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HomeMy WebLinkAboutR-1996-062 Agreement / Gray & Osborne, Inc. / Mandated Corrosion ControlRESOLUTION NO. R- 96- S2 A RESOLUTION authorizing execution of a contract for engineering services with Gray and Osborne, Inc. WHEREAS, the City of Yakima has need for consulting engineering services to develop the plans and specifications necessary to implement a mandated corrosion control program for the City domestic water system; and WHEREAS, the City does not possess adequate in-house engineering staff to perform the necessary work involved in the development of the required plans and specifications, and WHEREAS, the City of Yakima has complied with the provisions of RCW 39.80 which concerns the procurement of engineering and architectural services by a city; and WHEREAS, the City Council deems it to be in the best interest of the City to contract with Gray and Osborne, Inc , for the engineering services necessary to design and produce the construction plans and specifications for the Corrosion Control Program now, therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager, City Clerk, and the Assistant City Manager are hereby authorized and directed to execute the attached and incorporated "Agreement" together with its attachments, including Task Order 1. ADOPTED BY THE CITY COUNCIL this gday of , 1996. ATTEST: Keu,2,,.,.4 Lw. L City Clerk Buchanan, Mayor ''Cs/u11 -r MC, `, — 3? AGREEMENT This Agreement, made and entered into this day of - , 199 (., , by and between the City of Yakima, Washington, hereinafter called the "CITY", and Gray & Osborne, Consulting Engineers, hereinafter called "ENGINEER", is for the provision by the Engineer to the City, professional services for design of a soda ash feed system for the Naches River Water Treatment Plant. In consideration of the covenants and agreements contained herein, and the terms and conditions hereof, the parties agree as follows: the Engineer shall provide services associated with the design of a soda ash feed system for the City of Yakima Naches River Water Treatment Plant, including field investigations, design development, preparation of contract drawings and contract specifications, and design review meetings with city staff. 1. SERVICES Engineer shall provide the City, professional consulting engineering services through a series of task orders as provided in Section 2, below. The professional services to which the parties may agree by task orders may include, but are not limited to those listed in Exhibit A, attached hereto and by this reference incorporated herein. 2. TASK ORDERS Prior to commencement of any services, the City and Engineer shall mutually agree upon and execute a task order for the specified services. The task order shall describe the services to be provided, the time for performance of the service, the provisions for fees for the services, and any provisions additional to this agreement. Execution of this Agreement and Task Order No., 1 by the City and the Engineer authorizes the Engineer to proceed with the services described in Task Order No., 1. Execution of each subsequent task order shall incorporate each subsequent task order into this agreement. The execution of this agreement does not obligate either of the parties hereto to provide or accept any services unless and until the parties have mutually agreed upon and executed a specific task order for such services. 3. TIME PERIOD FOR PERFORMANCE OF SERVICES The Engineer shall commence such services as are described on executed task orders in accordance with the time schedule set forth herein, and shall proceed with the provision of such services in a diligent manner. The Engineer shall not be responsible for delays caused by factors beyond the Engineer's control or which could not reasonably have been foreseen by the parties at the time the task order was executed. The anticipated schedule for completion of the project is shown as Exhibit B. 4. PAYMENT TO ENGINEER A. Fees for Services. For each specified task order executed by the parties, the payment to be made to the Engineer for services performed shall be either (1) a fixed fee amount, or (2) pay the Engineer utilizing the hourly rate and expense SodaAsh schedule, "Fee Schedule", attached hereto as Exhibit C and by this reference incorporated herein. Said fee Schedule is subject to revision by the Engineer not sooner than one year after the execution of this agreement, and no more that once each year thereafter. Under the fee schedule method, the parties shall agree on an amount which represents the maximum fee to which Engineer shall be entitled under that task order. That amount shall represent the best estimate of the parties of the maximum cost of the Engineer's services specified in that task order. In the event the cost of services will exceed that estimate, the Engineer shall advise the City in advance, and in writing of such excess costs and shall provide no services in excess of the original estimated costs, without written approval of the City. B. Estimated Fees. The estimated fees for anticipated task orders are shown in Exhibit A. C. Renegotiation of Fees. The Engineer reserves the right to renegotiate the fee or estimate of fee specified in any task order if the scope of services as specified in the task order is modified by the City or by others or by conditions beyond the control of the parties hereto, whereupon additional expenses shall be incurred by the Engineer. The City and the Engineer shall agree to such a change in fee and services in writing prior to the Engineer's provision of such modified or changed services. D. Time of Payments. Engineer shall periodically submit invoices for the un -billed portion of the services completed to that date. City agrees to pay the invoiced amounts within 30 days from the date of receipt of the invoice. E. Payment in the Event of Termination. In the event of termination of this Agreement, Engineer shall be compensated for services performed under this Agreement to the date of termination in accordance with the terms above. F. Permits and Advertising. City shall pay all regulatory permitting and advertising fees and all other project fees normally paid by the City for public works projects. 5. STANDARD OF PERFORMANCE Engineer shall perform his services in accordance with generally accepted engineering and consulting standards and shall be responsible for the technical soundness and accuracy of all work and services furnished pursuant to this Agreement. 6. TERMINATION Either party may terminate this Agreement at any time upon 30 days written notice to the other party. 7. OPINIONS OF COST Engineer has no control over the cost of labor, materials, equipment, or services provided by parties other than Engineer and its subcontractors. Engineer has no control over contractor's methods of determining prices, or other competitive bidding conditions or market conditions, and its opinions of probable project SodaAsh or construction costs are to be made on the basis of its experience with the construction industry. However, Engineer cannot and does not guarantee that proposals, bids, or actual project or construction costs will not vary from the opinions of probable costs prepared by the Engineer. 8. CONSTRUCTION AND SAFETY Engineer shall not be responsible for the means, methods, techniques, sequences, or procedures of construction selected by contractors or the safety precautions and programs and programs incident to the work of contractors. 9. OWNERSHIP OF DOCUMENTS The originals of all documents, including drawings and specifications, prepared by the Engineer shall remain the property of the Engineer. The Engineer shall provide the City with reproducible and/or non -reproducible copies of the documents, drawings, and specifications, and other work products as specified in each task order. It may further be required that the engineer provided additional copies on computer media of all documents, drawings, and specifications, and other work products as specified in each task order. Such documents, drawings, and specifications are not intended or represented by the Engineer to be suitable for reuse by the City or others on extensions of the services provided for the intended project or on any other project. Any reuse without the written verification or adaptation by the Engineer will be at the City's sole risk and without liability or exposure to the Engineer, and the City shall indemnify and hold harmless the Engineer from all loses, claims, damages, and expenses, including attorney's fees arising out of or resulting therefrom. Any such verifications or adaptations by the Engineer will entitle the Engineer to further compensation at rates agreed to by the parties. Engineer shall provide a reproducible copy of the final record drawings showing the construction project measurements when authorized to do so by task order. 10. DESIGN INTENT Engineer shall prepare design documents, drawings, and specifications with the understanding that he may be observing the quality and progress of resulting construction, for compliance with the intent design, and furthermore that such observation of any construction will be compensated by the City at the rates agreed upon by the parties hereto. 11. INDEMNITY The Engineer shall defend, indemnify, and hold harmless City from any and all claims or liabilities, including reasonable attorneys fees, arising out of the Engineer's acts, errors, or omissions in the performance of this Agreement. Engineer shall comply with all federal government, state and local laws and ordinances applicable to the work to be performed under this Agreement. Prior to beginning work under this Agreement, Engineer shall provide "Certificates of Insurance" as evidence that policies providing the following coverage and limits of insurance are in full force and effect. SodaAsh A. General Comprehensive Liability With respect to liability for injuries to or death of persons and with respect to liability for destruction of or damages to property, the insurance coverage shall be $500,000 combined single limit and such coverage shall include the special provisions listed below: 1. The City, its officers, employees, and agents shall be named as an additional insured and the coverage shall be applicable to and protect the City, its officers, employees, and agents from liability arising from or relating to Engineer's activities relating to this Agreement. Such insurance shall be primary and other insurance maintained or carried by the City shall be separate and distinct and shall nor be contributing with the insurance listed hereunder. 2. Such insurance shall not include explosion, collapse, or underground exclusions commonly referred to as the "XCU" hazards. B. Automobile Comprehensive Liability With respect to liability for injury to or death of persons and with respect to liability for destruction of or damage to property, the City, its officers, employees, and agents shall be named insured and the insurance coverage shall be $500,000 combined single limit. Such insurance shall be primary and other insurance maintained or carried by the City shall be separate and distinct and shall not be contributing with the insurance listed hereunder. Failure of either or all of the named insured to report a claim under such insurance shall not prejudice the rights of the City, its officers, employees, and agents thereunder. The City, its officers, employees, and agents will have no obligation for the payment of premiums because of its being named as insured under such insurance. Prior to beginning work for property acquisition, development of contract plans and specifications, and construction management, the Engineer or its subcontractors shall provide evidence of errors and omissions coverage for a minimum of $250,000. City shall defend, indemnify and hold Engineer harmless from all claims or liabilities, including attorney's fees, arising out of City's negligent acts. 12. ATTORNEY'S FEES In the event suit or legal action is instituted to enforce any of the terms or conditions of this Agreement, venue shall be in Superior Court for Yakima County. The losing party shall pay to the prevailing party, in addition to the costs and disbursements allowed by statute, such sum as the court may judge reasonable as attorney's fees in such suit or action, in both trial and appellate courts. SodaAsh 13. ADDITIONAL SERVICES At the City's option and direction, Engineer shall provide additional engineering, observation, and/or planning services as authorized by mutually agreed task orders. 14. INDEPENDENT CONTRACTOR The parties intend that Consultant at all times be an independent contractor and not an employee of the City, and shall not be entitled to compensation or benefit of any kind except as specifically provided for herein. 15. GOVERNING LAWS This Agreement is governed by the laws of the State of Washington. 16. COMPLETE AGREEMENT This agreement and referenced attachments contains the complete and integrated understanding and agreement between the parties and supersedes any understanding, agreement or negotiation whether oral or written not set forth herein. Amendments, changes, or modifications hereto shall not be valid unless in writing and duly executed by both parties. 17. NO THIRD PARTY BENEFICIARIES OTHER THAN THE STATE OF WASHINGTON The agreement gives no rights to anyone other than the City , Engineer, and the State of Washington, and has no other third -party beneficiaries. 18. ASSIGNMENT Neither party to this Agreement shall assign the Agreement, nor any interest arising herein, without the written consent of the other. The Engineer, with the City's consent, shall be authorized to employ or subcontract with any other party or entity it deems necessary for the performance of any of the services to be provided by the Engineer pursuant to the terms of this Agreement. 19. SEVERABILITY OF AGREEMENT In the event any of the terms or clauses of this Agreement is held to be illegal or unenforceable by any court or arbitrator, the remaining clauses and terms shall continue in full force and effect and shall be enforceable. 20. MINORITY- AND WOMAN -OWNED BUSINESS; CITY -SPECIFIED SUBCONTRACTORS Engineer will comply with the City's directives in utilizing the services of City -specified subcontractors and/or minority and women -owned businesses on the Project. The firm selected by Engineer to meet said directives will be subject to approval by the City. Engineer's liability arising from the work of said subcontractors or businesses is limited to proceeds available from their insurance. SodaAsh Gray & Osborne B WITNESSES: SodaAsh CITY OF YAKIMA By: (. Richard A. Zais, City Manager ATTEST: Karen S. Roberts City Clerk �6-�T TASK EXHIBIT "A" CITY OF YAKIMA WATER TREATMENT PLANT Soda Ash Feed System Design SCOPE OF WORK AND BUDGET ESTIMATE Task Order No. 1 -Soda Ash Feed System Design TASK DESCRIPTION Estimated cost 1 1.1 1.2 1.3 2 2.1 2.2 2.3 2.4 2.5 2.6 3 3.1 3.2 3.3 3.4 3.5 3.6 4 4.1 4.2 4.3 5 Initial Meeting and Information Collection Meeting with City staff to discuss project requirements. Review alternative methods and equipment used for feeding soda ash. Make site visits to up to five(5) other municipal water treatment plants in the NW which have corrosion control systems in operation. Design Development Review alternatives with City staff and select preferred alternative based on performance, cost, and site specific feasibility considerations. Prepare preliminary layout drawings of the proposed chemical feed and material handling equipment. Establish with input from City staff, the mechanical and electrical requirements for the chemical feed and material handling equipment. Define control system modications required to implement to corrosion control feed systems. Define motor control equipment and wiring modifications needed to implement the corrosion control feed systems. Identify requirements for new lighting fixtures, outlets, space heaters, or ventilation fans, if applicable. Prepare Contract Drawings Chemical feed equipment plan drawing - Mechanical Materials handling plan drawing - Mechanical. Sections and elevations of chemical feed and material handling equipment. Electrical plan drawing - Chemical feed and handling, lighting, heating and ventilation systems improvements. Wiring diagrams - one -line diagrams and chemical feed and handling equipment control circuits. Wiring diagrams - instrumentation and process control diagrams. $595.55 $682.44 $2,964.41 $ 2,353.01 $2,010.72 $843.90 $999.88 $999.88 $1,169.95 $1,175.43 $1,175.43 $1,099.00 $2,187.06 $2,092.87 $2,187.06 Contract Specifications General $1,129.59 Mechanical equipment and piping $1,056.33 Electrical $1,599.88 Design Review Meetings $595.55 TOTAL: $26,917.94 Page 1 of 1 Task Order No. 1: Authorization to Proceed. City of Yakima By: Glenn Rice, Assistant City Manager Date Engineer By: `��'�`., Date SodaAsh TASK EXHIBIT "B" Task Order No. 1 -Soda Ash Feed System Design Proposed Schedule TASK DESCRIPTION SCHEDULED COMPLETION 1 Initial Meeting and Information Collection 1.1 Meeting with City staff to discuss project requirements. 1 -May -96 1 .2 Review alternative methods and equipment used for feeding soda ash. 15 -May -96 1.3 Make site visits to up to five(5) other municipal water treatment plants in the NW which have corrosion control systems in operation. 31 -May -96 2 Design Development : ,,:., 2.1 Review alternatives with City staff and select preferred alternative based on performance, cost, and site specific feasibility considerations. 14 -Jun -96 2 2 Prepare preliminary layout drawings of the proposed chemical feed and material handling equipment. 28 -Jun -96 2 3 Establish with input from City staff, the mechanical and electrical requirements for the chemical feed and material handling equipment. 3 -Jul -96 2 4 Define control system modications required to implement to corrosion control feed systems. 3 -Jul -96 2 5 Define motor control equipment and wiring modifications needed to implement the corrosion control feed systems. 3 -Jul -96 2 6 Identify requirements for new lighting fixtures, outlets, space heaters, or ventilation fans, if applicable. 10 -Jul -96 3 Prepare Contract Drawings 3.1 Chemical feed equipment plan drawing - Mechanical 19 -Jul -96 3.2 Materials handling plan drawing - Mechanical. 19 -Jul -96 3.3 Sections and elevations of chemical feed and material handling equipment. 26 -Jul -96 3.4 Electrical plan drawing - Chemical feed and handling, lighting, heating and ventilation systems improvements. 26 -Jul -96 3.5 Wiring diagrams - one -line diagrams and chemical feed and handling equipment control circuits. 2 -Aug -96 3.6 Wiring diagrams - instrumentation and process control diagrams. 9 -Aug -96 4 Contract Specifications 4.1 General 9 -Aug -96 4.2 Mechanical equipment and piping 9 -Aug -96 4.3 Electrical 16 -Aug -96 5 Design Review Meetings 21 -Aug -96 Pagel of 1 EXHIBIT C FEE SCHEDULE Fees for services shall estimated based on the rate schedule set forth below. Rates shown include salary costs, overhead costs, profit. All rates shown are on a per hour basis. Labor Office Manager Project Manager Senior Design Engineer Engineer - EIT * CAD Drafting * Engineering Tech * Expenses Reimbursable Expenses ** $76.69 $76.42 $67.27 $47.09 $40.37 $40.37 Task No. 1 $300.00 * Estimated average hourly rate for this employee category. Where individual wage rates vary from the average hourly rate listed above, the actual amount charged will be the employee's actual wage rate times , which amount shall include salary costs, overhead cost and profit. Any employee category not listed will also be charged at their respective wage rate times 2.69. ** SodaAsh Reimbursable expenses include travel expenses if required, computer- aided drafting equipment costs, expenses of additional insurance, including professional liability insurance, required by the City in excess of that normally carried by Engineer and Engineer's subcontractors, and other costs necessary to complete the project, but not list herein.