HomeMy WebLinkAboutR-2010-032 Naches-Cowiche Dam Diversion Consolidation Project Agreement with HDR Engineering for Options AssessmentRESOLUTION NO. R-2010-32
A RESOLUTION authorizing and directing the City Manager of the City of Yakima to execute
a contract with HDR Engineering, Inc. to provide professional services to
the City to assess all potential options for the Naches-Cowiche Dam
Diversion Consolidation Project in order to determine a preferred option.
WHEREAS, the City of Yakima is participating in the Naches-Cowiche Dam Diversion
Consolidation Project in partnership with other state and federal agencies as well as other
stakeholders;
WHEREAS, the City and the other partners need to assess all potential options in
consultation with the stakeholders in order to determine a preferred option;
WHEREAS, HDR Engineering, Inc. has the expertise to provide these professional
services and is prepared and qualified to offer them in accordance with the terms of the
professional services contract with the City; 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 the
attached and incorporated "City of Yakima — HDR Engineering, Inc. Professional Services
Agreement" for professional services to assess all potential options for the Naches-Cowiche
Dam Diversion Consolidation Project in order to determine a preferred option.
ADOPTED BY THE CITY COUNCIL this 2nd day of March, 2010.
Micah Cawley, Meyor
ATTEST:
AGREEMENT BETWEEN THE CITY OF YAKIMA AND
HDR ENGINEERING, INC. FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made as of this /0 dayof March, 2010,
of Yakima ("OWNER") a Municipal co between the City
p corporation, with principal offices at 129 N. 2 St; Yakima,
WA 98901, and HDR ENGINEERING, INC., ("ENGINEER") a Nebraska corporation, with
principal offices at 8404 Indian Hills Drive, Omaha, Nebraska, 68114 for services in connection
with the project known as Naches-Cowiche Dam Diversion Consolidation Project Work Shop
("Project");
WHEREAS, OWNER desires to engage ENGINEER to provide professional
engineering, consulting and related services ("Services") in connection with the Project; and
WHEREAS, ENGINEER desires to render these Services as described in SECTION I,
Scope of Services.
NOW, THEREFORE, OWNER and ENGINEER in consideration of the mutual
covenants contained herein, agree as follows:
SECTION I. SCOPE OF SERVICES
ENGINEER will provide Services for the Project, which consist of the Scope of Services as
outlined on the attached Exhibit A.
SECTION II. TERMS AND CONDITIONS OF ENGINEERING SERVICES
The "HDR Engineering, Inc. Terms and Conditions for Professional Services," which are
attached hereto in Exhibit B, are incorporated into this Agreement by this reference as if fully
set forth herein.
SECTION III. RESPONSIBILITIES OF OWNER
The OWNER shall provide the information set forth in paragraph 6 of the attached "HDR
Engineering, Inc. Terms and Conditions for Professional Services."
SECTION IV. COMPENSATION
Compensation for ENGINEER'S services under this Agreement shall be a lump sum not to
exceed the amount specified in Exhibit A.
SECTION V. PERIOD OF SERVICE
Upon receipt of written authorization to proceed, ENGINEER shall perform the services within
the time period(s) described in Exhibit A.
Unless otherwise stated in this Agreement, the rates of compensation for ENGINEER'S
services have been agreed to in anticipation of the orderly and continuous progress of the
project through completion. If any specified dates for the completion of ENGINEER'S services
are exceeded through no fault of the ENGINEER, the time for performance of those services
shall be automatically extended for a period which may be reasonably required for their
City of Yakima — HDR Engineering
Agreement for Professional Services
1 1-2010
completion and all rates, measures and amounts of ENGINEER'S compensation shall be
equitably adjusted.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and
year first written above.
CITY CONTRAC r NO
RESOLUTION NO:
CITY OF YAKIMA
"OWNER"
BY:
NAME: R. A. Zais, Jr.
TITLE: City Manager
ADDRESS: 129 North Second Street
City of Yakima — HDR Engineering
Agreement for Professional Services
Yakima, WA 98901
HDR ENGINEERJf1CG11NC.
"ENGINEER"
BY:
NAME:
TITLE:
ADDRESS: -711.3
(2_,1/4.,C, Q Pe
2 1-2010
EXHIBIT A
SCOPE OF SERVICES
Scope of Services
For
Naches-Cowiche Dam Diversion Consolidation Project
Work Shop
Scope of Services:
HDR proposes to assist the City of Yakima in developing a preferred option for Naches-Cowiche
Dam Diversion Consolidation Project. HDR will conduct and document the results of a one day
workshop at the City of Yakima's Water and Irrigation Office with the goal of assessing all
potential options with the stakeholders and permitting agencies involved to determining a
preferred option. We will use the simple matrix assessment process which will document all
options, eliminate those with a "fatal flaw" and compare the possible alternatives by weighted
assessment factors.
In case there are two or more options that cannot be refined with the information at hand, they
will be identified along with the unknown information which would be gathered in a later task, if
necessary.
The final product is non -verbatim minutes of the meeting, a matrix table and executive summary.
Schedule:
Schedule to be determined upon acceptance of Scope of Services with completion no later than
April 30, 2010.
- •Cost:
Cost for this phase of work shall be Lump Sum $5,000.00.
EXHIBIT B
TERMS AND CONDITIONS
HDR Engineering, Inc.
Terms and Conditions for Professional Services
1. STANDARD OF PERFORMANCE
The standard of care for all professional engineering, consulting and related services performed or furnished by ENGINEER and its employees under
this Agreement will be the care and skill ordinarily used by members of ENGINEER's profession practicing under the same or similar circumstances at
the same time and in the same locality. ENGINEER makes no warranties, express or implied, under this Agreement or otherwise, in connection with
ENGINEER's services.
2. INSURANCE
ENGINEER agrees to procure and maintain, at its expense, Workers' Compensation insurance as required by statute; Employer's Liability of $250,000;
Automobile Liability insurance of $1,000,000 combined-single limit for bodily injury and property damage covering all vehicles, including hired `vehicles,
owned and non-owned vehicles; Commercial General Liability insurance of $1,000,000 combined single limit for personal injury and property damage;
and Professional Liability insurance of $1,000,000 per claim for protection against claims arising out of the performance of services under this
Agreement caused by negligent acts, errors, or omissions for which ENGINEER is legally liable. Upon request, OWNER shall be made an additional
insured on Commercial General and Automobile Liability insurance policies and certificates of insurance will be fumished to the OWNER. ENGINEER
agrees to indemnify OWNER for the claims covered by ENGINEERS insurance.
3. OPINIONS OF PROBABLE COST (COST ESTIMATES)
Any opinions of probable project cost or probable construction cost provided by ENGINEER are made on the basis of information available to
ENGINEER and on the basis of ENGINEER's experience and qualifications, and represents its judgment as an experienced and qualified professional
engineer. However, since ENGINEER has no control over the cost of labor, materials, equipment or services fumished by others, or over the
contractor(s') methods of determining prices, or over competitive bidding or market conditions, ENGINEER does not guarantee that proposals, bids or
actual project or construction cost will not vary from opinions of probable cost ENGINEER prepares.
4. CONSTRUCTION PROCEDURES
ENGINEER's observation or monitoring portions of the work performed under construction contracts shall not relieve the contractor from its
responsibility for performing work in accordance with applicable contract documents. ENGINEER shall not control or have charge of, and shall not be
responsible for, construction means, methods, techniques, sequences, procedures of construction, health or safety programs or precautions connected
with the work and shall not manage, supervise, control or have charge of construction.
5. MUTUAL INDEMNIFICATION
Each party hereto agrees to be responsible and assume liability in the performance of this Agreement for its own wrongful and/or negligent acts or
omissions, and those of its officers, agents, or employees to the fullest extent allowed by law.
6. CONTROLLING LAW
This Agreement is to be govemed by the law of the State of Washington.
7. VENUE
The venue for any action to enforce or interpret this Agreement shall lie in the Superior Court of Washington for Yakima County, Washington.
8. SERVICES AND INFORMATION
OWNER will provide all criteria and information pertaining to OWNER's requirements for the project, including design'objectives and constraints, space, .
capacity and performance requirements, flexibility and expandability, and any budgetary limitations. OWNER will also provide copies of any OWNER-
furnished Standard Details, Standard Specifications, or Standard Bidding Documents which are to be incorporated into the project.
OWNER will fumish the services of soils/geotechnical engineers or other consultants that include reports and appropriate professional
recommendations when such services are deemed necessary by ENGINEER. The OWNER agrees to bear full responsibility for the technical accuracy
and content of OWNER-famished documents and services.
In performing professional engineering and related services hereunder, it is understood by OWNER that ENGINEER is not engaged in
rendering any type of legal, insurance or accounting services, opinions or advice. Further, it is the OWNER's sole responsibility to obtain the advice of
an attorney, insurance counselor or accountant to protect the OWNER's legal and financial interests. To that end, the OWNER agrees that OWNER or
the OWNER's representative will examine all studies, reports, sketches, drawings, specifications, proposals and other documents, opinions or advice
prepared or provided by ENGINEER, and will obtain the advice of an attorney, insurance counselor or other consultant as the OWNER deems
necessary to protect the OWNER's interests before OWNER takes action or forebears to take action based upon or relying upon the services provided
by ENGINEER.
9. SUCCESSORS AND ASSIGNS
OWNER and ENGINEER, respectively, bind themselves, their partners, successors, assigns, and legal representatives to the covenants of this
Agreement. Neither OWNER nor ENGINEER will assign, sublet, or transfer any interest in this Agreement or claims arising therefrom without the
written consent of the other.
10. RE-USE OF DOCUMENTS
All documents, including all reports, drawings, specifications, computer software or other items prepared or fumished by ENGINEER pursuant to this
Agreement, are instruments of service with respect to the project. ENGINEER retains ownership of all such documents. OWNER may retain copies of
the documents for its information and reference in connection with the project; however, none of the documents are intended or represented to be
suitable for reuse by OWNER or others on extensions of the project or on any other project. Any reuse without written verification or adaptation by
ENGINEER for the specific purpose intended will be at OWNER's sole risk and without liability or legal exposure to ENGINEER,
11. TERMINATION OF AGREEMENT
OWNER or ENGINEER may terminate the Agreement, in whole or in part, by giving seven (7) days written notice, if the other party substantially fails to
fulfill its obligations under the Agreement through no fault of the terminating party. Where the method of payment is "lump sum," or cost
reimbursement, the final invoice will include all services and expenses associated with the project up to the effective date of termination. An equitable
adjustment shall also be made to provide for termination settlement costs ENGINEER incurs as a result of commitments that had become firm before
termination, and for a'reasonable profit for services performed.
12. SEVERABILITY
If any provision of this agreement is held invalid or unenforceable, the remaining provisions shall be valid and binding upon the parties. One or more
waivers by either party of any provision, term or condition shall not be construed by the other party as a waiver of any subsequent breach of the same
provision, term or condition.
13. INVOICES
ENGINEER will submit monthly invoices for services rendered and OWNER will make prompt payments in response to ENGINEER's invoices.
ENGINEER will retain receipts for -reimbursable expenses in general accordance with Internal Revenue Service rules pertaining to the support
of expenditures for income tax purposes. Receipts will be available for inspection by OWNER's auditors upon request.
If OWNER disputes any items in ENGINEER's invoice for any reason, including the lack of supporting documentation, OWNER may
temporarily delete the disputed item and pay the remaining amount of the invoice. OWNER will promptly notify ENGINEER of the dispute and request
clarification and/or correction. After any dispute has been settled, ENGINEER will include the disputed item on a subsequent, regularly scheduled
invoice, or on a special invoice for the disputed item only.
OWNER recognizes that late payment of invoices results in extra expenses for ENGINEER. ENGINEER retains the right to assess OWNER
interest at the rate of one percent (1%) per month, but not to exceed the maximum rate allowed by law, on invoices which are not paid within thirty (30)
days from the date of the invoice. In the event undisputed portions of ENGINEER's invoices are not paid when due, ENGINEER also reserves the right,
after seven (7) days prior. written notice, to suspend the performance of its services under this Agreement until all past due amounts have been paid in
full.
14. DISPUTE RESOLUTION
The OWNER and ENGINEER shall strive to discuss any outstanding issues related to the professional services and the implementation of this
Agreement in order to resolve any disputes through cooperation and negotiation wherever possible.
15. CHANGES
The parties agree that no change or modification to this Agreement, or any attachments hereto, shall have any force or effect unless the change is
reduced to writing, dated, and made part of this Agreement. The execution of the change shall be authorized and signed in the same manner. as this
Agreement. Adjustments in the period of services and in compensation shall be in accordance with applicable paragraphs 'and sections of this
Agreement. As the project progresses, the facts or needs of the OWNER may dictate a change or alternation in the Scope of Services. In the event of
such change, additional services, or suspension of services resulting in a decrease or increase in the cost of services or time required for performance
of services, an equitable adjustment shall be made, and the Agreement modified accordingly.
16. CONTROLLING AGREEMENT
These Terms and Conditions shall take precedence over any inconsistent or contradictory provisions contained in any proposal, contract, purchase
order, requisition, notice -to -proceed, or like document.
17. EQUAL OPPORTUNITY AND NONDISCRIMINATION
During the performance of this Agreement, ENGINEER shall not discriminate in violation of any applicable federal, state and/or local law or regulation
on the basis of age, sex, race, creed, religion, color, national origin, marital status, disability, honorably discharged veteran or military status, pregnancy,
sexual orientation, and any other classification protected under federal, state, or local law. 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.
18. EXECUTION
This Agreement, including the exhibits and schedules made part hereof, constitute the entire Agreement between ENGINEER and OWNER,
supersedes and controls over all prior written or oral understandings. This Agreement may be amended, supplemented or modified only by a written
instrument duly executed by the parties.
19. LIMITATION OF LIABILITY
ENGINEER's and its employees' total liability to OWNER for any loss or damage, including but not limited to special and consequential damages
arising out of or in connection with the performance of services or any other cause, including ENGINEER's and its employees' professional negligent
acts, errors, or omissions, shall not exceed the greater of $50,000 or the total compensation received by ENGINEER hereunder, except as otherwise
provided under this Agreement, and OWNER hereby releases and holds harmless ENGINEER and its employees from any liability above such amount.
20. LITIGATION SUPPORT
In the event ENGINEER is required to respond to a subpoena, govemment inquiry or other legal process related to the services in connection with a
legal or dispute resolution proceeding to which ENGINEER is not a party, OWNER shall reimburse ENGINEER for reasonable costs in responding and
compensate ENGINEER at its then standard rates for reasonable time incurred in gathering information and documents and attending depositions,
hearings, and trial.
21. STATUS OF CONSULTANT
The ENGINEER and the OWNER understand and expressly agree that the ENGINEER is an independent contractor in the performance of each and
every part of this Agreement. No officer, employee, volunteer, and/or agent of ENGINEER shall act on behalf of or represent him or herself as an agent
or representative of the OWNER. The ENGINEER, as an independent contractor, assumes the entire responsibility for carrying out and accomplishing
the services required under this Agreement. The ENGINEER expressly represents, warrants and agrees that its status as an independent contractor in
the performance of the work and services required under this Agreement is consistent with and meets the six -part independent contractor test set forth
in RCW 51.08.195. The ENGINEER and its officers, employees, volunteers, agents and/or subcontractors shall not make any claim of OWNER
employment nor shall make any claim against the OWNER for any related employment benefits, social security and/or retirement benefits. Nothing
contained herein shall be interpreted as creating a relationship of servant, employee, partnership or agency between the ENGINEER and the OWNER.
22. INSPECTION AND AUDIT
The 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 the County and/or the Washington State
Auditor at all reasonable times, and the ENGINEER shall afford the proper facilities for such inspection and audit. Such books of account and records
may be copied by representatives of the OWNER and/or 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 ten (10) years after final payment under this
Agreement.
23. TAXES AND ASSESSMENTS
The ENGINEER shall be solely responsible for compensating his employees, agents and/or subconsultants 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 OWNER
are assessed a tax or assessment as a result of this Agreement, the ENGINEER shall pay the same before it becomes due.
24. THE AMERICANS WITH DISABILITIES ACT
The 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 govemment services and telecommunications.
25. COMPLIANCE WITH LAW
The ENGINEER agrees to perform those services under and pursuant to this Agreement in compliance with any and all current applicable laws, rules,
and regulations adopted or promulgated by any governmental agency or regulatory body, whether federal, state, local or otherwise.
26. NO CONFLICT OF INTEREST
The ENGINEER covenants that neither he nor his employees 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. The ENGINEER further covenants that it will not hire anyone or any
entity having such a conflict of interest during the performance of this Agreement.
27. DELEGATION OF PROFESSIONAL SERVICES
The services provided for herein shall be performed by the ENGINEER and no person other than regular associates or employees of the ENGINEER
shall be engaged upon such work or services except upon written approval of the OWNER.
28. 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.
29. NOTICES
Unless otherwise stated herein, all notices and demands are required in written form and sent to the parties at their addresses as follows:
TO: CITY OF YAKIMA
R. A. Zais, Jr., City Manager
City of Yakima
129 North Second Street
Yakima, WA 98901
TO: HDR ENGINEERING, INC.
8404 Indian Hills Drive
Omaha, Nebraska 68114
BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 1t I Lc'
For Meeting of March 2, 2010
ITEM TITLE: A Resolution authorizing execution of a contract with HDR Engineering, Inc. to
provide professional services to the City to assess all potential options for the
Naches-Cowiche Dam Diversion Consolidation Project in order to determine a
preferred option
SUBMITTED BY: Dave Zabel!, Assistant City Manager
Dave Brown, Water/Irrigation Manager
CONTACT PERSON/TELEPHONE: Dave Brown / 575-6204
SUMMARY EXPLANATION:
The City and HDR Engineering desire to enter into a contract to assess potential options for the
Naches-Cowiche Dam Diversion Consolidation Project in order to determine a preferred option
for the design of a fish screen associated with the irrigation diversions at Nelson Dam to meet
the water demands of the City of Yakima, Naches-Cowiche, Fruitvale, and Old Union irrigation
canals. This process is intended to work with the proposed agreement between the City and the
Bureau of Reclamation to design a new fish screen. The objectives of this design are to:
• Provide sufficient water to meet the demands of all four irrigation canals.
• Improve the fish bypass system for the dam.
• Provide a means to keep gravel from depositing upstream of the Nelson Diversion
Dam and thereby hindering the ability of the diversion to receive sufficient water.
• Provide other infrastructure related to proper function of the fish screen and
diversion
Cost not to exceed
$5,000.00
(Continued)
Resolution X Ordinance Contract Other Memorandum of Understanding
Contract Mail to (name and address): ., :: •'
Phone: 509-546-2053
Funding Source 479 Water Im rovement Fund
APPROVED FOR SUBMITTAL:
,, •..
ity Manager
STAFF RECOMMENDATION: Approve resolution authorizing the City Manager -t6
execute the subject contract. I '
BOARD/COMMISSION RECOMMENDATION: Chr D
COUNCIL ACTION: 717 97ca' N
rta�a
qtr. 332
• Allow for the relocation of the Fruitvale Canal and Old Union Ditch diversions to the
Nelson Dam.
• Enhance opportunities for habitat restoration on the Naches River and Cowiche Creek.
• Provide a method to expand the floodway where portions of the Gleed area may be
removed from the 100 year flood plain.
The City has worked toward these goals and objectives for a number of years. The process was
initiated during restoration efforts from the 1996-1997 floods. Several partnerships have been
developed to advance this goal. Partnerships with the Washington Department of
Transportation and Yakima County provided for the decommissioning of the Ranney Well, road
protection and restoration at 16th Ave. and Highway 12, and some habitat restorations near the
Ranney Well and the Fruitvale diversion.
Due to droughts over the years, moving the Fruitvale Canal diversion to the Nelson Dam has
been a desire since there has been inadequate water in the canal to meet irrigation demands.
Some infrastructure is already in place to accommodate this move.