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Contract Number
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4324
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: =Vendor Name
:=Subject
9=Department
==Status Code
ECONOMIC & ENGINEERING SERVICES
WATER DIST SYSTEM OPTIMIZATION STRATEGY
WATER RESOURCES
PRO
REVIEW
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9=
9=
Insurance
Type Amount
GL $2000000.00
AL $1000000.00
E&O $1000000.00
Amount
Begin Date
End Date
Review Date
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$10800.00 t
12/01/2002 I
07/31/2003
02/15/2005
9=
9=
Insurance Total
Insurance Review Date
$4000000.00 --
04/01/2005
Comments
VAULT 01/01/2005
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'"Browse: Next Previous First Last Update Delete Restart X - Exit
'~etrieve the Next record
'"Found: 1 Record(s)
MAINTAIN
Contract Number
Contract Transactions
4324
: =Vendor Name
'"Subj ect
, "Department
'"Status Code
ECONOMIC & ENGINEERING SERVICES
WATER DIST SYSTEM OPTIMIZATION STRATEGY REVIEW
WATER RESOURCES
PRO
Insurance
Type Amount
GL $2000000.00
AL $1000000.00
E&O $1000000.00
Amount
Begin Date
End Date
Review Date
$10800.00 ..
12/01/2002
07/31/2003 ..
02/15/2005 ..
Insurance Total
Insurance Review Date
$4000000.00 ..
12/01/2003 ..
Comments
VAULT 01/01/2005
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PROFESSIONAL SERVICES AGREEMENT
City of Bremerton Water Distribution System Optimization Strategy Review
OR/G/IV/il..
The City of Bremerton ("City") and Economic and Engineering Services, Inc.
("Contractor"), referred to collectively as the "Parties," enter into the following Agreement for
professional services:
I. Scope: The Contractor agrees to perform the services more specifically described in the
Scope of Work, dated November 25, 2002, including any addenda thereto as of the effective date
of this Agreement, attached hereto as Exhibit A, which is incorporated herein by this reference as
if fully set forth. The Scope of Work may be modified only pursuant to Section vn.H. of this
Agreement. If the Scope of Work provides for unspecified additional services the City may
request that such services shall only be performed upon the express written request of the City.
Contractor 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 Contractor 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 within 180 calendar days of the execution of this
Agreement; provided however, that additional time shall be granted by the City for excusable
delays or extra work as provided for in section IX (A) of this agreement.
III. Compensation: In consideration of the services provided pursuant to this Agreement, the
City shall pay Contractor in an amount not to exceed $10,800. Contractor's charges and bills
shall conform to the fee schedule attached hereto as Exhibit B and incorporated herein by this
reference.
The Contractor shall submit regular billing statements describing services rendered and
the amount charged for each service. The descriptions shall conform to and fall within the
categories set out in the Scope of Work. Upon receipt of a conforming billing statement, the
City shall promptly process payment. PROVIDED, HOWEVER, the City reserves the right to
direct the Contractor's compensated services under the time frame set forth in Section IT herein
before reaching the maximum amount. The Contractor's bill rates shall be as delineated in
Exhibit B.
Contractor 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. Additional services shall be compensated for only if requested pursuant to Section I
and shall be compensated as set out in the request or, if the request does not so provide, as set out
in the attached fee schedule.
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
Contractor of its obligations under this Agreement.
Bremertonl[Contractor 1
[Proiect Name 1
Page 1 of 12
IV. Relationship of Parties: Contractor is skilled in the matters addressed in the Scope of
Work and is performing independent functions and responsibilities within its field of expertise.
Contractor and its personnel are independent contractors and not employees of the City.
Contractor and its personnel have no authority to bind the City or to control the City's employees
and other contractors. 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-contractors of the Contractor. Contractor
will be solely and entirely responsible for its acts and for the acts of Contractor's agents,
employees, representatives and sub-contractors during the performance of this Agreement. The
City may, during the term of this Agreement, engage other independent contractors to perform
the same or similar work.
As an independent contractor, Contractor 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 Contractor or its personnel.
As an independent contractor, Contractor 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, B&O, 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 Contractor.
V. Indemnification: Contractor 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
Contractor's performance of this Agreement, except for that portion of the injuries and damages
caused by the City's sole negligence.
The City's inspection or acceptance of any of Contractor'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 Contractor
and the City, its officers, officials, employees, agents and volunteers, the Contractor's liability
hereunder shall be only to the extent of the Contractor's negligence.
1T IS FURTHER SPECIFICAI.I.Y AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'S
WAIVER OF IMMUNITY UNDER INDUSTRLM~ INSURANCE, TITLE 51 RCW, SOLELY
FOR THE PURPOSES OF TI~S INDEMNIFICATION. THE PARTIES FURTHER
ACKNOWLEDGE THAT THEY HAVE MUTUAl ,I.Y NEGOTIATED THIS WAIVER.
The provisions of this section shall survive the expiration or termination of this Agreement.
Bremerton/[Contractor]
[Proiect Name]
Page 2 of 12
VI. Insurance: The Contractor 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 Contractor, its agents,
representatives, employees, sub-consultants or sub-contractors.
Before beginning work on the project described in this Agreement, the Contractor 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 employer's
liability; and
3. Excess Liability insurance with limits not less than 1,000,000 limit per occurrence and
aggregate.
4. Professional Liability insurance with limits no less than $1,000,000 limit per
occurrence.
Any payment of deductible or self insured retention shall be the sole responsibility of the
Contractor.
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 Contractor 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 Contractor'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 Contractor's insurance shall be primary insurance as respects the City and the City
shall be given thirty (30) days prior written notice by certified mail, return receipt requested, of
any cancellation, suspension or material change in coverage.
The City also reserves its unqualified right to require at any time and for any reason,
proof of coverage in the form of a duplicate of the insurance policy with all endorsements as
evidence of coverage.
VII. General Conditions:
Bremerton/[Contractor]
[Proiect Name]
Page 3 of 12
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 developed under this Agreement shall belong to and become the property of
the City. All written information submitted by the City to the Contractor in connection with the
services performed by the Contractor under this Agreement will be safeguarded by the
Contractor to at least the same extent as the Contractor safeguards like information relating to its
own business. If such information is publicly available or is already in Contractor's possession
or known to it, or is rightfully obtained by the Contractor from third parties, Contractor shall bear
no responsibility for its disclosure, inadvertent or otherwise.
All data, documents and files created by Contractor under this Agreement may be stored
at Contractor's office in Bellevue, Washington. Contractor 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.
Any use or reuse of the documents, data and files created by Contractor for the City on
this project by anyone other than Contractor on any other project shall be without liability or
legal exposure to Contractor.
C. Contractor to Maintain Records to Support Independent Contractor Status: On the
effective date of this Agreement (or shortly thereafter), Consultant shall:
1. File a schedule of expenses with the Internal Revenue Service for the type of
business Consultant conducts;
2. Establish an account with the Washington State DeparLment of Revenue and other
necessary state agencies for the payment of all state taxes normally paid by
employers, register to receive a unified business identifier number from the State
of Washington; and
3. Maintain a separate set of books and records that reflect all items of income and
expenses of Consultant's business, all as described in the Revised Code of
Washington (RCW) Section 51.08.195, as required to show that the services
performed by Consultant under this Agreement shall not give rise to an employer-
employee relationship between the parties which is subject to RCW Title 51,
Industrial Insurance.
D. Work Performed at Contractor's Risk: Contractor shall take all precautions necessa~
and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the work hereunder and shall utilize all protection necessary for that purpose.
Bremerton/[Contractor]
[Proiect Name]
Page 4 of 12
All work shall be done at Contractor's own risk, and Contractor 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 Contractor shall perform the work authorized under this
Agreement at its offices in Bellevue, Washington. Meetings with the City staff as described in
Exhibit A, Scope of Work, shall take place at the City's Public Works and Utilities offices at
3027 Olympus Drive and 100 Oyster Bay Road, Bremerton, Washington, 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, unless notified to the contrary. Any written notice
hereunder shall become effective upon 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
or such other address as may be hereafter specified in writing.
City Address Contractor Address
Public Works and Utilities EES, Inc.
3027 Olympus Drive PO Box 1989
Bremerton, WA 98310 Bellevue, WA 98009-1989
J. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a
waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be
deemed waiver of any other right or power.
K. Non-Waiver of Breach: The failure of the City to insist upon strict performance of
any of the covenants and agreements contained herein, or to exercise any option herein conferred
in one or more instances shall not be construed to be a waiver or relinquishment of said
covenants, agreements or options, and the same shall be and remain in full force and effect.
L. Compliance with Laws: Contractor 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.
Bremerton/[Contractor]
[Project Name]
Page 5 of 12
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.
VIII. Nondiscrimination: Contractor shall not discriminate in employment or services to the
public on the basis of race, color, national origin, sex, religion, age, marital status, or disability,
except for employment actions based on bona fide occupational qualification.
IX. Termination: This Agreement may be terminated, at will, by either Party upon 30 days'
notice to the other Party. This Agreement may be immediately terminated for cause by a Party if
the other Party substantially falls to perform through no fault of the terminating Party, and the
non-performing Party does not commence correction of the failure of performance within five
days of the terminating Party's sending notice to the non-performing Party.
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. Termination shall be
effective ten calendar days after Consultant's receipt of the written notice by certified mail.
A. Excusable Delays: The right of Consultant to proceed shall not be terminated nor shall
Consultant be charged with liquidated damages for any delays in the completion of the work due
to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials,
equipment, tools, or labor by reason of war, national defense, or other national emergency; 2)
any acts of the City, its consultants, or other public agencies causing such delay; and 3) causes
not reasonably foreseeable by the parties at the time of the execution of the Agreement that are
beyond the control and without the fault or negligence of the Consultant, including, but not
restricted to, acts of God, fires, floods, strikes, or weather of unusual severity; and (4) negotiated
and executed supplemental agreements between the City and Consultant for Consultant to
perform extra work defined as tasks not included in the Scope of Work referenced as Exhibit A.
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. Upon termination the City
will be entitled to reports showing the status of all items listed in the Scope of Work current
through the termination date.
Bremerton/[Contractor]
[Project Name]
Page 6 of 12
CITY OF BREMERTON CONTRACTOR
its: its: ~3 . ~,'~.
Approved as to form:
By:.
Bremerton/[Contractor]
[Project Name]
Page 7 of 12
Overview
The objective of this project is to discover how Bremerton's operating, maintenance, monitoring,
treatment, and other practices that can impact distribution system water quality differ from
current industry best management practices and to provide a prioritized list of desirable practices
in general. This review and potential upgrade is intended to help ensure continued compliance
with existing and proposed Safe Drinking Water Act Regulations such as the Total Coliform
Rule, Disinfection By-Product Rule, and the potential Distribution System Rule.
The American Water Works Association Research Foundation (AwwaRF) is currently funding a
project entitled Development of Distribution System Optimization Plans. Much of the
information prepared for the AwwaRF project will be used to assess the City of Bremerton's
practices.
The approach to this Project is divided into the following technical tasks:
· Task 1- Review Current Practices
· Task 2- Compile and Develop Water Quality and Operating Goals
· Task 3- Compare to Best Management Practices
· Task 4- Prioritize Recommendations
· Task 5- Prepare Summary Report
· Task 6 - Debrief and Discussion with key Utility personnel
Task 1--Review Current Practices
Approach
The purpose of the distribution system review is to determine the status of the various operating
elements within the utility with the potential to affect drinking water quality. Interviews will be
conducted with key staff from operations, maintenance, water quality, engineering, planning,
field construction and repair, cross connection control, and/or other pertinent utility departments
regarding current practices. The review will identify strong points as well as those that need to
be improved to meet industry best management practices for maintaining distribution system
water quality.
Bremerton/[Contractor]
[Project Name]
Page 8 of 12
Deliverables
· One to two-day site visit
· Summary of current distribution-system water quality management and operating methods.
Task 2--Develop Water Quality and Operating Goals
Approach
Existing distribution-system operating goals and policies that effect water quality will be
identified with the help of examples from other cities. All appropriate existing operating
parameters will be clarified, as necessary, and evaluated. A distinction will be made between
compliance goals and internal operating goals, or guidelines (such as water quality thresholds
that trigger city actions like flushing and reservoir turnover, and standards for releasing mains to
service, etc.). Examples from other cities will also be used to facilitate the city's selection of
appropriate new goals, if any. Results will be presented in a summary table to facilitate
evaluation of current and potential new practices.
Deliverable
Table summarizing operating goals that effect or are related to water quality.
Task 3--Compare to Best Management Practices
This task will evaluate existing practices against comprehensive checklists and identify
important gaps, and therefore general recommendations, if any.
Approach
The findings from Tasks 1 will be summarized in a series of checklists comparing Bremerton's
distribution system practices to industry best management practices. Gaps or differences will be
considered in light of the goals established in Task 2 to determine which are important to
Bremerton. Information from numerous AwwaRF publications and AWWA standards and
manuals will be used as the basis for these checklists. Checklists will be developed for a
maximum of five areas, possibly including:
· Engineering and Facilities Planning
· Water Quality Control and Monitoring
· Operations
· Maintenance
· Field Construction and Repair
Bremerton/[Contractor]
[Proiect Name]
Page 9 of 12
Deliverables
Summary of comparison and general recommendations in checklist format using the following
descriptions of status:
· Existing Practice Equals or Exceeds Industry BMP,
· Needs Minor Strengthening,
· Needs Major Strengthening,
· No Existing Program or Similar Practice, or
· Not Applicable to Bremerton System
TaM( 4--Prioritize Recommendations
Approach
Identified needs and associated BMPs to strengthen the City's distribution system water quality
program will be assigned appropriate levels of priority. The recommended priority level for each
element will be based on: 1) its relative contribution toward enhancing and/or improving water
quality conditions throughout the entire distribution system, and 2) its potential benefits for
helping to preclude water quality degradation or contamination in localized areas of the
distribution system.
Deliverable
A table summarizing recommended BMPs and showing the level of priority for each.
'rAEK ~--PREPARE SUMMARY REPORT
Approach and Deliverable
A report will be prepared that summarizes the activities and findings of the above tasks.
Task 6 - Debrief and Discussion with Key Ut ility Personnel
Approach
Once surmnary report is delivered and staff has had an opportunity to review, EES will facilitate
a meeting with key Utility personnel to describe the outcome of the evaluation, answer any
questions, and facilitate a discussion on the next steps the Utility would like to take in
implementing any of the recommendations.
Bremerton/[Contractor]
[Proiect Name]
Page 10 of 12
Deliverable
One 2 V2 hour meeting to be held at the Olympus Drive location.
Bremerton/[Contractor]
[Project Namel
Page 11 of 12
The proposed project budget is provided in Table 1. It is anticipated that the project will take
approximately one month to complete.
1 Review Current Practices $2,500
2 Compile and Develop Water Quality and Operating 1,500
Goals
3 Compare to Best Management Practices 3,000
4 Prioritize Recommendations 1,000
5 Prepare Summary Report $2,000
6 Facilitate meeting with Utility personnel $800
Total $10,800
Bremerton/[Contractorl
[Project Name]
Page 12 of 12