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HomeMy WebLinkAbout4442 +--------------------------------------------------------------------------+ +Enter Search Criteria, Press Esc Key to Transmit + ..Press Del Key to Terminate Delete Mode + CHANGE Contract Transactions + T Contract Number 4442 .1. .=Vendor Name . 'Subj ect "Department =l=Status Code ,. ,. ,. + HUCKELL/WEINMAN ASSOCIATES COMPREHENSIVE PLAN UPDATE - SEPA/EIS - 2003-04 COMM DEVEL PRO =1= ,. + Insurance Type Amount GL $2000000.00 AL $1000000.00 Amount Begin Date End Date Review Date $ 65000 . 00 -.- 08/05/2004 ,. 12/31/2004 ,. 02/15/2007 .1. =1= Insurance Total $3000000.00 =1= Insurance Review Date 11/01/2005,. -. ,. =1= Comments VAULT 01/01/2007 ,. ,. -. ,. +--------------------------------------------------------------------------+ PROFESSIONAL SERVICES AGREEMENT City of Bremerton and Huckell/Weinman Associates 2003-04 City of Bremerton Comprehensive Plan Update SEPA/EIS. The City of Bremerton ("City") and HuckellAVeinman Associates ("Consultant"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Consultant agrees to perform the services more specifically described in the Scope of Work, dated June 11, 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. Consultant further represents that the services fumished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the time such services are performed. II. Term: The City and the Consultant agree that work will begin on the tasks described in Exhibit A immediately upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be completed as provided for in the work schedule attached hereto as Exhibit B or as hereafter amended by agreement of the Parties; 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 Consultant in an amount not to exceed $65,000, provided that, by mutual agreement, the Parties may elect to add work described in the "Additive Alternative to Scope of Work, attached hereto as Exhibit D. If the additive alternative is added, the amount in this section may be renegotiated. Consultant's charges and bills shall conform to the budget attached hereto as Exhibit C and incorporated herein by this reference. The Consultant shall submit regular billing statements detailing work performed and amount charged on each task or portion thereof. The descriptions shall conform to and fall within the cat. egories set out in the Scope of Work and/or Budget. 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 flame set forth in Section II herein. The Consultant's labor rates and billing fees shall be as delineated in Exhibit C. Consultant shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Agreement. Consultant shall only be compensated for additional services if requested pursuant to Section I and, if not otherwise provided, such compensation shall be in accordance with Exhibit C. Bremerton/Huckell/Weinman] 2003-04 Comprehensive Plan Update SEPA/EIS] Page 1 of 7 If a billing statement does not conform to this Agreement, the City may withhold payment until the statement is brought into compliance. Such withholding does not relieve Consultant of its obligations under this Agreement. IV. Relationship of Parties: Consultant represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of expertise. Consultant and its personnel are independent Consultants and not employees of the City. Consultant and its personnel have no authority to bind the City or to control the City's 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 fi.om the City to the employees, agents, representatives, or sub-Consultants of the Consultant. Consultant will be solely and entirely responsible for its acts and for the acts of Consultant's agents, employees, representatives and sub-Consultants during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent Consultants to perform the same or similar work. As an independent Consultant, Consultant is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Consultant or its personnel. As an independent Consultant, Consultant is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, Business & Occupation, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising fi.om the delinquency, from any payments due Consultant. V. Indemnification: Consultant shall defend, indemnify and hold the City, its officers, officials, employees, and agents harmless fi.om any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with thc 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 Consultant and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY Bremerton/Huckell/Weinman] 2003-04 Comprehensive Plan Update SEPA/EIS] Page 2 of 7 FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. VI. Insurance: The Consultant shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise fi.om or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees, sub-consultants or sub-Consultants. Before beginning work on the project described in ttds Agreement, the Consultant shall provide a Certificate of Insurance evidencing: 1. Anto~ 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. Exee~ insurance with limits not less than 1,000,000 limit per occurrence and aggregate. 4. Professional Liabili insurance with limits no less than $1,000,000 limit per occurrence/claim. Any payment of deductible or self insured retention shall be the sole responsibility of the Consultant. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims-made" basis. The City shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Consultant and a copy of an endorsement that is acceptable to the City, which names the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all the required insurance policies and endorsements. The City further reserves the right to reject any unacceptable policies and/or endorsements. The Consultant's Commercial General Liability insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, except with respects to the limits of the insurer's liability. The Consultant's insurance shall be primary insurance as respects the City and 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. Bremerton _/~I._. uckell/Weinm ~n] 2003-04 Comprehensive Plan Update SEPA/EIS] Page 3 of 7 The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. VII. General Conditions: A. Reports and Information: When requested by the City, Consultant shall fianish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Consultant shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. _B. Ownership and Use of Records and Documents: Original documents, drawings, designs and reports, including those in electronic format, developed under this Agreement are the property of the City. All written information submitted by the City to the Consultant in connection with the services performed by the Consultant under this Agreement will be safeguarded by the Consultant to at least the same extent as the Consultant safeguards like information relating to its own business. If such information is publicly available or is already in Consultant's possession or known to it, or is rightfully obtained by the Consultant from third parties, Consultant shall bear no responsibility for its disclosure, inadvertent or otherwise. All data, documents and files created by Consultant under this Agreement may be stored at Consultant's office in Kirkland, Washington. Consultant shall make such data, documents, and files available to the City upon its request at all reasonable times for the purpose of editing, modifying and updating as necessary until such time as the City is capable of storing such information in the City's offices. Duplicate copies of this information shall be provided to the City upon its request, and at reasonable cost. All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Consultant pursuant to this Agreement, are instruments of service with respect to the project and are the property of the City. Any reuse by the City for other than the specific purpose intended will be at City's sole risk. C. Consultant to Maintain Records to Support Independent Consultant 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 Department of Revenue and other necessary state agencies for the payment of ail state taxes normally paid by employers, register to receive a unified business identifier number fi.om 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, ail as described in the Revised Code of Washington (RCW) Section 51.08.195, as required to show that the services Bremerton/H~ 2003-04 Comprehensive Plan Update SEPA/EIS] Page 4 of 7 L. Compliance with Laws: Consultant shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. M. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. N. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. O. Assignment: Any assignment of this agreement by the Contractor without the written consent of the City shall be void. VIII. Nondiscrimination: Consultant 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 Consultant shall include a report showing the status of all items listed in the Scope of Work current through the termination date. If the City receives reimbursement by any federal, state, or other source for work described in Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is cancelled or substantially reduced after the execution date of this Agreement and prior to the completion of the work, the City may summarily terminate this Agreement. 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. 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 Bremerton/Huckell/Weinman] 2003-04 Comprehensive Plan Update SEPA/EIS] Page 6 of 7 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 Consultant's Risk: Consultant shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub-consultants in the performance of the work hereunder and shall utilize all protection necessary for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. E. Place of Work: The Consultant shall perform the work authorized under this Agreement at its offices in Kirkland, 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. Severabilit¥: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. H. Modification: This Agreement may only be modified by written instrument signed by both Parties. I. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or 1st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. City Address: Consultant Address: City of Bremerton, DCD Huckell/Weinman Associates 286 4th Street 270-3~d Avenue, Suite 200 Bremerton, WA, 98337 Kirkland, WA 98033 J. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. K. Non-Waiver of Breach: The failure of the City to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. Bremerton/Huckell/Weimnan] 2003-04 Comprehensive Plan Update SEPA/EIS] Page 5 of 7 invoice submitted to the City. ARer 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. CITY OF BREMEP~T.~ON CONSULTANT its: ~o~ its: '~;d~-' Date: g-~-~ Date: 7- ~-OY Br~ofi Ci~ Aaomey .... R:~EGALXConmctsWO~S~f~sioml S~ices A~m~t Fo~ (2003).doc Bremerton/Huckell/Weinman] 2003-04 Comprehensive Plan Update SEPMEIS] Page 7 of 7 EXHIBIT A SCOPE OF WORK (JUNE 11, 2004) City of Bremerton and Huckell/Weinman Associates 2003-04 City of Bremerton Comprehensive Plan Update SEPA/EIS. PHASE 1 - DRAFT ElS Task 1.0 Project Start-up and Kick-off Meeting Objective: Clarify/define project objectives, schedule SEPA options, and EIS alternatives Activities: Meeting between HWA and City staff to clarify project goals, objectives, schedule, options and strategies for SEPA compliance, and to review potential alternatives Products: Written statement of project objectives, clarified SEPA approach, draft alternatives, and project schedule. Task 1.1 Project Description Objective: Write draft descriptions of Comprehensive Plan Proposed Action and alternatives (three assumed) to be analyzed in the EIS. One round of review and comment by the City and one round of revision by the HWA is assumed. Products: Written draft description of proposed action and alternatives. Task 1.2 Scoping Objective: Establish scope of EIS Activities: HWA will attend and assist City Staff at one Scoping meeting. A minimum of two HWA team members will attend. HWA will assist the City in preparing the SEPA Threshold Determination Products: EIS Scope Task 1.3 Draft ElS Preparation Objective: Prepare the Preliminary Draft EIS for City review. Activities: Land Use, Population, Housing and Commuff~W Character. HWA will describe and analyze land use, population, housing impacts of the proposed plan and alternatives. Growth in Centers will be a focus. HWA will provide an analysis of aesthetic impacts and mitigation related to plan goals and policies. Housing discussion will consider housing types, mounts, needs and the relationship of housing factors to affordability. The Land Use, Population, and Housing section will be prepared at a level of detail that may enable the City to incorporate relevant analysis for a planned action SEPA document in the future, or to otherwise enable expedited SEPA analysis of future projects. As an option, the Kitsap County Consolidated Housing Authority may contribute to the preparation of the EIS to advance planning and environmental review for the Westpark proposal. If they so elect, the EIS would also provide a focus and more detailed analysis of this proposal. Transportation. HWA will review the transportation section prepared by other consultants. That document will serve as the basis for the Transportation section of the EIS. Environment. HWA will prepare the section of the EIS by using mostly existing, published materials and inventories on wetlands, streams/fisheries, wildlife and habitat. City Services. HWA will analyze impacts on public services consistent with those required under the 2003-2004 draft Kitsap County-wide Planning Policies. The analysis will rely largely on existing City planning documents and data fi.om other service providers. Economic Development. HWA will address employment projections and other aspects of economic policy derived from the Comprehensive Plan. Products: Preliminary Draft ElS for internal review by City. Camera ready Draft ElS incorporating City comments. (assumes one round of review by City) Task 1.4 Comment Period/Public Meetings Objective: Receive public comments on Draft ElS Activity: HWA will attend City Planning Commission and/or City Council meetings as requested (total of 2-3 meetings) to summarize the major findings in the Draft EIS and to receive public comments. City will tape record and provide a transcript to HWA. Product: Record of public meeting comments PHASE 2- FINAL ElS Task 2.0 Response to Comments/Preliminary Final EIS Objective: Respond to comments on Draft EIS Activity: HWA will review all comments on the Drat~ EIS, and write a Preliminary Final EIS for City review including responses as appropriate. HWA will respond to and discuss City review of Preliminary Final EIS (one round review/response anticipated) Products: Preliminary Final EIS Task 2.1 Produce Final EIS Objective: Prepare-camera ready Final EIS and one CD version. Activity: HWA will review City comments on the Preliminary Final EIS. Make revisions as necessary, and produce one camera-ready Final EIS and one Compact Disk version in an agreed upon format. The City will print, copy, and distribute. Products: One camera-ready version of the Final EIS One compact disk version of the Final EIS Task 2.2 Public Meeting/Hearing Presentation of Final EIS Objective: Present Final EIS at public meetings and hearings Activity: HWA will attend Planning Commission and/or City Council public meetings and hearings as requested by the City. At the meetings or hearings HWA will summarize the major conclusions of the Final EIS and respond to questions. A total of 2-3 meetings is anticipated. Products: Meeting presentation(s) EXHIBIT B City of Bremerton Comprehensive Plan Update SEIS Schedule 2004 2004 May June July Aug Sept Oct Nov Dec Phase 1 Task 1.0 Project Kick-off Meeting Task 1.1 Project Description/ Alternatives Task 1.2 Scoping/ Scoping Meeting (optional) Task 1.3 Draft ElS Preparation/ Publication Task 1,4 Comment Period/ Public Meeting Phase 2 Task 2.1 Response to Comments/ Preliminary Final ElS Task 2.2 Camera-Ready Final ElS · Task 2.3 Public Meetings and as scheduled by Hearings the City EXHIBIT C City of Bremerton Comprehensive Plan SEPA ElS BUDGET (Revised 6/1/04) TASK HWA KPFF PENTEC LMN / Project Mgmt & Coordination 6,000 ~20 wks ~ 3 hrs/wk = 60 hrs) Draft ElS: Project Description/Alternatives 2,400 Miscellaneous Sections 1,600 Existing Conditions & Impact Analysis: Air 2,000 Water 3,000 Plants & Animals 3,000 Land & Shoreline Use 7,000 Aesthetics 3,000 Public Services 4,000 Stormwater/Utilities 9,000 Housing, Pop., & Employment 4,000 Subtotal DEI$ 21,000 9,000 6,000 3,000 Document Edit/Revisions 2,000 FEIS~ 5,000 1,000 1,000 M==tings (76 hours)2 4,600 1,000 1,000 1,000 Consultant Mark-Up (10%) 2,400 Expenses~ 1,000 Consultant Subtotal 51,000 11,000 8,000 5,000 1. This amount should be considered a minimum for preparation of a Final ElS. It assumes a small number of comments, and no additional substantive analysis. The number and nature of comments cannot be accurately predicted and may require a greater level of effort. This budget item would be reassessed following receipt of comment letters. 2. Includes one project kick-off meeting, one scoping meeting, presentation of DEIS to City Council and Planning Commission (2-3 meetings), and presentation of FEIS at public meetings or headngs (2-3 meetings). 3. Includes estimated cost for copies, parking, travel. Does not include cost to pdnt ElS; assumes that City will pdnt and distribute ElS. Assumes one internal review draft of DEIS and one of the FEI& Exhibit D Additive Alternative to Scope of Work City of Bremerton/HuckellAVienman Associates, Inc. Additive Alternative to Task 1.3, Amend the activities section by adding the following: As an option, the Kitsap Consolidated Housing Authority may contribute to the preparation of the EIS to advance planning and environmental review for the Westpark proposal. If they elect to do so, the EIS would also provide a focus and more detailed analysis of this proposal. (notes: 1. electing to exercise this additive alternative will require amendment of the Professional Services Agreement between the City of Bremerton and Huckell/Weinman Associates dated , contract # .) 2. electing to exercise this additive alternative implies amendment of tasks 1.4, 2.0, 2.1. and 2.2 as necessary to address the additional information and analysis introduced under task 1.3 as amended.) Agreed: CITY OF BREMERTON CONSULTANT By: By: its: its: Date: Date: Approved as to form: Attest: Bremerton City Attomey City Clerk