HomeMy WebLinkAboutR-2001-064 Widener & Associates Engineering AgreementRESOLUTION NO. R-2001- 64
A RESOLUTION authorizing and directing the City Manager of the City
of Yakima to execute an agreement with Widener &
Associates, an engineering consulting firm, for
consultant services to complete an environmental and
public involvement process for the Mead Avenue
Improvement Project.
WHEREAS, the City of Yakima desires to improve the existing
Mead Avenue from llth Avenue to 16nd Avenue through the City of
Yakima ; and
WHEREAS, the City requires professional engineering consultant
services to complete the environmental and public involvement process for
accomplishing this improvement; and
WHEREAS, the City of does not have the staffing levels or
technical expertise necessary to provide said consultant services; and
WHEREAS, the Yakima City Council deems it to be in the best
interest of the City that the attached agreement document be executed by
the City of Yakima, accordingly; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
YAKIMA:
The City Manager of the City of Yakima is hereby authorized and
directed to execute an agreement with Widener & Associates for the
purpose mentioned above, a copy of which agreement is attached hereto
and by reference made a part hereof.
ADOPTED BY THE CITY COUNCIL this
day of April, 2001
ATTEST:
--GL S c. , ,
City Clerk
Mary lace, Mayor
Standard Consultant
Agreement
CONSULTANT/ADDRESS/TELEPHONE
Widener & Associates
1400 Talbot Road S.
Suite 205
Renton, WA 98055
(425) 503-3629
AGREEMENT NUMBER
FEDERAL AID NO.
A
G
R
E
E
M
E
N
T
c❑
E
c
K
0
N
E
❑
LUMP SUM
Lump -Sum Amount $
PROJECT TITLE AND WORK
DESCRIPTION
Mead Avenue Environmental Documentation
and Biological Assessment updates for
various projects.
Q
COST PLUS FIXED FEE
Overhead Progress Payment
Rate $
%
DBE Participation
❑ Yes Q No
MBE Participation
❑ Yes Q No
Overhead Cost Method
❑ Actual Cost Not To Exceed:
Federal ID No.
Or SSN
58-2590500
Do you require a 1099
for IRS?
✓❑Yes ❑ No
A Fixed Rate: 150%
Fixed Fee: $1024.5
SPECIFIC RATES OF PAY
❑ Negotiated Hourly Rate
❑ Provisional Hourly Rate
Completion Date
September 30, 2001
Maximum Amount
Payable
$ 11,723
❑
COST PER UNIT OF WORK
THIS AGREEMENT, made and entered into this day of ,
, between the City of Yakima, Department of Community and Economic
Development, Engineering Division, Washington, hereinafter called the "AGENCY", and the
above organization hereinafter called the "CONSULTANT'.
WITNESSETH THAT:
WHEREAS, the AGENCY desires to accomplish the above referenced project, and
WHEREAS, the AGENCY does not have sufficient staff to meet the required commitment and
therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide
the necessary services for the PROJECT; and
WHEREAS, the CONSULTANT represents that he/she is in compliance with the Washington State
Statutes relating to professional registration, if applicable, and has signified a willingness to furnish
Consulting services to the AGENCY for the PROJECT in accordance with the terms and conditions
of this AGREEMENT,
NOW THEREFORE, in consideration of the terms, conditions, covenants and performance contained
herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows:
P00221 1 29 November 2000
I
GENERAL DESCRIPTION OF WORK
The work under this AGREEMENT shall consist of the above described work and services as herein
defined and necessary to accomphsh the completed work for this PROJECT. The CONSULTANT
shall furnish all services, labor and related equipment necessary to conduct and complete the work
as designated elsewhere in this AGREEMENT.
I
SCOPE OF WORK
The Scope of Work and project level of effort for this project is detailed in Exhibit "B" attached
hereto, and by this reference made a part of this AGREEMENT.
III
GENERAL REQUIREMENTS
All aspects of coordination of the work of this AGREEMENT, with outside agencies, groups or
individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with
agencies, groups or individuals shall be coordinated through the AGENCY.
The CONSULTANT shall attend coordination, progress and presentation meetings with the
AGENCY or such Federal, Community, State, City or County officials, groups or individuals as may
be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior
to meetings requiring CONSULTANT participation. The minimum number of hours or days notice
required shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "B"
attached hereto and made part of this AGREEMENT. The CONSULTANT shall prepare a monthly
progress report, in a form approved by the AGENCY, that will outline in written and graphical form
the various phases and the order of performance of the work in sufficient detail so that the progress
of the work can easily be evaluated. Goals for Disadvantaged Business Enterprises (DBE) and
Women Owned Business Enterprises (WBE) if required shall be shown in the heading of this
AGREEMENT.
All reports, PS&E materials, and other data, furnished to the CONSULTANT by the AGENCY shall
be returned. All designs, drawings, specifications, documents, and other work products prepared by
the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of
service for this PROJECT and are property of the AGENCY. Reuse by the AGENCY or by others
acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a
part of this PROJECT, shall be without liability nr legal exposure to the CONSTTLTANT.
IV
TIME FOR BEGINNING AND COMPLETION
The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized
in writing by the AGENCY All work under this AGREEMENT shall be completed by the date
shown in the heading of this AGREEMENT under completion date.
The established completion time shall not be extended because of any delays attributable to the
CONSULTANT, but may be extended by the AGENCY, in the event of a delay attributable to the
AGENCY, or because of unavoidable delays caused by an act of GOD or governmental actions or
other conditions beyond the control of the CONSULTANT. A prior supplemental agreement issued
by the AGENCY is required to extend the established completion time.
V
P00221 2 29 November 2000
PAYMENT
The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under
this AGREEMENT as provided m Exhibit "C' attached hereto, and by this reference made part of
this AGREEMENT. Such payment shall be full compensation for work performed or services
rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the
work specified in Section 11, "Scope of Work". The CONSULTANT shall conform with all applicable
portions of 48 CFR 31. The fee for the above described services shall be in accordance with Exhibit
"D" attached hereto, and by this reference made a part of this AGREEMENT, and shall not exceed
Eight Thousand Two Hundred and Sixty One Dollars ($8,261.00).
VI
SUB CONTRACTING
The AGENCY permits subcontracts for those items of work as shown in Exhibit G to this Agreement.
Compensation for this subconsultant work shall be based on the cost factors shown on Exhibit G,
attached hereto and by this reference made apart of this AGREEMENT.
The work of the subconsultant shall not exceed its maximum amount payable unless a prior written
approval has been issued by the AGENCY.
All reimbursable direct labor, overhead, direct non -salary costs and fixed fee costs for the
subconsultant shall be substantiated in the same manner as outlined in Section V. All subcontracts
exceeding $10,000 in cost shall contain all applicable provisions of this AGREEMENT.
The CONSULTANT shall not subcontract for the performance of any work under this AGREEMENT
without prior written permission of the AGENCY. No permission for subcontracting shall create,
between the AGENCY and subcontractor, any contract or any other relationship.
VII
EMPLOYMENT
The CONSULTANT warrants that he/she 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
contract, and that it 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, gift,
or any other consideration, contingent upon or resulting from the award or making of this contract.
For breach or violation of this warrant, the AGENCY shall have the right to annul this
AGREEMENT without liability, or in its discretion, to deduct from the AGREEMENT price or
consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage
fee, gift, or contingent fee.
Any and all employees of the CONSULTANT or other persons while engaged in the performance of
any work or services required of the CONSULTANT under this AGREEMENT, shall be considered
employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may or
might arise under any Workmen's Compensation Act on behalf of said employees or other persons
while so engaged, and any and all claims made by a third party as a consequence of any act or
omission on the part of the CONSULTANT's employees or other persons while so engaged on any of
the work or services provided to be rendered herein, shall be the sole obligation and responsibility of
the CONSULTANT.
The CONSULTANT shall not engage, on a full or part time basis, or other basis, during the period of
the contract, any professional or technical personnel who are, or have been, at any time during the
P00221 3 29 November 2000
period of the contract, in the employ of the United States Department of Transportation, the STATE,
or the AGENCY, except regularly retired employees, without written consent of the public employer
of such person.
VIII
NONDISCRIMINATION
The CONSULTANT agrees not to discriminate against any client, employee or applicant for
employment or for services because of race, creed, color, national origin, marital status, sex, age or
handicap except for a bona fide occupational qualification with regard to, but not limited to the
following: employment upgrading, demotion or transfer, recruitment or any recruitment advertising,
a layoff or terminations, rates of pay or other forms of compensation, selection for training, rendition
of services. The CONSULTANT understands and agrees that if it violates this provision, this
AGREEMENT may be terminated by the AGENCY and further that the CONSULTANT shall be
barred from performing any services for the AGENCY now or in the future unless a showing is made
satisfactory to the AGENCY that discrimmator_y practices have terminated and that recurrence of
such action is unlikely.
During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees and
successors in interest agrees as follows:
A. COMPLIANCE WITH REGULATIONS: The CONSULTANT shall comply with the
Regulations relative to nondiscrimination m the same manner as in Federal -assisted
programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part
21, as they may be amended from time to time, (hereinafter referred to as the Regulations),
which are herein incorporated by reference and made a part of this AGREEMENT. The
consultant shall comply with the American Disabilities Act of 1992, as amended.
B. NONDISCRIMINATION: The CONSULTANT, with regard to the work performed by it
during the AGREEMENT, shall not discriminate on the grounds of race, creed color, sex, age,
marital status, national origin or handicap except for a bona fide occupational qualification in
the selection and retention of subconsultants, including procurements of materials and leases
of equipment. The CONSULTANT shall not participate either directly or indirectly in the
discrimination prohibited by Section 2L5 of the Regulations, including employment practices
when the contract covers a program set forth in Appendix II of the Regulations.
C. SOLICITATIONS FOR SUBCONSULTANTS, INCLUDING PROCUREMENTS OF
MATERIALS AND EQUIPMENT: In all solicitations either by competitive bidding or
negotiation made by the CONSULTANT for work to be performed under a subcontract,
including procurements of materials or leases of equipment, each potential subconsultant or
supplier shall be notified by the CONSULTANT of the CONSULTANT's obligations under
this AGREEMENT and the Regulations relative to nondiscrimination on the grounds of race,
creed, color, sex, age, marital status, national origin and handicap.
D. INFORMATION AND REPORTS: The CONSULTANT shall provide all information and
reports required by the Regulations, or directives issued pursuant thereto, and shall permit
access to its books, records, accounts, other sources of information, and its facilities as may be
determined by the AGENCY to be pertinent to ascertain compliance with such Regulations or
directives. Where any information required of the CONSULTANT is in the exclusive
possession of another who fails or refuses to furnish this information the CONSULTANT
shall so certify to the AGENCY, or the United States Department of Transportation as
appropriate, and shall set forth what efforts it has made to obtain the information.
P00221 4 29 November 2000
E. SANCTIONS FOR NONCOMPLIANCE: In the event of the CONSULTANT's noncompliance
with the nondiscrimination provisions of this AGREEMENT, the AGENCY shall impose such
sanctions as it or the Federal Highway Administration may determine to be appropriate,
including, but not limited to:
1. Withholding of payments to the CONSULTANT under the AGREEMENT until the
CONSULTANT complies, and/or
2. Cancellation, termination or suspension of the AGREEMENT, in whole or in part.
F. INCORPORATION OF PROVISIONS: The CONSULTANT shall include the provisions of
paragraphs (A) through (G) in every subcontract, including procurements of materials and
leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto.
The CONSULTANT shall take such action with respect to any subconsultant or procurement
as the AGENCY or the Federal Highway Administration may direct as a means of enforcing
such provisions, including sanctions for noncompliance; provided, however, that, in the event
a CONSULTANT becomes involved in, or is threatened with, litigation with a subconsultant
or supplier as a result of such direction, the CONSULTANT may request the AGENCY to
enter into such litigation to protect the interests of the AGENCY, and in addition, the
CONSULTANT may request the United States to enter into such litigation to protect the
interests of the United States.
G. UNFAIR EMPLOYMENT PRACTICES. The CONSULTANT shall comply with RCW
49.60.180 and Executive Order Number E.O. 77-13 of the Governor of the State of
Washington which prohibits unfair employment practices.
IX
TERMINATION OF AGREEMENT
The right is reserved by the AGENCY to terminate this AGREEMENT at any time upon ten days
written notice to the CONSULTANT.
In the event this AGREEMENT is terminated by the AGENCY other than for default on the part of
the CONSULTANT, a final payment shall be made to the CONSULTANT as shown in Exhibit F for
the type of AGREEMENT used.
No payment shall be made for any work completed after ten days following receipt by the
CONSULTANT of the Notice to Terminate. If the accumulated payment made to the
CONSULTANT prior to Notice of Termination exceeds the total amount that would be due computed
as set forth herein above, then no final payment shall be due and the CONSULTANT shall
immediately reimburse the AGENCY for any excess paid.
If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the
CONSULTANT, the above formula for payment shall not apply. In such an event, the amount to be
paid shall be determined by the AGENCY with consideration given to the actual costs incurred by
the CONSULTANT in performing the work to the date of termination, the amount of work originally
required which was satisfactorily completed to date of termination, whether that work is in a form or
a type which is usable to the AGENCY at the time of termination; the cost to the AGENCY of
employing another firm to complete the work required and the time which maybe required to do so,
and other factors which affect the value to the AGENCY of the work performed at the time of
termination. Under no circumstances shall payment made under this subsection exceed the amount
which would have been made using the formula set forth in the previous paragraph.
P00221 5 29 November 2000
If it is determined for any reason that the CONSULTANT was not in default or that the
CONSULTANT's failure to perform is without it or it's employee's fault or neghgence, the
termination shall be deemed to be a termination for the convenience of the AGENCY in accordance
with the provision of this AGREEMENT.
In the event of the death of any member, partner or officer of the CONSULTANT or any of its
supervisory personnel assigned to the project, or, dissolution of the partnership, termination other
corporation, or disaffiliation of the principally involved employee, the surviving members of the
CONSULTANT hereby agree to complete the work under the terms of this AGREEMENT, if
requested to do so by the AGENCY. The subsection shall not be a bar to renegotiation of the
AGREEMENT between the surviving members of the CONSULTANT and the AGENCY, if the
AGENCY so chooses.
In the event of the death of any of the parties hsted in the previous paragraph, should the surviving
members of the CONSULTANT, with the AGENCY's concurrence, desire to terminate this
AGREEMENT, payment shall be made as set forth in the second paragraph of this section.
Payment for any part of the work by the AGENCY shall not constitute a waiver by the AGENCY of
any remedies of any type it may have against the CONSULTANT for any breach of this
AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform work required
of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver
of entitlement to exercise those rights with respect to any future act or omission by the
CONSULTANT.
x
CHANGES OF WORK
The CONSULTANT shall make such changes and revisions in the complete work of this
AGREEMENT as necessary to correct errors appearing therein, when required to do so by the
AGENCY, without additional compensation thereof. Should the AGENCY find it desirable for its
own purposes to have previously satisfactorily completed work or parts thereof changed or revised,
the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be
considered as Extra Work and will be paid for as herein provided under Section XIV.
xI
DISPUTES
Any dispute concerning questions of fact in connection with the work not disposed of by
AGREEMENT between the CONSULTANT and the AGENCY shall be referred for determination to
the Director of Public Works or AGENCY Engineer, whose decision m the matter shall be final and
binding on the parties of this AGREEMENT, provided however, that if an action is brought
challenging the Director of Public Works or AGENCY Engineer's decision, that decision shall be
subject to de novo judicial review.
XII
VENUE, APPLICABLE LAW AND PERSONAL JURISDICTION
In the event that either party deems it necessary to institute legal action or proceedings to enforce
any right or obligation under this AGREEMENT, the parties hereto agree that any such action shall
be in Superior Court of Washington for Yakima County, Washington The parties hereto agree that
all questions shall be resolved by application of Washington law and that the parties to such action
shall have the right of appeal from such decisions of the Superior court in accordance with the laws
of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the
Superior court of the State of Washington, situated in the county in which the AGENCY is located in.
P00221 6 29 November 2000
XIII
LEGAL RELATIONS AND INSURANCE
The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to
the work to be down under this AGREEMENT. This AGREEMENT shall be interpreted and
construed in accord with the laws of Washington.
The CONSULTANT shall indemnify and hold the AGENCY and the STATE, and their agents,
officers and employees harmless from and shall process and defend at its own expense all claims,
demands, or suits at law or equity arising in whole or in part from the CONSULTANT's negligence
or breach of any of its obligations under this AGREEMENT; provided that nothing herein shall
require a CONSULTANT to indemnify the AGENCY and the STATE against and hold harmless the
AGENCY and the STATE from claims, demands or suits based solely upon the conduct of the
AGENCY and the STATE, their agents, officers and employees and provided further that if the
claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT's
agents, officers and/ or employees and (b) the AGENCY and the STATE, their agents, officers and
employees, this indemnity provision with respect to (1) claims or suits based upon such negligence,
(2) the costs to the AGENCY and the STATE of defending such claims and suits, etc. shall be vand
and enforceable only to the extent of the CONSULTANT's negligence or the neghgence of the
CONSULTANT's agents, officers and/or employees.
The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor.
The CONSULTANT specifically assumes potential liability for actions brought by the
CONSULTANT's own employees against the AGENCY and, solely for the purpose of this
indemnification and defense, the CONSULTANT specifically waives any immunity under the state
industrial insurance law, Title 51 RCW. The CONSULTANT recognizes that this waiver was
specifically entered into pursuant to the provisions of RCW 4.25.115 and was the subject of mutual
negotiation.
Unless otherwise specified in the AGREEMENT, the AGENCY shall be responsible for
administration of construction contracts, if any, on the project. Subject to the processing of an
acceptable, supplemental agreement, the CONSULTANT shall provide on-call assistance to the
AGENCY during contract administration. By providing such assistance, the CONSULTANT shall
assume no responsibility for: proper construction techniques, job site safety, or any construction
contractor's failure to perform its work in accordance with the contract documents.
The CONSULTANT shall obtain and keep in force during the terms of the AGREEMENT, or as
otherwise required, the following insurance with companies or through sources approved by the
State Insurance Commissioner pursuant to RCW 48.
A. Commercial Liabihty Insurance. Before this AGREEMENT is fully executed by the parties,
the CONSULTANT shall provide the AGENCY with a certificate of insurance as proof of
commercial liability insurance with a minimum liability limit of One Million Dollars
($1,000,000.00) combined single limit bodily injury and property damage. The certificate
shall clearly state who the provider is, the coverage amount, the policy number, and when
the policy and provisions provided are in effect (any statement in the certificate to the effect
of "this certificate is issued as a matter of information only and confers no right upon the
certificate holder" shall be deleted). Said policy shall be in effect for the duration of this
AGREEMENT. The policy shall name the AGENCY, its elected officials, officers, agents, and
employees as additional insureds, and shall contain a clause that the insurer will not cancel
or change the insurance without first giving the AGENCY thirty (30) calendar days prior
written notice (any language in the clause to the effect of "but failure to mail such notice
P00221 7 29 November 2000
shall impose no obligation or liability of any kind upon the company" shall be crossed out and
initialed by the insurance agent). The insurance shall be with an insurance company or
companies rated A -VII or higher in Best's Guide and admitted in the State of Washington.
B. Professional Liabihty Insurance Before this AGREEMENT is fully executed by the parties,
the CONSULTANT shall provide the AGENCY with a certificate of insurance as evidence of
Professional Errors and Omissions Liabihty Insurance with coverage of at least One Million
Dollars ($1,000,000 00) per occurrence and an annual aggregate limit of at least One Million
Dollars ($1,000,000.00). The certificate shall clearly state who the provider is, the amount of
coverage, the policy number, and when the policy and provisions provided are in effect. The
insurance shall be with an insurance company rated A -VII or higher in Best's Guide and
admitted in the State of Washington. If the policy is on a claims made basis, the retroactive
date of the insurance policy shall be on or before January 1, 2001, or shall provide full prior
acts. The insurance coverage shall remain in effect during the term of this AGREEMENT
and for a minimum of three (3) years following the termination of this AGREEMENT.
C. Workers' Compensation. The CONSULTANT agrees to pay all premiums provided for by the
Workman's Compensation Act of the State of Washington Evidence of the CONSULTANT's
workers compensation coverage will be furnished to the AGENCY
The AGENCY will pay no progress payments under Section V until the CONSULTANT has fully
complied with this section. This remedy is not exclusive; and the AGENCY and the STATE may take
such other action as is available to them under other provisions of this AGREEMENT, or otherwise
in law.
XIV
EXTRA WORK
A. The AGENCY may at any time, by written order, make changes within the general scope of
the AGREEMENT in the services to be performed.
B. If any such change causes an increase or decrease in the estimated cost of, or the time
required for, performance of any part of the work under this AGREEMENT, whether or not
changed by the order, or otherwise affects any other terms and conditions of the
AGREEMENT, the AGENCY shall make an equitable adjustment in the (1) maximum
amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms
and shall modify the AGREEMENT accordingly.
C. The CONSULTANT must submit its "request for equitable adjustment" (hereafter to as
claim) under this clause within 30 days from the date of receipt of the written order.
However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act
upon a claim submitted before final payment of the AGREEMENT.
D. Failure to agree to any adjustment shall be a dispute under the Disputes clause. However
nothing in this clause shall excuse the CONSULTANT from proceeding with the
AGREEMENT as changed.
E. Notwithstanding the terms and condition of paragraphs (a) and (b) above, the maximum
amount payable for this AGREEMENT, shall not be increased or considered to be increased
except by specific written supplement to this AGREEMENT.
P00221 8 29 November 2000
XV
ENDORSEMENT OF PLANS
The CONSULTANT shall place his endorsement on all plans, estimates or any other engineering
data furnished by him.
XVI
FEDERAL AND STATE REVIEW
The Federal Highway Administration and the Washington State Department of Transportation shall
have the right to participate in the review or examination of the work in progress.
XVII
CERTIFICATION OF THE CONSULTANT
AND THE AGENCY
Attached hereto as Exhibit "A -I", are the Certifications of the Consultant and the Agency, Exhibit
"A-2" Certification regarding debarment, suspension and other responsibility matters - primary
covered transactions, Exhibit "A-3" Certification regarding the restrictions of the use of Federal
funds for lobbying, and Exhibit "A-4" Certificate of Current Cost or Pricing Data. Exhibits "A-3 " and
"A-4" are only required in Agreements over $100,000.
XVIII
COMPLETE AGREEMENT
This document and referenced attachments contains all covenants, stipulations and provisions
agreed upon by the parties. No agent, or representative of either party has authority to make, and
the parties shall not be bound by or be liable for, any statement, representation, promise or
agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall
be valid unless reduced to writing and signed by the parties as an amendment to this AGREEMENT.
XIX
EXECUTION AND ACCEPTANCE
This AGREEMENT may be simultaneously executed in several counterparts, each .of which shall be
deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and
adopt all statements, representations, warranties, covenants, and agreements contained in the
proposal, and the supporting materials submitted by the CONSULTANT, and does hereby accept the
AGREEMENT and agrees to all of the terms and conditions thereof.
In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year first
above written.
By
Its
CITY OF YAKIMA
BY v��
Dick Zais, City Manager +/-I9-o/
carrcomma NO: '2 00I — X13
RESOLUTION
P00221 9 29 November 2000
1+'14I!11i1'1' A -I
CERTIFICATION OF CONSULTANT
Project Nos.
Local Agency
1902,_ 1904, 1905, 1919
City of Yakima
Dept. of Community and
Economic Development
I hereby certify that I am Ross L. Widener and duly authorized representative of the firm of
Widener & Associates whose address is 1400 Talbot Road S. Suite 205 Renton, WA 98055 and
that neither I nor the above firm I here represent has:
(a) Employed or retained for a commission, percentage, brokerage, contingent fee or other
consideration, any firm or person (other than a bona fide employee working solely for me or
the above CONSULTANT) to solicit or secure this contract.
(b)
(c)
Agreed, as an express or implied condition for obtaining this contract, to employ or retain the
services of any firm or person in connection with carrying out the contract.
Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee
working solely for me nr the above CONSULTANT) any fee, contribution, donation or
consideration of any kind for, or in connection with procuring or carrying out the contract;
except as here expressly stated (if any):
I further certify that the firm I hereby represent is authorized to do business in the State of
Washington and that the firm is in full compliance with the requirements of the Board of
Professional Registration.
I acknowledge that this certificate is to be available to the State Department of Transportation and
the Federal Highway Administration, U.S. Department of Transportation, in connection with this
contract involving participation of Federal aid fun)and is subject to applicable State and Federal
laws, both criminal and civil. ; -,�,; j f
,0 4' /-/-z
Date
ignat &e
CERTIFICATION OF AGENCY OFFICIAL
I hereby certify that I am the AGENCY Official of the Local Agency of City of Yakima, Washington,
and that the above consulting firm or his representative has not been required, directly or indirectly
as an express or implied condition in connection with obtaimng or carrying out this contract to:
(a)
(b)
Employ or retain, or agree to employ or retain, any firm or person, or
Pay or agree to pay to any firm, person or organization, any fee, contribution, donation or
consideration of any kind, except as here expressly stated (if any).
I acknowledged that this certificate is to be available to the Federal Highway Administration,
U.S. Department of Transportation, in connection with this contract involving participation of
Federal aid highway funds and is subject to apple ble taik a11nd Federal laws, both criminal and
A
°-- 1 9 -oil
Date Signature
P00221
Exhibit A-1
ex-
(Ply £44)t..
29 November 2000
EXHIBIT A-2
CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER
RESPONSIBILITY MATTERS -PRIMARY COVERED TRANSACTIONS
1. The prospective primary participant certifies to the best of its knowledge and belief, that it
and its principals:
(a) Are not presently debarred, suspended, proposed for debarment, declared ineligible,
or voluntarily excluded from covered transactions by any federal department or
agency;
(b)
Have not within a three-year period preceding this proposal been convicted of or had
a civil judgment rendered against them for commission or fraud or a criminal offense
in connection with obtaining, attempting to obtain, or performing a public (federal,
state, or local) transaction or contract under a pubhc transaction; violation of federal
or state antitrust statues or commission of embezzlement, theft, forgery, bribery,
falsification or destruction of records, making false statements, or receiving stolen
property;
(c) Are not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (federal, state, or local) with commission of any of the offenses
enumerated in paragraph 1.b. of this certification; and
(d) Have not within a three-year period preceding this application/proposal had one or
more pubhc transactions (federal, state, or local) terminated for cause or default.
2. Where the prospective primary participant is unable to certify to any of the statements in
this certification, such prospective participant shall attach an explanation to this proposal.
Consultant (Firm): Widener & Associates
y -f 0/
Date 1Mesiden or AutFiorized Official of Consultant
Signature
P00221 Exhibit A-2 29 November 2000
EXHIBIT A-3
CERTIFICATION REGARDING THE RESTRICTIONS
OF THE USE OF FEDERAL FUNDS FOR LOBBYING
The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his
or her knowledge and belief, that:
1. No federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or employee
of any federal agency, a member of Congress, an officer or employee of Congress, or an
employee of a member of Congress in connection with the awarding of any federal contract,
the making of any federal grant, the making of any federal loan, the entering into of any
cooperative agreement, and the extension, continuation, renewal, amendment, or
modification of any federal contract, grant, loan, or cooperative agreement.
2. If any funds other than federal appropriated funds have been paid- or will be paid to any
person for influencing or attempting to influence an officer or employee of any federal
agency, a member of Congress, an officer or employee of Congress, or an employee of a
member of Congress in connection with this federal contract, grant, loan, or cooperative
agreement, the undersigned shall complete and submit Standard Form -LLL, "Disclosure
Form to Report Lobbying," in accordance with its instructions.
This certification is a material representation of fact upon which reliance was placed when this
transaction was made or entered into. Submission of this certification is a prerequisite for making or
entering into this transaction imposed by Section 1352, Title 3 1, U.S. Code. Any person who fails to
file the retired certification shall be subject to a civil penalty of not .less than $10,000 and not more
than $100,000 for each such failure.
The prospective participant also agrees by submitting his or her bid or proposal that he or she shall
require that the language of this certification be included in all lower tier subcontracts which exceed
$100,000 and that all such subrecipients shall certify and disclose accordingly.
Consultant (Firm): Widener & Associates
Date President or Authorized Official of Consultant
Signature
P00221 Exhibit A-3 29 November 2000
EXHIBIT A-4
CERTIFICATE OF CURRENT COST OR PRICING DATA
This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined 1n
section 15.801 of the Federal Acquisition Regulation (FAR) and required under FAR subsection
15.804-2) submitted, either actually or by specific identification 1n writing, to the contracting officer
or to the contracting officer's representative in support of the proposal (Exhibit D) are accurate,
complete, and current as of 12 April 2001. This certification includes the cost or pricing data
supporting any advance agreements and forward pricing rate agreements between the offeror and
the Government that are part of the proposal.
Firm: Widener & Associates
Name: Ross L. Widener
Title: Vice President
Date of Execution 11,/ _ /i/ G /
P00221 Exhibit A-4 29 November 2000
Exhibit B
PROJECT UNDERSTANDING
The project consists of widening and reconstructing Mead Avenue from South loth Avenue to 16th.
Total length of the project is .5 miles. The completed section will include new curb, gutter,
sidewalks, and new surfacing on the travel lanes.
TASKS
1. Collect the available documentation concerning the project activities, existing habitat data,
species distribution data, and other pertinent biological information. Review the information
and develop a consultation strategy.
2. Prepare letters requesting current species and habitat information from NMFS, USFWS,
1AWDRW, and WDNR.
3. Conduct a field reconnaissance to investigate on-site habitat conditions and other observations
related to project impact evaluations.
4. Make telephone contacts with the appropriate resource agency staff for input on species
occurrence, habitat use, and potential impacts.
5. Prepare a draft biological assessment, including information from the previous tasks, impacts,
and mitigation recommendations. Provide the draft BA for City review.
6. Revise the BA as appropriate and provide 5 copies for agency coordination use by City.
7. complete a Cultural Resource survey of the project. limits if necessary
8. Submit the Cultural Resource Survey to SHPO for Section 106 concurrence.
�. Provide Biological Assessment updates for the following projects.
48th Ave/Nob Hill Widening
Downtown Sidewalk Connector
40th Avenue Lincoln Avenue Connector
4th Street & I Street Intersection Improvement
Ahtanum Road, 16th Avenue to West City Limits
6th & Nob Hill Blvd. Intersection Improvements
Mead Avenue from 1lth Avenue to 16th Avenue
PROJECT DELIVERABLES
1. Biological Assessment
2. Section 106 concurrence
3. Biological Assessment updates
P00221 Exhibit B-1 29 November 2000
EXHIBIT C
PAYMENT
(COST PLUS FIXED FEE)
The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under
this AGREEMENT as provided hereinafter. Such payment shall be full compensation for all work
performed or services rendered and for all labor, materials, equipment, and incidentals necessary to
complete the work specified in Section 11, "Scope of Work." The CONSULTANT shall conform with
the apphcable portion of 48 CFR 3 1.
A. Actual Costs
Payment for all consulting services for this project shall be on the basis of the
CONSULTANT's actual cost plus a fixed fee The actual cost shall include direct salary cost,
overhead, and direct nonsalary cost.
1. Direct Salary Costs
The direct salary cost is the direct salary paid to principals, professional, technical,
and clerical personnel for the time they are productively engaged in work necessary
to fulfill the terms of this AGREEMENT.
2. Overhead Costs
Overhead costs are those costs other than direct costs, which are included as such on
the books of the CONSULTANT in the normal everyday keeping of its books.
Progress payments shall be made at the rate shown in the heading of this AG, under
"Overhead Progress Payment Rate." Total over -head payment shall be based on the
method shown in the heading of the AGREEMENT. The three options are explained
as follows:
a. Actual Cost Not To Exceed Maximum Percent: If this method is indicated in
the heading of this AGREEMENT, the AGENCY agrees to reimburse the
CONSULTANT at the actual overhead rate verified by audit up to the
maximum percentage shown in the space provided. Final overhead payment
when accumulated with all other actual costs shall not exceed the total
maximum amount payable shown in the heading of this AGREEMENT.
b. Fixed Rate: If this method is indicated in the heading of the AGREEMENT,
the AGENCY agrees to reimburse the CONSULTANT for overhead at the
percentage rate shown. This rate shall not change during the life of the
AGREEMENT.
A summary of the CONSULTANT's cost estimate and the overhead computation are
attached hereto as Exhibit D and by this reference made part of this AGREEMENT. When
an Actual Cost method, or the Actual Cost Not To Exceed method is used, the
CONSULTANT (prime and all subconsultants) will submit to the AGENCY within three
months after the end of each firm's fiscal year, an overhead schedule in the format required
by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the
overhead rate for billing purposes. It shall be used for the computation of progress payments
P00221 Exhibit D 29 November 2000
during the following year and for retroactively adjusting the previous year's overhead cost to
reflect the actual rate
Failure to supply this information by either the prime consultant or any of the
subconsultants shall cause the agency to withhold payment of the billed overhead costs until
such time as the required information is received and an overhead rate for billing purposes is
approved.
The STATE and/or the Federal Government may perform an audit of the CONSULTANT'S
books and records at any time during regular business hours to determine the actual
overhead rate, if they so desire.
3. Direct Nonsalary Costs
Direct nonsalary costs will be reimbursed at the actual cost to the CONSULTANT. These
charges may include, but are not lunited to the following items: travel, printing, long distance
telephone, supplies, computer charges, and fees of subconsultants. Air or train travel will
only be reimbursed to economy class levels unless otherwise approved by the AGENCY.
Automobile mileage for travel will be reimbursed at the current rate approved for AGENCY
employees and shall be supported by the date and time of each trip with origin and
destination of such trips. Subsistence and lodging expenses will be reimbursed at the same
rate as for AGENCY employees. The billing for nonsalary cost, directly identifiable with the
Project, shall be an itemized listing of the charges supported by copies of original bills,
invoices, expense accounts, and miscellaneous supporting data retained by the
CONSULTANT. Copies of the original supporting documents shall be provided to the
AGENCY upon request. All of the above charges must be necessary for the services to be
provided under this AGREEMENT.
4. Fixed Fee
The fixed fee, which represents the CONSULTANT's profit, is shown in the heading of this
AGREEMENT under Fixed Fee. This amount does not include any additional fixed fee,
which could be authorized from the Management Reserve Fund. This fee is based on the
scope of work defined in this AGREEMENT and the estimated man -months required to
perform the stated scope of work. In the event a supplemental agreement is entered into for
additional work by the CONSULTANT, the supplemental agreement may include provisions
for the added costs and an appropriate additional fee. The fixed fee will be prorated and paid
monthly in proportion to the percentage of work completed by the CONSULTANT and
reported in the monthly progress reports accompanying the invoices.
Any portion of the fixed fee earned but not previously paid in the progress payments will be
covered in the final payment, subject to the provisions of Section IX, Termination of
Agreement
5. Management Reserve Fund
The AGENCY may desire to establish a Management Reserve Fund to provide the
Agreement Administrator the flexibility of authorizing additional funds to the AGREEMENT
for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work
beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing
and shall not exceed the lesser of $50,000 or 10% of the Total Amount Authorized as shown
in the heading of this AGREEMENT. The amount included for the Management Reserve
Fund is shown in the heading of this agreement. This fund may be replenished in a
P00221 Exhibit D 29 November 2000
subsequent supplemental agreement. Any changes requiring additional costs in excess of the
"Management Reserve Fund" shall be made in accordance with Section XIV, "Extra Work."
6. Maximum Total Amount Payable
The maximum total amount payable, by the AGENCY to the CONSULTANT under this
AGREEMENT, shall not exceed the amount shown in the heading of this AGREEMENT.
The Maximum Total Amount Payable is comprised of the Total Amount Authorized, which
includes the Fixed Fee and the Management Reserve Fund. The Maximum Total Amount
Payable does not include payment for extra work as stipulated in Section XIV, "Extra Work."
B. Monthly Progress Payments
The CONSULTANT may submit invoices to the AGENCY for reimbursement of actual costs
plus the calculated overhead and fee not more often than once per month during the progress
of the work. Such invoices shall be in a format approved by the AGENCY and accompanied
by the monthly progress reports required under Section III, including direct salary, direct
nonsalary, and allowable overhead costs to which win be added the prorated Fixed Fee. To
provide a means of verifying the invoiced salary costs for CONSULTANT employees, the
AGENCY may conduct employee interviews. These interviews may consist of recording the
names, titles, and present duties of those employees performing work on the PROJECT at
the time of the interview.
C. Final Payment
Final payment of any balance due the CONSULTANT of the gross amount earned will be
made promptly upon its verification by the AGENCY after the completion of the work under
this AGREEMENT, contingent upon receipt of all PS&E, plans, maps, notes, reports, and
other related documents which are required to be furnished under this AGREEMENT.
Acceptance of such final payment by the CONSULTANT shall constitute a release of all
claims for payment, which the CONSULTANT may have against the AGENCY unless such
claims are specifically reserved in writing and submitted to the AGENCY by the
CONSULTANT prior to its acceptance. Said final payment shall not, however, be a bar to
any claims that the AGENCY may have against the CONSULTANT or to any remedies the
AGENCY may pursue with respect to such claims. The payment of any billing will not
constitute agreement as to the appropriateness of any item and that at the time of final
audit, all required adjustments win be made and reflected in a final payment. In the event
that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will
refund such overpayment to the AGENCY within ninety (90) days of notice of the
overpayment such refund shall not constitute a waiver by the CONSULTANT for any claims
relating to the validity of a finding by the AGENCY of overpayment.
D. Inspection of Cost Records
The CONSULTANT and the subconsultants shall keep available for inspection by
representatives of the AGENCY and the United States, for a period of three years after final
payment, the cost records and accounts pertaining to this AGREEMENT and are items
related to or bearing upon these records with the following exception: if any litigation, claim,
or audit arising out of, in connection with, or related to this contract is initiated before the
expiration of the three-year period, the cost records and accounts shall be retained until such
litigation, claim, or audit involving the records is completed.
P00221 Exhibit D 29 November 2000
Exhibit D
• Assumes a no adverse impact for section 106
• Assumes one review/revision cycle for BA by
the client
P00221
• Assumes client provides exhibits/plan,
description of project activities
• Assumes a ESA no adverse effect determination
• Subs $2000 Section 106 survey
Exhibit D
29 November 2000
Project
Manager 1
Project
Sc1Pntist
Staff
Planner
Clerical/WP
Total hours
Plan review
5
5
Agency consultation
5
5
T&E letters
3
3
Field visit
8
8
Biological assessment
0
Draft
8
40
48
Final
2
24
26
Section 106
5
5
10
Biological Assessment
updates
5
70
Totals
20
0
150
0
105
Summary
Hours
Rate*
Cost
Project Manager
20
$43
$865
Project Envir. Scientist.
0
$30
$0
Staff Planner
150
$17
$2,550
Total Labor
170
$3,415
Overhead=150%
$5,122.5
Profit= 30%of Labor
$1,024.5
Reimbursable expenses
Mileage
1@270 miles @
32.5
$88
Lunch
$8
Repro/copies
$45
Photo's
$20
Subs
$2,000
TOTAL ESTIMATED COST
$11,723
• Assumes a no adverse impact for section 106
• Assumes one review/revision cycle for BA by
the client
P00221
• Assumes client provides exhibits/plan,
description of project activities
• Assumes a ESA no adverse effect determination
• Subs $2000 Section 106 survey
Exhibit D
29 November 2000
EXHIBIT E
Widener & Associates
BREAKDOWN OF OVERHEAD COST
FY 2001(Projected)
Direct Labor $160,680
OH Rate as % of
Direct Labor
FRINGE BENEFITS
Holiday pay 5.38% $8,645
Vacation 9.62% $15,457
Sick Pay 1.07% $1,719
Other paid absences (Seminars) 0.91% $1,462
Insurance - Health + Life 2.56% $4,113
Pension plan 12.93% $20,776
Profit sharing plan 12.93% $20,776
Seminars, Education 0.37% $595
Total Fringe Benefits 45.77% $73,543
GENERATED OVERHEAD
Indirect salaries 49.03% $78,781
Bid & proposal salaries 3.83% $6,154
Insurance - Professional liability 4.41 % $7,086
Insurance - other 0.23% $370
Computer expense 3.79% $6,090
Travel & living expense 11.29% $18,141
Office Supplies 1.26% $2,025
Office rent and utilities 15.52% $24,938
General office expenses 6.92% $11,119
Telephone 5.91% $9,496
Taxes - State Business & Occupation 2.04% $3,278
Total Generated Overhead 104.23% $167,477
Total Fringe Benefits + Generated Overhead 150.00% $241,020
P00221 Exhibit E-1 29 November 2000
EXHIBIT F
PAYMENT UPON TERMINATION OF AGREEMENT
BY THE AGENCY OTHER THAN FOR FAULT OF THE CONSULTANT
(Refer to Agreement, Section IX)
Cost Plus Fixed Fee Contracts
A final payment shall be made to the CONSULTANT which when added to any payments previously
made, shall total the actual costs plus the same percentage of the fixed fee as the work completed at
the time of termination is to the total work required for the Project. In addition, the CONSULTANT
shall be paid for any authorized extra work completed.
P00221 Exhibit F-1 29 November 2000
EXHIBIT G
SUBCONTRACTED WORK
The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT.
■ Western Shore Heritage Services
Day Road Industrial Park
8001 Day Road West, Suite B
Bainbridge Island, WA 98110
206.855.9020
P00221 Exhibit G-1 29 November 2000
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No.
For Meeting of April 17, 2001
ITEM TITLE: Award Consultant Contract for
Mead Avenue and other Federal Funded Projects Environmental
Documentation with Widener & Associates
SUBMITTED BY: 11 partment. of Community and Economic Development -
Engineering Division
CONTACT PERSON/TELEPHONE: William R. Cook, CED Department Director, 575-6227.
SUMMARY EXPLANATION:
Attached is a Consultant Contract Agreement for the Mead Avenue Widening and other
Federal funded projects to accomplish the environmental documentation and to assist with
public involvement. This work will utilize Federal funding and will be required to
complete an environmental review prior to construction funds being released. The cost for
this work is $11,723, which includes all costs associated with the environmental work. The
time to complete this analysis will be approximately six months.
Resolution X Ordinance Contract X Other (Specify)
Funding Source
Arterial Street Fund Fund 142
APPROVED FOR SUBMITTAL:
City Manager
STAFF RECOMMENDATION:
Approve the Consultant Agreement for Mead Avenue Environmental Documentation and Public
Involvement Services with Widener & Associates for the above referenced projects.
BOARD/COMMISSION RECOMMENDATION:
COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2001-64