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HomeMy WebLinkAbout1 - Original Submission_ 20220111_315023_GSA for PSI_jb.01 - Legal editsPage 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 Intertek/Professional Services Industries, Inc. (Vendor), whose mailing address is: 3011 S Huson Street, Suite A; Tacoma, WA 98409. The parties agree as follows: I.VENDOR SERVICES. The Vendor shall provide the following goods and materialsand/or perform the following services for the City: See attached Scope of Work as Attachment A II.TIME OF COMPLETION. Vendor shall complete the work and provide all goods,materials and services within 365 calendar days from the date all parties have signed thisAgreement. III.COMPENSATION. The City shall pay the Vendor the total amount of $19,198, includingapplicable Washington State Sales Tax, for the goods, materials and services contemplated in thisAgreement. 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 insurancecompensation, unemployment compensation, and all other payroll deductions for the Vendor,officer, agents, employees and subcontractors. The Vendor shall also secure all applicablebusiness licenses, if required, in connection with the contract services, including all required licenses for Vendor's officers, agents, employees and subcontractors. 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 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 2 of 8 Goods and Services Agreement Rev. 09/2021 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 Vendordetermines, for any reason, that a change order is necessary, Vendor must submit a written changeorder 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 forperformance, the City will make an equitable adjustment. The City will attempt, in good faith, toreach agreement with the Vendor on all equitable adjustments. However, if the parties are unableto 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 Vendorfails to require a change order within the time allowed, the Vendor waives its right to make anyclaim or submit subsequent change order requests for that portion of the contract work. If theVendor 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 anythingrequired 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; 2.Supplement the written protest within fourteen (14) calendar days with awritten 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 thatestimate 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. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 3 of 8 Goods and Services Agreement Rev. 09/2021 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, interpretations, 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 days from the date Vendor knew, or should have known, of the facts giving rise to the claim. At a minimum, a Vendor's 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. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 4 of 8 Goods and Services Agreement Rev. 09/2021 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. WAIVER OF CONSEQUENTIAL DAMAGES. Neither party shall be liable to the other in contract, tort (including negligence and breach of statutory duty) or otherwise for loss of profit (whether direct or indirect) or for any indirect, consequential, punitive or special loss or damage, including without limitation loss of profits, revenue, business, or anticipated savings (even when advised of their possibility). XI. 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. Before beginning work on the project described in this Agreement, the Vendor shall provide a Certificate of Insurance evidencing: DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 5 of 8 Goods and Services Agreement Rev. 09/2021 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. 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. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 6 of 8 Goods and Services Agreement Rev. 09/2021 XII. 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. 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 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 7 of 8 Goods and Services Agreement Rev. 09/2021 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: Gunnar Fridriksson Attn: Eric Allen City of Bremerton Intertek PSE 345 6th Street, Suite 100 3011 S Huson Street, Suite A Bremerton, WA 98337-1891 Tacoma, WA 98409 M. Assignment. Any assignment of this Agreement by the Vendor without the written consent of the City shall be void. 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. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Page 8 of 8 Goods and Services Agreement Rev. 09/2021 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 Intertek/Professional Services Industries, Inc By: By: Print Name: Thomas Knuckey Print Name: Its: Public Works & Utilities Director 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 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Steve Bryant Regional Vice President 2/7/20222/8/2022 January 12, 2022 Mr. Gunnar Fridriksson City of Bremerton Public Works & Utilities100 Oyster Bay AvenueBremerton, WA 98312 Phone: (360) 473-5758Email: gunnar.fridriksson@ci.bremerton.wa.us Re:Proposal for Construction Materials Testing and Special Inspection ServicesKitsap Way (SR310) and Warren Avenue/Wheaton Way (SR303)Bremerton, WashingtonPSI Proposal Number 0742-351924 Dear Ms. Archer-Parsons, Professional Service Industries, Inc., (PSI), is pleased to submit the following proposal for providingconstruction materials testing and special inspection services for the above referenced project. PSI is operated by registered professional engineers and meets criteria set forth by (ASTM E-329)and the American Association of Laboratory Accreditation (A2LA). In addition, we are also accreditedby the US Army Corps of Engineers (USACE). The International Code Council (ICC) and theWashington Association of Building Officials (WABO) certify our inspectors and technicians. PSI understands that our services will consist of inspection and/or testing the following: •Soils/Asphalt Compaction •Placement of Reinforcing Steel •Placement of Reinforced Concrete PSI proposes to provide the described services on a unit-price basis. Total fees will be determined bythe actual amount of technical time expended for this project and the actual quantity of laboratory testsperformed. For preliminary budgeting purposes, PSI has prepared the following estimated budget fortesting services based on information supplied by City of Bremerton Public Works & Utilities, whichincluded a review of the construction plans and specifications dated June 8, 2021. PSI retained electronic copies of the project documents. The work performed by PSI will depend on the actual construction schedule. All work will be performed at the direction of the contractors’ representative on an On-Call basis. Prior to starting work on the project, it would be beneficial to meet to discuss adetailed schedule of your testing needs after which we can more accurately determine the total projecttesting budgets. Please note that our services do not include supervision or direction of the actual work. Also, be awarethat neither the presence of our field representative nor the observation and testing by our firm shallimply PSI's responsibility for defects discovered in the construction work. It is understood that our firmwill not be responsible for job or site safety on this project. Job site safety will be the sole responsibilityof others. Attachment A DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Kitsap Way (SR310) & Warren Ave/Wheaton Way (SR303) Professional Service Industries, Inc. Time and Materials Proposal Engineering • Consulting • Testing PSI Proposal No. 0742-351924 1/12/2022 DEFINED SCOPE OF WORKProvide Special Inspection and materials testing in accordance with the 2015 International BuildingCode with Washington State Amendments, project specifications and drawings, and the Standard Specifications for Road, Bridge and Municipal Construction, 2021 edition as issued by the WashingtonState Department of Transportation (WSDOT) as directed by the client and/or their designated siterepresentative. Special inspections anticipated are reinforced concrete, asphalt and soils compaction.The following is a description of the anticipated services. Soils Compaction and Testing Services – The on-site inspector will observe and test soil excavationand structural compaction fills. Soils and base materials will be sampled for laboratory analysis forcompliance with the project specifications. Laboratory analysis can typically include maximum drydensity determination (Proctor) and grain size distribution (sieve). The on-site inspector will monitorstructural fill operations and perform in-place density testing by nuclear densometer. ProfessionalService Industries, Inc. will provide City of Bremerton Public Works & Utilities with a source of adviceand opinion regarding the suitability of earthwork and foundation preparation with respect to the projectdocuments provided. PSI understands there is no geotechnical report available for the project at this time. PSI is not providing the role of geotechnical engineer of record. PSI accepts no liability orresponsibility for any errors or omissions in the original project documents. PSI’s work shall be limited to observing and testing for compliance with the recommendations made in the project documents. Inthe event that at any time there are determined to be defects in the original documents, client agreesto look solely to the original engineer for damages arising out of the report, and agrees to indemnifyPSI for any claims out of those documents. Asphalt Compaction - The on-site inspector will monitor delivery of hot mix asphalt and verify ticketsfor compliance with the approved mix design. The hot mix asphalt will be monitored for temperatureas delivered and placed. During placement of hot mix asphalt the on-site inspector will perform in-place compaction by use of a nuclear densometer. Samples of the hot mix asphalt delivered to thesite will be tested for compliance with the WSDOT requirements. Reinforcing Steel Placement/Cast In Place Concrete - The on-site inspector will provide periodic inspection of the placement of reinforcing steel for compliance with the project requirements for correctsize, grade of steel, location, and clearance to forms and/or earthwork. The on-site inspector willcontinuously monitor placement of cast-in-place concrete for adherence to the project specifications.Each load, as required, will be checked for proper mix design, water/cement ratio, batch weights,adherence to slump requirements, air content, as well as proper methods of placement andconsolidation. Compressive strength samples will be cast on concrete delivered to the project. PROJECTED BUDGET ESTIMATEThe projected rates below are for special inspections and materials testing for the Kitsap Way (SR310)and Warren Avenue/Wheaton Way (SR303) Project in Bremerton, Washington. Based upon theanticipated scope of work, the total estimated budget is $19,057.90. The attached cost estimate isanticipated to be used as a budget for services only it does not represent a maximum or minimum fee.Services requested but not listed herein will be billed at our standard unit rates. This proposal is subject to the attached terms and conditions. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Kitsap Way (SR310) & Warren Ave/Wheaton Way (SR303) Professional Service Industries, Inc. Time and Materials Proposal Engineering • Consulting • Testing PSI Proposal No. 0742-351924 1/12/2022 A representative of PSI will be contacting you to confirm receipt of this proposal and to discuss any questions that you may have. PSI appreciates the opportunity to offer its services and looks forward to working with you on this project. Respectfully submitted, Professional Service Industries, Inc. Eric Allen, PE Steve Bryant, PE Branch Manager Regional Vice President Construction Services Construction Services eric.allen@intertek.com steve.bryant@intertek.com Attachments: Schedule of Service and Fees General Conditions DESCRIPTION OF SERVICE UNIT RATE ESTIMATED QUANTITY ESTIMATED TOTAL Concrete Testing & Inspection Concrete Special Inspector on-site Regular time Curbs, Gutters & Sidewalks- 12 trips @ 6 hours each Cylinders/Compressive Strength Testing 12 sets of 5 cylinders Sample Pickups $65.00 12 $780.00 Subtotal $6,816.00 Soils Compaction Inspection Soils Inspector on-site Regular time Grading & Backfill- 12 trips @ 4 hours each Proctor $250.00 1 $250.00 Sieve Analysis $150.00 1 $150.00 Sand Equivalency $110.00 1 $110.00 Fractured Face $160.00 1 $160.00 Subtotal $3,694.00 Asphalt Compaction Inspection Asphalt Inspector on-site Regular time HMA Paving- 6 trips @ 6 hours each Sample Pickups from HMA Plant $65.00 6 $390.00 Rice $250.00 6 $1,500.00 Extraction/Gradation $150.00 6 $900.00 Gyratory Compaction $500.00 1 $500.00 Sand Equivalency of HMA Aggregate $110.00 1 $110.00 Uncompacted Void Content of HMA Aggregate $100.00 1 $100.00 Void Content of Fine Aggregate of HMA Aggregate $100.00 1 $100.00 Subtotal $5,868.00 Project Management and Administration Project Management, Report Review & Pre Construction Meetings $95.00 12 $1,140.00 Trip Charges per mile $0.58 2655 $1,539.90 Subtotal $2,679.90 Estimated Total $19,057.90 $63.00 48 $3,024.00 $63.00 36 $2,268.00 $63.00 72 $4,536.00 $1,500.00 $25.00 60 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Kitsap Way (SR310) & Warren Ave/Wheaton Way (SR303) Professional Service Industries, Inc. Time and Materials Proposal Engineering • Consulting • Testing PSI Proposal No. 0742-351924 1/12/2022 PROPOSAL ACCEPTANCE: AGREED TO, THIS ___________ DAY OF ________________________ , 2022 BY (please print name): _________________________________________________________ TITLE: _________________________________________________________ COMPANY: _________________________________________________________ SIGNATURE: _________________________________________________________ PROJECT DATA SHEET PROJECT INFORMATION: Project Name: Project Location: Your Job No: Purchase Order No.: Project Manager: Telephone No.: Site Contact: Telephone No.: EMAIL ADDRESSES FOR REPORT DISTRIBUTION: Name: Name: Company: Company: Email: Email: Name: Name: Company: Company: Email: Email: Name: Name: Company: Company: Email: Email: INVOICING ADDRESS: Attn: Other Pertinent Information Or Previous Subsurface Information Available: DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Soils/Asphalt/ACI Technician, per hour ………………………………………………………………………………….………………..……………………………………………………………….………………...………………..63.00$ ICC Special Inspector (Concrete/Masonry/Anchors), per hour ………………………………………………………..………………………………………………………..………………………………………………………..63.00$ ICC Prestressed Concrete Special Inspector, per hour ………………………………………………………..………………………………………………………..………………………………………………………..………………………………………………………..63.00$ Welding/Bolting/Structural Steel Inspector/Fireproofing (CWI/ICC), per hour ………………………………………………………..…………………………………………………..…………………………………………………..…………………………………………………..85.00$ IFC Certified Firestop Inspector, per hour ………………………………………………………………………………………………………………..85.00$ Lateral Wood & Cold Form Framing, per hour ………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..85.00$ Calcium Chloride Moisture Kit Technician, per hour ………………………………………………………..………………………………………………………..………………………………………………………..………………………………………………………..63.00$ Anchor Pull Test Technician, per hour ………………………………………………………..……………………………………………..……………………………………………..……………………………………………..……………………………………………..63.00$ Concrete/Asphalt Coring Crew (2 man)………………………………………………………..………………………………………………………..………………………………………………………..………………………………………………………..………………………………………………………..200.00$ Non-Destructive Testing (UT, MT, PT), per hour ………………………………………………………..……………………………………………..……………………………………………..……………………………………………..90.00$ NACE Inspector, per hour…............................................................................................................................................................................................150.00$ Floor Flatness Technician ………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..80.00$ Fabrication Shop CWI, per hour ………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..80.00$ GPR Technician, per hour ………………………………………………………………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..250.00$ Sample Pick-Up, per hour ………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..65.00$ Principal Consultant, per hour ………………………………………………………………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..200.00$ Project Manager, per hour ………………………………………………………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..95.00$ Staff Engineer, per hour ………………………………………………………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..150.00$ Project Engineer, per hour ………………………………………………………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..180.00$ Project Administration, per hour………………………………………………………………………………………………………..………………………………………………………..……………………………………………………..……………………………………………………..……………………………………………………..50.00$ Per Diem, per night ………………………………………………………..200.00$ Schmidt Hammer, per day ………………………………………………………..90.00$ Transportation/Vehicle Mileage, per mile ……………………………………………………………..$ 0.58.5 Calcium Chloride Moisture Kits, each ………………………………………………………..60.00$ Skidmore-Wilhelm, per day ………………………………………………………..100.00$ Pull Testing Equipment, per day ………………………………………………………..50.00$ Other Consumables…………………………………………………….Cost+ 30%Nuclear Density Gauge, per day ………...…...……………………………………………………….30.00$ Density of Spray Applied Fireproofing ASTM E605, ea ………………………………………………………70.00$ Paint Thickness Testing, per hour…………..……………………………...……………………….70.00$ Atterberg Limits ASTM D4318, ea ………………………………………………………..200.00$ Organic Content ASTM D2974, ea …………………………………………………………………….170.00$ Absorption & Specific Gravity - Coarse ASTM C127, ea ………………………………………………………..95.00$ Organic Impurities ASTM C40, ea………………………………………….150.00$ Absorption & Specific Gravity - Fine ASTM C128, ea ………………………………………………………..145.00$ pH of Soils ASTM 4972, ea ……………………………………………………………………………….60.00$ California Bearing Ratio ASTM D1883, ea ………………………………………………………..550.00$ Resistivity (Lab) ASTM G187, ea ………………………………………………………………………..250.00$ Clay Lumps & Friable Particles ASTM C142, ea ………………………….………………..150.00$ Sand Cone Density Test ASTM D1556, ea…………………………………50.00$ Degradation WSDOT T113, ea………………………………………..250.00$ Sand Equivalent ASTM D2419, ea ………………………………………………………..110.00$ Ethylene Glycol Expansive Breakdown CRD C145, ea……………………..600.00$ Sieve Analysis - >2" ASTM C136, ea ………………………………………………………..Per Quote Flat & Elongated Pieces ASTM D4791, ea …………………………………………100.00$ Sieve Analysis - <2" ASTM C136, ea ………………………………………………………..150.00$ Fracture Face Count ASTM D5821/WSDOT 103, ea …………………………………………………….160.00$ Sieve Analysis - <2" with Wash ASTM C136/C117, ea ………………………………………………………..150.00$ Hydrometer Particle Size Analysis ASTM D422, ea …………………………………………………………………………………250.00$ Sieve Analysis - Wash (#200 Sieve) ASTM C117, ea ………………………………………………………..50.00$ LA Abrasion ASTM C131/C535, ea ………………………………………………………..200.00$ Sodium/Magnesium Sulfate Soundness ASTM C88, ea ……………………………………………………600.00$ Lightweight Particles ASTM C123, ea ………………………………………………………………………300.00$ Specific Gravity of Soil ASTM D854, ea…………………………………..110.00$ Moisture Content ASTM D2216, ea ………………………………………………………..40.00$ Unconfined Compression of Soil/Rock ASTM D2166, ea …………………………………………………………………………150.00$ Moisture Content & Dry Density ASTM D2216/D2937, ea ………………………………………………………..40.00$ Unit Weight of Aggregate ASTM C29, ea ……………………………………………………………………………….100.00$ Moisture Density Relation ASTM D698/D1557, ea ………………………………………………………..250.00$ Visual Soil Classification ASTM C2488, ea………………………………….50.00$ Special Inspectors & Engineering Technicians Construction Services 2021 Schedule of Services & Fees Travel/Equipment/Consumables Soils & Aggregate Laboratory Testing Fireproofing Paint Thickness Testing Page 1 of 2 Professional Service Industries, Inc. · 3011 South Huson Street, Suite A · Tacoma, WA 98409 · Phone (253) 589-1804 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 Bituminous Asphalt Concrete Laboratory Testing Extraction and Gradation ASTM D6307, ea ………………………………………………………..150.00$ Mix Design,Marshal Method, 3 Trials&Specimens(ASPHALT INS.), ea ……………………………………………..Per Quote Marshal Stability & Flow, 3 Specimens ASTM D1559 , ea ………………………………………………………………….250.00$ Mix Design,Marshal Method, 6 Trials&Specimens(ASPHALT INS.), ea ……………………………………………..Per Quote Maximum Density (Rice) ASTM D2041, ea ………………………………………………………..250.00$ Specific Gravity of Cores ASTM D2726, ea ………………………………………………………..60.00$ Concrete Laboratory Testing Compression Concrete Cylinders 6x12 ASTM C39, ea ………………………………………………………..25.00$ Concrete Mix Design, ea ………………………………………………………..Per Quote Compression Concrete Cylinders 4x8 ASTM C39, ea ………………………………………………………..25.00$ Concrete Batch Plant Certification, ea ………………………………………………………..Per Quote Compression Concrete Cores ASTM C42, ea ………………………………………………………..50.00$ Flexural Strength Beams ASTM C78, ea ………………………………………………………..90.00$ Compression Concrete >8ksi ASTM C39, ea ………………………………………………………..35.00$ Modulus of Elasticity ASTM C469, ea ………………………………………………………..100.00$ Compression Shotcrete Cores ASTM C42, ea ………………………………………………………..120.00$ Shrinkage Concrete Beams ASTM C157, ea ………………………………………………………..250.00$ Density Test, Normal & Lightweight Concrete ASTM C642, ea ………………………………………………………..50.00$ Splitting Tensile Test ASTM C496, ea ………………………………………………………..80.00$ Masonry Laboratory Testing CMU Compression ≤8x8x16 ASTM C140, ea ……………100.00$ Brick Compressive Strength Test ASTM C67 Article 6, ea ………………………………………………………..150.00$ Compression Grout Prism ASTM C1019, ea ………………………………………………………..25.00$ Efflorescence Test ASTM C67 Article 10, ea ………………………………………………………..350.00$ Compression Mortar Cylinder ASTM C780, ea ………………………………………………………..25.00$ Freezing & Thawing ASTM C67 Article 8 Maximum Cycle, ea……………………………….2,500.00$ Compression Mortar Cube ASTM C109, ea ………………………………………………………..25.00$ Shrinkage Masonry Block ASTM C426, ea ………………………………………………………..250.00$ Compression Masonry Prism ASTM C1314, ea ………………………………………………………..120.00$ Youngs Modulus of Elasticity ASTM E111, ea ………………………………………………………..250.00$ Notes: 1) Unit prices/rates are in effect for 12 months from the date of this proposal and are subject to a 4% annual increase thereafter. 2) All rates are billed on a portal to portal basis. 3) The minimum billing increment for time is one hour. A minimum charge of 2 hours applies to field testing and observation services. 8) A project set-up charge of $300.00 applies to all projects. 11) All fees and services are provided in accordance with the attached PSI General Conditions. 12) Services and fees not listed on this schedule may be quoted on request. 15) Standby time due to factors beyond PSI’s control will be invoiced at the field personnel’s hourly rate. 18) PSI may hire an accredited or certified firm as a subcontractor. Accordingly, this proposal does not include provisions or the associated fee for PSI to provide this service. The initial curing box can be provided by PSI at the project site for additional fees which shall include the daily rental cost and associated mobilization cost of the curing box. In the event the curing box is stolen or damaged as the site security is the responsibility of the contractor, PSI shall invoice our client the cost of the same at cost plus 15%. 4) Overtime rates are applicable for services performed in excess of 8 hours per day Monday through Friday, before 8:00am or after 4:00pm, and for all hours 5) Rates involving mileage (including mileage, mobilization, vehicle, and trip charges) are subject to change based upon increases in the national average gasoline price. Construction Services 2021 Schedule of Fees (Continued) worked on Saturdays, Sundays and Holidays. The overtime rate is 1.5 times the applicable hourly rate. Services performed on Sundays and Holidays will be invoiced at 2 times the applicable hourly rate. Surcharges for laboratory services during overtime hours or for expedited results may apply. 17) PSI reserves the right to withhold all reports until such time as we receive a signed Proposal Acceptance or other acceptable written authorization to proceed with the 19) ACI 301-10 section 1.6.2.2.d, states that the contractor is responsible for “[providing] space and source of electrical power on the project site for facilities to be used for to mean “an environmentally controlled and secure space” for initial curing in the field, and the contractor is required to provide electricity and security of the space. 6) Charges for re-inspections or retests are not included in this estimate and will be invoiced at the unit rates included herein. Furthermore, Discrepancies and Non 7) Scheduling and cancellation of field testing and observation services is required no less than the working day prior to the date the services are to be performed. laboratory rates will be increased by a multiplier of 1.5 for such circumstances. protection which may be quoted on a site specific basis. any outstanding invoices. work as outlined. initial curing of concrete test specimens as required by ASTM C31/C31M, for the sole use of the Owner’s quality assurance testing. PSI understands the term “space” 9) For all PSI services, a 0.5 hour project management/engineering review charge will be billed for all reports issued for the scheduling/supervision of personnel and the 10) PSI will deliver reports electronically to the client and others on the specified distribution list. Reports will be posted on a password protected, secure website available 16) A final report will include a minimum of two hours at a Project Manager rate and applied to all projects. Furthermore, no final letter will be issued with payment in full of 13) Surcharges for laboratory services during overtime hours or for expedited results may apply. A $200.00 rush fee will apply for all less than 24 hour requests and 14) Field services rates are based on OSHA Level D personal protection unless otherwise specified in the proposal. Surcharges apply for Level C and Level B personal A fuel surcharge shall be applied to invoices to offset the increase in fuel prices for a gallon of regular gasoline. Increases shall be made no more than monthly. Conformance resolution may require additional Project Manager time billed at the rate referenced above. Services cancelled without advance and/or inadequate notice will be assessed a minimum 4 hour charge. evaluation/review of data and reports. only to those on the distribution list. Distribution of reports via other methods will be billed at the hourly project administration rate. Page 2 of 2 Professional Service Industries, Inc. · 3011 South Huson Street, Suite A · Tacoma, WA 98409 · Phone (253) 589-1804 DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 GENERAL CONDITIONS B-900-11(14) 9/17 1.PARTIES AND SCOPE OF WORK: Professional Service Industries Inc. (“PSI”) shall include said company or its particular division, subsidiary or affiliate performing the work. “Work” means the specific service to be performed by PSI as set forth in PSl’s proposal, Client’s acceptance thereof and these General Conditions. Additional work ordered by Client shall also be subject to these General Conditions. “Client” refers to the person or business entity ordering the work to be done by PSI. If Client is ordering the work on behalf of another, Client represents and warrants that it is the duly authorized agent of said party for the purpose of ordering and directing said work. Unless otherwise stated in writing, Client assumes sole responsibility for determining whether the quantity and the nature of the work ordered by the client is adequate and sufficient for Client’s intended purpose. Client shall communicate these General Conditions to each and every third party to whom Client transmits any part of PSI’s work. PSI shall have no duty or obligation to any third party greater than that set forth in PSI’s proposal, Client’s acceptance thereof and these General Conditions. The ordering of work from PSI, or the reliance on any of PSI’s work, shall constitute acceptance of the terms of PSI’s proposal and these General Conditions, regardless of the terms of any subsequently issued document. 2.TESTS AND INSPECTIONS: Client shall cause all tests and inspections of the site, materials and work performed by PSI or others to be timely and properly performed in accordance with the plans, specifications and contract documents and PSI’s recommendations. No claims for loss, damage or injury shall be brought against PSI by Client or any third party unless all tests and inspections have been so performed and unless PSI’s recommendations have been followed. Client agrees to indemnify, defend and hold PSI, its officers, employees and agents harmless from any and all claims, suits, losses, costs and expenses, including, but not limited to, court costs and reasonable attorney’s fees in the event that all such tests and inspections are not so performed or PSl’s recommendations are not so followed. 3.PREVAILING WAGES: This proposal specifically excludes compliance with any project labor agreement, labor agreement, or other union or apprenticeship requirements. In addition, unless explicitly agreed to in the body of this proposal, this proposal specifically excludes compliance with any state or federal prevailing wage law or associated requirements, including the Davis Bacon Act. It is agreed that no applicable prevailing wage classification or wage rate has been provided to PSI, and that all wages and cost estimates contained herein are based solely upon standard, non-prevailing wage rates. Should it later be determined by the Owner or any applicable agency that in fact prevailing wage applies, then it is agreed that the contract value of this agreement shall be equitably adjusted to account for such changed circumstance. Client will reimburse, defend, indemnify and hold harmless PSI from and against any liability resulting from a subsequent determination that prevailing wage regulations cover the Project, including all costs, fines and attorney’s fees. 4.SCHEDULING OF WORK: The services set forth in PSI’s proposal and Client’s acceptance will be accomplished by PSI personnel at the prices quoted. If PSI is required to delay commencement of the work or if, upon embarking upon its work, PSI is required to stop or interrupt the progress of its work as a result of changes in the scope of the work requested by Client, to fulfill the requirements of third parties, interruptions in the progress of construction, or other causes beyond the direct reasonable control of PSI, additional charges will be applicable and payable by Client. 5.ACCESS TO SITE: Client will arrange and provide such access to the site and work as is necessary for PSI to perform the work. PSI shall take reasonable measures and precautions to minimize damage to the site and any improvements located thereon as the result of its work or the use of its equipment. 6.CLIENT’S DUTY TO NOTIFY ENGINEER: Client warrants that it has advised PSI of any known or suspected hazardous materials, utility lines and pollutants at any site at which PSI is to do work, and unless PSI has assumed in writing the responsibility of locating subsurface objects, structures, lines or conduits, Client agrees to defend, indemnify and save PSI harmless from all claims, suits, losses, costs and expenses, including reasonable attorney’s fees as a result of personal injury, death or property damage occurring with respect to PSI’s performance of its work and resulting to or caused by contact with subsurface or latent objects, structures, lines or conduits where the actual or potential presence and location thereof were not revealed to PSI by Client. 7.RESPONSIBILITY: PSI’s work shall not include determining, supervising or implementing the means, methods, techniques, sequences or procedures of construction. PSI shall not be responsible for evaluating, reporting or affecting job conditions concerning health, safety or welfare. PSI’s work or failure to perform same shall not in any way excuse any contractor, subcontractor or supplier from performance of its work in accordance with the contract documents. Client agrees that it shall require subrogation to be waived against PSI and for PSI to be added as an Additional Insured on all policies of insurance, including any policies required of Client’s contractors or subcontractors, covering any construction or development activities to be performed on the project site. PSI has no right or duty to stop the contractor’s work. 8.SAMPLE DISPOSAL: Test specimens will be disposed immediately upon completion of the test. All drilling samples will be disposed sixty (60) days after submission of PSI’s report. 9.PAYMENT: The quantities and fees provided in this proposal are PSI’s estimate based on information provided by Client and PSI’s experience on similar projects. The actual total amount due to PSI shall be based on the actual final quantities provided by PSI at the unit rates provided herein. Where Client directs or requests additional work beyond the contract price it will be deemed a change order and PSI will be paid according to the fee schedule. Client shall be invoiced once each month for work performed during the preceding period. Client agrees to pay each invoice within thirty (30) days of its receipt. Client further agrees to pay interest on all amounts invoiced and not paid or objected to for valid cause in writing within said thirty (30) day period at the rate of eighteen (18) percent per annum (or the maximum interest rate permitted under applicable law), until paid. Client agrees to pay PSI’s cost of collection of all amounts due and unpaid after thirty (30) days, including court costs and reasonable attorney’s fees. PSI shall not be bound by any provision or agreement requiring or providing for arbitration of disputes or controversies arising out of this agreement, any provision wherein PSI waives any rights to a mechanics’ lien, or any provision conditioning PSI’s right to receive payment for its work upon payment to Client by any third party. These General Conditions are notice, where required, that PSI shall file a lien whenever necessary to collect past due amounts. Failure to make payment within 30 days of invoice shall constitute a release of PSI from any and all claims which Client may have, whether in tort, contract or otherwise, and whether known or unknown at the time. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 GENERAL CONDITIONS B-900-11(14) 9/17 10.ALLOCATION OF RISK: CLIENT AGREES THAT PSI’S SERVICES WILL NOT SUBJECT PSI’S INDIVIDUAL EMPLOYEES, OFFICERS OR DIRECTORS TO ANY PERSONAL LIABILITY, AND THAT NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, CLIENT AGREES THAT ITS SOLE AND EXCLUSIVE REMEDY SHALL BE TO DIRECT OR ASSERT ANY CLAIM, DEMAND, OR SUIT ONLY AGAINST PSI. SHOULD PSI OR ANY OF ITS EMPLOYEES BE FOUND TO HAVE BEEN NEGLIGENT IN THE PERFORMANCE OF ITS WORK, OR TO HAVE MADE AND BREACHED ANY EXPRESS OR IMPLIED WARRANTY, REPRESENTATION OR CONTRACT, CLIENT, ALL PARTIES CLAIMING THROUGH CLIENT AND ALL PARTIES CLAIMING TO HAVE IN ANY WAY RELIED UPON PSI’S WORK AGREE THAT THE MAXIMUM AGGREGATE AMOUNT OF THE LIABILITY OF PSI, ITS OFFICERS, EMPLOYEES AND AGENTS SHALL BE LIMITED TO $25,000.00 OR THE TOTAL AMOUNT OF THE FEE PAID TO PSI FOR ITS WORK PERFORMED ON THE PROJECT, WHICHEVER AMOUNT IS GREATER. IN THE EVENT CLIENT IS UNWILLING OR UNABLE TO LIMIT PSI’S LIABILITY IN ACCORDANCE WITH THE PROVISIONS SET FORTH IN THIS PARAGRAPH, CLIENT MAY, UPON WRITTEN REQUEST OF CLIENT RECEIVED WITHIN FIVE DAYS OF CLIENT’S ACCEPTANCE HEREOF, INCREASE THE LIMIT OF PSI’S LIABILITY TO $250,000.00 OR THE AMOUNT OF PSI’S FEE PAID TO PSI FOR ITS WORK ON THE PROJECT, WHICHEVER IS THE GREATER, BY AGREEING TO PAY PSI A SUM EQUIVALENT TO AN ADDITIONAL AMOUNT OF 5% OF THE TOTAL FEE TO BE CHARGED FOR PSI’S SERVICES. THIS CHARGE IS NOT TO BE CONSTRUED AS BEING A CHARGE FOR INSURANCE OF ANY TYPE, BUT IS INCREASED CONSIDERATION FOR THE GREATER LIABILITY INVOLVED. IN ANY EVENT, ATTORNEY’S FEES EXPENDED BY PSI IN CONNECTION WITH ANY CLAIM SHALL REDUCE THE AMOUNT AVAILABLE, AND ONLY ONE SUCH AMOUNT WILL APPLY TO ANY PROJECT. NEITHER PARTY SHALL BE LIABLE TO THE OTHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND BREACH OF STATUTORY DUTY) OR OTHERWISE FOR LOSS OF PROFIT (WHETHER DIRECT OR INDIRECT) OR FOR ANY INDIRECT, CONSEQUENTIAL, PUNITIVE, OR SPECIAL LOSS OR DAMAGE, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, REVENUE, BUSINESS, OR ANTICIPATED SAVINGS (EVEN WHEN ADVISED OF THEIR POSSIBILITY). NO ACTION OR CLAIM, WHETHER IN TORT, CONTRACT, OR OTHERWISE, MAY BE BROUGHT AGAINST PSI, ARISING FROM OR RELATED TO PSI’S WORK, MORE THAN TWO YEARS AFTER THE CESSATION OF PSI’S WORK HEREUNDER, REGARDLESS OF THE DATE OF DISCOVERY OF SUCH CLAIM. 11.INDEMNITY: Subject to the above limitations, PSI agrees not to defend but to indemnify and hold Client harmless from and against any and all claims, suits, costs and expenses including reasonable attorney’s fees and court costs to the extent arising out of PSI’s negligence as finally determined by a court of law. Client shall provide the same protection to the extent of its negligence. In the event that Client or Client’s principal shall bring any suit, cause of action, claim or counterclaim against PSI, the Client and the party initiating such action shall pay to PSI the costs and expenses incurred by PSI to investigate, answer and defend it, including reasonable attorney’s and witness fees and court costs to the extent that PSI shall prevail in such suit. 12.TERMINATION: This Agreement may be terminated by either party upon seven days’ prior written notice. In the event of termination, PSI shall be compensated by Client for all services performed up to and including the termination date, including reimbursable expenses. 13.EMPLOYEES/WITNESS FEES: PSI’s employees shall not be retained as expert witnesses except by separate, written agreement. Client agrees to pay PSI’s legal expenses, administrative costs and fees pursuant to PSI’s then current fee schedule for PSI to respond to any subpoena. For a period of one year after the completion of any work performed under this agreement, Client agrees not to solicit, recruit, or hire any PSI employee or person who has been employed by PSI within the previous twelve months. In the event Client desires to hire such an individual, Client agrees that it shall seek the written consent of PSI, and shall pay PSI an amount equal to one- half of the employee’s annualized salary, without PSI waiving other remedies it may have. 14.FIDUCIARY: PSI is not a financial advisor, does not provide financial advice or analysis of any kind, and nothing in our reports can create a fiduciary relationship between PSI and any other party. 15.RECORDING: Photographs or video recordings of the Client’s own project may be taken by and used for the Client’s own internal purposes. Photographs or video recordings may not be used for marketing or publicity, or distributed to a third party or otherwise published without PSI’s prior review and consent in writing. Taking photographs of other Clients’ samples, test setups, or facilities, or recording in any manner any test specimen other than the test specimen related to the Client’s project is prohibited; and the Client agrees to hold in strict confidence and not use any proprietary information disclosed either advertently or inadvertently. The Client shall defend, hold harmless, and indemnify PSI for any breach of this clause. 16.CHOICE OF LAW AND EXCLUSIVE VENUE: All claims or disputes arising or relating to this agreement shall be governed by, construed, and enforced in accordance with the laws of Illinois. The exclusive venue for all actions or proceedings arising in connection with this agreement shall be either the Circuit Court in Cook County, Illinois, or the Federal Court for the Northern District of Illinois. 17.PROVISIONS SEVERABLE: The parties have entered into this agreement in good faith, and it is the specific intent of the parties that the terms of these General Conditions be enforced as written. In the event any of the provisions of these General Conditions should be found to be unenforceable, it shall be stricken and the remaining provisions shall be enforceable. 18.ENTIRE AGREEMENT: This agreement constitutes the entire understanding of the parties, and there are no representations, warranties or undertakings made other than as set forth herein. This agreement may be amended, modified or terminated only in writing, signed by each of the parties hereto. 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Mock-Up & Field TestingOn-site (air infiltration, water leakage, and structural performance for fenestration) or in lab validation of a curtain wall’s design, workmanship, and material selection to ensure its performance.Building EnclosureCommissioningDesign and construction professionals provide solutions to reduce the potential for premature building failure, increase a building’s energy eciency, and expected life cycle. Industrial Hygiene Services Assessing a building or facility fora variety of sources (air, asbestos, lead, mold) to minimize the risk of factors adverse to human health. Field LabelingProviding on-site services of opening systems that need to be re-labeled or making recommendations for upgraded materials. Product Certification & Code Evaluation The ETL and WarnockHersey Marks show a product or system’sconformance to code and ensures the on-going verification of compliance. Building Product & Construction Materials Testing Providing testing for virtually all types of building products, construction materials, and systems for safety, retail, code, and performance purposes. Building Systems Consulting Industry professionals provide a variety of acoustic, fire, AV, roofing system and enclosure consulting services to ensure proper design and installation of a building’s critical systems. TOTAL QUALITY. ASSURED. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527 800.WORLD.LAB icenter@intertek.com intertek.com/building Site Selection A diverse range of services from geotechnical investigations, due diligence, industrial hygiene, and site surveys, for your building environment. Design Phase Our expertise oers engineering, consulting, evaluation, and peer review to ensure a well designed project. Building Product & Construction Materials The most comprehensive suite of testing and certification services for construction materials and building products. Construction Project Vital services throughout the construction process including inspection, testing, monitoring, mock-ups, and consulting. Building Maintenance Evaluation of a building’s condition through inspection and testing, investigation, and remediation plan development. Decommissioning & Transfer Services that expedite and ensure compliance of the transfer or decommissioning of property or building. The ever increasing challenges of designing, constructing, and maintaining a building can be dicult for any organization to navigate. From compliance to local and national codes, to ensuring an ecient design, to property management, Intertek-PSI’s team of architects, engineers, scientists, and technicians understand firsthand the complexities of successfully constructing a commercial building. Our full suite of services give us unique insight into all phases of a project. Regardless of the project size or complexity, Intertek-PSI delivers engineering, consulting, and testing services to support site selection, design, construction, and property management. As a leader in providing comprehensive solutions to industries around the globe, Intertek-PSI prides itself on bringing the expertise and services necessary for our clients to meet all of their needs across their entire operation. Our Assurance, Testing, Inspection, and Certification (A.T.I.C.) suite of services ensures that whatever your needs may be – assurance, testing, inspection, certification, or all of the above, that those needs will be met by Intertek-PSI. DocuSign Envelope ID: F3E3A8F7-A427-46D1-9C51-9D79DF827527