HomeMy WebLinkAbout13-016-TRN-003 Contract 4.04111,
CONTRACT 13-016-TRN-003
Between
THE CITY OF ANACORTES
and
HERRIGSTAD ENGINEERING&SURVEYING
Guemes Channel Trail Phase VII Construction Engineering Services
This Agreement, hereinafter referred to as "Agreement", made and entered into between the City
of Anacortes, hereinafter referred to as the"City", and Herrigstad Engineering & Surveying,
hereinafter referred to as the "Consultant";
WHEREAS, the City requires engineering services of the Consultant;
NOW, THEREFORE, in consideration of mutual benefits accruing, it is agreed by and between
the parties hereto as follows:
1. Scope of Work. Under this Agreement, the Consultant shall provide construction engineering
services and surveying services to demarcate clearing and construction limits of the Guemes
Channel Trail - Phase VII Project. Exhibit A describes services in more detail and is hereby
incorporated by reference and made a part hereto.
The work shall be performed under the direction of the City's Project Manager, Rob Hoxie, who
may be reached at (360) 661-3758 or robh@cityofanacortes.org.
2. Price. The work performed under this Agreement shall be performed on a time-and-materials
(T&M) basis not-to-exceed Twenty Thousand Three Hundred Twenty Dollars ($20,320.00).
The estimated level of effort for this price is shown in Exhibit A. Payment terms are set forth in
Article 4 Payment Terms.
3. Period of Performance. The period of performance is from inception through June 30, 2015.
4. Payment Terms.
Progress payments shall be made according to the following labor rates:
Labor Category Billing Rate
Engineering $110.00
Surveying $160.00
Brush Clearing $ 60.00
Other direct costs and Subconsultant costs shall be invoiced at actual costs. The Consultant
shall submit invoices for payment no more frequently than monthly and allow 30 calendar days
from receipt of the invoice for payment.
5. Subcontracts. The Consultant shall give notice reasonably in advance of placing any
subcontract; preferably the Consultant shall identify subcontracts before subcontracted work
begins. "Subcontract" means any contract entered into by a Subconsultant to furnish supplies or
services for performance of the prime Consultant or a Subconsultant. It includes, but is not
limited to, purchase orders, and changes and modifications to purchase orders.
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
The following information shall be included (i) a description of the supplies or services to be
subcontracted, (ii) identification of the type of subcontract to be used (iii) identification of the
proposed Subconsultant, (iv) proposed subcontract price.
Unless consent or approval specifically provides otherwise, consent by the City shall not
constitute a determination—
(1) of the acceptability of any subcontract terms or conditions;
(2) Of the allowability of any cost under this contract,; or
(3) To relieve the Consultant of any responsibility for performing this Contract.
The Consultant shall give immediate written notice, reference Article 27 Notices, of any action or
suit filed and prompt notice of any claim made against the Consultant by any Subconsultant or
vendor that, in the opinion of the Consultant, may result in litigation related in any way to this
contract, with respect to which the Consultant may be entitled to reimbursement from the City.
6. Invoicing. Each invoice shall include:
Invoices shall include the following information: Company Name, Invoice Date, Due Date (30
days), Invoice Number, Invoice Period, City of Anacortes Project Number, Project Title, Original
Agreement Price, Amendment Price and Current Agreement Price. Invoices shall include actual
hours worked by Period, by Labor Category.
The City shall notify the Consultant within fifteen (15) calendar days from receipt of invoice if
there are any objections or disputes with the invoice. The Consultant shall then resubmit a new
invoice less the disputed amount and payment shall be made within 30 calendar days. Any
disputed amounts may be submitted under the Disputes Article contained herein.
7. Ownership and Use of Documents. All finished and unfinished documents and material
prepared by the Consultant with funds paid by the City pursuant to the terms of this Agreement
shall become the property of the City and shall be forwarded to the City upon its request.
Documents and materials shall include but not be limited to plans, specifications, reports,
electronic and non-electronic data, and other design documents prepared by the Consultant.
Pursuant to RCW 42.56.70, all information and documents produced under this Agreement may
be subject to public disclosure.
8. Defense and Indemnity Agreement. The Consultant shall defend, indemnify and hold the
City, its officers, officials, employees and volunteers harmless from any and all claims, injuries,
damages, losses or suits including attorney fees, arising out of or resulting from the acts, errors or
omissions of the Consultant in performance of this Agreement, except for injuries and damages
caused by the sole negligence of the City. Should a court of competent jurisdiction determine that
this Agreement is subject to RCW 4.42.115, 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, and volunteers, the
Consultant's liability, including the duty and cost to defend, hereunder shall be only to the extent
of the Consultant's negligence. It is further specifically and expressly understood that the
indemnification provided herein constitutes the Consultant's waiver of immunity under Industrial
Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been
mutually negotiated by the parties. The provisions of this Article shall survive the expiration or
termination of this Agreement.
Page-2-of8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
9. General and Professional Liability Insurance. The Consultant shall secure and maintain
for duration of this Agreement, insurance against claims for injuries to persons or damage to
property which may rise from or in connection with the performance of the work hereunder by the
Consultant, its agents, representatives, or employees.
Consultant maintenance of insurance as required by Agreement shall not be construed to limit the
liability of the Consultant to the coverage provide by such insurance, or otherwise limit the City's
recourse to any remedy available at law or in equity.
A. Minimum scope of insurance that shall be maintained by the Consultant is as follows:
Automobile Liability Insurance covering all owned, non-owned, hired and leased
vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA
00 01 or a substitute form providing equivalent liability coverage. If necessary,
the policy shall be endorsed to provide contractual.
Commercial General Liability insurance shall be written on ISO occurrence from
CG 00 01 and shall cover liability arising from premises, operations,
independent Consultants and personal injury and advertising injury. The City
shall be named as an insured under the Consultant's Commercial General
Liability insurance policy with respect to the work performed for the City.
Worker's Compensation coverage as required by the Industrial Insurance laws
of the State of Washington.
Professional Liability insurance shall be appropriate to the Consultant's
profession.
B. Consultant shall maintain the following insurance limits:
1. Automobile Liability insurance with a minimum combined single limit for
bodily injury and property damage of$1,000,000 per accident.
2. Commercial General Liability insurance shall be written with limits no less
than $1,000,000 each occurrence and $2,000,000 general aggregate.
3. Professional Liability insurance shall be written with limits no less than
$1,000,000 per claim and $1,000,000 policy aggregate limit.
C. Other Insurance Provisions
The Consultant's Automobile Liability and Commercial General Liability insurance
policies are to contain, or be endorsed to contain that they shall be primary insurance as
respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained
by the City shall be excess of the Contractor's insurance and shall not contribute with it.
D. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of not less than
A:VII.
Page-3-of8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
E. Verification of Coverage
Consultant shall furnish the City with original certificates and a copy of the amendatory
endorsement, including but not necessarily limited to the additional insured endorsement,
evidencing the insurance requirements of the Consultant before commencement of the
work.
F. Notice of Cancellation
The Consultant shall provide the City with written notice of any policy cancellation, within
two business days of their receipt of such notice.
G. Failure to Maintain Insurance
Failure on the part of the Consultant to maintain the insurance as required shall constitute
a material breach of contract, upon which the City may, after giving five business days notice to
the Consultant to correct the breach, immediately terminate the contract or, at its discretion,
procure or renew such insurance and pay any and all premiums in connection therewith, with any
sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset
against funds due the Consultant from the City.
10. Registered or Licensed Consultant. The City is prohibited by RCW 39.06.010 from
executing an Agreement with a Consultant who is not registered or licensed as required by the
laws of the state. In addition, the City will require persons doing business with the City to possess
a business license.
11. Inspection. The Project Manager shall have power to reject instruments of services which
fail to comply with the requirements of this Agreement, but in case of dispute the Consultant may
appeal to the City's Public Works Director, whose decision shall be final. The Consultant shall
comply with any and all orders and instructions given by the representative of the particular
Department administering the Agreement in accordance with the terms of the Agreement.
Nothing herein contained shall be taken to relieve the Consultant of his/her obligations or
responsibilities under the Agreement. However, the Consultant shall be responsible for its own
methods and conduct during the period of performance.
12. Warranty. The Consultant warrants that Professional Services provided under this
Agreement will be performed in a workmanlike manner consistent with industry standards
reasonably applicable to the performance of such services. The City's remedy shall be the re-
performance of the Service or an equitable adjustment in the monies paid for the Professional
Services, at the City's discretion.
13. Discrimination Prohibited. Consultant shall not discriminate against any employee or
applicant for employment because of race, color, religion, age, sex, national origin or physical
handicap.
14. Consultant is an Independent Consultant. The parties intend that an independent
Consultant relationship will be created by this Agreement. No agent, employee or representative
of the Consultant shall be deemed to be an agent, employee or representative of the City for any
purpose. Consultant shall be solely responsible for all acts of its agents, employees,
representatives and Subconsultants during the performance of this Agreement.
Page-4-of8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
15. The City's Right to Terminate Agreement.
A. Termination for Default
If the Consultant defaults by failing to perform any of the obligations of the Agreement or
becomes insolvent or is declared bankrupt or commits any act of bankruptcy or insolvency or
makes an assignment for the benefit of creditors, the City may, by depositing written notice to
the Consultant in the U.S. mail, postage prepaid, terminate the Agreement, and at the City's
option, obtain performance of the work elsewhere. If the Agreement is terminated for default,
the Consultant shall not be entitled to receive any further payments under the Agreement
until all work called for has been fully performed. Any extra cost or damage to the City
resulting from such default(s) shall be deducted from any money due or coming due to the
Consultant. The Consultant shall bear any extra expenses incurred by the City in completing
the work, including all increased costs for completing the work, and all damage sustained, or
which may be sustained by the City by reason of such default. If a notice of termination'for
default has been issued and it is later determined for any reason that the Consultant was not
in default, the rights and obligations of the parties shall be the same as if the notice of
termination had been issued pursuant to the Termination for Public Convenience paragraph
hereof.
B. Termination for Public Convenience
The City may terminate the Agreement in whole or in part whenever the City determines, in
its sole discretion that such termination is in the best interests of the City. Whenever the
Agreement is terminated in accordance with this paragraph, the Consultant shall be entitled
to payment for actual work performed at unit Agreement prices for completed items of work.
An equitable adjustment in the Agreement price for partially completed items of work will be
made, but such adjustment shall not include provision for loss of anticipated profit on deleted
or uncompleted work. Termination of this Agreement by the City at any time during the term,
whether for default or convenience, shall not constitute a breach of Agreement by the City.
16. Changes/Additional Work. The City may engage Consultant to perform services in addition
to those listed in this Agreement, and Consultant will be entitled to additional compensation for
authorized additional services or materials. The City shall not be liable for additional
compensation until and unless any and all additional work and compensation is approved in
advance in writing and signed by both parties to this Agreement. If conditions are encountered
which are not anticipated in the Scope of Services, the City understands that a revision to the
Scope of Services and fees may be required. Provided, however, that nothing in this paragraph
shall be interpreted to obligate the Consultant to render or the City to pay for services rendered in
excess of the Scope of Services unless or until a modification to this Agreement is approved in
writing by both parties.
17. Non-waiver. Waiver by the City of any provision of this Agreement or any time limitation
provided for in this Agreement shall not constitute a waiver of any other provision.
18. Non-assignable. The services to be provided by the Consultant shall not be assigned or
subcontracted without the express written consent of the City.
19. Covenant Against Contingent Fees. The Consultant warrants that he has not employed or
retained any company or person, other than a bona fide employee working solely for the
Consultant, to solicit or secure this Agreement, and that he has not paid or agreed to pay any
company or person, other than a bona fide employee working solely for the Consultant, any fee,
commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or
resulting from the award of making of this Agreement. For breach or violation of this warranty, the
City shall have the right to annul this Agreement without liability or, in its discretion to deduct from
Page-5-of8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 1 3-01 6-TRN-003
the Agreement price or consideration, or otherwise recover, the full amount of such fee,
commission, percentage, brokerage fee, gift, or contingent fee.
20. Disputes
A. General
Differences between the Consultant and the City, arising under and by virtue of this
Agreement shall be brought to the attention of the City at the earliest possible time in order
that such matters may be settled or other appropriate action promptly taken. The provisions
of this Article shall survive the expiration or termination of this Agreement.
B. Notice of Potential Claims
The Consultant shall not be entitled to additional compensation which otherwise may be
payable, or to extension of time for (1) any act or failure to act by the Contracting Agent or
the City, or (2) the happening of any event or occurrence, unless the Consultant has given
the City a written Notice of Potential Claim within 10 days of the commencement of the act,
failure, or event giving rise to the claim, and before final payment by the City. The written
Notice of Potential Claim shall set forth the reasons for which the Consultant believes
additional compensation or extension of time is due, the nature of the cost involved, and
insofar as possible, the amount of the potential claim. Consultant shall keep full and complete
daily records of the Work performed, labor and all costs and additional time claimed to be
additional.
C. Detailed Claim
The Consultant shall not be entitled to claim any such additional compensation, or extension
of time, unless within 30 days of the accomplishment of the portion of the work from which
the claim arose, and before final payment by the City, the Consultant has given the City a
detailed written statement of each element of cost or other compensation requested and of all
elements of additional time required, and copies of any supporting documents evidencing the
amount or the extension of time claimed to be due.
D. Dispute Resolution
In the event of a dispute between the City and the Consultant arising of this Agreement, or
any obligation hereunder the dispute shall first be referred to the representatives designated
by the City and the Consultant to have oversight over the administration of this Agreement.
Said representatives shall meet within thirty (30) calendar days of receipt of detailed claim,
and the parties shall make a good faith effort to achieve a resolution of the dispute.
In the event the parties are unable to resolve the dispute under the procedure set forth
above, then the parties hereby agree that the matter shall be referred to mediation. The
parties shall mutually agree upon a mediator to assist them in resolving their differences.
Any expenses incidental to mediation shall be borne equally by the parties.
If either party is dissatisfied with the outcome of the mediation, that party may then pursue
any available judicial remedies.
21. Force Maieure. Definition: Except for payment of sums due, neither party shall be liable to
the other or deemed in default under this Agreement if and to the extent that such party's
performance of this Agreement is prevented by reason of force majeure. The term "force
majeure" means an occurrence that is beyond the control of the party affected and could not have
been avoided by exercising reasonable diligence. Force majeure shall include acts of God, war,
riots, strikes, fire, floods, epidemics, or other similar occurrences. Notification: If either party is
delayed by force majeure, said party shall provide written notification within forty-eight (48) hours.
The notification shall provide evidence of the force majeure to the satisfaction of the other party.
Page-6-of8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
Such delay shall cease as soon as practicable and written notification of same shall be provided.
The time of completion shall be extended by Agreement modification for a period of time equal to
the time that the results or effects of such delay prevented the delayed party from performing in
accordance with this Agreement. Rights Reserved: The City reserves the right to cancel the
Agreement and/or purchase materials, equipment or services from the best available source
during the time of force majeure, and Consultant shall have no recourse against the City.
22. Compliance with Laws. The Consultant in the performance of this Agreement shall comply
with all applicable Federal, State or local laws and ordinances, including regulations for licensing,
certification and operation of facilities, programs and accreditation, and licensing of individuals,
and any other standards or criteria as described in the Agreement to assure quality of services.
The Consultant specifically agrees to pay any applicable business and occupation (B&O)taxes,
which may be due on account of this Agreement.
23. Venue and Choice of Law. In the event that any litigation should arise concerning the
services under this Agreement, interpretation of any of the terms of this Agreement, the venue of
such action of litigation shall be in the Courts of the State of Washington in and for the County of
Skagit. This Agreement shall be governed by the law of the State of Washington.
24. Severabilitv. If any term or condition of this Agreement or the application thereof to any
person(s) or circumstances is held invalid, such invalidity shall not affect other terms, conditions
or applications which can be given effect without the invalid term, condition or application. To this
end, the terms and conditions of this Agreement are declared severable.
25. Survival of Contract Termination. The articles relating to Indemnification, Data Rights,
Proprietary Information, Governing Law, and Venue and Choice of Law shall survive completion
of the services, payment in full of the compensation and termination of this Agreement.
26. Governing Law. This Agreement shall be governed by and construed under the laws of the
State of Washington. Any action brought under the Agreement or relating to the Project shall be
brought in the Superior Court of the State of Washington in Skagit County Washington.
27. Notices. Notices to the City of Anacortes shall be sent to the following address:
City of Anacortes
Attention: Denise Van Wyck
Contract/Grant Administrator
904 6th Street
PO BOX 547
Anacortes, WA 98221
den isev@cityofanacortes.orq
Notices to the Consultant shall be sent to the following address:
Herrigstad Engineering & Surveying
Mr. Dale Herrigstad, P.E., P.L.S.
4320 Whistle Lake Road
Anacortes, WA 98221
Receipt of any notice shall be deemed effective three days after deposit of written notice in the
U.S. mails, with proper postage and properly addressed.
Page-7-of 8
City of Anacortes and Herrigstad Engineering&Surveying
Contract 13-016-TRN-003
The parties acknowledge that there has been an opportunity to negotiate the terms and
conditions of this Agreement and agree to be bound accordingly;
CITY OF ANACORTES HERRIGSTAD ENGINEERING &SURVEYING
By '171-W
By * 'I,(
Laurie Gere, Mayor f�
Title T 1/1.6�1061 -
Date 1 .: Date OGi C2 L 6& I k 2,04
Page-8-of 8
CONTRACT 13-016-TRN-003
EXHIBIT A
Herrigstad Engineering&Surveying
Guemes Channel Trail Phase VII Engineering Services
Statement of Work
Consultant shall provide engineering and surveying services in support of construction of Phase VII of
the Guemes Channel Trail. Services will include support project construction and change order design.
Survey services will cover the entire 3,260 feet of trail which tracks along 30 feet of an old railway right-
of-way. The 30-foot right-of-way is centered on the old rail location which is now defined as the center
of the remaining rail road ties.
The Consultant may be required to provide responses to contractor questions or drawing changes.
Surveying will demark the extent of clearing limits with a 3-foot lath marked with flagging at
approximately 50 OC. The survey will include hand clearing to the survey marks as needed. The 30-foot
right-of-way will be marked on the water side of the future trail along the Sayre property from
approximately Station 20+35 to Station 32+60 or the beginning of the Lovric property. A boundary
survey may need recording at the end of the project.
The level of effort estimated for this project is as follows:
Surveying 40 Hours
Engineering 120 Hours
Brush Clearing 12 Hours