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HomeMy WebLinkAboutR-2007-092 Golder Associates Agreement (re: decommissioning of Ranney Well)RESOLUTION NO. R-2007-92 A RESOLUTION authorizing the City Manager to execute the attached and incorporated engineering and consulting services agreement with Golder Associates Inc. for engineering and consulting services associated with the decommissioning of the Ranney Well. WHEREAS, the City of Yakima Water/Irrigation Division requires engineering, consulting services and construction associated with decommissioning of the Ranney Well ; and WHEREAS, the City of Yakima Water/Irrigation Division representatives have complied with the provisions of RCW 39.80 which concerns the procurement of engineering and architectural services by a city; and WHEREAS, the City of Yakima Water/Irrigation Division representatives will continue to comply with the provisions of RCW 39.80 which concerns the procurement of engineering and architectural services by a city for future engineering and architectural services; and WEREAS, Golder Associates Inc. has the necessary expertise and experience to perform and provide the required engineering services and is willing to do so in accordance with the attached agreement; and WHEREAS, the City Council deems it to be in the best interest of the City to enter into an agreement with Golder Associates Inc. for engineering and consulting services associated with the decommissioning of the Ranney Well; Now, Therefore, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA: The City Manager is hereby authorized and directed to execute the attached and incorporated engineering and consulting services agreement with Golder Associates Inc. for engineering and consulting services associated with the decommissioning of the Ranney Well. ADOPTED BY THE CITY COUNCIL this 19th day of J 2007. ATTEST: Deborah Moore, City Clerk David Edler, Mayor q 2, ENGINEERING SERVICES AGREEMENT THIS ENGINEERING SERVICES AGREEMENT (hereinafter "Agreement") is made and entered into by and between the City of Yakima, a Washington municipal corporation (hereinafter the "City"), and Golder Associates Inc. (hereinafter "Engineer"). WHEREAS, the City requires engineering services related to the preparation of documents related to the decommissioning of the Ranney Well; WHEREAS, the Engineer represents that it has the knowledge necessary and is willing to perform the engineering services required by the City in accordance with the terms and conditions of this Agreement; NOW, THEREFORE, in consideration of the mutual covenants, promises, and agreements set forth herein, it is agreed by and between the City and Engineer as follows: 1. Scope of Services. The Engineer shall provide the City with professional engineering services associated with the preparation of documents necessary of the decommissioning of. the Ranney Well. A general description of the anticipated work is attached hereto as Exhibit "A" and incorporated herein by this reference. The engineering services may include, but are not limited to, the services listed on the.. general project description attached hereto as Exhibit A. 2. Term. The term of this Agreement shall commence upon execution hereof and shall terminate at the time of completion of all services/tasks required hereunder unless the Agreement is earlier terminated by either party as specified under Section 25 of this Agreement. The Engineer shall proceed with such services in a timely and diligent manner, but shall not be responsible for delays caused by others beyond the Engineer's control or which could not have been reasonably foreseen by the parties at the time this Agreement was executed. 3. Compensation. a. Fees for Services. For each specified task the Engineer shall be paid for such services on a time spent basis in accordance with the fee schedule in Exhibit A, incorporated herein by this reference. Said fee schedule is subject to revision by the Engineer not sooner than one (1) year after execution of this Agreement, and no more often than once each year thereafter. b. Maximum Fee for Services. Each task shall describe the maximum fee to which the Engineer shall be entitled for performance provided under that task. The maximum fee shall represent the best estimate of the parties of the maximum cost of the Engineer's services specified in that task. Unless this agreement is otherwise modified by the parties, the total compensation paid to the Engineer for all services provided under this Agreement shall not exceed $5,850. c. Renegotiation of Maximum Fee. The Engineer reserves the right to renegotiate the maximum fee specified in a particular task if the scope of services in the task is changed by the City, or if conditions beyond the control of the parties shall cause the Engineer to incur additional costs and expenses in providing the services required under the task. In either event, the Engineer shall promptly notify the City in writing of the anticipated additional fees or reduction of fees. Thereafter, and unless otherwise agreed by the parties, the Engineer shall Page 1 of 8 not proceed with the modified/changed services until the parties agree in writing to a renegotiated maximum fee for that task. d. Payment of Compensation. Engineer shall submit monthly invoices to the City. Said invoices shall itemize all services rendered during the preceding monthly period. The City shall make payment to the Engineer within thirty (30) calendar days of receipt of the invoice. All payments are expressly conditioned upon the Engineer providing services hereunder which are satisfactory to the City. e. Payment in the Event of Termination. In the event that either party terminates this Agreement as provided under Section 25, Engineer shall be compensated in accordance with theabove terms for all satisfactory completed services provided to the City up to the effective termination date. f. Maintenance of Financial Records/Documents. The Engineer shall make the cost records, accounts and related financial documents pertaining to this Agreement available for inspection by representatives of the City during the term of this Agreement and for a period of three (3) years following the final payment to the Engineer by the City. In the event that any audit or inspection identifies any discrepancy in such financial records, the Engineer shall provide the City with appropriate clarification and/or financial adjustments within thirty (30) calendar days of notification of the discrepancy. 4. Standard of Performance. The Engineer shall perform all work and services required under this Agreement in accordance with generally accepted engineering and consulting standards in place at the time of the services, and shall be responsible for the technical soundness and accuracy of all work and services furnished pursuant to this Agreement. 5. Cost Estimates. The City is herewith advised that the Engineer has no control over the cost of labor, material, equipment; subcontractors' and suppliers' methods of producing and delivering such goods and services; or over the methods and styles of competitive bidding or market conditions. Accordingly, the Engineer's cost estimates are made and furnished on the basis of the Engineer's experience and qualifications and represent only best judgment as an engineering firm familiar with the construction industry. As such, the Engineer cannot and does not warrant or guarantee the accuracy of its cost estimates, or that cost estimates may not vary from the actual project or construction costs realized by the City. 6. Inspection and Audit. Engineer shall maintain books, accounts, records, documents and other evidence pertaining to the costs and expenses allowable and consideration paid under this Agreement in accordance with generally accepted accounting practices. All such books of account and records required to be maintained by this Agreement shall be subject to inspection and audit by representatives of the City and/or of the Washington State Auditor at all reasonable times, and Engineer shall afford the proper facilities for such inspection and audit. Such books of account and records may be copied by representatives of the City and/or of the Washington State Auditor where necessary to conduct or document an audit. The Engineer shall preserve and make available all such books of account and records for a period of three (3) years after final payment under this Agreement. 7. Ownership of Documents. All reports, evaluations and data of any kind prepared or obtained by the Engineer pursuant to this Agreement shall be the property of the City upon payment being made by the City to the Engineer in accordance with Sections 3 of this Agreement. The Engineer shall provide the City with electronic originals and/or reproducible copies of such documents in accordance with the respective tasks, or when requested by City representatives. The Engineer does not intend or represent that such documents are suitable Page 2 of 8 for reuse by the City.or others on extensions of this project or with regard to any other project. Any such reuse without the written permission of the Engineer shall be at the City's risk. 8. Information to be provided by the City. The City shall provide the Engineer with access to all information at its disposal that is pertinent to the site of project area, including but not limited to previous reports, drawings, plats, surveys, utility records, and other similar data. Absent specific written direction to the contrary, the Engineer shall be entitled to rely upon the completion and accuracy of such documentation. 9. Status of Engineer. Engineer and the City understand and expressly agree that Engineer is an independent contractor in the performance of each and every part of this Agreement. The Engineer shall have the sole judgment of the means, mode or manner of the actual performance of work/services required under this Agreement. The Engineer, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing the work/services required under this Agreement. Additionally, and as an independent contractor, the Engineer and its employees shall make no claim of City employment nor shall claim against the City any related employment benefits, social security, and/or retirement. 10. Taxes and Assessments. Engineer shall be solely responsible for compensating its employees and for paying all related taxes, deductions, and assessments, including but not limited to, federal income tax, FICA, social, security tax, assessments for unemployment and industrial injury, and other deductions from income which may be required by law or assessed against either party as a result of this Agreement. In the event the City is assessed a tax or assessment as a result of this Agreement, Engineer shall pay the same before it becomes due. 11. Nondiscrimination Provision. During the performance of this Agreement, Engineer shall not discriminate on the basis of race, age, color, sex, religion, national origin, creed, marital status, political affiliation, or the presence of any sensory, mental or physical handicap. This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision of services under this Agreement. 12. The Americans with Disabilities Act. Engineer shall comply with the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq. (ADA), and its implementing regulations, and Washington State's anti-discrimination law as contained in RCW Chapter 49.60 and its implementing regulations, with regard to the activities and services provided pursuant to this Agreement. The ADA provides comprehensive civil rights to individuals with disabilities in the area of employment, public accommodations, public transportation, state and local government services, and telecommunications. 13. Compliance With Law. Engineer agrees to perform. all work/services under and pursuant to: this Agreement in full compliance with any and all applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local; or otherwise. 14. No Insurance. It is understood the City does not maintain liability insurance for Engineer or its employees and subcontractors. 15. Indemnification and Hold Harmless. a. Engineer agrees to protect, defend, indemnify, and hold harmless the City, its elected officials, officers, employees and agents from any and all claims, demands, losses, liens, liabilities, penalties, fines; lawsuits, and other proceedings and all judgments, awards, costs and expenses (including attorneys' fees and disbursements) caused by or occurring by Page 3 of 8 reason of any negligent act and/or omission of the Engineer, its officers, employees, agents, and/or subcontractors, arising out of or in connection with the performance of this Agreement. b. In the event that both Engineer and the City are negligent, the Engineer's liability for indemnification of the City shall be limited to the contributory negligence for any resulting suits, actions, claims, liability, damages, judgments, costs and expenses (including reasonable attorney's fees) that can be apportioned to the Engineer, its officers, employees, agents, and/or subcontractors. c. Nothing contained in this Section or this Agreement shall be construed to create a liability or a right of indemnification in any third party. 16. Insurance provided by Engineer. a. Commercial Liability Insurance. On or before the date this Agreement is fully executed by the parties, the Engineer shall provide the City with a certificate of insurance as proof of commercial liability insurance with a 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 required amount of coverage, 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 coverage shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change, to the extent such change directly impacts the quality or quantity of the coverage required herein, the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice 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 Guideand admitted in the State of Washington. b. Commercial Automobile Liability Insurance. On or before date this Agreement is fully executed by the parties, the Engineer shall provide the City .with a certificate of insurance as proof of commercial automobile liability insurance with 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 required amount of coverage, 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 coverage shall be in effect for the duration of this Agreement. The policy shall name the City, its elected officials, officers, agents, and employees as additional insureds, and shall contain a clause that the insurer will not cancel or change, to the extent such change directly impacts the quality or quantity of the coverage required herein, the insurance without first giving the City thirty (30) calendar days prior written notice (any language in the clause to the effect of "but failure to mail such notice 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. c. Professional Liability Insurance. On or before the date this Agreement is fully executed by the parties, the Engineer shall provide the City with a certificate of insurance as evidence of Professional Errors and Omissions Liability Insurance with coverage of One Million Dollars ($1,000,000.00) any one claim and an annual aggregate limit of One Million Dollars ($1,000,000.00). The certificate shall clearly state who the provider is, the required amount of Page 4 of 8 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. If the policy is on a claims made basis, the retroactive date of the insurance policy shall be on or before April 1, 2006, or shall provide full prior acts. The insurance coverage shall remain in effect during the term of this Agreement and for a period of three (3) years if commercially available at reasonable rates, but not less than two (2) years following the termination of this Agreement. d. Insurance provided by Subcontractors. The Engineer shall ensure that all subcontractors it utilizes for work/services required under this Agreement shall comply with all of the above insurance requirements. 17. Delegation of Professional Services. The services provided for herein shall be performed by Engineer, and no person other than regular associates or employees of Engineer shall be engaged upon such work or services except upon written approval of the City. 18. Assignment. This Agreement, or any interest herein, or claim hereunder, shall not be assigned or transferred in whole or in part by Engineer to any other person or entity without the prior written consent of the City. In the event that such prior written consent to an assignment - is granted, then the assignee shall assume all duties, obligations, and liabilities of Engineer stated herein. 19. No Conflict of Interest. Engineer represents that it or its employees do not have any interest and shall not hereafter acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of this Agreement. Engineer further covenants that it will not hire anyone or any entity having such a conflict of interest during the performance of this Agreement. 20. Severability. If any portion of this Agreement is changed per mutual agreement or any portion is held invalid, the remainder of the Agreement shall remain in full force and effect. 21. Third Parties. The City and the Engineer are the only parties to this Agreement and are the only parties entitled to enforce its. terms. Nothing in this Agreement gives, is intended to give, or shall be construed to give or provide, any right or benefit, whether directly or indirectly or otherwise, to third persons. 22. Drafting of Agreement. Both the City and the Engineer have participated in the drafting of this Agreement: As such, it is agreed by the parties that the general contract rule of law that ambiguities within a contract shall be construed against the drafter of a contract shall have no application to any legal proceeding, arbitration and/or action in which this Agreement and its terms and conditions are being interpreted and/or enforced. 23. Integration. This written document, and Exhibit A attached hereto, and incorporated herein by this reference together constitute the entire agreement between the City and Engineer. There are no other oral or written Agreements between the parties as to the subjects covered herein. No changes or additions to this Agreement shall be valid or binding upon either party unless such change or addition be in writing and executed by both parties. 24. Waiver of Breach. A waiver by either party hereto of a breach of the other party hereto of any covenant or condition of this Agreement shall not impair the right of the party not in default to avail itself of any subsequent breach thereof. Leniency, delay or failure of either party to insist upon strict performance of any agreement, covenant or condition of this Agreement, or Page 5 of 8 to exercise any right herein given in any one or more instances, shall not be construed as a waiver or relinquishment of any such agreement, covenant, condition or right. 25. Termination. The City or Engineer may terminate this Agreement, with or without cause, by giving the other party thirty (30) calendar days written notice of termination. 26. Notices. Unless stated otherwise herein, all notices and demands shall be in writing and sent or hand delivered to the parties to their addresses as follows: TO CITY: TO ENGINEER: Dave Brown Water/Irrigation Division 2301 Fruitvale Blvd. Yakima, WA 98902 Chris Pitre Golder Associates Inc. 18300 NE Union Hills Road Suite 200 Redmond, WA 98052 or to such other addresses as the parties may hereafter designate in writing. Notices and/or demands shall be sent by registered or certified mail, postage prepaid, or hand delivered. Such notices shall be deemed effective when mailed or hand delivered at the addresses specified above. 27. Governing Law. This Agreement shall be govemed by and construed in accordance with the laws of the State of Washington. 28. Venue. The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington. CITY OF YAKIMA GOLDE ASSOCIATES INC. By: � ti By:, �� .� . _ .lam R. A. Zais, JTZ; City Manager et/zl /a7 DATE: ATTEST: City Contract No. 2007- si unster ging Principal DATE: _ALAN e 7_,9/ 2a7 Resolution No. R -2007-R2. Page 1 of 8 EXHIBIT A Ranney Well Abandonment Scope of Work, Costs and Fee Schedule Ranney Well Abandonment Scope of Work Presented here is a scope of work for Golder Associates Inc. to assist the City of Yakima in the abandonment of the Ranney Well: Task 1— Setup (—'$800): Document review and establishment of conditions with the Washington Department of Ecology (Ecology) for well abandonment. Task 2 — Application for Variance (—$900): Preparation and submission of an application for variance to Ecology for well abandonment. Task 3 — Oversight (S2,100): Oversight of well abandonment activities by a professional engineer licensed to practice in Washington State in compliance with WAC 173-160. This will consist of two field visits. The first field visit will be at or before the start of decommissioning activities. The second will be upon of after the completion of activities. Task 4 — Documentation (—$1,500): Preparation and submission of well abandonment including completion of a Well completion report, an accompanying technical memorandum documenting activities, and an as -built of well abandonment. All work will be conducted in compliance with WAC 173-160 (Minimum Standards for the Construction and Maintenance of Wells). The total cost for these services is approximately $5,850. EXHIBIT A Ranney Well Abandonment Scope of Work, Costs and Fee Schedule Ranney Well Abandonment Costs and Fee Schedule Proposed Costs for Services Expenses (included in the above Proposed Costs for Services)• Expenses Total $62 $66 $508 $102 $738 $972 $924 $2,450 $1,500 $5,846 Hourly Rate Comm. Fee Computer Mileage per diem Staff level: Principal Associate Project Graphics/ CAD Su rt PPo Labor Total $62 Hourly rate: $170 $ 26 $155 $102 $80 $66 $60 Oversight Task 1 Initial setup $300 1 4 Task 4 Documentation $ 42 $ 60 2 $910 Task 2 Variance 2 4 1 1 $858 Task 3 Oversight 2 16 $1,942 Task 4 Documentation 1 4 4 1 2 $1,398 Totals: 2 12 24 2 5 $5,108 Expenses (included in the above Proposed Costs for Services)• Expenses Total $62 $66 $508 $102 $738 $972 $924 $2,450 $1,500 $5,846 Work will be conducted with the following compensation rates: Staff Hourly rates: Expenses (unchanged): Communication fee: PC/GIS computer usage: Expense & subcontractor markup: 10% Mileage: Federal exempt rate (currently $0.485/mile) Staff Level Hourly Rate Comm. Fee Computer Mileage per diem Total Task 1 Initial setup $ 27 $ 35 $90 Graphics/CAD $62 Task 2 Variance $ 26 $ 40 $66 Task 3 Oversight $ 58 $ 90 $300 $60 $508 Task 4 Documentation $ 42 $ 60 $102 Work will be conducted with the following compensation rates: Staff Hourly rates: Expenses (unchanged): Communication fee: PC/GIS computer usage: Expense & subcontractor markup: 10% Mileage: Federal exempt rate (currently $0.485/mile) Staff Level Hourly Rate Principal $170 Associate $155 Senior $130 Project $102 Staff $90 Graphics/CAD $80 Support $60 3% $10/$20/hr • • ITEM TITLE: BUSINESS OF THE CITY COUNCIL YAKIMA, WASHINGTON AGENDA STATEMENT Item No. For Meeting of June 19, 2007 A Resolution authorizing the City Manager to execute the attached and incorporated engineering and consulting services agreement with Golder Associates Inc. for engineering and consulting services associated with the decommissioning of the Ranney Well. SUBMITTED BY: Dave Brown, Water/Irrigation Manager Dave Zabel!, Assistant City Manager CONTACT PERSON/TELEPHONE: Dave Brown / 575-6204 SUMMARY EXPLANATION: In August of 2006 the transfer of the Ranney Well Water Right was completed. The water right transfer requires the decommissioning of the Ranney Well in compliance with the Washington State Department of Ecology (DOE) rules. The decommissioning requires the establishment of existing conditions at the Ranney Well site, an application for well abandonment to the Department of Ecology, oversight of the abandonment of the well by a professional engineer and preparation of a Well completion report and as -built drawings. Staff respectfully requests the City Council to approve the attached resolution authorizing the City Manager to execute a consulting services agreement with Golder Associates Inc. for engineering and consulting services associated with the decommissioning of the Ranney Well Not to exceed Engineering cost of $5,850 Resolution X Ordinance Contract X Other Specify) Mail to: Stacy Duncan; Golder Associates Inc.; 18300 NE Union Hills Rd. Suite 200.; Redmond, WA 98052_Phone: (425) 216- 2429 Funding Source 477 Water CIP Fund APPROVED FOR SUBMITTAL: /4-7 City Manager STAFF RECOMMENDATION: Approve resolution authorizing the City Manager to execute the accompanying services agreement for the preparation of documents necessary for the decommissioning of the Ranney Well with Golder Associates Inc., of Redmond, Washington. BOARD/COMMISSION RECOMMENDATION: COUNCIL ACTION: Resolution adopted. RESOLUTION NO. R-2007-92