against any and all liability, cost (including but not limited to all costs of defense and attorneys' fees) and any and all loss of any nature from any and all claims or suits resulting from the presence of, or the release or threatened release of, hazardous substances on the property the RECIPIENT is acquiring . f. Restriction On Conversion Of Real Property And/Or Facilities To Other Uses The RECIPIENT shall not at any time convert any real property (including any interest therein) or facility acquired, developed, maintained, renovated, and/or restored pursuant to this agreement to uses other than those purposes for which funds were approved without prior approval of ECOLOGY. For acquisition projects that are term limited, such as one involving a lease or a term-limited restoration, renovation or development project or easement, this restriction on conversion shall apply only for the length of the term, unless otherwise provided in written documents or required by applicable state or federal law. In such case, the restriction applies to such projects for the length of the term specified by the lease, easement, deed, or landowner agreement. C. Best Management Practices (BMP) Implementation: If the RECIPIENT installs BMPs that are not approved by Template Version 12/10/2020 Page 24 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton ECOLOGY prior to installation, the RECIPIENT assumes the risk that part or all of the reimbursement for that activity may be delayed or ineligible. For more details regarding BMP Implementation, please reference the Water Quality Financial Assistance Funding Guidelines available on ECOLOGY’s Water Quality Program funding website . D. Electronic Fund Transfers: Payment will be issued through Washington State’s Office of Financial Management’s Statewide Payee Desk. To receive payment you must register as a statewide vendor by submitting a statewide vendor registration form and an IRS W-9 form at website, https://ofm.wa.gov/it-systems/statewide-vendorpayee-services. If you have questions about the vendor registration process or electronic fund transfers, you can contact Statewide Payee Help Desk at (360) 407-8180 or email PayeeRegistration@ofm.wa.gov. E. Equipment Purchase: Equipment purchases over $5,000 and not included in the scope of work or the Ecology approved construction plans and specifications, must be pre-approved by ECOLOGY’s project manager before purchase . All equipment purchases over $5,000 and not included in a contract for work being completed on the funded project, must also be reported on the Equipment Purchase Report in EAGL. F. Funding Recognition: The RECIPIENT must inform the public about ECOLOGY or any EPA (see Section 3.B for Section 319 funded or Section 5.E for SRF funded projects) funding participation in this project through the use of project signs, acknowledgement in published materials, reports, the news media, websites, or other public announcements. Projects addressing site-specific locations must utilize appropriately sized and weather-resistant signs. Sign logos are available from ECOLOGY’s Financial Manager upon request . G. Growth Management Planning: The RECIPIENT certifies by signing this agreement that it is in compliance with the requirements of Chapter 36.70A RCW, “Growth Management Planning by Selected Counties and Cities.” If the status of compliance changes, either through RECIPIENT or legislative action, the RECIPIENT shall notify ECOLOGY in writing of this change within 30 days. H. Interlocal: The RECIPIENT certifies by signing this agreement that all negotiated interlocal agreements necessary for the project are, or shall be, consistent with the terms of this agreement and Chapter 39.34 RCW, “Interlocal Cooperation Act.” The RECIPIENT shall submit a copy of each interlocal agreement necessary for the project to ECOLOGY upon request . I. Lobbying and Litigation: Costs incurred for the purposes of lobbying or litigation are not eligible for funding under this agreement. J. Post Project Assessment Survey: The RECIPIENT agrees to participate in a brief survey regarding the key project results or water quality project outcomes and the status of long-term environmental results or goals from the project approximately three years after project completion. A representative from ECOLOGY’s Water Quality Program may contact the RECIPIENT to request this data. ECOLOGY may also conduct site interviews and inspections , and may otherwise evaluate the project, as part of this assessment. K. Project Status Evaluation: ECOLOGY may evaluate the status at any time. ECOLOGY’s Project Manager and Financial Manager will meet with the RECIPIENT to review spending trends , completion of outcome measures, and overall project administration and performance. If the RECIPIENT fails to make satisfactory progress toward achieving project outcomes , ECOLOGY may change the scope of work, reduce grant funds, or increase oversight measures. L. Technical Assistance: Technical assistance for agriculture activities provided under the terms of this agreement shall be consistent with the current U.S. Natural Resource Conservation Service (“NRCS”) Field Office Technical Guide for Washington State and specific requirements outlined in the Water Quality Funding Guidelines . Technical assistance, proposed practices, or project designs that do not meet these standards may be eligible if approved in writing by ECOLOGY. SECTION 3: THE FOLLOWING CONDITIONS APPLY TO SECTION 319 AND CENTENNIAL CLEAN WATER FUNDED PROJECTS BEING USED TO MATCH SECTION 319 FUNDS. The RECIPIENT must submit the following documents to ECOLOGY before this agreement is signed by ECOLOGY : 1. Federal Funding Accountability and Transparency Act (FFATA) Form, available on the Water Quality Program website. (This form is used for Section 319 funds only) Template Version 12/10/2020 Page 25 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton 2. “Section 319 Initial Data Reporting” form in EAGL. A. Data Reporting: The RECIPIENT must complete the “Section 319 Initial Data Reporting” form in EAGL before this agreement can be signed by Ecology. This form is used to gather general information about the project for EPA . B. Funding Recognition and Outreach: In addition to Section 2.F. of these Special Terms and Conditions, the RECIPIENT shall provide signage that informs the public that the project is funded by EPA . The signage shall contain the EPA logo and follow usage requirements available at http://www2.epa.gov/stylebook/using-epa-seal-and-logo. To obtain the appropriate EPA logo or seal graphic file, the RECIPIENT may send a request to their Ecology Financial Manager. To increase public awareness of projects serving communities where English is not the predominant language , RECIPIENTS are encouraged to provide their outreach strategies communication in non-English languages. Translation costs for this purpose are allowable, provided the costs are reasonable. (Applies to both the Section 319 funded projects and the Centennial match projects) The RECIPIENT shall use the following paragraph in all reports, documents, and signage developed under this agreement: (Applies to Section 319 funded projects only) “This project has been funded wholly or in part by the United States Environmental Protection Agency under an assistance agreement to the Washington State Department of Ecology . The contents of this document do not necessarily reflect the views and policies of the Environmental Protection Agency , nor does the mention of trade names or commercial products constitute endorsement or recommendation for use.” C. Load Reduction Reporting: The RECIPIENT shall complete the “Section 319 Annual Load Reduction Reporting” form in EAGL by January 15 of each year and at project close-out. ECOLOGY may hold reimbursements until the RECIPIENT has completed the form. This form is used to gather information on best management practices (BMPs) installed and associated pollutant load reductions that were funded as a part of this project. D. Time Extension: The RECIPIENT may request a one-time extension for up to 12 months. However, the time extension cannot exceed the time limitation established in EPA’s assistance agreement . In the event a time extension is requested and approved by ECOLOGY, the RECIPIENT must complete all eligible work performed under this agreement by the expiration date. (For Section 319 funded projects only) SECTION 4: THE FOLLOWING CONDITIONS APPLY TO SECTION 319 AND STATE REVOLVING FUND (SRF) LOAN FUNDED PROJECTS ONLY. A. Accounting Standards: The RECIPIENT shall maintain accurate records and accounts for the project (PROJECT Records) in accordance with Generally Accepted Accounting Principles (GAAP) as issued by the Governmental Accounting Standards Board (GASB), including standards related to the reporting of infrastructure assets or in accordance with the standards in Chapter 43.09.200 RCW “Local Government Accounting – Uniform System of Accounting .” B. Acquisitions: Section 319 and SRF Equivalency project RECIPIENTs shall comply with the terms and conditions of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 84 Stat. 1894 (1970)--Public Law 91-646, as amended by the Surface Transportation and Uniform Relocation Assistance Act , PL 100-17-1987, and applicable regulations and procedures of the federal agency implementing that Act . C. Audit Requirements: In accordance with 2 CFR 200.501(a), the RECIPIENT agrees to obtain a single audit from an independent auditor, if their organization expends $750,000 or more in total Federal funds in their fiscal year. The RECIPIENT must submit the form SF-SAC and a Single Audit Report Package within 9 months of the end of the fiscal year or 30 days after receiving the report from an independent auditor. The SF-SAC and a Single Audit Report Package MUST be submitted using the Federal Audit Clearinghouse’s Internet Data Entry System available at : https://facweb.census.gov/.. D. Archaeological Resources and Historic Properties (Section 106): The RECIPIENT shall comply with the additional requirements under section 106 of the National Historic Preservation Act (NHPA, 36 CFR 800). E. Data Universal Numbering System (DUNS) and Central Contractor Registration (CCR) Requirements: RECIPIENTs shall Template Version 12/10/2020 Page 26 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton have a DUNS number. Unless exempted from this requirement under 2 CFR 25.110, the RECIPIENT must ensure that their organization’s information in the System for Award Management (SAM), https://www.sam.gov, is kept current through project closeout. This requires that the RECIPIENT reviews and updates the information at least annually after the initial registration , and more frequently if information changes. F. Disadvantaged Business Enterprise (DBE): General Compliance, 40 CFR, Part 33. The RECIPIENT agrees to comply with the requirements of the Environmental Protection Agency’s Program for Utilization of Small , Minority, and Women’s Business Enterprises (MBE/WBE) 40CFR, Part 33 in procurement under this agreement. Six Good Faith Efforts, 40 CFR, Part 33, Subpart C. The RECIPIENT agrees to make the following good faith efforts whenever procuring construction, equipment, services, and supplies under this agreement. Records documenting compliance with the following six good faith efforts shall be retained: 1) Ensure Disadvantaged Business Enterprises are made aware of contracting opportunities to the fullest extent practicable through outreach and recruitment activities. For Indian Tribal, State and Local and Government RECIPIENTs , this shall include placing Disadvantaged Business Enterprises on solicitation lists and soliciting them whenever they are potential sources. 2) Make information on forthcoming opportunities available to Disadvantaged Business Enterprises and arrange time frames for contracts and establish delivery schedules, where the requirements permit, in a way that encourages and facilitates participation by Disadvantaged Business Enterprises in the competitive process. This includes, whenever possible, posting solicitations for bids or proposals for a minimum of thirty (30) calendar days before the bid or proposal closing date. 3) Consider, in the contracting process, whether firms competing for large contracts could subcontract with Disadvantaged Business Enterprises. For Indian Tribal, State, and Local Government RECIPIENTs, this shall include dividing total requirements when economically feasible into smaller tasks or quantities to permit maximum participation by Disadvantaged Business Enterprises in the competitive process. 4) Encourage contracting with a consortium of Disadvantaged Business Enterprises when a contract is too large for one of these firms to handle individually. 5) Use services and assistance of the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. 6) If the prime contractor awards subcontracts, require the prime contractor to take the five good faith efforts steps in paragraphs 1 through 5 above. The RECIPIENT agrees to submit ECOLOGY’s Contractor Participation Report Form D with each payment request . Contract Administration Provisions, 40 CFR, Section 33.302. The RECIPIENT agrees to comply with the contract administration provisions of 40 CFR, Section 33.302. Non-discrimination Provision. The RECIPIENT shall not discriminate on the basis of race , color, national origin or sex in the performance of this agreement. The RECIPIENT shall carry out applicable requirements of 40 CFR Part 33 in the award and administration of contracts awarded under EPA financial assistance agreements . Failure by the RECIPIENT to carry out these requirements is a material breach of this agreement which may result in the termination of this contract or other legally available remedies. This does not preclude the RECIPIENT from enacting broader nondiscrimination protections . The RECIPIENT shall comply with all federal and state nondiscrimination laws, including but not limited to, Title VI and VII of the Civil Rights Act of 1964, Section 504 of the Rehabilitation Act of 1973, Title IX of the Education Amendments of 1972, the Age Discrimination Act of 1975, and Chapter 49.60 RCW, Washington’s Law Against Discrimination, and 42 U.S.C. 12101 et seq, the Americans with Disabilities Act (ADA). In the event of the RECIPIENT’s noncompliance or refusal to comply with any applicable nondiscrimination law , regulation, or policy, this agreement may be rescinded, canceled, or terminated in whole or in part and the RECIPIENT may be declared ineligible for further funding from ECOLOGY. The RECIPIENT shall, however, be given a reasonable time in which to cure this noncompliance. The RECIPIENT shall include the following terms and conditions in contracts with all contractors , subcontractors, engineers, Template Version 12/10/2020 Page 27 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton vendors, and any other entity for work or services pertaining to this agreement. “The Contractor will not discriminate on the basis of race, color, national origin or sex in the performance of this Contract. The Contractor will carry out applicable requirements of 40 CFR Part 33 in the award and administration of contracts awarded under Environmental Protection Agency financial agreements . Failure by the Contractor to carry out these requirements is a material breach of this Contract which may result in termination of this Contract or other legally available remedies.” Bidder List, 40 CFR, Section 33.501(b) and (c). The RECIPIENT agrees to create and maintain a bidders list . The bidders list shall include the following information for all firms that bid or quote on prime contracts, or bid or quote subcontracts, including both MBE/WBEs and non-MBE/WBEs. 1. Entity's name with point of contact 2. Entity's mailing address, telephone number, and e-mail address 3. The procurement on which the entity bid or quoted, and when 4. Entity's status as an MBE/WBE or non-MBE/WBE G. Electronic and information Technology (EIT) Accessibility: RECIPIENTs shall ensure that loan funds provided under this agreement for costs in the development or purchase of EIT systems or products provide individuals with disabilities reasonable accommodations and an equal and effective opportunity to benefit from or participate in a program , including those offered through electronic and information technology as per Section 504 of the Rehabilitation Act, codified in 40 CFR Part 7. Systems or products funded under this agreement must be designed to meet the diverse needs of users without barriers or diminished function or quality. Systems shall include usability features or functions that accommodate the needs of persons with disabilities, including those who use assistive technology. H. Hotel-Motel Fire Safety Act: The RECIPIENT shall ensure that all space for conferences , meetings, conventions or training seminars funded in whole or in part with federal funds complies with the protection and control guidelines of the Hotel and Motel Fire Safety Act (15 USC 2225a, PL 101-391, as amended). Recipients may search the Hotel-Motel National Master List at http://www.usfa.dhs.gov/applications/hotel/ to see if a property is in compliance, or to find other information about the Act. Pursuant to 15 USC 2225a. I. Trafficking In Persons: The RECIPIENT and RECIPIENT employees that are private entities shall not engage in forms of trafficking in persons during the period of time this agreement is effective . This includes, but is not limited to, the procurement of a commercial sex act or forced labor. The RECIPIENT shall notify ECOLOGY immediately of any information received from any source alleging a violation under this provision. SECTION 5: THE FOLLOWING CONDITIONS APPLY TO STATE REVOLVING FUND (SRF) LOAN FUNDED PROJECTS ONLY. The RECIPIENT must submit the following documents/forms to ECOLOGY before this agreement is signed by ECOLOGY : 1. Financial Capability Assessment Documentation 2. Opinion of RECIPIENT’s Legal Council 3. Authorizing Ordinance or Resolution 4. Federal Funding Accountability and Transparency Act (FFATA) Form (Required for SRF Equivalency projects only) 5. CWSRF Federal Reporting Information form available in EAGL 6. Fiscal Sustainability Plan (Asset Management) Certification Form in EAGL (Only required if the project includes construction of a wastewater or stormwater facility construction) 7. Cost and Effectiveness Analysis Certification Form in EAGL (Required for all projects receiving SRF Loan funding) 8. State Environmental Review Process (SERP) Documentation (Required for facility projects only) A. Alteration and Eligibility of Project: During the term of this agreement, the RECIPIENT (1) shall not materially alter the design or structural character of the project without the prior written approval of ECOLOGY and (2) shall take no action which would adversely affect the eligibility of the project as defined by applicable funding program rules and state statutes , or which would cause a violation of any covenant, condition, or provision herein. Template Version 12/10/2020 Page 28 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton B. American Iron and Steel (Buy American): This loan provision applies to projects for the construction, alteration, maintenance, or repair of a “treatment works” as defined in the Federal Water Pollution Control Act (33 USC 1381 et seq.) The RECIPIENT shall ensure that all iron and steel products used in the project are produced in the United States . Iron and Steel products means the following products made primarily of iron or steel: lined or unlined pipes and fittings, manhole covers and other municipal castings, hydrants, tanks, flanges, pipe clamps and restraints, valves, structural steel, reinforced precast concrete, and construction materials. The RECIPIENT may request waiver from this requirement from the Administrator of the Environmental Protection Agency. The RECIPIENT must coordinate all waiver requests through ECOLOGY . This provision does not apply if the engineering plans and specifications for the project were approved by ECOLOGY prior to January 17, 2014. ECOLOGY reserves the right to request documentation of RECIPIENT’S compliance with this provision . C. Authority of RECIPIENT: This agreement is authorized by the Constitution and laws of the state of Washington , including the RECIPIENT’s authority, and by the RECIPIENT pursuant to the authorizing ordinance or resolution . The RECIPIENT shall submit a copy of the authorizing ordinance or resolution to the ECOLOGY Financial Manager before this agreement shall be signed by ECOLOGY. D. Equivalency Projects: (For designated equivalency projects only) 1. The RECIPIENT must procure architectural and engineering services in accordance with the federal requirements in Chapter 11 of Title 40, U.S.C. (see www.gpo.gov/fdsys/pkg/USCODE-2011-title40/pdf/USCODE-2011-title40-subtitleI-chap11.pdf). E. Fiscal Sustainability Plan Certification: The RECIPIENT shall submit a completed Fiscal Sustainability Plan Certification before this agreement is signed by ECOLOGY. The Fiscal Sustainability Plan Certification is available from the ECOLOGY Financial Manager or on the Water Quality Program website . F. Funding Recognition and Outreach: In addition to Section 2.F of these Terms and Conditions, the RECIPIENT agrees to comply with the EPA SRF Signage Guidance in order to enhance public awareness of EPA assistance agreements nationwide. The signage guidance can be found at: https://ecology.wa.gov/About-us/How-we-operate/Grants-loans/Find-a-grant-or-loan/Water-Quality-grants-and-loans/Facility -project-resources. G. Insurance: The RECIPIENT shall at all times carry fire and extended insurance coverage , public liability, and property damage, and such other forms of insurance with responsible insurers and policies payable to the RECIPIENT on such of the buildings, equipment, works, plants, facilities, and properties of the Utility as are ordinarily carried by municipal or privately-owned utilities engaged in the operation of like systems, and against such claims for damages as are ordinarily carried by municipal or privately-owned utilities engaged in the operation of like systems, or it shall self-insure or participate in an insurance pool or pools with reserves adequate, in the reasonable judgment of the RECIPIENT, to protect it against loss. H. Litigation Authority: No litigation is now pending, or to the RECIPIENT’s knowledge, threatened, seeking to restrain, or enjoin: (i) the execution of this agreement; or (ii) the fixing or collection of the revenues, rates, and charges or the formation of the ULID and the levy and collection of ULID Assessments therein pledged to pay the principal of and interest on the loan (for revenue secured lien obligations); or (iii) the levy and collection of the taxes pledged to pay the principal of and interest on the loan (for general obligation-secured loans and general obligation payable from special-assessment-secured loans); or (iv) in any manner questioning the proceedings and authority under which the agreement, the loan, or the project are authorized. Neither the corporate existence, or boundaries of the RECIPIENT nor the title of its present officers to their respective offices is being contested . No authority or proceeding for the execution of this agreement has been repealed, revoked, or rescinded. I. Loan Interest Rate and Terms: This loan agreement shall remain in effect until the date of final repayment of the loan , unless terminated earlier according to the provisions herein. When the Project Completion Date has occurred, ECOLOGY and the RECIPIENT shall execute an amendment to this loan Template Version 12/10/2020 Page 29 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton agreement which details the final loan amount (Final Loan Amount), and ECOLOGY shall prepare a final loan repayment schedule. The Final Loan Amount shall be the combined total of actual disbursements made on the loan and all accrued interest to the computation date. The Estimated Loan Amount and the Final Loan Amount (in either case, as applicable, a “Loan Amount”) shall bear interest based on the interest rate identified in this agreement as the “Effective Interest Rate ,” per annum, calculated on the basis of a 365 day year. Interest on the Estimated Loan Amount shall accrue from and be compounded monthly based on the date that each payment is mailed to the RECIPIENT. The Final Loan Amount shall be repaid in equal installments , semiannually, over the term of this loan “Loan Term” as outlined in this agreement . J. Loan Repayment: Sources of Loan Repayment 1. Nature of RECIPIENT's Obligation. The obligation of the RECIPIENT to repay the loan from the sources identified below and to perform and observe all other agreements and obligations on its part, contained herein, shall be absolute and unconditional, and shall not be subject to diminution by setoff , counterclaim, or abatement of any kind. To secure the repayment of the loan from ECOLOGY, the RECIPIENT agrees to comply with all of the covenants , agreements, and attachments contained herein. 2. For General Obligation. This loan is a General Obligation Debt of the RECIPIENT. 3. For General Obligation Payable from Special Assessments . This loan is a General Obligation Debt of the RECIPIENT payable from special assessments to be imposed within the constitutional and statutory tax limitations provided by law without a vote of the electors of the RECIPIENT on all of the taxable property within the boundaries of the RECIPIENT . 4. For Revenue-Secured: Lien Position. This loan is a Revenue-Secured Debt of the RECIPIENT’s Utility. This loan shall constitute a lien and charge upon the Net Revenue junior and subordinate to the lien and charge upon such Net Revenue of any Senior Lien Obligations. In addition, if this loan is also secured by Utility Local Improvement Districts (ULID) Assessments, this loan shall constitute a lien upon ULID Assessments in the ULID prior and superior to any other charges whatsoever . 5. Other Sources of Repayment. The RECIPIENT may repay any portion of the loan from any funds legally available to it . 6. Defeasance of the Loan. So long as ECOLOGY shall hold this loan, the RECIPIENT shall not be entitled to, and shall not affect, an economic Defeasance of the loan. The RECIPIENT shall not advance refund the loan. If the RECIPIENT defeases or advance refunds the loan , it shall be required to use the proceeds thereof immediately upon their receipt, together with other available RECIPIENT funds, to repay both of the following: (i) The Loan Amount with interest (ii) Any other obligations of the RECIPIENT to ECOLOGY under this agreement , unless in its sole discretion ECOLOGY finds that repayment from those additional sources would not be in the public interest. Failure to repay the Loan Amount plus interest within the time specified in ECOLOGY’s notice to make such repayment shall incur Late Charges and shall be treated as a Loan Default. 7. Refinancing or Early Repayment of the Project. So long as ECOLOGY shall hold this loan, the RECIPIENT shall give ECOLOGY thirty days written notice if the RECIPIENT intends to refinance or make early repayment of the loan . Method and Conditions on Repayments 1. Semiannual Payments. Notwithstanding any other provision of this agreement, the first semiannual payment of principal and interest on this loan shall be due and payable no later than one year after the project completion date or initiation of operation date, whichever comes first. Thereafter, equal payments shall be due every six months. If the due date for any semiannual payment falls on a Saturday, Sunday, or designated holiday for Washington State agencies , the payment shall be due on the next business day for Washington State agencies . Payments shall be mailed to: Department of Ecology Template Version 12/10/2020 Page 30 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Cashiering Unit P.O. Box 47611 Olympia WA 98504-7611 In lieu of mailing payments, electronic fund transfers can be arranged by working with ECOLOGY’s Financial Manager . No change to the amount of the semiannual principal and interest payments shall be made without a mutually signed amendment to this agreement. The RECIPIENT shall continue to make semiannual payments based on this agreement until the amendment is effective, at which time the RECIPIENT’s payments shall be made pursuant to the amended agreement . 2. Late Charges. If any amount of the Final Loan Amount or any other amount owed to ECOLOGY pursuant to this agreement remains unpaid after it becomes due and payable, ECOLOGY may assess a late charge . The late charge shall be one percent per month on the past due amount starting on the date the debt becomes past due and until it is paid in full. 3. Repayment Limitations. Repayment of the loan is subject to the following additional limitations, among others: those on defeasance, refinancing and advance refunding, termination, and default and recovery of payments. 4. Prepayment of Loan. So long as ECOLOGY shall hold this loan, the RECIPIENT may prepay the entire unpaid principal balance of and accrued interest on the loan or any portion of the remaining unpaid principal balance of the Loan Amount . Any prepayments on the loan shall be applied first to any accrued interest due and then to the outstanding principal balance of the Loan Amount. If the RECIPIENT elects to prepay the entire remaining unpaid balance and accrued interest , the RECIPIENT shall first contact ECOLOGY’s Revenue/Receivable Manager of the Fiscal Office . K. Loan Security Due Regard: For loans secured with a Revenue Obligation: The RECIPIENT shall exercise due regard for Maintenance and Operation Expense and the debt service requirements of the Senior Lien Obligations and any other outstanding obligations pledging the Gross Revenue of the Utility, and it has not obligated itself to set aside and pay into the loan Fund a greater amount of the Gross Revenue of the Utility than, in its judgment, shall be available over and above such Maintenance and Operation Expense and those debt service requirements. Where collecting adequate gross utility revenue requires connecting additional users, the RECIPIENT shall require the sewer system connections necessary to meet debt obligations and expected operation and maintenance expenses. Levy and Collection of Taxes (if used to secure the repayment of the loan): For so long as the loan is outstanding, the RECIPIENT irrevocably pledges to include in its budget and levy taxes annually within the constitutional and statutory tax limitations provided by law without a vote of its electors on all of the taxable property within the boundaries of the RECIPIENT in an amount sufficient, together with other money legally available and to be used therefore, to pay when due the principal of and interest on the loan, and the full faith, credit and resources of the RECIPIENT are pledged irrevocably for the annual levy and collection of those taxes and the prompt payment of that principal and interest. Not an Excess Indebtedness: For loans secured with a general obligation pledge or a general obligation pledge on special assessments: The RECIPIENT agrees that this agreement and the loan to be made do not create an indebtedness of the RECIPIENT in excess of any constitutional or statutory limitations . Pledge of Net Revenue and ULID Assessments in the ULID (if used to secure the repayment of this loan): For so long as the loan is outstanding, the RECIPIENT irrevocably pledges the Net Revenue of the Utility , including applicable ULID Assessments in the ULID, to pay when due the principal of and interest on the loan. Utility Local Improvement District (ULID) Assessment Collection (if used to secure the repayment of the loan): All ULID Assessments in the ULID shall be paid into the Loan Fund and used to pay the principal of and interest on the loan. L. Maintenance and Operation of a Funded Utility: The RECIPIENT shall, at all times, maintain and keep the funded Utility in good repair, working order, and condition. M. Opinion of RECIPIENT’s Legal Counsel: The RECIPIENT must submit an “Opinion of Legal Counsel to the RECIPIENT” to ECOLOGY before this agreement will be signed. ECOLOGY will provide the form. N. Prevailing Wage (Davis-Bacon Act): The RECIPIENT agrees, by signing this agreement, to comply with the Davis-Bacon Act prevailing wage requirements. This applies to the construction, alteration, and repair of treatment works carried out, in Template Version 12/10/2020 Page 31 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton whole or in part, with assistance made available by the State Revolving Fund as authorized by Section 513, title VI of the Federal Water Pollution Control Act (33 U.S.C. 1372). Laborers and mechanics employed by contractors and subcontractors shall be paid wages not less often than once a week and at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor. The RECIPIENT shall obtain the wage determination for the area in which the project is located prior to issuing requests for bids, proposals, quotes or other methods for soliciting contracts (solicitation). These wage determinations shall be incorporated into solicitations and any subsequent contracts. The RECIPIENT shall ensure that the required EPA contract language regarding Davis-Bacon Wages is in all contracts and sub contracts in excess of $2,000. The RECIPIENT shall maintain records sufficient to document compliance with the Davis -Bacon Act, and make such records available for review upon request. The RECIPIENT also agrees, by signing this agreement, to comply with State Prevailing Wages on Public Works, Chapter 39.12 RCW, as applicable. Compliance may include the determination whether the project involves “public work” and inclusion of the applicable prevailing wage rates in the bid specifications and contracts. The RECIPIENT agrees to maintain records sufficient to evidence compliance with Chapter 39.12 RCW, and make such records available for review upon request. O. Progress Reports: RECIPIENTS funded with State Revolving Fund Loan or Forgivable Principal shall include the following verification statement in the “General Comments” text box of each progress report. “We verify that we are in compliance with all the requirements as outlined in our funding agreement (s) with the Department of Ecology. This includes but is not limited to: - The Davis-Bacon Act, 29 CFR (If applicable) - Washington State Prevailing Wage Rate, Chapter 39.12 RCW (Pertaining to all recipients) - The Disadvantaged Business Enterprise (DBE), 40 CFR, Part 33” P. Representations and Warranties: The RECIPIENT represents and warrants to ECOLOGY as follows: Application: Material Information. All information and materials submitted by the RECIPIENT to ECOLOGY in connection with its loan application were, when made, and are, as of the date the RECIPIENT signs this agreement, true and correct. There is no material adverse information relating to the RECIPIENT, the project, the loan, or this agreement known to the RECIPIENT, which has not been disclosed in writing to ECOLOGY. Existence; Authority. It is a duly formed and legally existing municipal corporation or political subdivision of the state of Washington or a federally recognized Indian Tribe . It has full corporate power and authority to execute, deliver, and perform all of its obligations under this agreement and to undertake the project identified herein. Certification. Each payment request shall constitute a certification by the RECIPIENT to the effect that all representations and warranties made in this loan agreement remain true as of the date of the request and that no adverse developments, affecting the financial condition of the RECIPIENT or its ability to complete the project or to repay the principal of or interest on the loan, have occurred since the date of this loan agreement. Any changes in the RECIPIENT’s financial condition shall be disclosed in writing to ECOLOGY by the RECIPIENT in its request for payment . Q. Sale or Disposition of Funded Utility: The RECIPIENT shall not sell, transfer, or otherwise dispose of any of the works, plant, properties, facilities, or other part of the funded Utility or any real or personal property comprising a part of the funded Utility unless: 1. The facilities or property transferred are not material to the operation of the funded Utility, or have become unserviceable, inadequate, obsolete, or unfit to be used in the operation of the funded Utility or are no longer necessary, material, or useful to the operation of the funded Utility; or 2. The aggregate depreciated cost value of the facilities or property being transferred in any fiscal year comprises no more than three percent of the total assets of the funded Utility; or 3. The RECIPIENT receives from the transferee an amount equal to an amount which will be in the same proportion to the net amount of Senior Lien Obligations and this LOAN then outstanding (defined as the total amount outstanding less the Template Version 12/10/2020 Page 32 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton amount of cash and investments in the bond and loan funds securing such debt) as the Gross Revenue of the funded Utility from the portion of the funded Utility sold or disposed of for the preceding year bears to the total Gross Revenue for that period. 4. Expressed written agreement by the ECOLOGY-. The proceeds of any transfer under this paragraph must be used (1) to redeem promptly, or irrevocably set aside for the redemption of, Senior Lien Obligations and to redeem promptly the loan, and (2) to provide for part of the cost of additions to and betterments and extensions of the Utility. R. Sewer-Use Ordinance or Resolution for Funded Wastewater Facility Projects : If not already in existence, the RECIPIENT shall adopt and shall enforce a sewer-use ordinance or resolution. Such ordinance or resolution shall be submitted to ECOLOGY upon request. The sewer use ordinance must include provisions to: 1) Prohibit the introduction of toxic or hazardous wastes into the RECIPIENT’s sewer system . 2) Prohibit inflow of stormwater into separated sewer systems. 3) Require that new sewers and connections be properly designed and constructed. S. Termination and Default: Termination and Default Events 1. For Insufficient ECOLOGY or RECIPIENT Funds. ECOLOGY may terminate this loan agreement for insufficient ECOLOGY or RECIPIENT funds. 2. For Failure to Commence Work. ECOLOGY may terminate this loan agreement for failure of the RECIPIENT to commence project work. 3. Past Due Payments. The RECIPIENT shall be in default of its obligations under this loan agreement when any loan repayment becomes 60 days past due. 4. Other Cause. The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance in full by the RECIPIENT of all of its obligations under this loan agreement . The RECIPIENT shall be in default of its obligations under this loan agreement if, in the opinion of ECOLOGY, the RECIPIENT has unjustifiably failed to perform any obligation required of it by this loan agreement. Procedures for Termination. If this loan agreement is terminated prior to project completion, ECOLOGY shall provide to the RECIPIENT a written notice of termination at least five working days prior to the effective date of termination (the “Termination Date”). The written notice of termination by the ECOLOGY shall specify the Termination Date and , when applicable, the date by which the RECIPIENT must repay any outstanding balance of the loan and all accrued interest (the “Termination Payment Date”). Termination and Default Remedies No Further Payments. On and after the Termination Date, or in the event of a default event, ECOLOGY may, at its sole discretion, withdraw the loan and make no further payments under this agreement. Repayment Demand. In response to an ECOLOGY initiated termination event , or in response to a loan default event, ECOLOGY may at its sole discretion demand that the RECIPIENT repay the outstanding balance of the Loan Amount and all accrued interest. Interest after Repayment Demand. From the time that ECOLOGY demands repayment of funds, amounts owed by the RECIPIENT to ECOLOGY shall accrue additional interest at the rate of one percent per month , or fraction thereof. Accelerate Repayments. In the event of a default, ECOLOGY may, in its sole discretion, declare the principal of and interest on the loan immediately due and payable, subject to the prior lien and charge of any outstanding Senior Lien Obligation upon the Net Revenue. That is, the loan is not subject to acceleration so long as any Senior Lien Obligations are outstanding. Repayments not made immediately upon such acceleration will incur Late Charges . Late Charges. All amounts due to ECOLOGY and not paid by the RECIPIENT by the Termination Payment Date or after acceleration following a default event, as applicable, shall incur late charges. Template Version 12/10/2020 Page 33 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton Intercept State Funds. In the event of a default event and in accordance with Chapter 90.50A.060 RCW, “Defaults,” any state funds otherwise due to the RECIPIENT may, at ECOLOGY’s sole discretion, be withheld and applied to the repayment of the loan. Property to ECOLOGY. In the event of a default event and at the option of ECOLOGY, any personal property (equipment) acquired under this agreement may, in ECOLOGY’s sole discretion, become ECOLOGY’s property. In that circumstance, ECOLOGY shall reduce the RECIPIENT’s liability to repay money by an amount reflecting the fair value of such property . Documents and Materials. If this agreement is terminated, all finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, and reports or other materials prepared by the RECIPIENT shall , at the option of ECOLOGY, become ECOLOGY property . The RECIPIENT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Collection and Enforcement Actions. In the event of a default event, the state of Washington reserves the right to take any actions it deems necessary to collect the amounts due, or to become due, or to enforce the performance and observance of any obligation by the RECIPIENT, under this agreement. Fees and Expenses. In any action to enforce the provisions of this agreement, reasonable fees and expenses of attorneys and other reasonable expenses (including, without limitation, the reasonably allocated costs of legal staff ) shall be awarded to the prevailing party as that term is defined in Chapter 4.84.330 RCW. Damages. Notwithstanding ECOLOGY’s exercise of any or all of the termination or default remedies provided in this agreement, the RECIPIENT shall not be relieved of any liability to ECOLOGY for damages sustained by ECOLOGY and /or the state of Washington because of any breach of this agreement by the RECIPIENT . ECOLOGY may withhold payments for the purpose of setoff until such time as the exact amount of damages due ECOLOGY from the RECIPIENT is determined . T. User-Charge System for Funded Utilities: The RECIPIENT certifies that it has the legal authority to establish and implement a user-charge system and shall adopt a system of user -charges to assure that each user of the funded utility shall pay its proportionate share of the cost of operation and maintenance, including replacement during the design life of the project. The user-charge system will include provisions for a connection charge . In addition, the RECIPIENT shall regularly evaluate the user-charge system, at least annually, to ensure the system provides adequate revenues necessary to operate and maintain the funded utility, to establish reserves to pay for replacement, and to repay the loan. GENERAL FEDERAL CONDITIONS If a portion or all of the funds for this agreement are provided through federal funding sources or this agreement is used to match a federal grant award, the following terms and conditions apply to you. A. CERTIFICATION REGARDING SUSPENSION, DEBARMENT, INELIGIBILITY OR VOLUNTARY EXCLUSION: 1.The RECIPIENT/CONTRACTOR, by signing this agreement, certifies that it is not suspended, debarred, proposed for debarment, declared ineligible or otherwise excluded from contracting with the federal government, or from receiving contracts paid for with federal funds. If the RECIPIENT/CONTRACTOR is unable to certify to the statements contained in the certification, they must provide an explanation as to why they cannot. 2.The RECIPIENT/CONTRACTOR shall provide immediate written notice to ECOLOGY if at any time the RECIPIENT/CONTRACTOR learns that its certification was erroneous when submitted or had become erroneous by reason of changed circumstances. 3.The terms covered transaction, debarred, suspended, ineligible, lower tier covered transaction, participant, person, primary covered transaction, principal, proposal, and voluntarily excluded, as used in this clause, have the meaning set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact Template Version 12/10/2020 Page 34 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton ECOLOGY for assistance in obtaining a copy of those regulations . 4.The RECIPIENT/CONTRACTOR agrees it shall not knowingly enter into any lower tier covered transaction with a person who is proposed for debarment under the applicable Code of Federal Regulations, debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction. 5.The RECIPIENT/CONTRACTOR further agrees by signing this agreement , that it will include this clause titled “CERTIFICATION REGARDING SUSPENSION, DEBARMENT, INELIGIBILITY OR VOLUNTARY EXCLUSION” without modification in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 6.Pursuant to 2CFR180.330, the RECIPIENT/CONTRACTOR is responsible for ensuring that any lower tier covered transaction complies with certification of suspension and debarment requirements. 7.RECIPIENT/CONTRACTOR acknowledges that failing to disclose the information required in the Code of Federal Regulations may result in the delay or negation of this funding agreement, or pursuance of legal remedies, including suspension and debarment. 8.RECIPIENT/CONTRACTOR agrees to keep proof in its agreement file , that it, and all lower tier recipients or contractors, are not suspended or debarred, and will make this proof available to ECOLOGY before requests for reimbursements will be approved for payment. RECIPIENT/CONTRACTOR must run a search in <http://www.sam.gov> and print a copy of completed searches to document proof of compliance. B. FEDERAL FUNDING ACCOUNTABILITY AND TRANSPARENCY ACT (FFATA) REPORTING REQUIREMENTS: CONTRACTOR/RECIPIENT must complete the FFATA Data Collection Form (ECY 070-395) and return it with the signed agreement to ECOLOGY. Any CONTRACTOR/RECIPIENT that meets each of the criteria below must report compensation for its five top executives using the FFATA Data Collection Form . ·Receives more than $25,000 in federal funds under this award. ·Receives more than 80 percent of its annual gross revenues from federal funds. ·Receives more than $25,000,000 in annual federal funds. Ecology will not pay any invoices until it has received a completed and signed FFATA Data Collection Form . Ecology is required to report the FFATA information for federally funded agreements , including the required DUNS number, at www.fsrs.gov <http://www.fsrs.gov/> within 30 days of agreement signature. The FFATA information will be available to the public at www.usaspending.gov <http://www.usaspending.gov/>. For more details on FFATA requirements, see www.fsrs.gov <http://www.fsrs.gov/>. C. FEDERAL FUNDING PROHIBITION ON CERTAIN TELECOMMUNICATIONS OR VIDEO SURVEILLANCE SERVICES OR EQUIPMENT: As required by 2 CFR 200.216, federal grant or loan recipients and subrecipients are prohibited from obligating or expending loan or grant funds to: 1.Procure or obtain; 2.Extend or renew a contract to procure or obtain; or Template Version 12/10/2020 Page 35 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton 3.Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that use covered telecommunications equipment, video surveillance services or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232 <https://www.govinfo.gov/content/pkg/PLAW-115publ232/pdf/PLAW-115publ232.pdf>, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities ). Recipients, subrecipients, and borrowers also may not use federal funds to purchase certain prohibited equipment, systems, or services, including equipment, systems, or services produced or provided by entities identified in section 889, are recorded in the System for Award Management (SAM) <https://sam.gov/SAM/> exclusion list. Template Version 12/10/2020 Page 36 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton GENERAL TERMS AND CONDITIONS Pertaining to Grant and Loan Agreements With the state of Washington, Department of Ecology GENERAL TERMS AND CONDITIONS For DEPARTMENT OF ECOLOGY GRANTS and LOANS 06/24/2021 Version 1. ADMINISTRATIVE REQUIREMENTS a) RECIPIENT shall follow the "Administrative Requirements for Recipients of Ecology Grants and Loans – EAGL Edition ." (https://fortress.wa.gov/ecy/publications/SummaryPages/1701004.html) b) RECIPIENT shall complete all activities funded by this Agreement and be fully responsible for the proper management of all funds and resources made available under this Agreement . c) RECIPIENT agrees to take complete responsibility for all actions taken under this Agreement , including ensuring all subgrantees and contractors comply with the terms and conditions of this Agreement . ECOLOGY reserves the right to request proof of compliance by subgrantees and contractors. d) RECIPIENT’s activities under this Agreement shall be subject to the review and approval by ECOLOGY for the extent and character of all work and services. 2. AMENDMENTS AND MODIFICATIONS This Agreement may be altered, amended, or waived only by a written amendment executed by both parties. No subsequent modification(s) or amendment(s) of this Agreement will be of any force or effect unless in writing and signed by authorized representatives of both parties. ECOLOGY and the RECIPIENT may change their respective staff contacts and administrative information without the concurrence of either party. 3. ACCESSIBILITY REQUIREMENTS FOR COVERED TECHNOLOGY The RECIPIENT must comply with the Washington State Office of the Chief Information Officer , OCIO Policy no. 188, Accessibility (https://ocio.wa.gov/policy/accessibility) as it relates to “covered technology.” This requirement applies to all products supplied under the Agreement , providing equal access to information technology by individuals with disabilities, including and not limited to web sites/pages, web-based applications, software systems, video and audio content, and electronic documents intended for publishing on Ecology’s public web site . 4. ARCHAEOLOGICAL AND CULTURAL RESOURCES RECIPIENT shall take all reasonable action to avoid, minimize, or mitigate adverse effects to archaeological and historic archaeological sites, historic buildings/structures, traditional cultural places, sacred sites, or other cultural resources, hereby referred to as Cultural Resources. The RECIPIENT must agree to hold harmless ECOLOGY in relation to any claim related to Cultural Resources discovered , disturbed, or damaged due to the RECIPIENT’s project funded under this Agreement . RECIPIENT shall: a) Contact the ECOLOGY Program issuing the grant or loan to discuss any Cultural Resources requirements for their project : • Cultural Resource Consultation and Review should be initiated early in the project planning process and must be completed prior to expenditure of Agreement funds as required by applicable State and Federal requirements . * For state funded construction, demolition, or land acquisitions, comply with Governor Executive Order 21-02, Archaeological and Cultural Resources. Template Version 12/10/2020 Page 37 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton • For projects with any federal involvement, comply with the National Historic Preservation Act of 1966 (Section 106). b) If required by the ECOLOGY Program, submit an Inadvertent Discovery Plan (IDP) to ECOLOGY prior to implementing any project that involves field activities. ECOLOGY will provide the IDP form. RECIPIENT shall: • Keep the IDP at the project site. • Make the IDP readily available to anyone working at the project site . • Discuss the IDP with staff, volunteers, and contractors working at the project site. • Implement the IDP when Cultural Resources or human remains are found at the project site . c) If any Cultural Resources are found while conducting work under this Agreement , follow the protocol outlined in the project IDP. • Immediately stop work and notify the ECOLOGY Program, who will notify the Department of Archaeology and Historic Preservation at (360) 586-3065, any affected Tribe, and the local government. d) If any human remains are found while conducting work under this Agreement , follow the protocol outlined in the project IDP. • Immediately stop work and notify the local Law Enforcement Agency or Medical Examiner /Coroner’s Office, the Department of Archaeology and Historic Preservation at (360) 790-1633, and then the ECOLOGY Program. e) Comply with RCW 27.53, RCW 27.44, and RCW 68.50.645, and all other applicable local, state, and federal laws protecting Cultural Resources and human remains. 5. ASSIGNMENT No right or claim of the RECIPIENT arising under this Agreement shall be transferred or assigned by the RECIPIENT . 6. COMMUNICATION RECIPIENT shall make every effort to maintain effective communications with the RECIPIENT 's designees, ECOLOGY, all affected local, state, or federal jurisdictions, and any interested individuals or groups. 7. COMPENSATION a) Any work performed prior to effective date of this Agreement will be at the sole expense and risk of the RECIPIENT . ECOLOGY must sign the Agreement before any payment requests can be submitted . b) Payments will be made on a reimbursable basis for approved and completed work as specified in this Agreement . c) RECIPIENT is responsible to determine if costs are eligible. Any questions regarding eligibility should be clarified with ECOLOGY prior to incurring costs. Costs that are conditionally eligible require approval by ECOLOGY prior to expenditure . d) RECIPIENT shall not invoice more than once per month unless agreed on by ECOLOGY . e) ECOLOGY will not process payment requests without the proper reimbursement forms , Progress Report and supporting documentation. ECOLOGY will provide instructions for submitting payment requests . f) ECOLOGY will pay the RECIPIENT thirty (30) days after receipt of a properly completed request for payment. g) RECIPIENT will receive payment through Washington State’s Office of Financial Management’s Statewide Payee Desk . To receive payment you must register as a statewide vendor by submitting a statewide vendor registration form and an IRS W -9 form at website, https://ofm.wa.gov/it-systems/statewide-vendorpayee-services. If you have questions about the vendor registration process, you can contact Statewide Payee Help Desk at (360) 407-8180 or email PayeeRegistration@ofm.wa.gov. h) ECOLOGY may, at its sole discretion, withhold payments claimed by the RECIPIENT if the RECIPIENT fails to satisfactorily comply with any term or condition of this Agreement . i) Monies withheld by ECOLOGY may be paid to the RECIPIENT when the work described herein , or a portion thereof, has been completed if, at ECOLOGY's sole discretion, such payment is reasonable and approved according to this Agreement , as appropriate, or upon completion of an audit as specified herein. Template Version 12/10/2020 Page 38 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton j) RECIPIENT must submit within thirty (30) days after the expiration date of this Agreement, all financial, performance, and other reports required by this Agreement. Failure to comply may result in delayed reimbursement. 8. COMPLIANCE WITH ALL LAWS RECIPIENT agrees to comply fully with all applicable federal, state and local laws, orders, regulations, and permits related to this Agreement, including but not limited to: a) RECIPIENT agrees to comply with all applicable laws, regulations, and policies of the United States and the State of Washington which affect wages and job safety . b) RECIPIENT agrees to be bound by all applicable federal and state laws , regulations, and policies against discrimination. c) RECIPIENT certifies full compliance with all applicable state industrial insurance requirements . d) RECIPIENT agrees to secure and provide assurance to ECOLOGY that all the necessary approvals and permits required by authorities having jurisdiction over the project are obtained. RECIPIENT must include time in their project timeline for the permit and approval processes. ECOLOGY shall have the right to immediately terminate for cause this Agreement as provided herein if the RECIPIENT fails to comply with above requirements. If any provision of this Agreement violates any statute or rule of law of the state of Washington , it is considered modified to conform to that statute or rule of law. 9. CONFLICT OF INTEREST RECIPIENT and ECOLOGY agree that any officer, member, agent, or employee, who exercises any function or responsibility in the review, approval, or carrying out of this Agreement, shall not have any personal or financial interest, direct or indirect, nor affect the interest of any corporation, partnership, or association in which he/she is a part, in this Agreement or the proceeds thereof. 10. CONTRACTING FOR GOODS AND SERVICES RECIPIENT may contract to buy goods or services related to its performance under this Agreement . RECIPIENT shall award all contracts for construction, purchase of goods, equipment, services, and professional architectural and engineering services through a competitive process, if required by State law. RECIPIENT is required to follow procurement procedures that ensure legal, fair, and open competition. RECIPIENT must have a standard procurement process or follow current state procurement procedures . RECIPIENT may be required to provide written certification that they have followed their standard procurement procedures and applicable state law in awarding contracts under this Agreement . ECOLOGY reserves the right to inspect and request copies of all procurement documentation , and review procurement practices related to this Agreement. Any costs incurred as a result of procurement practices not in compliance with state procurement law or the RECIPIENT's normal procedures may be disallowed at ECOLOGY’s sole discretion . 11. DISPUTES When there is a dispute with regard to the extent and character of the work, or any other matter related to this Agreement the determination of ECOLOGY will govern, although the RECIPIENT shall have the right to appeal decisions as provided for below: a) RECIPIENT notifies the funding program of an appeal request . b) Appeal request must be in writing and state the disputed issue(s). c) RECIPIENT has the opportunity to be heard and offer evidence in support of its appeal . d) ECOLOGY reviews the RECIPIENT’s appeal. e) ECOLOGY sends a written answer within ten (10) business days, unless more time is needed, after concluding the review. Template Version 12/10/2020 Page 39 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton The decision of ECOLOGY from an appeal will be final and conclusive , unless within thirty (30) days from the date of such decision, the RECIPIENT furnishes to the Director of ECOLOGY a written appeal. The decision of the Director or duly authorized representative will be final and conclusive. The parties agree that this dispute process will precede any action in a judicial or quasi-judicial tribunal. Appeals of the Director's decision will be brought in the Superior Court of Thurston County . Review of the Director’s decision will not be taken to Environmental and Land Use Hearings Office . Pending final decision of a dispute, the RECIPIENT agrees to proceed diligently with the performance of this Agreement and in accordance with the decision rendered. Nothing in this Agreement will be construed to limit the parties’ choice of another mutually acceptable method , in addition to the dispute resolution procedure outlined above. 12. ENVIRONMENTAL DATA STANDARDS a) RECIPIENT shall prepare a Quality Assurance Project Plan (QAPP) for a project that collects or uses environmental measurement data. RECIPIENTS unsure about whether a QAPP is required for their project shall contact the ECOLOGY Program issuing the grant or loan. If a QAPP is required, the RECIPIENT shall: • Use ECOLOGY’s QAPP Template/Checklist provided by the ECOLOGY, unless ECOLOGY Quality Assurance (QA) officer or the Program QA coordinator instructs otherwise. • Follow ECOLOGY’s Guidelines for Preparing Quality Assurance Project Plans for Environmental Studies , July 2004 (Ecology Publication No. 04-03-030). • Submit the QAPP to ECOLOGY for review and approval before the start of the work . b) RECIPIENT shall submit environmental data that was collected on a project to ECOLOGY using the Environmental Information Management system (EIM), unless the ECOLOGY Program instructs otherwise. The RECIPIENT must confirm with ECOLOGY that complete and correct data was successfully loaded into EIM , find instructions at: http://www.ecy.wa.gov/eim. c) RECIPIENT shall follow ECOLOGY’s data standards when Geographic Information System (GIS) data is collected and processed. Guidelines for Creating and Accessing GIS Data are available at : https://ecology.wa.gov/Research-Data/Data-resources/Geographic-Information-Systems-GIS/Standards. RECIPIENT, when requested by ECOLOGY, shall provide copies to ECOLOGY of all final GIS data layers, imagery, related tables, raw data collection files, map products, and all metadata and project documentation. 13. GOVERNING LAW This Agreement will be governed by the laws of the State of Washington , and the venue of any action brought hereunder will be in the Superior Court of Thurston County. 14. INDEMNIFICATION ECOLOGY will in no way be held responsible for payment of salaries , consultant's fees, and other costs related to the project described herein, except as provided in the Scope of Work. To the extent that the Constitution and laws of the State of Washington permit , each party will indemnify and hold the other harmless from and against any liability for any or all injuries to persons or property arising from the negligent act or omission of that party or that party's agents or employees arising out of this Agreement . 15. INDEPENDENT STATUS The employees, volunteers, or agents of each party who are engaged in the performance of this Agreement will continue to be employees, volunteers, or agents of that party and will not for any purpose be employees, volunteers, or agents of the other party. Template Version 12/10/2020 Page 40 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton 16. KICKBACKS RECIPIENT is prohibited from inducing by any means any person employed or otherwise involved in this Agreement to give up any part of the compensation to which he/she is otherwise entitled to or receive any fee, commission, or gift in return for award of a subcontract hereunder. 17. MINORITY AND WOMEN’S BUSINESS ENTERPRISES (MWBE) RECIPIENT is encouraged to solicit and recruit, to the extent possible, certified minority-owned (MBE) and women-owned (WBE) businesses in purchases and contracts initiated under this Agreement . Contract awards or rejections cannot be made based on MWBE participation; however, the RECIPIENT is encouraged to take the following actions, when possible, in any procurement under this Agreement : a) Include qualified minority and women's businesses on solicitation lists whenever they are potential sources of goods or services. b) Divide the total requirements, when economically feasible, into smaller tasks or quantities, to permit maximum participation by qualified minority and women's businesses. c) Establish delivery schedules, where work requirements permit, which will encourage participation of qualified minority and women's businesses. d) Use the services and assistance of the Washington State Office of Minority and Women 's Business Enterprises (OMWBE) (866-208-1064) and the Office of Minority Business Enterprises of the U.S. Department of Commerce, as appropriate. 18. ORDER OF PRECEDENCE In the event of inconsistency in this Agreement, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: (a) applicable federal and state statutes and regulations; (b) The Agreement; (c) Scope of Work; (d) Special Terms and Conditions; (e) Any provisions or terms incorporated herein by reference, including the "Administrative Requirements for Recipients of Ecology Grants and Loans"; (f) Ecology Funding Program Guidelines; and (g) General Terms and Conditions. 19. PRESENTATION AND PROMOTIONAL MATERIALS ECOLOGY reserves the right to approve RECIPIENT’s communication documents and materials related to the fulfillment of this Agreement: a) If requested, RECIPIENT shall provide a draft copy to ECOLOGY for review and approval ten (10) business days prior to production and distribution. b) RECIPIENT shall include time for ECOLOGY’s review and approval process in their project timeline . c) If requested, RECIPIENT shall provide ECOLOGY two (2) final copies and an electronic copy of any tangible products developed. Copies include any printed materials, and all tangible products developed such as brochures, manuals, pamphlets, videos, audio tapes, CDs, curriculum, posters, media announcements, or gadgets with a message, such as a refrigerator magnet, and any online communications, such as web pages, blogs, and twitter campaigns. If it is not practical to provide a copy, then the RECIPIENT shall provide a description (photographs, drawings, printouts, etc.) that best represents the item. Any communications intended for public distribution that uses ECOLOGY’s logo shall comply with ECOLOGY’s graphic requirements and any additional requirements specified in this Agreement . Before the use of ECOLOGY’s logo contact ECOLOGY for guidelines. RECIPIENT shall acknowledge in the communications that funding was provided by ECOLOGY . 20. PROGRESS REPORTING Template Version 12/10/2020 Page 41 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton a) RECIPIENT must satisfactorily demonstrate the timely use of funds by submitting payment requests and progress reports to ECOLOGY. ECOLOGY reserves the right to amend or terminate this Agreement if the RECIPIENT does not document timely use of funds. b) RECIPIENT must submit a progress report with each payment request . Payment requests will not be processed without a progress report. ECOLOGY will define the elements and frequency of progress reports . c) RECIPIENT shall use ECOLOGY’s provided progress report format. d) Quarterly progress reports will cover the periods from January 1 through March 31, April 1 through June 30, July 1 through September 30, and October 1 through December 31. Reports shall be submitted within thirty (30) days after the end of the quarter being reported. e) RECIPIENT must submit within thirty (30) days of the expiration date of the project, unless an extension has been approved by ECOLOGY, all financial, performance, and other reports required by the Agreement and funding program guidelines . RECIPIENT shall use the ECOLOGY provided closeout report format. 21. PROPERTY RIGHTS a) Copyrights and Patents. When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement, the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free , nonexclusive, and irrevocable license to reproduce, publish, recover, or otherwise use the material(s) or property, and to authorize others to use the same for federal, state, or local government purposes. b) Publications. When the RECIPIENT or persons employed by the RECIPIENT use or publish ECOLOGY information ; present papers, lectures, or seminars involving information supplied by ECOLOGY; or use logos, reports, maps, or other data in printed reports, signs, brochures, pamphlets, etc., appropriate credit shall be given to ECOLOGY. c) Presentation and Promotional Materials. ECOLOGY shall have the right to use or reproduce any printed or graphic materials produced in fulfillment of this Agreement , in any manner ECOLOGY deems appropriate. ECOLOGY shall acknowledge the RECIPIENT as the sole copyright owner in every use or reproduction of the materials . d) Tangible Property Rights. ECOLOGY's current edition of "Administrative Requirements for Recipients of Ecology Grants and Loans," shall control the use and disposition of all real and personal property purchased wholly or in part with funds furnished by ECOLOGY in the absence of state and federal statutes , regulations, or policies to the contrary, or upon specific instructions with respect thereto in this Agreement . e) Personal Property Furnished by ECOLOGY. When ECOLOGY provides personal property directly to the RECIPIENT for use in performance of the project, it shall be returned to ECOLOGY prior to final payment by ECOLOGY . If said property is lost, stolen, or damaged while in the RECIPIENT's possession, then ECOLOGY shall be reimbursed in cash or by setoff by the RECIPIENT for the fair market value of such property . f) Acquisition Projects. The following provisions shall apply if the project covered by this Agreement includes funds for the acquisition of land or facilities: 1. RECIPIENT shall establish that the cost is fair value and reasonable prior to disbursement of funds provided for in this Agreement. 2. RECIPIENT shall provide satisfactory evidence of title or ability to acquire title for each parcel prior to disbursement of funds provided by this Agreement. Such evidence may include title insurance policies, Torrens certificates, or abstracts, and attorney's opinions establishing that the land is free from any impediment, lien, or claim which would impair the uses intended by this Agreement. g) Conversions. Regardless of the Agreement expiration date , the RECIPIENT shall not at any time convert any equipment , property, or facility acquired or developed under this Agreement to uses other than those for which assistance was originally approved without prior written approval of ECOLOGY. Such approval may be conditioned upon payment to ECOLOGY of that portion of the proceeds of the sale, lease, or other conversion or encumbrance which monies granted pursuant to this Agreement bear to the total acquisition, purchase, or construction costs of such property. Template Version 12/10/2020 Page 42 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton 22. RECORDS, AUDITS, AND INSPECTIONS RECIPIENT shall maintain complete program and financial records relating to this Agreement , including any engineering documentation and field inspection reports of all construction work accomplished. All records shall: a) Be kept in a manner which provides an audit trail for all expenditures. b) Be kept in a common file to facilitate audits and inspections. c) Clearly indicate total receipts and expenditures related to this Agreement . d) Be open for audit or inspection by ECOLOGY, or by any duly authorized audit representative of the State of Washington , for a period of at least three (3) years after the final grant payment or loan repayment, or any dispute resolution hereunder. RECIPIENT shall provide clarification and make necessary adjustments if any audits or inspections identify discrepancies in the records. ECOLOGY reserves the right to audit, or have a designated third party audit, applicable records to ensure that the state has been properly invoiced. Any remedies and penalties allowed by law to recover monies determined owed will be enforced. Repetitive instances of incorrect invoicing or inadequate records may be considered cause for termination. All work performed under this Agreement and any property and equipment purchased shall be made available to ECOLOGY and to any authorized state, federal or local representative for inspection at any time during the course of this Agreement and for at least three (3) years following grant or loan termination or dispute resolution hereunder. RECIPIENT shall provide right of access to ECOLOGY, or any other authorized representative, at all reasonable times, in order to monitor and evaluate performance, compliance, and any other conditions under this Agreement . 23. RECOVERY OF FUNDS The right of the RECIPIENT to retain monies received as reimbursement payments is contingent upon satisfactory performance of this Agreement and completion of the work described in the Scope of Work . All payments to the RECIPIENT are subject to approval and audit by ECOLOGY , and any unauthorized expenditure(s) or unallowable cost charged to this Agreement shall be refunded to ECOLOGY by the RECIPIENT . RECIPIENT shall refund to ECOLOGY the full amount of any erroneous payment or overpayment under this Agreement . RECIPIENT shall refund by check payable to ECOLOGY the amount of any such reduction of payments or repayments within thirty (30) days of a written notice. Interest will accrue at the rate of twelve percent (12%) per year from the time ECOLOGY demands repayment of funds. Any property acquired under this Agreement , at the option of ECOLOGY, may become ECOLOGY's property and the RECIPIENT's liability to repay monies will be reduced by an amount reflecting the fair value of such property. 24. SEVERABILITY If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid , such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision , and to this end the provisions of this Agreement are declared to be severable . 25. STATE ENVIRONMENTAL POLICY ACT (SEPA) RECIPIENT must demonstrate to ECOLOGY’s satisfaction that compliance with the requirements of the State Environmental Policy Act (Chapter 43.21C RCW and Chapter 197-11 WAC) have been or will be met. Any reimbursements are subject to this provision. 26. SUSPENSION When in the best interest of ECOLOGY, ECOLOGY may at any time, and without cause, suspend this Agreement or any portion thereof for a temporary period by written notice from ECOLOGY to the RECIPIENT . RECIPIENT shall resume performance on the next business day following the suspension period unless another day is specified by ECOLOGY. Template Version 12/10/2020 Page 43 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton 27. SUSTAINABLE PRACTICES In order to sustain Washington’s natural resources and ecosystems , the RECIPIENT is fully encouraged to implement sustainable practices and to purchase environmentally preferable products under this Agreement . a) Sustainable practices may include such activities as: use of clean energy, use of double-sided printing, hosting low impact meetings, and setting up recycling and composting programs. b) Purchasing may include such items as: sustainably produced products and services, EPEAT registered computers and imaging equipment, independently certified green cleaning products, remanufactured toner cartridges, products with reduced packaging, office products that are refillable , rechargeable, and recyclable, 100% post-consumer recycled paper, and toxic free products. For more suggestions visit ECOLOGY’s web page, Green Purchasing, https://ecology.wa.gov/Regulations-Permits/Guidance-technical-assistance/Sustainable-purchasing. 28. TERMINATION a) For Cause ECOLOGY may terminate for cause this Agreement with a seven (7) calendar days prior written notification to the RECIPIENT, at the sole discretion of ECOLOGY, for failing to perform an Agreement requirement or for a material breach of any term or condition. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination . Failure to Commence Work. ECOLOGY reserves the right to terminate this Agreement if RECIPIENT fails to commence work on the project funded within four (4) months after the effective date of this Agreement, or by any date mutually agreed upon in writing for commencement of work, or the time period defined within the Scope of Work . Non-Performance. The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance by the RECIPIENT of all of its obligations under this Agreement. In the event the RECIPIENT unjustifiably fails, in the opinion of ECOLOGY, to perform any obligation required of it by this Agreement , ECOLOGY may refuse to pay any further funds, terminate in whole or in part this Agreement, and exercise any other rights under this Agreement . Despite the above, the RECIPIENT shall not be relieved of any liability to ECOLOGY for damages sustained by ECOLOGY and the State of Washington because of any breach of this Agreement by the RECIPIENT . ECOLOGY may withhold payments for the purpose of setoff until such time as the exact amount of damages due ECOLOGY from the RECIPIENT is determined. b) For Convenience ECOLOGY may terminate for convenience this Agreement , in whole or in part, for any reason when it is the best interest of ECOLOGY, with a thirty (30) calendar days prior written notification to the RECIPIENT, except as noted below. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination . Non-Allocation of Funds. ECOLOGY’s ability to make payments is contingent on availability of funding . In the event funding from state, federal or other sources is withdrawn, reduced, or limited in any way after the effective date and prior to the completion or expiration date of this Agreement, ECOLOGY, at its sole discretion, may elect to terminate the Agreement, in whole or part, or renegotiate the Agreement, subject to new funding limitations or conditions. ECOLOGY may also elect to suspend performance of the Agreement until ECOLOGY determines the funding insufficiency is resolved . ECOLOGY may exercise any of these options with no notification or restrictions, although ECOLOGY will make a reasonable attempt to provide notice. In the event of termination or suspension, ECOLOGY will reimburse eligible costs incurred by the RECIPIENT through the effective date of termination or suspension. Reimbursed costs must be agreed to by ECOLOGY and the RECIPIENT . In no Template Version 12/10/2020 Page 44 of 44State of Washington Department of Ecology Agreement No: Project Title: Recipient Name: WQC-2022-BremPW-00140 Bremerton Watershed Planning City of Bremerton event shall ECOLOGY’s reimbursement exceed ECOLOGY’s total responsibility under the Agreement and any amendments . If payments have been discontinued by ECOLOGY due to unavailable funds , the RECIPIENT shall not be obligated to repay monies which had been paid to the RECIPIENT prior to such termination . RECIPIENT’s obligation to continue or complete the work described in this Agreement shall be contingent upon availability of funds by the RECIPIENT's governing body. c) By Mutual Agreement ECOLOGY and the RECIPIENT may terminate this Agreement, in whole or in part, at any time, by mutual written agreement. d) In Event of Termination All finished or unfinished documents, data studies, surveys, drawings, maps, models, photographs, reports or other materials prepared by the RECIPIENT under this Agreement, at the option of ECOLOGY, will become property of ECOLOGY and the RECIPIENT shall be entitled to receive just and equitable compensation for any satisfactory work completed on such documents and other materials. Nothing contained herein shall preclude ECOLOGY from demanding repayment of all funds paid to the RECIPIENT in accordance with Recovery of Funds, identified herein. 29. THIRD PARTY BENEFICIARY RECIPIENT shall ensure that in all subcontracts entered into by the RECIPIENT pursuant to this Agreement , the state of Washington is named as an express third party beneficiary of such subcontracts with full rights as such . 30. WAIVER Waiver of a default or breach of any provision of this Agreement is not a waiver of any subsequent default or breach , and will not be construed as a modification of the terms of this Agreement unless stated as such in writing by the authorized representative of ECOLOGY. End of General Terms and Conditions Template Version 12/10/2020 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Resolution rescinding Resolution No. 3099; and establishing Small Public Works Roster Process COUNCIL MEETING Date: April 20, 2022 Department: Public Works Presenter: Melinda Monroe Phone: (360) 473-5306 SUMMARY: On October 21, 2009, Council adopted Resolution No. 3099 rescinding Resolution No. 3058 and updating the procedures for use of MRSC Rosters for the Small Public Works process. The City is now rescinding Resolution No. 3099 as additional changes to the RCW have occurred. Per current RCW, the bid limits of Small Works contracts are updated changing the definition of a Small Public Work from $300,000 to $350,000. Additionally, the dollar amount requiring notification to all vendors on the roster increased from $200,000 to $250,000 and finally, the definition of a Limited Public Work has been increased from $35,000 to contracts valued at under $50,000. The proposed resolution removes references to the dollar limits previously included in Resolution No. 3099, as well as many of the restatement of allowances already provided to the City under RCW 39.04.155. These changes allow City of Bremerton staff to quickly respond to updates to this RCW in the future. ATTACHMENTS: Resolution No. ________; Resolution No. 3099 FISCAL IMPACTS (Include Budgeted Amount): STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to adopt Resolution No. _____ rescinding Resolution No. 3099 and update the Small Works Roster process to align with the new limits as allowed per RCW 39.04.155 and award public works, consulting services, vendor supply, architectural, engineering and other professional services via the MRSC Roster process. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 11/09/2021 A3 Page 1 of 4 Resolution_________ Rev. 10/2019 RESOLUTION NO. ________ A RESOLUTION of the City Council of the City of Bremerton, Washington, on the subjects of rescinding Resolution No. 3099 and establishing a Small Public Works Roster process to award public works contracts and a consulting services roster for architectural, engineering and other professional services. WHEREAS, RCW 39.04.155 and other laws regarding contracting for public works by municipalities, allow certain contracts to be awarded by a Small Works Roster process; and WHEREAS, in order to be able to implement Small Works Roster processes, the City is required by law to adopt a resolution establishing specific procedures; and WHEREAS, RCW 39.80.030 requires that an agency publish in advance that agency’s requirement for professional services and that one of the ways to accomplish that notification is to announce generally to the public its projected requirements for any category or type of professional services and request qualification statements to be kept on file with the agency; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. MRSC Rosters. The City currently contracts with the Municipal Research and Services Center of Washington (MRSC) to adopt for the City use those statewide electronic databases for small public works roster and consulting services developed and maintained by MRSC. In addition, paper and/or electronic rosters may be kept on file by appropriate City departments. SECTION 2. Small Public Works Roster. The following Small Works Roster procedures are established for use by the City pursuant to RCW 39.04.155: 1. Cost. The City need not comply with formal sealed bidding procedures for the construction, building, renovation, remodeling, alteration, repair, or improvement of real property where the estimated cost does not exceed the limits as set forth in RCW 39.04.155(1), as currently enacted and hereafter amended, which includes the costs of labor, material, equipment and sales and/or use taxes as applicable. Instead, the City may use the Small Public Works Roster procedures for public works projects as set forth herein. The breaking of any project into units or accomplishing any projects by phases is prohibited if it is done for the purpose of avoiding the maximum dollar amount of a contract that may be let using the Small Works Roster process. 2. Publication. At least once a year, on behalf of the City, MRSC shall publish in a newspaper of general circulation within the jurisdiction a notice of the existence Page 2 of 4 Resolution_________ Rev. 10/2019 of the roster or rosters and solicit the names of contractors for such roster of rosters. Responsible contractors shall be added to appropriate MRSC Roster(s) at any time that they submit a written request and necessary records. The City may require master contracts to be signed that become effective when a specific award is made using a Small Works Roster. 3. Telephone or Written Quotations. The City shall obtain telephone, written or electronic quotations for public works contracts from contractors on the appropriate Small Works Roster to assure that a competitive price is established and to award contracts to a contractor who meets the mandatory bidder responsibility criteria in RCW 39.04.350(1) and may establish supplementary bidder criteria under RCW 39.04.350(2). a. A contract awarded from a Small Works Roster need not be advertised. Invitations for quotations shall include an estimate of the scope and nature of the work to be performed as well as materials and equipment to be furnished. However, detailed plans and specifications need not be included in the invitation. b. Quotations may be invited from all appropriate contractors on the appropriate Small Works Roster. All requirements to invite and notify vendors on the small works roster as set forth in RCW 39.04.155 (2) (c) as currently enacted and hereafter amended shall be followed. The City has the sole option of determining whether notification to the appropriate amount of remaining contractors is made by: i. Publishing notice in a legal newspaper in general circulation in the area where the work is to be done; ii. Mailing a notice to these contractors; or iii. Sending a notice to these contractors by facsimile or email. c. City representatives shall not inform any contractor of the terms or amount of any other bids for the same project until the project has been officially awarded. d. A written record shall be made by the City representative of each contractor’s bid on the project and of any conditions imposed on the bid. Immediately after an award is made, the bid quotations obtained shall be recorded, open to public inspection, and available by telephone inquiry. 4. Limited Small Public Works Process. If a work, construction, alteration, repair or improvement project is estimated not to exceed cost limit set forth in RCW 39.04.155(3), as currently enacted and hereafter amended, the City will solicit electronic or written quotations from a minimum of three contractors from the appropriate Small Works Roster and shall award the contract to the lowest Page 3 of 4 Resolution_________ Rev. 10/2019 responsible bidder as defined under RCW 39.04.010. After an award is made, the quotations shall be open to public inspection and available by electronic request. For limited public works projects, the City may waive the payment and performance bond requirements of chapter 39.08 RCW and the retainage requirements of chapter 60.28 RCW, thereby assuming the liability for the contractor's nonpayment of laborers, mechanics, subcontractors, material men, suppliers, and taxes imposed under Title 82 RCW that may be due from the contractor for the limited public works project. However, the City shall have the right of recovery against the contractor for any payments made on the contractor's behalf. The City shall maintain a list of the contractors contacted and the contracts awarded during the previous 24 months under the limited public works process, including the name of the contractor, the contractor's registration number, the amount of the contract, a brief description of the type of work performed, and the date the contract was awarded. 5. Award. All of the bids or quotations shall be collected by the Department Director or his designee. Awarding and modification of the public works contracts shall follow the limits and approval procedures set forth in BMC 2.76.100 and BMC 2.76.110. SECTION 3. Consulting Services Roster. 1. Consulting Services. Consulting services are professional services that have a primarily intellectual output or product and include architectural and engineering services as defined in RCW 39.80.020. Consulting Services are also open to Master Contract awards via the MRSC Roster. 2. Publication. At least once a year, on behalf of the City, MRSC shall publish in a newspaper of general circulation within the jurisdiction a notice of the existence of the consulting services roster or rosters and solicit statements of qualifications from firms providing consulting services. Such advertisements will include information on how to find the address and telephone number of a representative of the City who can provide further details as to the City’s projected needs for consulting services. Firms or persons providing consulting services shall be added to appropriate MRSC roster or rosters at any time that they submit a written request and necessary records. The City may require master contracts to be signed that become effective when a specific award is made using a consulting services roster. 3. Professional Architectural and Engineering Services. The MRSC Rosters will distinguish between professional architectural and engineering services as defined in RCW 39.80.020 and other consulting services and will announce generally to the public the City’s projected requirements for any category or type of professional or other consulting services. The City reserves the right to publish an Page 4 of 4 Resolution_________ Rev. 10/2019 announcement on each occasion when professional services or other consulting services are required by the agency and to use paper and/or other electronic rosters that may be kept on file by appropriate City departments. SECTION 4. Severability. If any one or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. SECTION 5. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the City Council of the City of Bremerton, Washington this _____ day of __________________, 20____. MICHAEL GOODNOW, Council President APPROVED AS TO FORM: ATTEST: KYLIE FINNELL, City Attorney ANGELA HOOVER, City Clerk R:\Legal\Legal\Resolutions\Public Works\2022.03.10 -- 3099 Resolution update - Small Works Roster final 3.15.22.doc RESOLUTION NO. 305? A RESOLUTION of the City Council of the City of Bremerton, Washington on the subjects of rescinding Resolution No. 3058 and establishing a Small Public Works Roster process to award public works contracts and a consulting services roster for architectural, engineering and other professional services. WHEREAS, RCW 39.04.155 and other laws regarding contracting for public works by municipalities, allow certain contracts to be awarded by a Small Works Roster process; and WHEREAS, in order to be able to implement Small Works Roster processes, the City is required by law to adopt a resolution establishing specific procedures; and WHEREAS, RCW 39.80.030 requires that an agency publish in advance that agency's requirement for professional services and that one of the ways to accomplish that notification is to announce generally to the public its projected requirements for any category or type of professional services and request qualification statements to be kept on file with the agency; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION]. MRSC Rosters. The City wishes to contract with the Municipal Research and Services Center of Washington (MRSC) to adopt for the City use those state wide electronic databases for small public works roster and consulting services developed and maintained by MRSC. In addition, paper and/or electronic rosters may be kept on file by appropriate City departments. SECTION Z Small Public Works Roster The following Small Works Roster procedures are established for use by the City pursuant to RCW 39.04.155: 1. Cost. The City need not comply with formal sealed bidding procedures for the construction, building, renovation, remodeling, alteration, repair, or improvement of real property where the estimated cost does not exceed Three Hundred Thousand Dollars ($300,000.00), which includes the costs of labor, material, equipment and sales and/or use taxes as applicable. Instead, the City may use the Small Public Works Roster procedures for public works projects as set forth herein. The breaking of any project into units or accomplishing any projects by phases is prohibited if it is done for the purpose of avoiding the maximum dollar amount of a contract that may be let using the Small Works Roster process. 1 Small Works Roster 2. Publication. At least once a year, on behalf of the City, MRSC shall publish in a newspaper of general circulation within the jurisdiction a notice of the existence of the roster or rosters and solicit the names of contractors for such roster or rosters. Responsible contractors shall be added to appropriate MRSC Roster(s) at any time that they submit a written request and necessary records. The City may require master contracts to be signed that become effective when a specific award is made using a Small Works Roster. 3. Telephone or Written Quotations. The City shall obtain telephone, written or electronic quotations for public works contracts from contractors on the appropriate Small Works Roster to assure that a competitive price is established and to award contracts to a contractor who meets the mandatory bidder responsibility criteria in RCW 39.04.350(1) and may establish supplementary bidder criteria under RCW 39.04.350 (2) a) A contract awarded from a Small Works Roster need not be advertised. Invitations for quotations shall include an estimate of the scope and nature of the work to be performed as well as materials and equipment to be furnished. However, detailed plans and specifications need not be included in the invitation. b) Quotations may be invited from all appropriate contractors on the appropriate Small Works Roster. As an alternative, quotations may be invited from at least five contractors on the appropriate Small Works Roster who have indicated the capability of performing the kind of work being contracted, in a manner that will equitably distribute the opportunity among the contractors on the appropriate roster. Equitably distribute" means that the City may not favor certain contractors on the appropriate Small Works Roster over other contractors on the appropriate Small Works Roster who perform similar services. If the estimated cost of the work is from one hundred fifty thousand dollars 150,000) to three hundred thousand dollars ($300,000), the City may choose to solicit bids from less than all the appropriate contractors on the appropriate Small Works Roster but must notify the remaining contractors on the appropriate Small Works Roster that quotations on the work are being sought. The City has the sole option of determining whether this notice to the remaining contractors is made by: i) Publishing notice in a legal newspaper in general circulation in the area where the work is to be done; ii) Mailing a notice to these contractors; or iii) Sending a notice to these contractors by facsimile or email. c) At the time bids are solicited, the City representative shall not inform a contractor of the terms or amount of any other contractor's bid for the same proj ect; d) A written record shall be made by the City representative of each contractor's bid on the project and of any conditions imposed on the bid. Immediately after an 2 Small Works Roster award is made, the bid quotations obtained shall be recorded, open to public inspection, and available by telephone inquiry. 4. Limited Public Works Process. If a work, construction, alteration, repair, or improvement project is estimated to cost less than thirty-five thousand dollars 35,000), the City may award such a contract using the limited public works process provided under RCW 39.04.155 (3). For a limited public works project, the City will solicit electronic or written quotations from a minimum of three contractors from the appropriate Small Works Roster and shall award the contract to the lowest responsible bidder as defined under RCW 39.04.010. After an award is made, the quotations shall be open to public inspection and available by electronic request. For limited public works projects, the City may waive the payment and performance bond requirements of chapter 39.08 RCW and the retainage requirements of chapter 60.28 RCW, thereby assuming the liability for the contractor's nonpayment of laborers, mechanics, subcontractors, materialmen, suppliers, and taxes imposed under Title 82 RCW that may be due from the contractor for the limited public works project. However, the City shall have the right of recovery against the contractor for any payments made on the contractor's behalf. The City shall maintain a list of the contractors contacted and the contracts awarded during the previous 24 months under the limited public works process, including the name of the contractor, the contractor's registration number, the amount of the contract, a brief description of the type of work performed, and the date the contract was awarded. 5. Determining Lowest Responsible Bidder. The City Council shall award the contract for the public works project to the lowest responsible bidder provided that, whenever there is a reason to believe that the lowest acceptable bid is not the best price obtainable, all bids may be rejected and the City Council may call for new bids. A responsible bidder shall be a registered and/or licensed contractor who meets the mandatory bidder responsibility criteria established by Chapter 133, Laws of 2007 (SHB 2010) and who meets any supplementary bidder responsibly criteria established by the City. 6. Award. The Department Director or designee shall present all telephone quotations /bids and recommendation for award of the contract to the lowest responsible bidder to the City Council. However, for public works projects under 25,000 the Department Director shall have the authority to award public works contracts without City Council approval. For public works projects over $25,000 the City Council shall award all public works contracts. SECTION 3. Consulting Services Roster 3 Small Works Roster 1. Consulting Services. Consulting services are professional services that have a primarily intellectual output or product and include architectural and engineering services as defined in RCW 39.80.020. 2. Publication. At least once a year, on behalf of the City, MRSC shall publish in a newspaper of general circulation within the jurisdiction a notice of the existence of the consulting services roster or rosters and solicit statements of qualifications from firms providing consulting services. Such advertisements will include information on how to find the address and telephone number of a representative of the City who can provide further details as to the City's projected needs for consulting services. Firms or persons providing consulting services shall be added to appropriate MRSC roster or rosters at any time that they submit a written request and necessary records. The City may require master contracts to be signed that become effective when a specific award is made using a consulting services roster. 3. Professional Architectural and Engineering Services. The MRSC Rosters will distinguish between professional architectural and engineering services as defined in RCW 39.80.020 and other consulting services and will announce generally to the public the City's projected requirements for any category or type of professional or other consulting services. The City reserves the right to publish an announcement on each occasion when professional services or other consulting services are required by the agency and to use paper and /or other electronic rosters that may be kept on file by appropriate City departments. SECTION 4. Severability. If any one or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. SECTION S. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED y the City Council of the City of Bremerton, Washington thi day of 2009. CECIL MCCONN L, Council President APPROVED AS TO FORM:ATTEST: R ER A. LUBOVICH, City Attorney CAROL E GEN, City rk H: \Contracts \Small Works Roster Resolution 04- 08.doc 4 Small Works Roster AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Resolution acknowledging Match to Surface Transportation Program (STP) Federal Grant Funds for the SR 303 Phase 2 Corridor Improvements Project COUNCIL MEETING Date: April 20, 2022 Department: Public Works & Utilities Presenter: Vicki Grover Phone: (360) 473-5285 SUMMARY: Staff recommend the City pursue funding from the Surface Transportation Program (STP) for the SR 303 Phase 2 Corridor Improvements Project from the current Countywide grant competition. The improvements would include design and construction of an adaptive signal system for 11 intersections from Burwell to Furneys Lane and two mid-block pedestrian crossings (at Dibb Street and between 6th and 11th Streets). The STP program funds projects at a maximum of 86.5% with a minimum match of $13.5%. The estimated cost of this project is $3,000,000, and staff intend to request $ 2,600,000 in grant funds, requiring the City commit to providing matching funds of $400,000. In addition, the STP Program rules state that expending STP grant funds for any phase of a project, including design, commits the recipient to constructing all phases of the project within 10- years of receipt of the grant funds. For this grant cycle, KRCC has required applicants to include acknowledgment of these requirements from the governing body of the City with the grant applications. ATTACHMENTS: Resolution No. _____ FISCAL IMPACTS (Include Budgeted Amount): If awarded this grant in the Countywide competition, the City would be required to provide $400,000 in matching funds for the project. The match has been identified as Real Estate Excise Tax (REET) and is included in the REET projection. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve Resolution No._____ acknowledging the commitments associated with receipt of Surface Transportation Program Grant funds for the SR 303 Phase 2 Corridor Improvements Project. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 11/09/2021 A4 Page 1 of 2 Resolution Document Reference Rev. 09/2021 RESOLUTION NO. ________ A RESOLUTION of the City Council of the City of Bremerton, Washington, acknowledging commitments with receipt of Federal Grant Funds for the SR 303 Phase 2 Corridor Improvements Project. WHEREAS, the Surface Transportation Program (STP) administered by the Federal Highways Administration (FHWA) through both the Puget Sound Regional Council (PSRC) and Kitsap Regional Coordinating Council (KRCC) provides grant funding for capital improvements; and WHEREAS, competition for STP funding is currently open for funding that will become available in the years 2025 and 2026, WHEREAS, the STP program funds projects at a maximum rate of 86.5% with a required match rate of 13.5%; and WHEREAS, expending STP program funds for any phase of a project, including design, commits the recipient to constructing all improvements included in the design within 10- years of receipt of the grant funds; and WHEREAS, the City of Bremerton desires to pursue funding from the STP program through the KRCC Countywide forum for improvements on SR303 between Burwell Street to Furneys Lane, including adaptive signal systems for 11 intersections within the project limits, and add two mid-block crossings (at Dibb Street and between 6th & 11th Streets), hereby designated as the Design and Construction phases of the SR303 Phase II Corridor Improvements project; and WHEREAS, the Design and Construction phases of the SR303 Phase II Corridor Improvements project has an estimated total project cost of $3,000,000; and WHEREAS, the City intends to seek STP grant funds for the project totaling $2,600,000, with the remaining $400,000 being necessary to match the grant funds; and WHEREAS, the Countywide application for STP grant funds requires acknowledgement from applicants of the required grant match and construction commitment; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The recitals and findings of fact set forth in this resolution are hereby incorporated as if fully set forth herein. Page 2 of 2 Resolution Document Reference Rev. 09/2021 SECTION 2. The City Council acknowledges the commitments associated with acceptance of FHWA STP grant funds for the SR303 Phase II Corridor Improvements project as noted in the recitals and findings of fact as set forth above. SECTION 3. Severability. If any one or more sections, subsections, or sentences of this resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this resolution and the same shall remain in full force and effect. SECTION 4. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the City Council of the City of Bremerton, Washington this _____ day of __________________, 2022. MICHAEL GOODNOW, Council President APPROVED AS TO FORM: ATTEST: KYLIE J. FINNELL, City Attorney ANGELA HOOVER, City Clerk R:\Legal\Legal\Forms\FORMS ON COBWEB\Resolution Rev. 09 2021.doc AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Resolution acknowledging Match to Surface Transportation Program (STP) Federal Grant Funds for the 11th Street Roadway Preservation Project COUNCIL MEETING Date: April 20, 2022 Department: Public Works & Utilities Presenter: Vicki Grover Phone: (360) 473-5285 SUMMARY: Staff recommend the City pursue funding from the Surface Transportation Program (STP) for preservation of 11th Street between Kitsap Way and Pacific Avenue from the current Countywide grant competition. The improvements would include design and construction of mill and fill of the roadway, 56 ADA Curb Ramp upgrades, and traffic signal ADA upgrades. The STP program funds projects at a maximum of 86.5% with a minimum match of $13.5%. The estimated cost of this project is $6,000,000, and staff intend to request $ 5,200,000 in grant funds, requiring the City commit to providing matching funds of $800,000. In addition, the STP Program rules state that expending STP grant funds for any phase of a project, including design, commits the recipient to constructing all phases of the project within 10-years of receipt of the grant funds. For this grant cycle, KRCC has required applicants to include acknowledgment of these requirements from the governing body of the City with the grant applications. ATTACHMENTS: Resolution No. _____ FISCAL IMPACTS (Include Budgeted Amount): If awarded this grant in the Countywide competition, the City would be required to provide $800,000 in matching funds for the project. The match has been identified as Real Estate Excise Tax (REET) and is included in the REET projection. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve Resolution No._____ acknowledging the commitments associated with receipt of Surface Transportation Program Grant funds for the 11th Street Roadway Preservation Project. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 11/09/2021 A5 Page 1 of 2 Resolution Document Reference Rev. 09/2021 RESOLUTION NO. ________ A RESOLUTION of the City Council of the City of Bremerton, Washington, acknowledging commitments with receipt of Federal Grant Funds for the 11th Street Roadway Preservation Project. WHEREAS, the Surface Transportation Program (STP) administered by the Federal Highways Administration (FHWA) through both the Puget Sound Regional Council (PSRC) and Kitsap Regional Coordinating Council (KRCC) provides grant funding for capital improvements; and WHEREAS, competition for STP funding is currently open for funding that will become available in the years 2025 and 2026, WHEREAS, the STP program funds projects at a maximum rate of 86.5% with a required match rate of 13.5%; and WHEREAS, expending STP program funds for any phase of a project, including design, commits the recipient to constructing all improvements included in the design within 10- years of receipt of the grant funds; and WHEREAS, the City of Bremerton desires to pursue funding from the STP program through the KRCC Countywide forum for improvements on 11th Street between Kitsap Way and Pacific Avenue, Including 56 Curb Ramp ADA Upgrades and Traffic Signal ADA Upgrades, hereby designated as the Design and Construction phases of the 11th Street Roadway Preservation project; and WHEREAS, the Design and Construction phases of the 11th Street Roadway Preservation project has an estimated total project cost of $6,000,000; and WHEREAS, the City intends to seek STP grant funds for the project totaling $5,200,000, with the remaining $800,000 being necessary to match the grant funds; and WHEREAS, the Countywide application for STP grant funds requires acknowledgement from applicants of the required grant match and construction commitment; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF BREMERTON, WASHINGTON, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The recitals and findings of fact set forth in this resolution are hereby incorporated as if fully set forth herein. Page 2 of 2 Resolution Document Reference Rev. 09/2021 SECTION 2. The City Council acknowledges the commitments associated with acceptance of FHWA STP grant funds for the 11th Street Roadway Preservation project as noted in the recitals and findings of fact as set forth above. SECTION 3. Severability. If any one or more sections, subsections, or sentences of this resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this resolution and the same shall remain in full force and effect. SECTION 4. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the City Council of the City of Bremerton, Washington this _____ day of __________________, 2022. MICHAEL GOODNOW, Council President APPROVED AS TO FORM: ATTEST: KYLIE J. FINNELL, City Attorney ANGELA HOOVER, City Clerk R:\Legal\Legal\Forms\FORMS ON COBWEB\Resolution Rev. 09 2021.doc Scope •New asphalt on 11th Street from Kitsap Way to Pacific Ave, Including 59 Curb Ramp ADA upgrades •Traffic Signal ADA Upgrades (pedestrian push buttons) at two intersections, Park Ave. & N. Callow Ave. Kitsap Countywide Request •Design & Construction Phases •Project estimated cost = $6M •Grant Request = $5.2M; City Match (13.5%) = $800K •City match to come from REET funds •Design & Construct in 2025/2026 AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Goods & Services Agreement for Sole Source Purchase of High Flow Pumps from APSCO, LLC for Lift Station EB-2; and related Budget Amendment COUNCIL MEETING Date: April 20, 2022 Department: PW&U/WWTP Presenter: Eric J. Burris Phone: (360) 473-5448 SUMMARY: Lift station EB-2 has three high-flow pumps that need to be replaced due to age and condition. Service at this location has been especially harsh given saltwater intrusion into the wetwell (since corrected), coupled with intermittent submersion of the pumps that combined to degrade the pump casings to the point that they are no longer reliable. The Flowserve pumps are being sole sourced to avoid high-cost modifications to the wetwell that would be necessary if a different brand of pumps were installed. Staff received a quote from APSCO, LLC for three new, direct replacement pumps in the amount of $277,026 including applicable tax and freight. ATTACHMENTS: 1) Goods & Services Agreement Added; 2) Quote from APSCO, LLC; and 3) Sole Source Justification FISCAL IMPACTS (Include Budgeted Amount): An increase to the Wastewater Capital Budget is required since this purchase was not included in the 2022 budget. Sufficient funds are available in the Wastewater Capital Fund 454. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to approve a $280,000 increase to the 2022 Wastewater Capital Budget, and approve the Goods & Services Agreement with APSCO, LLC for three Flowserve Pumps in the amount of $277,026 including sales tax, and authorize the Mayor to finalize and execute with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A6 Updated Page 1 of 8 Goods and Services Agreement Rev. 09/2021 GOODS AND SERVICES AGREEMENT THIS AGREEMENT, is entered into between the City of Bremerton, a Washington Municipal Corporation ("City"), and APSCO, LLC ("Vendor"), whose mailing address is: PO BOX 2639, KIRKLAND, WA 98083-2639. The parties agree as follows: I. VENDOR SERVICES. The Vendor shall provide the following goods and materials and/or perform the following services for the City: Three (3) Flowserve MSX Pump Model 6MSX19AW. II. TIME OF COMPLETION. Vendor shall complete the work and provide all goods, materials and services within 24 WEEKS from the date all parties have signed this Agreement. III. COMPENSATION. The City shall pay the Vendor the total amount of $277,026.00, including applicable Washington State Sales Tax, for the goods, materials and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: Delivery of the pumps 24 weeks from acceptable order and release to manufacture as stated per Exhibit A. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services on its own or from a third party, and Vendor shall be liable to the City for any additional costs incurred by the City. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct the cost to complete this Agreement, including any Additional Costs, from any and all amounts due or to become due the Vendor. IV. INDEPENDENT CONTRACTOR. Vendor is and shall be at all times acting as an independent contractor and not as an employee of the City. The Vendor shall secure at its expense, and shall be responsible for all payments of income tax, social security, state disability insurance compensation, unemployment compensation, and all other payroll deductions for the Vendor, officer, agents, employees and subcontractors. The Vendor shall also secure all applicable business licenses, if required, in connection with the contract services, including all required licenses for Vendor's officers, agents, employees and subcontractors. Page 2 of 8 Goods and Services Agreement Rev. 09/2021 V. TERMINATION. The City may terminate this Agreement for good cause. "Good cause" shall include, without limitation, any one or more of the following events: A. The Vendor's refusal or failure to supply a sufficient number of properly skilled workers or proper materials for completion of this Agreement. B. The Vendor's failure to complete this Agreement within the time specified in this Agreement. C. The Vendor's failure to make full and prompt payment to subcontractors or for material or labor. D. The Vendor's failure to comply with federal, state or local laws, rules or regulations. E. The Vendor's filing for bankruptcy or becoming adjudged bankrupt. If the City terminates this Agreement for good cause, the Vendor shall not receive any further monies due under this Agreement until the goods, materials, and services required by this Agreement are completed and fully performed by the City or a third party of the City’s choosing. VI. CHANGES. The City may issue a written change order for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that a change order is necessary, Vendor must submit a written change order request to an authorized agent of the City within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the change order work upon receiving either a written change order from the City or an oral order from the City before actually receiving the written change order. If the Vendor fails to require a change order within the time allowed, the Vendor waives its right to make any claim or submit subsequent change order requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment the Vendor must complete the change order work; however, the Vendor may elect to protest the adjustment as provided below: A. Procedure and Protest by the Vendor. If the Vendor disagrees with anything required by a change order, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor shall: 1. Immediately give a signed written notice of protest to the City; Page 3 of 8 Goods and Services Agreement Rev. 09/2021 2. Supplement the written protest within fourteen (14) calendar days with a written statement that provides the following information: a. The date of the Vendor's protest. b. The nature and circumstances that caused the protest. c. The provisions in this Agreement that support the protest. d. The estimated dollar cost, if any, of the protested work and how that estimate was determined. e. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. 3. The Vendor shall keep complete records of extra costs and time incurred as a result of the protested work. The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all protests, provided the procedures in this section are followed. If the City determines that a protest is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. B. Vendor's Duty to Complete Protested Work. In spite of any protest, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. C. Vendor's Acceptance of Changes. The Vendor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interp retations, and determination). VII. CLAIMS. The Vendor shall give written notice to the City of all claims other than change orders within fourteen (14) calendar days of the occurrence of the events giving rise to the claims. Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement; or, if (and only if) no such provision is applicable, unless that claim is set forth in detail in writing and received by the City within seven (7) calendar d ays from the date Vendor knew, or should have known, of the facts giving rise to the claim. At a minimum, a Vendor's Page 4 of 8 Goods and Services Agreement Rev. 09/2021 written claim must include the information set forth regarding protests in Section VI(A)(2)(a)-(e). FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. Vendor must, in any event, file any claim or bring any suit arising from or connected with this Agreement within 120 calendar days from the date the contract work is complete. VIII. WARRANTY. The Vendor shall correct all defects in workmanship and materials within one year from the date of the City's acceptance of the contract work. When defects are corrected, the warranty for that portion of the work shall extend for one year from the date such correction is completed and accepted by the City. The Vendor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. IX. INDEMNIFICATION. Vendor 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. Vendor’s obligation to indemnify shall not extend to that portion of damages caused by the City’s sole negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that 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 Vendor and the City, its officers, officials, employees, agents and volunteers, the Vendor's liability hereunder shall be only to the extent of the Vendor's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THIS INDEMNIFICATION CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. X. INSURANCE. The Vendor shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of the contract work by the Vendor, its agents, representatives, employees or subcontractors. Page 5 of 8 Goods and Services Agreement Rev. 09/2021 Before beginning work on the project described in this Agreement, the Vendor shall provide a Certificate of Insurance evidencing: A. Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and B. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 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; and employer's liability. C. Excess Liability insurance with limits not less than $1,000,000 limit per occurrence and aggregate. D. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim. E. Workers Compensation insurance as statutorily required by the Industrial Insurance Act of the State of Washington, Title 51, Revised Code of Washington and employer's liability with limits not less than $1,000,000. Any payment of deductible or self-insured retention shall be the sole responsibility of the Vendor. All required policies shall be provided on an “occurrence” basis except professional liability insurance (if required), which shall 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 Vendor and a copy of the endorsement naming the City as 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. The Vendor'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 Vendor's insurance shall be primary and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. It shall be an affirmative obligation upon Vendor 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 6th Street, Suite 100, Bremerton, WA 98337 within two days of the cancellation, suspension or substantive change of any insurance policy required herein, and failure to do so shall be construed to be a breach of this Agreement. Page 6 of 8 Goods and Services Agreement Rev. 09/2021 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. XI. MISCELLANEOUS. A. Licenses and Taxes. Vendor shall possess a current Bremerton Business License and any regulatory license required to fulfill Vendor's obligations under this Agreement. B&O taxes shall be paid when due, and Vendor, by this Agreement, assigns any payments due under this Agreement to the City Clerk for payment of such taxes which have been declared delinquent. B. Conflict and Precedence. In the event of a conflict between the contract documents, the document which rates higher on the following list shall take precedence: 1. Amendments / Change Orders to Goods and Services Agreement 2. Goods and Services Agreement 3. Specifications 4. Terms and Conditions 5. Vendor’s Proposal C. Documents Incorporated by Reference. The following documents are incorporated by reference, including but not limited to: 1. Terms and Conditions, 2. Specifications, 3. Proposal, and 4. Non-Collusion Affidavit. D. Use of Photographs and Images. Vendor shall not use or distribute photographs or images depicting City officials, personnel, property, or equipment whether prepared by Vendor or provided by City without prior written consent of the City. The City will not unreasonably withhold its consent. E. Equal Employment Opportunity Statement. In the hiring of employees for the performance of work under this Agreement, the Vendor, its subcontractors, or any person acting on behalf of Vendor shall not discriminate in any employment practice on the basis of age (40+), sex, race, creed, color, national origin, sexual orientation/gender identity, marital status, military status, or the presence of any physical, mental or sensory disability. F. ADA Statement. The City of Bremerton does not discriminate on the basis of disability in programs and activities, which it operates pursuant to the requirements of the Americans with Disabilities Act of 1990, and ADA Amendments Act. This policy extends to both employment and admission to participation in the programs, services and activities of the City of Bremerton. Reasonable accommodation for employees or applicants for employment will be provided. Page 7 of 8 Goods and Services Agreement Rev. 09/2021 G. Compliance with Laws. Vendor shall comply with all federal, state and local laws, rules and regulations throughout every aspect in the performance of this Agreement. H. Prevailing Wages. Vendor shall file a “Statement of Intent to Pay Prevailing Wages” with the State of Washington Department of Labor & Industries prior to commencing the contract work. Vendor shall pay prevailing wages and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate provisions. The latest prevailing wage rate revision issued by the Department of Labor and Industries is attached. I. Work Performed at Vendor's Risk. Vendor shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of this Agreement. All work shall be done at Vendor's own risk, and Vendor 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. J. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Washington. If any dispute arises between the City and Vendor under any of the provisions of this Agreement, resolution of that dispute shall be available exclusively under the jurisdiction, venue and rules of the Kitsap County Superior Court, Kitsap County, Washington. K. Attorney's Fees. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall be responsible for payment of its own legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit; however, nothing in this subsection shall limit the City's right to indemnification under Section IX of this Agreement. L. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed below, unless otherwise notified. Any written notice shall become effective upon delivery, but in any event three (3) calendar days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement. Notices to be sent to: Notices to be sent to: CITY: VENDOR: Attn: Attn: City of Bremerton 345 6th Street, Suite 100 Bremerton, WA 98337-1891 M. Assignment. Any assignment of this Agreement by the Vendor without the written consent of the City shall be void. Page 8 of 8 Goods and Services Agreement Rev. 09/2021 N. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. O. Severability. If any one or more sections, subsections, or sentences of this Agreement are held to be unconstitutional or invalid, that decision shall not affect the validity of the remaining portion of this Agreement and the remainder shall remain in full force and effect. P. Entire Agreement. The written provisions and terms of this Agreement, together with any attached Exhibits, supersede all prior verbal statements by any representative of the City, and those statements shall not be construed as forming a part of or altering in any manner this Agreement. This Agreement and any attached Exhibits contain the entire Agreement between the parties. Should any language in any Exhibit to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. IN WITNESS WHEREOF, the parties below have executed this Agreement. CITY: VENDOR: City of Bremerton APSCO, LLC By: By: Print Name: Print Name: Its: Its: Date: Date: APPROVED AS TO FORM: ATTEST: By: By: KYLIE J. FINNELL, Bremerton City Attorney ANGELA HOOVER, City Clerk R:\Legal\Legal\Forms\FORMS ON COBWEB\Goods and Services Agreement Rev 09 2021.docx APSCO SCOPE OF SUPPLY Page 1 Date: February 28, 2022 To: Kevin Golnik Customer: City of Bremerton, WA Subject: Scope of Supply and Commercial Offer REV1 APSCO is pleased to provide the following detailed scope of work for the Duplicate Replacement Flowserve MSX Submersible Pumps for the City of Bremerton, WA. Duplicate Flowserve 6MSX19AW Submersible Pump Equipment Quoted: • Equipment Serial Number: 03M0021, 03M0022, 03M0023 • Manufacturer: Flowserve Equipment Supply Details: • Quantity (3) Three Flowserve MSX Pump Model 6MSX19AW • Conditions of service: 2,175 U.S. gpm at 91 ft TDH • Motor 75HP, 1200RPM, 460/3/60 • Casing Material: Cast Iron • Impeller Material: Cast Iron • Pump Shaft Material: 416SS • Casing Wear Ring Material: Hardened Stainless Steel • Impeller Wear Ring Material: Hardened Stainless Steel Spare Parts: • None Quoted. Accessories: • Lifting Bail Control Panels: • None quoted Variable Frequency Drives: • None quoted Factory Services: • None quoted Field Services: • None Quoted. Documentation: • None Quoted. Equipment Delivery: • Delivery 24 weeks from acceptable order and release to manufacture. APSCO SCOPE OF SUPPLY Page 2 Warranty: • 12 months from delivery not to exceed 18 months from shipment Comments/Exceptions: • Testing is not included in proposal. • Any coatings will be duplicated. However modern day equivalent coatings may need to be provided where needed due to discontinued coating products. Exclusions: • Installation of equipment • Pressure monitoring devices • Field painting • Concrete work, foundations, piping, or piping fittings • Valves, gauges, meters, or other fittings except as described herein • Hatches, hoists or davit cranes unless noted above • Anchor bolts or special tools • Guide rails • Conduit, wiring or cable except as noted herein • Process instrumentation, controls, or electrical wiring unless included above • Field testing and equipment unless noted above • Video taping of training • Taxes of any kind Terms: • Payment Terms: 100% Net 30 Days Quote Validity: • 60 Days Price: • ………………………………………………………………………$____251,400.00_____ Taxes (9%): • ………………………………………………………………………$_____22,626.00_____ Freight to Jobsite: • ………………………………………………………………………$______3,000.00_____ Total: • ………………………………………………………………………$____277,026.00_____ Attachments: • APSCO Terms and Conditions Contacts: Sales Engineer: Application Engineer: Joe Kernkamp Josh Clark Cell Phone: (206)-890-4039 Office Phone: 425-448-9510 90 80 70 200 180 160 140 60 120 50 100 40 -13 20 10 0 80 60 40 20 0 ------1 i-- ,I - . 1 1 I , ,1 1 1 ___1 __I1 1 ._ __L_I .--_ I _ _ I _ -; ------..... . . __ --_--I I I-_______ ._____|1 I ._I . _L l__I __I __ -1 --- I ______[I _ N1 i I I I I __I_ ___ ._____! I I 1 I. I _- - - -- I 1 L_Il; __...1___ ; __ .-'-[1.....-- I _ ,1 1 I I ;1 f I I . 0 500 1000 1500 Capacity USGPM 2000 2500 75 3000 0 This curves shows the expected heads and efficiencies at other capacities but this additional data is approximate only and not guaranteed.FLOWSERVE Model 6MSX19A Speed 1175 RPM Curve Number S002664 APSCO LLC TERMS AND CONDITIONS OF SALE 1. SCOPE: Unless otherwise agreed in writing, Seller's (APSCO, LLC) acceptance of Purchaser's purchase order is conditioned upon Purchaser accepting these terms and conditions. Seller sells its equipment in accordance with the following provisions. 2. PRICES: Prices are F.O.B. Seller's or its supplier's plant. Prices do not include any federal, state or local sales, use or other taxes and taxes will be added to the sale price for Purchaser's account. 3. TERMS: Unless otherwise agreed, all invoices are due and payable 100% net 30 days from date of shipment or notification of readiness to ship. All credit terms are offered subject to Purchaser's credit worthiness with said worthiness to be determined solely by the Seller. Full payment is due as indicated and late payment may be subject to a specified service charge. Purchaser shall pay the full invoiced amount to Seller, regardless of any payment schedule between Purchaser and the Owner, or others. If Purchaser is in default in any payment, Seller may offset any monies of Purchaser available to Seller or in Seller's possession; declare all payments for work completed immediately due and payable; stop all further work until payments are brought current and/or require advance payment for future shipments. 4. ITEMS INCLUDED: Each sale includes only the equipment described in the order. Responsibility for proper operation of equipment if not installed or operated in accordance with Seller's instructions, rests entirely with Purchaser. Seller shall supply only those safety devices, if any, described in the order or in its proposal and drawings, and shall comply with those provisions of the federal Occupational Health and Safety Act of 1970 which Purchaser and Seller have identified as specifically applicable to the manufacture of Seller's equipment hereunder. Seller shall not be responsible for compliance with state or local safety and health statutes of special application unless it has accepted such responsibility in writing. 5. SECURITY INTEREST: Seller retains a security interest in and right of repossession to the equipment until the full purchase price has been paid. Purchaser will not encumber nor permit others to encumber said equipment by any liens or security instruments. In the event legal action is necessary to enforce Purchaser's obligations under this order, Seller shall be entitled to recover its court costs and reasonable attorney's fees if it prevails. Purchaser shall provide insurance for Seller's benefit to protect Seller’s interest against loss or damage until invoice is fully paid. 6. SHIPMENTS AND DELIVERY: Seller shall use its reasonable efforts to meet all shipment or delivery dates recited herein or in Purchaser's order, but any such dates are estimates only and are not guaranteed. Seller shall have no liability to Purchaser for damages or penalties, direct or indirect, for any delay in shipment or delivery, whether such delay is minor or substantial, nor shall Purchaser have the right to declare a breach of contract because of any such delay. Delivery of schedules are subject to prompt receipt by Seller of all necessary information and instructions from Purchaser, including any required approval of drawings, and establishment of agreed terms of payment. Unless otherwise agreed, all shipments are F.O.B. Seller's factory and all claims for damage, delay, or shortage arising from any shipment shall be made directly against the carrier by the Purchaser. When shipments are specified F.O.B. destination, Purchaser shall inspect the equipment, and notify Seller of any damage or shortage within seven days of receipt. Failure to so notify Seller shall constitute acceptance by Purchaser, relieving Seller of liability for damages or shortages. Unless prohibited by Purchaser, Seller shall make partial shipments of completed items for payment under terms of order. 7. WARRANTY: Seller warrants equipment of its manufacture only in accordance with its current applicable Seller’s Product warranty against defects in workmanship and materials, which warranty is incorporated by reference and made a part hereof. 8. PATENTS: Seller agrees that it will defend and indemnify Purchaser against damages arising from proceedings, alleging that Seller's equipment infringes any apparatus claim of a patent existing as of date of order, provided Seller is given prompt written notice of such proceeding or threat thereof under a patent, and Purchaser accords Seller full control of the defense, applicable patent/fraud counterclaims, settlement or compromise thereof and any recoveries thereunder. Purchaser agrees that it shall furnish Seller, on request, all needed information, assistance and authority to enable Seller so to defend. Seller will reimburse Purchaser for actual out-of-pocket expenses, exclusive of legal fees, incurred in rendering assistance at Seller's request. The foregoing states the entire liability of Seller with respect to patent infringement. Purchaser agrees that it shall indemnify the Seller against all claims, demands, damages, penalties, costs and expenses to which the Seller may become liable by reason of any infringement or alleged infringement of a patent or patents arising out of performance of this order if the equipment is constructed in accordance with Purchaser's detailed drawings or designs submitted to Seller. 9. CANCELLATION, SUSPENSION OR DELAY: If Purchaser requests or causes a cancellation, suspension or delay of Seller's work, Purchaser shall pay Seller all appropriate charges incurred up to date of such cancellation, suspension or delay, plus Seller's overhead and reasonable profit. Additionally, all charges related to and risks incident to storage, disposition, and/or resumption of work shall be borne solely by Purchaser. 10. LIMITATION OF LIABILITY: Seller shall not be liable to Purchaser for any consequential or incidental damages of any nature for any reason whatsoever, whether such damages are based in contract or in tort, including strict liability or negligence. The remedies stated in Seller's warranty attached hereto constitute the sole and exclusive remedy of Purchaser for any defect in material and workmanship or performance failure of Seller's equipment. Seller’s liability for direct damages shall not exceed the material portion of the contract price for the defective equipment. 11. CHANGES AND BACKCHARGES: Seller shall not be obligated to make any changes in or additions to the scope of the work unless Seller agrees thereto and an equitable adjustment is made to price and/or delivery. Seller will not approve or accept returns of or backcharges for labor, materials or other costs incurred in modification, adjustment, service or repair or equipment unless previously approved in writing by an authorized employee of Seller. 12. CHANGES IN DESIGN: With proper notification in writing to Purchaser, Seller reserves the right to modify the design and construction of equipment in order to incorporate improvements or to substitute material equal or superior to that originally specified. No charge shall be made to Purchaser for modifications made to Seller's option. 13. PROPRIETARY INFORMATION: All information furnished by Seller is solely for Purchaser's use in connection with the equipment purchased herein, and shall not be disclosed to any third party without Seller’s prior written consent, unless required by law. 14. FORCE MAJUERE: The Seller shall be relieved of its obligations hereunder and of any liabilities contained herein whenever and to the extent to which the fulfillment of such obligations is prevented, frustrated or impeded by conforming to any statue or any rule, regulation, order or requisition made thereunder, or any consequence thereof, by state, federal, national or international prohibition or sanction, by war (whether declared or not), military activity, terrorism, acts of public enemies, accidents, fire, flood, nuclear fallout, acts of God or any cause of like or different kind beyond its control, or by reason of any industrial dispute, or any consequence thereof. 15. GOVERNING LAW: This agreement shall be interpreted in accordance with the laws of the State of Washington, U.S.A., which laws shall be deemed to be the governing law of this contract with regard to any disputes or questions of interpretation between the parties. Tom Knuckey Digitally signed by Tom Knuckey Date: 2022.03.29 09:43:06 -07'00' AGENDA BILL CITY OF BREMERTON CITY COUNCIL SUBJECT: Study Session Date: April 13, 2022 Professional Services Agreement with Kennedy Jenks for a Wastewater Comprehensive Plan Amendment COUNCIL MEETING Date: April 20, 2022 Department: PW&U-Engineering Presenter: Ned Lever Phone: (360) 473-2398 SUMMARY: The City of Bremerton is working with Mason County to coordinate wastewater services in the Puget Sound Industrial Center (PSIC). The City has selected Kennedy Jenks to amend the 2014 Wastewater Comprehensive Plan (WWCP) to address the cooperative planning for collection system improvements and wholesale wastewater treatment services that would be provided by Mason County at their existing treatment facility. This update to the WWCP outlines the capital facilities necessary and will define the fundamental issues that need to be addressed to coordinate the shared wastewater services in the PSIC Area. ATTACHMENTS: 1. Professional Services Agreement with Exhibits A and B FISCAL IMPACTS (Include Budgeted Amount): The budgeted amount of $100,000 is included in the Wastewater CIP. STUDY SESSION AGENDA: ☒ Limited Presentation ☐ Full Presentation STUDY SESSION ACTION: ☐ Consent Agenda ☐ General Business ☐ Public Hearing RECOMMENDED MOTION: Move to award the Professional Services Agreement with Kennedy Jenks for the Wastewater Comprehensive Plan Amendment in the amount of $66,614; and authorize the Mayor to finalize and execute the agreement with substantially the same terms and conditions as presented. COUNCIL ACTION: Approve Deny Table Continue No Action Form Updated 01/02/2018 A7 Bremerton/Kennedy Jenks Page 1 of 7 Wastewater Comprehensive Plan Amendment April 2022 PROFESSIONAL SERVICES AGREEMENT Wastewater Comprehensive Plan Amendment The City of Bremerton (“City”) and Kennedy Jenks (“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 March 3, 2022, 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 by March 31, 2023. III.Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Consultant in an amount not to exceed $66,614. Consultant’s charges 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 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 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 in accordance with Exhibit B. 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. 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 Bremerton/Kennedy Jenks Page 2 of 7 Wastewater Comprehensive Plan Amendment April 2022 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 Agreement. 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 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 survive the expiration or termination of this Agreement. Bremerton/Kennedy Jenks Page 3 of 7 Wastewater Comprehensive Plan Amendment April 2022 VI.Insurance: 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-contractors. Before beginning work on the project described in this Agreement, the Consultant shall provide a Certificate of Insurance evidencing: 1.Automobile Liability insurance with limits no less than $1,000,000 combined single limit per accident for bodily injury and property damage; and 2.Commercial General Liability 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 3.Excess Liability insurance with limits not less than $1,000,000 limit per occurrence and aggregate; and 4.Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim; and 5.Workers Compensation insurance as statutorily required by the Industrial Insurance Act of the State of Washington, Title 51, Revised Code of Washington and employer's liability with limits not less than $1,000,000. 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 and non-contributory insurance as respects the City and shall contain a waiver of subrogation against the City for claims arising out of any operations, liabilities and obligations to which coverage applies. 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 6th Bremerton/Kennedy Jenks Page 4 of 7 Wastewater Comprehensive Plan Amendment April 2022 Street, Suite 100, 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. In the event that the Consultant employs other consultants or contractors (sub-consultants or sub-contractors) as part of the work covered by this Agreement, it shall be the Consultant’s responsibility to require and confirm that each sub-consultant or sub-contractor meets the minimum insurance requirements specified above. The Consultant shall, upon demand of the City, deliver to the City copies of such policy or policies of insurance and the receipts for payment of premiums thereon. VII.General Conditions: A.Reports 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 Federal Way, 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 Photographs and Images. Consultant shall not use or distribute photographs or images depicting City officials, personnel, property, or equipment whether prepared by Bremerton/Kennedy Jenks Page 5 of 7 Wastewater Comprehensive Plan Amendment April 2022 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 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 office in Federal Way, 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 Agreement: 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.Severability: 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 1st 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. Notices to be sent to: Notices to be sent to: CITY: CONSULTANT: Attn: Angela Hoover Attn: Andrew Perez City of Bremerton Kennedy Jenks 345 6th Street, Suite 100 32001 32nd Avenue South, Suite 100 Bremerton, WA 98337-1891 Federal Way, WA 98001 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. Bremerton/Kennedy Jenks Page 6 of 7 Wastewater Comprehensive Plan Amendment April 2022 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.Attorneys’ 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. O.Assignment: Any assignment of this agreement by the Contractor without the written consent of the City shall be void. VIII.Equal Employment Opportunity Statement: In the hiring of employees for the performance of work under this Agreement, the Consultant, its subcontractors, or any person acting on behalf of Consultant shall not discriminate in any employment practice on the basis of age (40+), sex, race, creed, color, national origin, sexual orientation/gender identity, marital status, military status, or the presence of any physical, mental or sensory disability. IX.ADA Statement: The City of Bremerton does not discriminate on the basis of disability in programs and activities, which it operates pursuant to the requirements of the Americans with Disabilities Act of 1990, and ADA Amendments Act. This policy extends to both employment and admission to participation in the programs, services and activities of the City of Bremerton. Reasonable accommodation for employees or applicants for employment will be provided. X.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 Bremerton/Kennedy Jenks Page 7 of 7 Wastewater Comprehensive Plan Amendment April 2022 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.Rights 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. XI. 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 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. IN WITNESS WHEREOF, the parties below have executed this Agreement. CITY: CONSULTANT: CITY OF BREMERTON KENNEDY JENKS By: By: Print Name: Greg Wheeler Print Name: Its: Mayor Its: Date: Date: APPROVED AS TO FORM: ATTEST: By: By: Kylie J. Finnell, Bremerton City Attorney Angela Hoover, City Clerk Michael Lubovich Operations Manager EXHIBIT A SCOPE OF SERVICES March 3, 2022 Project Title: City of Bremerton Wastewater Comprehensive Plan Amendment Background Mason County (County) in partnership with the City of Bremerton (City) is planning to extend sewer to the Mason County-Kitsap County line near WSDOT’s proposed Freight Corridor. Northeast of the proposed extension, the PSIC is currently sewered by a Large Onsite Septic System (LOSS) which is owned by the Port of Bremerton. The City’s most recent Wastewater Comprehensive Plan (Plan) shows future PSIC expansions as being sewered by regional treatment facilities located within the City limits. Mason County’s extension of sewer service from their existing service area to the terminus of the Freight Corridor will allow the City to connect portions of the PSIC that would have otherwise required an expansion of the LOSS or a new treatment facility. The City has selected Kennedy Jenks (Contractor) to amend the latest Plan to revise the sewer plan for the PSIC to include the forthcoming Mason County sewer extension and provide for wholesale wastewater treatment services that would be provided by Mason County at their existing treatment facility. Task 1: Plan Amendment Contractor will prepare a Plan Amendment for submission to the Washington State Department of Ecology (Ecology). Contractor Services: Sub-Task 101: Kickoff Meeting a. Prepare for, attend, and facilitate the kick-off meeting with the County and design team members. The meeting is anticipated to have a 1-hour duration. Sub-Task 102: Document Review b.Collect and review existing Plan documents. c.Collect and review PSIC Subarea Plan Sub-Task 103: Phasing Plan Technical Memo a)Develop flow projections and phasing plan b)Prepare a draft Technical Memo for City detailing the flow projections and phasing plan for City review c)Incorporate City comments Sub-Task 104: Plan Amendment Draft Preparation d.Prepare a draft for City review e.Incorporate City comments f.Submit to Ecology for review Sub-Task 105: Plan Amendment Final Draft g. Incorporate Ecology comments h.Submit to Ecology for approval i.Submit final Plan Amendment to Ecology for approval. Sub-Task 106: Ecology Coordination j.Prepare for, attend and facilitate a virtual Kick-off Meeting with Ecology to discuss amendment. The meeting is anticipated to have a 1-hour duration. k.Prepare for, attend and facilitate a virtual Plan Comment Review Meeting with Ecology to discuss amendment. Sub-Task 107: SEPA Checklist (Sub-Contractor) l.Sub-Contractor will prepare the SEPA checklist for the proposed project in conformance with Washington Administrative Code (WAC) 197-11-960 and City standards. The SEPA checklist will briefly describe the project and address the project’s effect on elements of the environment. The Checklist will include a list of permit requirements for the project. Either a Determination of Non- Significance (DNS) or a mitigated DNS will be issued for the project. Deliverables: •Meeting Agendas and Notes (Electronic, Adobe Acrobat format). •Draft Phasing Plan Technical Memo (Electronic, Adobe Acrobat format). •Final Phasing Plan Technical Memo (Electronic, Adobe Acrobat format). •Draft Plan Amendment (Electronic, Adobe Acrobat format). •Final Plan Amendment (Electronic, Adobe Acrobat format). •SEPA checklist (Electronic, Adobe Acrobat format). Assumptions: •Kick-Off Meeting will be in person and attended by two (2) Consultants. •Ecology meetings will be virtual and attended by two (2) Consultants •Flow projections will be taken from Plan, 2012 SKIA (PSIC) Sub-Area Plan, and/or recent information provided by City’s planning department. •Phasing Plan and flow projections will not require •City staff will prepare and publish the DNS (or mitigated DNS) from the SEPA Checklist. •City will be responsible for any interlocal agreements or similar agreements with Mason County and/or the Port of Bremerton which will be required by Ecology as part of the Plan amendment. Task 2 – Project Management Contractor Services: Project Setup a. Contractor will set up the project within Contractor’s accounting system, prepare sub-consulting agreements, and issue a Project Initiation Plan to the deign team, outlining the scope and budget, and develop a baseline schedule. Project Work Plan b. Contractor shall prepare a Project Plan (PWP) as part of the project development efforts. The PWP shall consist of: i. City Expectations ii. Scope of Work (from contract) iii. Staffing Plan, including the Team Organization and Responsibilities iv. Work Plan v. Baseline Schedule (MS Project) vi. Quality Plan Project Management and Administration c. Contractor shall provide project management services needed to execute the scope of work. This shall consist of project administration related to schedule, budget, and scope management, and communication of project activities with the County. d. Contractor will provide management and oversight of in-house project personnel and subconsultants throughout the project. This task shall also consist of the provision of administrative support in the Contractor’s office for the duration of the project. e. Contractor will review and monitor project budget and progress on a regular basis, as well as management of in-house and subconsultant activities. f. Contractor will allocate resources to meet project objectives based on this scope of work and will perform project controls activities to accomplish day to day management of the work. Monthly Project Invoice and Status Report g. Contractor will establish and maintain a Project accounting system to organize and track Project costs in accordance with the Agreement and the work breakdown structure (WBS). h. Contractor will prepare and submit monthly invoices electronically to the County in accordance with the Agreement. Invoices shall be prepared and submitted electronically on a monthly basis. Invoices shall include: i. breakdown of staff effort by major task; ii. a summary of expenditures for the month by major task; iii. a summary of expenditures to date by major task; iv. the amount previously invoiced; v. total invoiced; and vi. budget amount remaining. i. The monthly progress report shall provide narrative summaries of the work performed through the most recent month, planned activities for the upcoming month, items requiring resolution or decisions by the County and issues/concerns, information needs, and a performance schedule update. Assumptions: • Project is expected to have up to 6 total monthly invoices. Schedule Development and Update j. Develop a baseline project schedule for the Project activities defined in this Scope of Work following the notice to proceed and shall maintain the schedule through the life of the project. k. The schedule will identify the major activities for the Project (e.g. task and subtask level activities). l. The schedule will be updated quarterly for the Project tasks. Deliverables: • Draft and final versions of Baseline Project Schedule Task 3 – Project Contingency This task serves as a management reserve fund for unidentified tasks/activities necessary to perform the work. EXHIBIT B COMPENSATION NOTE-include billing/invoice specifics. A. Compensation: CONTRACTOR will be compensated not more than $66,614 for Project. Project / Task Estimated Effort Project: City of Bremerton Wastewater Comprehensive Plan Amendment Task 1. Plan Amendment $53,581 Task 2. Project Management $8,033 Task 3: Project Contingency $5,000 Project 1 - Total $66,614 B. Requests for Payment: 1. At a minimum the invoice is to include: performance period; date of submission; CONTRACTOR's name, remittance address and phone number; number of hours being billed; invoice total; and any additional applicable information. 2. Submit via e-mail to: Ned Lever City Engineer City of Bremerton 345 6th St, Suite 500 Bremerton, WA 98337 (360) 473-5270 Ned.Lever@ci.bremerton.wa.us 3. Payment will be made to CONTRACTOR within thirty (30) days of the receipt of a complete and accurate invoice