HomeMy WebLinkAbout4458
Vendor
Subject
Department
Status Code
Amount
Begin Date
End Date
Review Date
Insurance
Comments
Contract Number 4458
ARAI JACKSON
Assessment -
Econ Devel
PRO
$18142.00
08/11/2004
02/28/2006
02/15/2008
ELLISON MURAKAMI LLP
Police & Court FCU Site
File Class LEG 12-1
GL
AL
E&O
$2000000.00
$1000000.00
$
Insurance Total
Insurance Review Date
CLOSED per Gary Sexton
Vault 01/01/2008
$
2/1/2007
PROFESSIONAL SERVICES AGREEMENT
Police & Courts FCU Site Assessment
The City of Bremerton ("City") and aria jackson ellison murakami LLP ("Architect"),
referred to collectively as the "Parties," enter into the following Agreement for professional
services:
I. Scope: The Architect agrees to perform the services specifically described in the Scope of
Work in the letter of agreement dated August II, 2004, 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. Architect 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 Architect agree that time is of the essence in the performance of
work on this project, and that work on the tasks described in Exhibit A will commence on August
11,2004. Payment for work on the tasks described in Exhibit A may be invoiced immediately
upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be
completed as provided for in the work schedule attached hereto as Exhibit B; provided however,
that additional time shall be granted by the City for excusable delays or extra work as provided
for in section IX (A) ofthis agreement.
III. Compensation: In consideration of the services provided pursuant to this Agreement, the
City shall pay Architect in an amount not to exceed eighteen thousand one hundred forty two
dollars ($18,142.00)_ Architect's charges and bills shall conform to the fee schedule attached
hereto as Exhibit C and incorporated herein by this reference.
The Architect 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 Architect's labor rates and
billing fees shall be as delineated in Exhibit C.
Architect 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. Architect shall only be compensated for additional services if requested pursuant to
Section I and, ifnot otherwise provided, such compensation shall be in accordance with Exhibit C.
If a billing statement does not conform to this Agreement, the City may withhold
payment until the statement is brought into compliance. Such withholding does not relieve
Architect of its obligations under this Agreement.
Bremerton/ Aria Jackson
Police & Courts FCU Site Assessment
Page 1 00
IV. Relationship of Parties: Architect 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. Architect and its personnel are independent consultants and not employees of the
City. Architect and its personnel have no authority to bind the City or to control the City s
employees and other consultants. None of the benefits provided by the City to its employees,
including, but not limited to, compensation, insurance, and unemployment insurance are
available from the City to the employees, agents, representatives, or sub-consultants of the
Architect. Architect will be solely and entirely responsible for its acts and for the acts of
Architect'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, Architect 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 Architect or its personnel.
As an independent consultant, Architect 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 Architect.
V. Indemnification: Architect 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.
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.
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 Architect and
the City, its officers, officials, employees, agents and volunteers, the Architect's liability
hereunder shall be only to the extent of the Architect's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE ARCHITECT'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/Aria Jackson
Police & Courts FCU Site Assessment
Page 2 of 7
VI. Insurance: The Architect 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 Architect, its agents,
representatives, employees, or sub-consultants.
Before beginning work on the project described in this Agreement, the Architect 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/claim.
Any payment of deductible or self insured retention shall be the sole responsibility of the
Architect.
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 Architect 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 fight 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 Architect'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 Architect'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.
Bremerton/Aria Jackson
Police & Courts FCU Site Assessment
Page 3 of 7
VII. General Conditions:
A. Reports and Information: When requested by the City, Architect 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. Architect 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 Architect in connection
with the services performed by the Architect under this Agreement will be safeguarded by the
Architect to at least the same extent as the Architect safeguards like information relating to its
own business. If such information is publicly available or is already in Architect's possession or
known to it, or is rightfully obtained by the Architect from third parties, Architect shall bear no
responsibility for its disclosure, inadvertent or otherwise.
All data, documents and files created by Architect under this Agreement may be stored at
Architect's office in Seattle, V~shington. Architect 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 Architect 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. Architect to Maintain Records to Support Independent Consultant Status: On the
effective date of this Agreement (or shortly thereafter), Architect shall:
1. File a schedule of expenses with the Internal Revenue Service for the type of
business Architect conducts;
2. Establish an account with the Washington State Department 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 Architect'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 Architect under this Agreement shall not give rise to an employer-
employee relationship between the parties which is subject to RCW Title 51,
Industrial Insurance.
Bremerton/Afia Jackson
Police & Courts FCU Site Assessment
Page 4 of 7
D. Work Performed at Architect's Risk: Architect 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 Architect's own risk, and Architect 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 Architect shall perform the work authorized under this
Agreement at its offices in Seattle, 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.
1. 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.
City Address Architect Address
Gene Sampley, Project Administrator Guy Thomsen, Project Architect
3027 Olympus Drive 2300 Seventh Avenue
Bremerton, WA 98310 Seattle, WA 98121
J. Waiver: Failure to enfome 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: Architect shall comply with all applicable Federal, State, and
local laws in performing its obligations under this Agreement.
Bremerton/Aria Jackson
Police & Courts FCU Site Assessment
Page 5 of 7
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. Nondiscrimination: Architect 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 sixty
(60) days notice to the other Party. 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. Notice by
Architect 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. Termination shall be
effective ten calendar days after Architect's receipt of the written notice by certified mail.
A. Excusable Delays: The right of Architect to proceed shall not be terminated nor shall
Architect 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 Architect, including, but not
restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED,
HOWEVER, that the Architect 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 Architect 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 Architect's possession pertaining to this project which may be used by the City
Bremerton/Aria Jackson
Police & Courts FCU Site Assessment
Page 6 of 7
without restriction. Any such use not related to the project which Architect was contracted to
perform shall be without liability or legal exposure to the Architect.
E~ ARCHITECT
By: Car~ Bozeman ' ~ By:.
Brace Ellison
its: Mayor its: Partner
Date: 9-,,l,~- O*t Date: September 7, 2004
Approved as to forrnfi,
Attes~ ~ /
r~emerto'~-'Cit~t torney -~ty-~l~rk/
Guy:2003110_Bremerton: 0A Commct:PSA AJEM ?&C Credit Union doc
Bremerton/Afia Jackson
Police & Courts FCU Site Assessment
Page 7 of 7
arai jackson ellison murakami ~LP
ARCHITECTUREIURgAN OE~IGNIINTERIORS EXHIBIT ''A''
August 11, 2004
Mr. Gene ~ampley,
Project Manager
City of Bremerton
239 Fourth Street
Bremerton, WA 98337-1806
Re: City of Bremerton Police Courts Building
Letter of Agreement Re: Consulting Services for Building Assessment Survey and Report
Dear Mr. Sampley:
This letter is a statement of understanding of the architectural, engineering and professional consulting services
required for Arai Jackson Ellison Murakami, LLP to complete a Building Assessment Survey and Report of the
Kitsap Federal Credit Union Buildings for the City of Bremerton. The Building Assessment Survey and Report is
necessary for the City of Bremerton to make an informed decision regarding the purchase of the Credit Union as
the alternative site for the Police Courts Building. The completed building assessment survey and report will
later be used to prepare a Scope of Services and Professional Services Agreement for consulting services to
accomplish the programming, design, contract document and construction phase services necessary to locate
the Police Department and Municipal Court in the renovated and expanded Credit Union Buildings. This will be
done following acceptance by the City of Bremerton of the Building Assessment Report.
Consultants
Arai Jackson Ellison Murakami has chosen to work with Marx l 0kubo Associates, Ltd. to provide the Structural,
Mechanical, Electrical and Civil Engineering and Environmental Assessment consulting services required to
research and prepare the Building Assessment Survey and Report. The scope of services provided by
Ma~( I Okubo is detailed in the attached proposal letter dated August 6, 2004~
Should unforeseen circumstances arise which require them, Land Surveying and Geotecbnical Engineering,
Specialty Consultant Services (such as Acoustic); and Structural Testing Services are consultant services that
will be separately furnished by the City on an as needed basis.
Scope of Services
Arai Jackson Ellison Murakami proposes to perform the following scope of professional services for the
Building Assessment Survey and Report. "Analyze", as used below, means to evaluate the existing building
system for use by the Police or Couds for the program requirements developed in the First (US Bank Building)
Phase of this project.
2300 seventh avenue seattle wa 98121 v 206 323 8800 f 206 323 8518 www.araijackson com
PAR~JERS; steven arai · cliff jackson · bruce e~lison · richard murakam~ PRINCIPALS: frank silkwood
ASSOCIATES; ben dayot · jeffrey hamlett · greg ransom · ga~J oppenheimer · connie cadag · mark spitzer D~R~CTOR: darryl dawson
Mr. Gene Sampley, Project Manager
City of Bremerton Police Courts Building
Consulting Services for Building Assessment Survey and Report
August 11,2004
Architectural:
· Review existing Owner provided as-built drawings.
· Code analysis to determine provisions of the Bremerton Municipal Code and the International Building
Code, 2003 Edition, governing areas of remodeling in, and additions to, the existing buildings.
· Site analysis to examine police, court and public entry, parking, and service loading for the buildings.
· General examination of program accommodations and functions within the buildings.
· Examine building envelope for necessary repairs or improvements required for long term building use.
Describe building improvements necessitated by structural, mechanical and electrical system upgrades.
· Prepare an estimate of probable construction costs for necessary building improvements and
additions.
· Prepare adjusted project schedule reflecting work described in the Building Assessment Report.
Structural:
· Review existing Owner provided as-built drawings.
· Evaluate the buildings for structural deficiencies and recommend mitigation measures for upgrades.
Review available geotechnical information to determine soil bearing capacity for building additions.
Prepare an estimate of probable construction costs for structural upgrades to existing buildings.
Mechanical:
· Review existing Owner provided as-built drawings.
· Analyze existing building utilities: Sewer, Water, and Gas.
· Analyze existing building mechanical systems: Plumbing, Piping, HVAC, and Fire Sprinkler.
· Report mechanical deficiencies and recommend mitigation measures.
· Evaluate feasibility of mechanical connections for building additions.
· Prepare an estimate of probable construction costs for necessary mechanical mitigation measures.
Electrical:
· Review existing Owner provided as-built drawings.
· Analyze existing building electrical service and building power (capacity and distribution).
· Analyze other existing building utilities: Telephone, Data, Security System, and Cable TV.
· Analyze existing building and site lighting.
· Report electrical deficiencies and recommend mitigation measures.
· Evaluate feasibility of expanding existing electrical service and systems to building additions.
· Prepare an estimate of probable construction costs for necessary electrical mitigation measures.
Civil:
· Review existing as-built site survey.
· Analyze existing site utilities: Storm Sewer, Sanitary Sewer, Water, Gas, Fire Sprinkler Service, Power,
Telephone, Data, Security System, and Cable TV.
Environmental Assessment:
· Review existing Owner provided as-built drawings.
· Conduct historical review of hazardous material surveys for buildings, site and surrounding property.
· Review regulatory agency database lists and tiles for the properbj and surrounding sites.
· Conduct site reconnaissance to observe the prope[ty and surrounding sites.
· Prepare report of findings of this work.
Page 2
Mr. Gene Sampley, Project Manager
City of Bremerton Police Courts Building
Consulting Sen/ices for Building Assessment Survey and Report
August 11, 2004
Proqram
Arai Jackson Ellison Murakami will use the building and site program previously developed for the Police Courts
Building at the US Bank site at Sixth Street and Pacific Avenue as the basis for evaluating the Kitsap Federal
Credit Union building and site. Space and room relationships developed for the US Bank site will be used in the
general examination of program accommodations and functions within the Credit Union buildings. Space and
room areas will be kept to the areas allocated in the original US Bank site building program. Site parking will be
evaluated using Bremerton Municipal Code Chapter 21.02, Zoning Code requirements as clarified by Jim
Svensson, Development Manager, Bremerton Department of Community Development, in his letter dated July
12, 2004.
Owner provided as-built drawings of the Credit Union buildings will be used for this survey and report. No as-
built verification or CAD-based as-built drawings will be provided.
Fe._.ge
Arai Jackson Ellison Murakami proposes to accomplish the architectural, structural, mechanical, electrical and
civil engineering, environmental and roofing assessment consulting services described above for the fixed fee
amount of EiGhteen Thousand, One Hundred Forty Two Dollars ($18,142) including Reimbursable Expenses.
This amount is itemized by service and consultant on the attached Fee Proposal, dated August 6, 2004.
Schedule
Arai Jackson Ellison Murakami proposes to begin the work immediately upon acceptance by the City of
Bremerton of this Letter of Agreement. The work will be completed, per the attached Revised Project Schedule,
by August 31, 2004.
Please review the scope of services, schedule and fee requested in this Letter of Agreement and Contact me if
you have any questions.
Sincerely,
Arai Jackson Ellison Murakami, LLP
Guy Thomsen, AIA, Project Manager
Attachments
cc: Bruce Ellison, Arai Jackson Ellison Murakami, LLP
File
Page 3
EXHIBIT "C"
FEE PROPOSAL SUMMARY DATE: 26-Augq34 BILLING TYPE:
?
BY: GT Fixed Fee O
Bremerton Police Courts Building JOB NO.: 2003110 "fBi jacksoa elllson murakaml LLP
City of Bremerton ARCHITECTURE I UR~AN [31E$1GN I INTERIORS
239 Fourth Avenue CHECKED BY: BE
2300 seventh a~nue sea~e wa 98121
Bremerton, Washington 98337-1806 CONTACT: GaP/Sexton (360) 473-5282 v 206323-88001206323-85ts
Scope of Work: Provide professional consulting services required to prepare a Building Assessment Survey and Report of the Kiteap Federal Credit
Union buildings and site for use as a Police Courts Facility for the City of Bmmerte~.
A. ARCHITECTURAL FEES Partner Pfthcil)al Architect III Amhitect I Technician Administmtio.
TOTAL
ARAI JACKSON ELLISON MURAKAM $136 $125 $84 $73 $52 $48
Architectural - BASIC SERVICES 2 0 32 0 0 0 $ 2,968
(Total hours proposed) 34
Architectural- ADDITIONAL SERVICE~ 0 0 I 11 I 0 I 0 I 2 $ 1,022
(Total hours proposed) 13
B. AJEM CONSULTANT FEES Basic Additional Subtotal Mark-~p TOTAL
(See attached applicable consultant proposals.) Services Services wlo Mark-~p
1. Structural - BASIC SERVICES $ $ $
Structural - ADDITIONAL SERVICES $ $ $
Total Structural Services $ $
2. Mechanical - BASIC SERVICES $ $ $
Mechanical - ADDITIONAL SERVICES $ $ $
Total Mechanical Services $ $
3. Electrical - BASIC SERVICES $ $ $
Electrical - ADDITIONAL SERVICES $ $ $
Total Mechanical Services $ $ $
4. Civil - BASIC SERVICES $ $ $
Civil - ADDITIONAL SERVICES $ $ $
Total Civil Services $ $ $
5. Property Condition Assessment- BASIC SERVICES $ 9,250 $ 740 $ 9,990
Environmental Assessment - ADDITIONAL SERVICES $ 3,750 $ 300 $ 4,050
Total Assessment Consulting services $ 13,000 $ 1,040 $ 14~040
Total AJEM Consultant Services $ 9,250 $ 3,750 $ 13,000 $ 1,040 $ 14~040
C. DIRECT JOB COST Basic Additional Mark-Up TOTAL
Services Services 5%
ESTIMATED REIMBURSABLE
1. Postage $ 12 $ 1 $ 13
2. Report Pdnting (6 sets ~ $10/set) $ 60 $ 3 $ 63
3 Mileage $ 10 $ I $ 11
4. Ferry Fares $ 25 $ 1 $ 26
$ $ - $
Total Direct Job Cost $ 107 $ 5 $ 112
Total AJEM Fee (Architectural Services + Consultant ldark*up + Direct Job Cost) $ 5,142
TOTAL PROPOSED FEE (Architectural Services + Consultant Services + Consultant Mark*up + Direct Job Cost)
Arai Jackson Ellison Murakami, LLP Page 1 of 3 Print Date: 9/7/04
FEE PROPOSAL - BASIC SERVICES DATE: 26-Aug-04 BILLING TYPE:
BY: GT Fixed Fee O
Bremerton Police Courts Building Jos NO.: 2003110
239 Fourth Avenue CHECKED: BE
Bremerton, Washington 98337-1806 CONTACT: GaPJ Sexton (360) 473-5282 v 206323-8800 1 206323-8518
TASK: ARCHITECTURAL Partner Principal ~.mhitect III Architect I i Technician Admin.
$136 $125 $84 $73 $52 $48 TOTAL
1. ASSESSMENT SURVEY & REPORT S 2,968
Draft Site & Building Plans 2 $ 168
Code An alys[s 1 4 $ 473
Field Survey 8 $ 674
Consultant Coordination 2 $ 168
Write Repor~ 1 4 $ 473
Owner Meeting & Presentation 8 $ 674
Cost Estimate 2 $ 168
Schedule Preparation 2 $ 168
2. DESIGN DEVELOPMENT
S
S
3. CONTRACT DOCUMENTS S
$
$
$
$
$
$
4. PERMIT APPLICATION S
$
5. BIDDING
$
$
$
6. CONSTRUCTION ADMINISTRATION S
$
$
$
7. CLOSEOUT S
Is
TOTAL HOURS 2 0 32 0 0 034
L TOTAL FEE: TASK SHEET 1
% OF TOTAL HOURS THIS SHEET 6% 0°/; 94%
Arai Jackson Ellison Murakami, LLP Page 2 of 3 0ate Pnnted: 9/7/04
FEE PROPOSAL - ADDITIONAL SERVICES DATE: 26-Au~04 BILLING TYPE:
BY: GT Fixed Fee
Bremefton Police Courts Building JOB NO.: 2003110 ~1~ j~l~l~l~ I~1!~ IR~'~I~I~ I.I.P
239 Fourth Avenue CHECKED: BE
Bremerton, V~ashington 98337-1806 CONTACT: Gary Sexton (360) 473-5282 v 206323-8800 f 20~ 323-8518
TASK: ADDITIONAL SERVICES Parl~er Principal Architect II Architect I Technicia; Admin. TOTAL
- ARCHITECTIJRAL (AJEM) $136 $125 $84 $73 $52 $48 $ 1~022
1. ROOFING ASSESSMENT $ $ 1,022
Roof Survey (During Basic Field Survey Visit) 4 $ 337
Condition Assessment & Evaluation 2 $ 168
Prepare Roof Plan 1 $ 84
Write Report 4 2 $ 433
2. $
$
$
$
$
3. $
$
$
$
$
TASK: BASIC CONSULTING SERVICES Principal Proj. Engineer Civil Eng. Engineer I Drafter Admin. TOTAL
ASSESSMENT $o $t2o SO $0 $75 $55 $ g,250
1. MARX I OKUBO ASSOCIATES, LTD. $ $ g, 250
· Properly Condition Assessment and Report $ 9,150
per attached proposal, dated August 6, 2004. $
· Reimbursable Expenses $ 100
$
2. $
$
$
$
$
TASK: OPTIONAL ADDITIONAL SERVICES Principal Inspector III I Inspector II Inspector I Technician Admin. TOTAL
ASSESSMENT $0 $0 $0 $0 $0 $0 $ 3,750
1. MARX I OKUBO ASSOCIATES, LTD. $ - $ 3,750
Phase I Environmental Site Assessment i -
tflrough Golder Associates Inc. per attached
proposal, dated August 6, 2004.
TOTAL HOURS 0 0 I 11 0 0 2 13
% OF TOTAL HOURS THIS SHEET 0% 05, 85%I 0%I 0%I 15%I
Ami Jackson Ellison Mum~ami, LLP Page 3 of 3 Date Printed: 9/7/04
August 6, 2004
Mr. Guy Thomsen, A[A
Project Manager
Arai Jackson Ellison Murakami, LLP
2300 Seventh Avenue
Seattle, WA 98121
Mr. Thomsen:
RE: KITSAP FEDERAL CREDIT UNION
(for City of Bremerton Police Courts Building)
Bremerton, Washington
Proposal - Architectural/Engineering Due Diligence
Marx/Okubo Proposal No. 04-3159
Marx/Okubo Associates, Ltd. (Marx/Okubo) is pleased to submit to Arai Jackson Ellison
Murakami, LLP (Aral Jackson) a proposal to provide a property condition assessment for the
above-referenced project. Our proposed services are defined as follows:
1.0 PROJECT DESCRIPTION
According to the information provided to us in your letter dated August 3, 2004, the
commercial office project consists of one, two-story plus basement building and one, one-
story annex building with total square footage of 23,705 and related site improvements.
The project was constructed in 1975, with addition and annex constructed in 1984.
2.0 SCOPE OF WORK
2.1 Basic Services
Marx/Okubo's analysis will consist of one non-invasive site observation which
will include accessible areas of the site, building exterior walls, roof, common
areas and tenant interior spaces.
It is understood that in order to provide these basic services, Marx/Okubo will
require a member of the property management company and/or maintenance
personnel to accompany us during our site observation. Access to all areas,
Plar-x [ Okubo Associates, Ltd 1809 7th Avenue, Suite 309, Seattle, Washington 98101 206.621 9122 Fax 206.621.904
Mr. Guy Thomsen, ALA
KITS/Ma FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 2 of 9
August 6, 2004
including mechanical, electrical, and machine rooms will be required, along with
safe access to all roof areas.
a. Arch/tectural analysis with respect to potential building code or design
deficiencies including, but not limited to:
· Condition of the building related to roof, siding and windows
· Analysis of existing drainage characteristics
· Soil conditions, if available
· Discussions with local officials of building, zoning, and tim
departments with respect to potential violations
· Existing problems which may affect the occupancy of the building for
its intended use
· General performance of the building with respect to deferred
maintenance items, and review of general maintenance with on-site
personnel
· Disabled accessibility will be generally reviewed, including
compliance with state and federal requirements (WAC, ADA). An
overview of applicable regulatory issues for general compliance will
be performed. Such review shall be limited, and will identify major
barriers, if any; however, is not to be construed as a barrier removal
plan. Our review will address the major aspects of compliance. This
information will also be based on sufficient data being provided within
the construction documents, if provided for our review. Marx/Okubo
will provide an opinion of costs for correction of non-compliance
items.
b. Site work review based on the visible areas of the site, including, but not
limited to:
· Condition of roadways, parking and sidewalk areas
· Condition of landscaping and irrigation systems
· Condition of drainage system
· Condition of retaining walls and fencing.
c. Structural analysis based on a visual examination of the ma}or components
of the building, including, but not limited to, excessive settlement or
movement or other possible structural problems that may prohibit the
building's performance for its intended use. The analysis specifically
excludes an exam/nation of the structure to determine pest infestation
problems.
Mr. Guy Thomsen, AIA
KITSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 3 of 9
August 6, 2004
d. Review of the condition and function of the electrical, mechanical,
conveying, and fire life safety systems. The physical review of these
systems will be limited, as many of the improvements will be concealed by
existing building finishes. System functions will be reviewed by random
operation of a sampling of the equipment, discussions with building users
and maintenance personnel and a consideration of the various systems' age
and operating characteristics.
e. Marx/Okubo will address deferred maintenance items and systems/
components which may have limited remaining life expectancy (i.e. roof,
building exterior, windows, parking lots, etc.). Marx/Okubo will identify
and provide an opinion of costs of repairing any deferred maintenance
and/or defective construction which will require replacement or repair
work above and beyond normal maintenance programs.
f. The construction plans and specifications for the project which are
provided to Marx/Okubo will be reviewed and utilized to help analyze the
building's current condition, as well as to evaluate the civil, architectural,
structural, mechanical, and electrical systems. These documents, if
provided, will be used as reference material for the purpose of checking
the field conditions and performing quantity take-offs for purposes of
deriving opinions of cost. It should be clearly understood that neither this
office nor its consultants will perform a review of these documents.
g. Marx/Okubo will conduct interviews while on site with the property
manager and maintenance staff in an attempt to discover the following
information:
· Type and extent of deferred maintenance and defects
· Anticipated costs to remedy known physical deficiencies
· Historical costs incurred for repairs, improvements, recurring
replacements, etc.
· Programs for preventative maintenance, repairs, and budgeting for
replacement reserves
· Age of systems, components and equipment when they differ from the
age of the property
· Current and recent maintenance practices
Existence of outstanding citations for building, fire, and zoning code
violations, an ADA assessment survey and status of any compliance
activity.
Mr. Guy Thomsen, AIA
KITSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 4 o f 9
August 6, 2004
h. Telephone research will be conducted with the city building, zoning, and
fire departments. The purpose of this research is to determine the presence
of any outstanding building code violations and to inquire whether there
are any proposed or anticipated building codes that may be implemented,
which the property would be required to comply with as a result of not
being grandfathered. Marx/Okubo's report will contain the results of these
interviews complete with the names and titles of government employees
consulted. If information is received after the report has been issued,
Marx/Okubo shall review the information and report same to Arai
Jackson.
If a physical visit to the building department is required, or if a fee will be
charged by the building department, this will be an extra service and must
be approved by Aral Jackson. If the fees for this search are deemed
excessive, Marx/Okubo will notify Arai Jackson for direction. If no
direction is given, MarrdOkubo is under no obligation to research the
matter further, but shall notify Ami Jackson of such.
2.2 Seismic Investigation - A general review of the seismic design of the building
will be completed, including the following Scope of Work:
a. Review of available plans, specifications, and geotechnical reports for
conformance with performance standards as accepted in the structural
engineering community and/or as described in the latest codes or other
documents. Marx/Okubo will identify significant deficiencies or areas of
risk related to the structure.
b. Review the vertical load carrying capacity of the structure during a 475-
year seismic event and assess collapse potential.
c. Estimate of seismic loss based on 475-year seismic event (Probable
Maximum Loss, or PML). Scenario Expected Loss (SEL) and Scenario
Upper Loss (SUL) will be provided based on the recent ASTM E2026-99
standard. Level I study will be performed provided construction documents
are presented for our review.
d. Review of regional seismicity and effects on the property.
e. Identification of any special seismic hazards such as faults, soil
liquefaction, ground failure, tsunami, etc.
Mr. Guy Thomsen, AIA
KITSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 5 of 9
August 6, 2004
2.3 Independent Consultants - Option
a. Roofs - If elected, Marx/Okubo will coordinate with a roof consultant to
review of roof membranes to determine composition and condition.
b. Phase I Environmental Site Assessment - If elected, Marx/Okubo will
coordinate with Golder Associates to perform an environmental
assessment, as outlined in Exhibit B attached to this report.
2.4 Phase II Services
a. More detailed information needs to be obtained during the initial site visit
regarding existing communication and security systems, as well as the City
of Bremerton Police Courts program requirements before a determination
can be made as to whether or not additional study is needed. A proposal
for any recommended Phase II services will be prepared following our
initial site visit.
b. If an asbestos survey is desired, the cost for the survey and the analysis of
45 to 60 samples would cost on the order of $3,200 to $3,500.
2.5 Report
a. Marx/Okubo will provide a draft report, in electronic format without
exhibits, to Arai Jackson.
b. Marx/Okubo will provide three bound copies of the final report to Aral
Jackson.
c. The report will contain an opinion of the overall physical condition of the
project, describing pertinent components and systems.
d. The report will identify significant defects, deficiencies, and items of
deferred maintenance and building code violations discovered in our
visual survey, our review of the documents provided and research and
interviews conducted.
e. Marx/Okubo will provide an opinion of costs to remedy the physical
deficiencies. We will prepare a ten-year reserve opinion of costs for major
capital improvements, unless otherwise instructed.
f. The results of our field survey will be submitted following established
Marx/Okubo guidelines.
Mr. Guy Thomsen, AIA
K1TSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 6 of 9
August 6, 2004
3.0 MOBILIZATION AND FAMII.IARIZATION
3. l The Marx/Okubo representative managing this assignment will be a member of
our professional staff.
3.2 Marx/Okubo will schedule on-site observations with the Property Manager, or
other representative, as directed by Arai Jackson to minimize the impact on the
tenants.
3.3 Plans and specifications which are made available for our use will be reviewed in
order to assist us in providing the services described above.
4.0 SCHEDULE
4.1 The site visit by our team will be scheduled based on arrangements with the
property management staff following receipt of an executed copy of this
Agreement.
4.2 An executive summary and opinion of probable costs will be provided within
seven working days of our site visit.
4.3 The f'mal report will be provided within 15 working days after completion of our
site visit.
5.0 FEE
5.1 The fee for our on-site observation and resultant report, including all expenses
will be as follows:
Basic Services:
NINE THOUSAND ONE HUNDRED FIFTY DOLLARS $9,150
Phase I Environmental Site Assessment - Option, add:
THREE THOUSAND SEVEN HUNDRED FIF'FY $3,750
Roof Review - Option, add:
ONE THOUSAND DOLLARS $ 1,000
5.2 Reproduction and/or delivery costs for any construction documents, or fees
associated with procuring information from local jurisdictions are not included in
the above fees. If required, these fees will be invoiced at cost.
Mr. Guy Thomsen, AIA
K1TSAP FEDERAL CREDIT UNION
MarrdOkubo Proposal No. 04-3159
Page 7 of 9
August 6, 2004
5.3 If Arai Jackson desires to modify the scope of this assignment, we would be
pleased to negotiate a mutually agreeable fee for increased services. Special
conferences or meetings, testing, and/or investigations beyond the services above-
noted will be billed at the scheduled rate below, plus out-of-pocket expenses.
These rates vary according to the level of experience required for services
requested.
VP and Above $175-$200/hour
Sr. Associate and AVP $125-$175/hour
Associate $100-$125/hour
Project Coordinator $65-$100/hour
Project Administrator $35-$65/hour
5.4 An invoice will be issued in conjunction with the draft report, and is due and
payable upon receipt. Interest of one percent (1%) per month will be payable on
any amounts not paid within thirty (30) days from the date of the invoice; payment
thereafter to be applied first to accrued interest, then to the unpaid balance.
5.5 This proposal is not complete without the Standard Terms and Conditions
attached hereto as Exhibit A, and incorporated herein by reference. Acceptance of
this proposal is an acknowledgment of receipt of a copy of the said Exhibit A.
6.0 PERFORMANCE
Marx/Okubo will perform their services within the limits provided by this contract, with
the usual thoroughness and competence of the architectural and engineering professions.
No other warranty or representation, either expressed or implied, is included. It is
understood that Marx/Okubo neither guarantees probable construction costs nor estimated
construction schedules. Additionally, Marx/Okubo limits the liability undertaken in their
reporting to the fee charged to Arai Jackson, as we do not participate in savings to Arai
Jackson as a result of the above.
These services preclude any assumption by Marx/Okubo of any legal obligations or
responsibilities properly belonging to the design architects, engineers, contractors, and
developers for the project. Please refer to Exhibit A attached hereto.
The terms and conditions of this proposal are not binding upon either party, and may be
withdrawn without notice or cause, unless executed in full by both parties on or before 5:00 p.m.,
September 6, 2004.
Mr. Guy Thomsen, AIA
K1TSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 8 of 9
August 6, 2004
Please indicate your acceptance of the above proposal and the description heroin of services and
fees, and your receipt of a copy of Exhibit A by having an authorized representative of your firm
execute one copy and return it to us via facsimile or mail prior to the expiration date herein. It'
we are given oral or written notification to proceed, without first receiving a signed copy of this
agreement, it will be mutually understood that both parties will, nonetheless, be contractually
bound by this agreement, even in the absence of written acceptance by you. In any event, a
signed copy of this proposal is required to be returned to Marx/Okubo prior to the issuance of our
written report,
Thank you for this opportunity to present our proposal for the Kitsap Federal Credit Union
project in Bremerton, Washington. We are confident that our services will reflect the high
standards of Arai Jackson Ellison Murakami, LLC.
Should you have any questions, please do not hesitate to contact the undersigned.
Sincerely,
MARX/OKUBO ASSOCIATES, LTD.
jana-l-Ian ford, AIA
Vice President
j~
H:~ROPOSAL~004\04-3159 Kitsap Federal Credit Union 20040806.doc
Attach.: Exhibit A
Exhibit B - Golder Associates, Inc. Scope of Services
By facsimile (206.323.8518)
Mr. Guy Thomsen, AL&
KITSAP FEDERAL CREDIT UNION
Marx/Okubo Proposal No. 04-3159
Page 9 of 9
August 6, 2004
(initial approval)
Phase I Environmental Site Assessment :~
(initial approval)
(Signature)
Printed Name: '~/Ce 6, ~-~i r-adV3
Title: ~I~'~/lP_~/
Date: q j~/'e[ eLc. r~
~XHIBIT A
STANDARD TERMS AND CONDITIONS
These Standard Terms and Conditions shall continue in full force and effect during, as well as afrer, the comp[eden or termination of
Maxx/Okubo's services on the project. In the event ora conflict between these Standard Terms and Conditions and the proposal,
these Standard Terms amd Conditions shall control and take precedence over any conflicting term or condition contained herein,
unless specifically set forth and agreed to by the parties in writing.
Performance Marx/Okubo shall oat be required to sign any documents, no
MarxJOkubo Associates, Ltd. (MarxJOkuho) will perform its matter by whom requested, that would result in Marx/Okubo
services for the Client within accepted practices and having to certify, guarantee or wan'ant the existence of
procedures and will exercise that degree of care and skill conditions whose existence Marx/Okubo cannot ascertain.
ordinarily exercised under similar circumstances by members The Client also agrees not to make resolution of any dispute
of its profession. No other warranty or representatiorh with Marx/Okubo or payment of any amount due to
nxpressed or implied, is made with respect to MaodOkubo's MarxJOkubo in any way contingent upon MarxJOkubo's
performance, unless expressly set furth and agreed to in signing any such certification.
writing by the parties. MardOkabo is responsible solely for
the services it provides to the Client and neither guarantees ~ordlict of Interest
probable construction costs, any construction schedules for Marx/Okubo reserves the right to withdraw from representing
the project or any other matter not part of its services, the Client if, in its opinion, a conflict of interest has occurred
or may occur in the future. The Client acknowledges that on
Marx/Okubo assumes no responsibility for acts or omissions a project where MaraJOkubo is representing multiple clients.
of the Client. the Architect of Record, the Contractor, or any information may be received from one Or more of such
other third party not under its direct control. Mar:<JOkubo's clients. MarxJOkubo may share such information arnong the
services am for the benefit of the Client only, and neither the multiple clients, unless a client designates in writing the
Architect of RecoM, the Contractor, nor any other third party information as confidential. [n the event information is
shall have a claim against Mara/Okubo as a third-party desiguated as confidential, MatrJOkubo will advise the other
beneficiary or otherwise, clients that a confidence exists, but will not disclose such
confidential information; provided, that Marx/Okubo shall
Marx/Okubo shall be entitled to rely upon Ihe accuracy and have the right to disclose confidential information if, in its
completeness of any investigations, test results or other judgmcm, the information concerns health or safety issues or
information supplied by the Client. the Architect of Record, risk to persons or property.
the Contractor or other consultants involved in the project.
and upon information available from generally accepted and Ownershi~ and Use of Docun~nt.e
reputable sources, without independent verification. Any All letters, reports, drawings, specifica~ons, test data, test
conclusions by MarxJOkubo ba.~d on test data or test results results and notes prepared or created by MarxlOkubo during
~ limited to the specific conditions for which the tests were the course of providing its services are and shall remain the
performed, property of Marx/Okubo, and MarxJOkubo shall retain all
ownership rights, including copyright and other intellectual
Marx/Okubo shall not have, and assumes no responsibility or property tights, in such documents.
liability for, control over or charge of construction means,
methods, techniques, sequences or procedures. Marx/Okubo These documents, or any parts thereof, may not be reproduced
assumes no responsibility for the Contractor's schedule(s) or in advertisements, brochures, or sales materials, or used by
the Contractor's falIure to construct or can'y out the project in the Client for any purpose other than the purpose for wh[¢h
accordance with the drawings, specifications or other contract they were prepared, nor may they be used for any purpose by
documents. MarxJOkuho sha]t not have and assumes no third parties, without the written permission of MardOkuho.
responsibility or liability for control over or charge of acts or
omissions of the Architect of Record, the Contractor, Pro~os~
Subcontractors or thclr agents or employees, or of any other Proposals expire 120 days after subrzlission to the Client,
persons for whom Marx/Okuho is not directly responsible, unless a different expiration limit is set forth in the proposal.
MarsJOkubo reserves the right to modify or withdraw a
Marx/Okubo assumes no responsibility or liability for proposal at any time prior to written acceptance by the Client.
services it provides where inadequate documentation or other Upon written acceptance by the Client, the proposal, together
infnrmation has been provided, or documentation or with these Standard Terms and Conditions. shall become a
information has not been provided in a timely manner, binding agreement enforceable by either party at law or in
equity.
04.-3159 Kitsap Federal Credit Union Esb A 20040806 Page I of 3 August 6, 2004
Fixed Fee Contracts sat~ty or ~ecurity measures required by hazardous job
On those projects where Marx/Okubo and the Client have conditions.
agreed to a fixed fcc. the following COSL~ and expenses are
expressly excluded from Marx/Okubo's fee and will be Marx/Okubo shall not have. and assumes no responsibility or
charged separately as set forth below: Additional Time liability for. the safety of persons or property or for safety
Charges; Expenses; Equipment Usage; lndependem precautions or safety procedures required or instituted in
Consultants; and Subcontracted Services. connection with the project, as these are solely the
respoesibility of others.
Marx/Okubo and the Client shall agree on a payment schedule
for any such additional charges. Sub~oenas and Court Qrders
The Client agrees to pay. after notification. Time Charges.
Tin'~ Charges attorneys' fees and other expenses incurred by Marx/Okubo in
Time Charges will be accrued on an hourly basis unless responding to subpoenas or court orders issued by or on
Marx/Okubo and the Client agree in writing to a different behalf Of third parties that relate in any way to its service.
basis. Minimum time charges for personnel at a project site Time Charges will be based on an amount equal to two times
are eight (8) hours per day unless time can be utilized on the billing rates in effect at the time of the response.
another job. Tlaere is no increase in rates for overtime. There
is no charge for out-of-town travel time for professional staff Insurance
outside of a normal eight-hour workday, unless properly MarrdOkubo carries general liability, automobile, workers'
billable time is spent on the project, Technicians may charge compensation and employers' liability coverage with national
up to two (2) hours on weekdays for out-of-town travel insurance cardem mted by the A.M. Best Company. The
outside of a normal eight-hour workday, or up to four (4) primary limits are $1,000.000. with a $2,000,000 aggregate
hours per day for out-of-town travel on weekends, on general liability. Excess coverage applies to exposures
over $1.000.000. Marx/Okubo carries professional liability
Marx/Okubo reserves its right to increase its hourly billing (E & O) insurance with limits of $2,000.000. All coverages
rates annually, after written notification to the Client. are subject to annual renewal. Marx/Okubo will seek
increased coverage if requested by the Client; provided, all
Expenses costs for additional coverage will be charged m the Client.
Public transportation; subsistence and out-of-pocket
expense incurred dudng travel; communications: Billin2 Tern~
reproduction and shipping charges. The firm or individual engaging Marx/Okubo is responsible
Cost plus I0% for payment of all fees and charges unless (I) Marx/Okubo is
(Invoiced as Expense Service Fee) notified in writing, prior to the time it commences its services.
that the engagement is on behalf of another puny; and (2)
Expended materials For field and laboratory investigations; Marx/Okubo agrees to accept payment from the other party.
rental equipment and/or fees advanced on Client's behalf Unle~ expressly agreed otherwise, accumulated charges will
Cost plus I0% be billed in approximately monthly intervals. State and local
(Invoiced as Expense Service Fee) sales, use and any other applicable taxes will be included in
the billing.
Marx/Okubo or personal cars: $0.40/mile
Marx/Okubo trucks or vans: $0.60/mile Payment in full is due upon receipt of an invoice. Invoices
that remain unpaid thirty (30) days from the invoice date will
The Client may be charged for the cost of providing copies of be considered past due and will bc subject to an interest
receipts or detailed "back-up" information concerning charge at the rate of I- I/2% per month (or at a lower
expenses, maximum legal rate}. Client further agrees to pay all
attorneys' fees and other collection costs incurred as a result
Eoulpment Usaae of non-payment.
Approximately equal to one perccnt (I %) of the replacement
cost per day. subject to adjustment for minimum or extended ~uspen.sion 9fl~ervices
usage. If the Client fells to make payment when due for services and
expenses, MarrdOkubo may, upon seven (7) days written
Independent Consultants and Subcontractml Services notice, suspend performance of its services. Unless payment
In providing its services. Marx/Okubo may retain outside in full is received by Marx/Okubo within seven (7) days of
consultants as independent contractors or may subcontract a the date of such notice, the suspension shall take effect
portion of the services. Such services are billed at cost plus without [urther notice to the Client. In the event of a
10%. No mark-up is applied to the independent contractor's suspension, Marx/Okubo shall have no liability to the Client
or subcontractor's reimbursable expenses, such as travel for any delay or damage incurred by the Client because of
expenses, such suspension of its services.
Safety
Site observation visits will be performed by Marx/Okubo only Chanced Conditions..
under conditions deemed safe by Marx/Okubo personnel. If during the term of this Agreement, circumstances that were
The Client will be charged for any costs incurred as a result of not originally contemplated by or known to MarMOkubo am
04-3159 Kirsap Federal Credit Union Exb A 20040806 Page 2 of 3 August 6, 2004
revealed, to the extent that lbey affect the scope o~ the
services, compensation, schedule, allocation of risks or other $~tutes at' R~pose and Limi*,,tion
material terms pt' this Agreement. MarxJOkubo may call tbr All legal actions between the parties to this Agreement.
renegutiarion of appropriate portions of this Agreement. including the Dispute Resolution described herewith, shall
Marx/Okubo shall notify the Client of the changed conditions accrue and any applicable statutes of repose or limitation shall
necessitating renegotiaion, and Marx/Okubo and Client shall begin to mn not later tha~ the completion of MarTdOk:ubo's
promptly and in good faith enter into rcnegotiation of this services as described in the Agreement. Notwithstanding
Agreement Io address the chang~ conditions~ If terms cannot anything to the contrary contained herein, in no event shall
be agreed to, the parties agree that either party has the any statute or repose or limitation begin lo mn later than the
absolute right to terminate this Agreement. in accordance with date that MarxJOkubo s serv'ces are completed or terminated,
the TermJnmion provision hereoi~.
Terminati n of Services Thc proposal, ttle$~ ~IaOd~i'd Terms and Conditions, and any
[f the Client falls to make payment within thirty (30) days agreement reached between Mar'xgOkubo and the Client shall
after payrr~nt is due, then Marx/Okubo may, upon seven (7) be governed by the laws of the State of Colorado without
days written notice to the Client. stop all services and give g~ving effect to its conflict of law principles,
notice pt'its intention to terminate its services. Unless
payment for services and expenses due is received in full
within seven (?) days of the date of such notice, MarrJOkubo LIMITATION OF LIABILITY
may terminate all services and recover from thc Client MARX/OKUBO SHALL NOT FOR ANY REASON BE
payment for all services rendered to the date of the LIABLE TO THE CLIENT FOR ANY SPECIAL.
termination and any other expenses incurred as a result of the INDIRECT OR CONSEQUENTIAL DAMAGES,
termination. INCLUDING LOSS OF USE AND LOSS OF PROFIT, OR
FOR PUNITIVE OR EXEMPLARY DAMAGES, AND THE
~ CLIENT AGREES THAT ANY RIGHT IT MAY HAVE TO
Masx/Okubo and the Client are committed to working with SEEK RECOVERY OF SUCH DAMAGES IS EXPRESSLY
each other throughout the project and agree to communicate WAIVED
regularly with each other at all times so as to avoid or
minimize disputes or disagreements. In the: event disputes or THE CLIENT AND MARX/OKUBO HAVE DISCUSSED
disagreements arise. Marx/Okubo and the Client each commil THE RISKS, REWARDS AND BENEFITS OF THE
to resolving such disputes or disagreements in an amicable. PROJECT AND OF MARX/OKUBO'S SERVICES. AS
professional and expeditious manner. WELL AS MARX/OKUBO'S FEE FOR ITS SERVICES.
THE CLIENT ACKNOWLEDGES AND AGREES THAT
If a dispute or disagreement cannot be resolved by personnel THE RISKS HAVE BEEN ALLOCATED IN SUCH A WAY
of MarrdOkubo and the Client directly involved in the THAT, TO THE FULLEST EXTENT PERMITI'ED BY
project, then MarrdOkubo or Client may request that senior LAW. MARXJOKUBO'S TOTAL LIABILITY TO THE
management of each party meet as soon as possible, but in no CLIENT FOR ANY AND ALL IN.IURIES, CLAIMS,
case later than fourteen ([4) days after such request is made, LOSSES, EXPENSES, DAMAGES OR CLAIMS
to attempt to resolve such dispute or agreement. EXPENSES ARISING OUT OF ITS SERVICES FROM
ANY CAUSE OR CAUSES INCLUDING, BUT NOT
If, after such meeting, senior management determines that the LIMITED TO. PROFESSIONAL NEGLIGENCE, ERRORS,
dispute or disagreement cannot be resolved on terms OR OMISSIONS, STRICT LIABILITY, BREACH OF
satisfactory to both parties, Marx/Okubo and the Cliont shall CONTRACT AND BREACH OF WARRANTY SHALL
submit the dispute to non-binding mediation. The panics NOT EXCEED THE TOTAL AMOUNTOF
shall mutually agree on an impartial mediator to conduct the MARX/OKUBO'S FEE.
mediation,
THE CLIENT FURTHER AGREES THAT ANY AND ALL
In the event that the dispute or disagreement cannot be LIMITATIONS OF MARX/OKUBO'S LIABILITY AND
resolved through mediation, the dispute or disagreement shall INDEMNIFICATIONS BY CLIENT TO MAR)C/OKUBO
be decided by binding arbitration, unless the parties mutually SHALL INCLUDE AND EXTEND TO THOSE
agree otherwise. The arbitration shall be conducted by a INDIVIDUALS AND ENTITLES MAR,YJOKUBO
single impartial arbitrator who shall be mutually agreed upon RETAINS FOR PERFORMANCE OF THE SERVICES
by the parties. UNDER THIS AGREEMENT, INCLUDING BUT NOT
LIMITED TO MARX/OKUBO'S OFFICERS, PARTNERS,
The substantially prevailing party in any arbitration, or other AND EMPLOYEES AND THEIR HEIRS AND ASSIGNS,
final binding dispule proceeding upon which the parties may AS WELL AS MARX/OKUBO'S SUBCONSULTANTS
agree, shall be entitled to recover from the other party all AND THEIR OFFICERS. EMPLOYEES, HEIRS AND
costs and expenses incurred by that party ia participating in ASSIGNS.
the arbitration, including reasonable attorneys' t~es.
The award of the asbitmlor shall be final and binding upon the
parties and any court having jurisdiction thereof may enter
judgment upon it in accordance with applicable taw.
04-3159 Kitsap Federal Credit Union Exb A 20040806 Page 3 of 3 August 6, 2004
EXHIBIT B
SCOPE OF SERVICES
Our scope of services will be in accordance with ASTM E-1527-00 - Standard Practice for
Environmental Site Assessments: Phase I Environmental Site Assessment Process (ASTM
Standard Practice). Our scope of services will include the following components:
Site Reconnaissance
A site reconnaissance will be performed in accordance with the ASTM Standard Practice. The
site reconnaissance will include a visual review of the current condition of each subject property,
neighboring properties and vicinity.
The site reconnaissance will review (as applicable):
Current Property Usage and Occupants
Hazardous Materials Usage and Storage
· Hazardous Waste Generation and Storage
· Underground and Aboveground Storage Tanks
· Evidence of Soil Disturbances (e.g. removal or fill activity)
· Septic Tanks, Sumps, Impoundments, Lagoons, Clarifiers, Wells
· Evidence of Stalns/Spillage/Wastewater Discharges/Distressed Vegetation
· High-Voltage Power Lines
Each tenant space will be entered, if possible, and a tenant representative will be interviewed
regarding current and past operations. Golder will check for the following documents as
appropriate pursuant to the tenant type and operation: MSDS Sheets, Air Emission Permit,
Wastewater Permits, Solid Waste Permits, Hazardous Waste Permits, UST Permits, Stormwater
Permits, NPDES Permits, Preparedness and Prevention Plans, Spill Prevention and
Countermeasure Plans, Contingency Plan, Right-To-Know Plan, Evacuation Plan, Hazard
Communication Plan, Chemical Inventory Reporting Forms, and Toxic Chemical Release
Reporting Forms.
Golder will visually evaluate surrounding properties for potential environmental concerns that
could adversely affect each subject property. The survey of surrounding properties will be
limited to visual observations made from each subject property and other publicly accessible
areas.
We assume that access will be available to all areas of the subject property during normal
business hours on the scheduled day(s) of the site reconnaissance and that all tenants will have
been given advance notification regarding our presence.
Interviews
Interviews will be conducted of tenants, owner's representatives, or local government officials to
the extent that these interviews are likely to produce relevant and useful information.
Records Review
A records review will be conducted in accordance with the ASTM Standard Practice and RREEF
Attachment B. The records review will include obtaining an environmental database report from
Environmental Data Resources (EDR) that includes listings from all federal and state standard
environmental record sources within the approximate minimum search distance specified in the
ASTM Standard Practice.
If in Golder's professional judgment there are database-listed sites that pose a potential to
adversely affect the subject property, Golder will review the government agency files for these
sites.
Golder will review records at the local building department and fire department. Other local
government agency records may be reviewed or local government officials interviewed to the
extent that these agencies are likely to produce relevant and useful information.
Historical information will be obtained from interviews, prior reports (if available), building
permit records, historical aerial photographs, historical topographic maps, or local county
archives for historical County Assessor records. We will also review available historic city
directories at the local Public Library or other local source of city directories to determine the
names of past tenants within the subject property and adjoining properties. Other sources may be
used to the extent that these sources are likely to produce relevant and useful information. We
will check with EDR regarding Sanborn Fire Insurance Maps. EDR maintains the largest and
most comprehensive collection of Sanborn Fire Insurance Maps.
If the cost of the report is more, Golder will contact RREEF for further instructions.
The regional physiographic and hydrogeologic setting for the subject property will be obtained
from the current 7.5-minute USGS topographic map and readily available geologic and
geotechnical reports. National Wetlands Inventory data will be reviewed to determine if
wetlands are identified on or adjacent to the subject property.
Report Preparation
A Phase I ESA report will be prepared that will include site reconnaissance observations,
relevant interview information, records review findings, photographs, and a site/vicinity plans.
The report will also include conclusions regarding recognized environmental conditions and, if
necessary, recommendations for further study, remediation, or abatement along with an estimate
of costs associated with the recommendations. A draft report will be prepared for the Client's
review. A final report will be prepared incorporating appropriate comments from the Client's.
Our budget includes producing one copy of the draft report, and two hard copies of the final
report. Additional report copies can be provided at an estimated cost of $100 each.
Jane P. Mills, CSP, CH34/V/
Golder Associates Inc.
Redmond, Washington
(425)883-0777pl(425)882-5498f