HomeMy WebLinkAbout08/01/2022 06.J. Resolution authorizing an on-call agreement with JUB Engineering, Inc for airport consulting services at Yakima Air Terminal-McAllister Field 1,),„
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BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No. 6.J.
For Meeting of:August 1, 2022
ITEM TITLE: Resolution authorizing an on-call agreement with JUB Engineering,
Inc for airport consulting services at Yakima Air Terminal-McAllister
Field
SUBMITTED BY: Jaime Vera, Interim Airport Director
SUMMARY EXPLANATION:
The City needs an on-call consultant for miscellaneous engineering and planning services at the
Yakima Air Terminal—McAllister Field through 2022.
ITEM BUDGETED: Yes
STRATEGIC PRIORITY: Economic Development
APPROVED FOR SUBMITTAL BY THE CITY MANAGER
RECOMMENDATION:
Adopt Resolution
ATTACHMENTS:
Description Upload Date Type
O Resolution 7/19/2022 Resolution
❑ On Call Agreement Contract 7/19/2022 Contract
2
RESOLUTION NO. R-2022-
A RESOLUTION authorizing an on-call agreement with JUB Engineering, Inc for airport consulting
services at Yakima Air Terminal-McAllister Field.
WHEREAS, City owns and operates Yakima Air Terminal-McAllister Field in accordance with
applicable Federal, State and Local regulations; and
WHEREAS, the City maintains a roster of consultants whose statements of qualifications
represent that they have the expertise necessary to perform the services required by the City; and
WHEREAS, the City requires general on-call airport consulting services through December 31,
2022, after which a new RFP will be issued to seek qualified firms for future on-call services; and
WHEREAS, in accordance with the terms and conditions of the Agreement attached hereto the
J-U-B will perform the services outlined therein through the remainder of 2022; and
WHEREAS, the City Council of the City of Yakima finds that it is in the best interests of the City
and its residents to enter into an agreement with JUB Engineering provide the necessary on-call airport
consulting services; 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 Agreement
for Professional Services: Airport Consulting Services with JUB Engineering, Inc. in the amount not to
exceed One Hundred Thousand Dollars and No Cents ($100,000.00), to provide on-call miscellaneous
engineering and planning services as outlined in the Agreement.
ADOPTED BY THE CITY COUNCIL this 1st day of August, 2022.
Janice Deccio, Mayor
ATTEST:
Sonya Clear Tee, City Clerk
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MASTER AGREEMENT FOR PROFESSIONAL SERVICES (FAA FORMAT)
Airport Consulting Services
Yakima Air Terminal —McAllister Field, Yakima,WA
THIS AGREEMENT is effective as of the day of , 2022 by and
between, City of Yakima, 129 N. Second Street, Yakima, WA 98901 hereinafter referred to as the CLIENT,
and J-U-B ENGINEERS, Inc., W. 422 Riverside, Suite 304, Spokane, Washington, 99201, an Idaho
Corporation, hereinafter referred to as J-U-B.
WHEREAS, the CLIENT intends to: Enter into a Master Engineering Agreement with J-U-B to provide
miscellaneous engineering and planning services for the Yakima Air Terminal — McAllister Field
hereinafter referred to as the "Project". The services to be performed by J-U-B are hereinafter referred to
as the "Services".
WITNESSETH
Now, therefore, the CLIENT and J-U-B, in consideration of their mutual covenants herein, agree as set for
below:
ARTICLE 1
J-U-B'S SERVICES
1.01 BASIC SERVICES
J-U-B will perform the Services described in each individual Task Order in a manner consistent with the
applicable standard of care. J-U-B's services shall be limited to those expressly set forth therein, and
J-U-B shall have no other obligations, duties, or responsibilities for the Project except as provided in this
Agreement.
1.02 SCHEDULE OF SERVICES TO BE PERFORMED
J-U-B will perform said Services in accordance with the schedule described in each individual Task Order
in a manner consistent with the applicable standard of care. This schedule shall be equitably adjusted as
the Project progresses, allowing for changes in scope, character or size of the Project as requested by the
CLIENT or for delays or other causes beyond J-U-B's control.
1.03 ADDITIONAL SERVICES
When authorized in writing by the CLIENT, J-U-B agrees to furnish, or obtain from others, additional
professional services in connection with the PROJECT, as set forth below and as otherwise contained
within this Agreement:
A. Provide other services not otherwise provided for in this Agreement, including services normally
furnished by the CLIENT as described in Article 2, CLIENT'S RESPONSIBILITIES.
B. Provide services as an expert witness for the CLIENT in connection with litigation or other
proceedings involving the PROJECT.
C. Assist or extend services as a result of strikes, walkouts, or other labor disputes, including acts
relating to settlement of minority group problems.
D. Mitigation work identified in the environmental review.
E. Assist the CLIENT in resolving disputes over claims, bankruptcy, legal complaints or default of the
Contractor.
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ARTICLE 2
CLIENTS RESPONSIBILITIES
2.01 CLIENTS RESPONSIBILITIES
The CLIENT shall furnish the following services at the CLIENT'S expense and in such a manner that
J-U-B may rely upon them in the performance of its services under this AGREEMENT:
A. Designate, in writing, a person authorized to act as the CLIENT'S contact. The CLIENT or his
designated contact shall receive and examine documents submitted by J-U-B to determine
acceptability of said documents, interpret and define the CLIENT'S policies, and render decisions
and authorizations in writing promptly to prevent unreasonable delay in the progress of J-U-B's
services.
B. Make available to J-U-B all technical data that is in the CLIENT'S possession, including maps,
surveys, property descriptions, borings, and other information required by J-U-B and relating to its
work.
C. Hold promptly all required special meetings, serve all required public and private notices, receive
and act upon all protests and fulfill all requirements necessary in the development of the PROJECT
and pay all costs incidental thereto.
D. Provide legal, accounting and insurance counseling services necessary for the PROJECT. Legal
review of the construction Contract Documents, and such writing services as the CLIENT may
require to account for the expenditure of construction funds.
E. Furnish permits and approvals from all governmental authorities having jurisdiction over the
PROJECT and from others as may be necessary for completion of the PROJECT.
F. The CLIENT agrees to cooperate with J-U-B in the approval of all plans, reports and studies, and
shall make a timely decision in order that no undue expense will be caused J-U-B because of lack
of decisions. If J-U-B is caused extra drafting or other expense due to changes ordered by the
CLIENT after the completion and approval of the plans, reports, and studies, J-U-B shall be
equitably paid for such extra expenses and services involved.
G. Guarantee full and free access,with reasonable advance notice, for J-U-B to enter upon all property
required for the performance of J-U-B's services under this AGREEMENT.
H. Give prompt written notice to J-U-B whenever the CLIENT observes or otherwise becomes aware
of any defect in the PROJECT or other event that may substantially affect J-U-B's performance of
services under this AGREEMENT.
I. Promptly prepare and submit reimbursement requests to funding agencies.
J. Compensate J-U-B for services promptly rendered under this AGREEMENT.
K. Obtain bids or proposals from contractors for work relating to the PROJECT and bear all costs
relating to advertising.
L. When identified in the construction contract documents, provide construction surveys and materials
testing by the successful contractor.
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ARTICLE 3
J-U-B'S COMPENSATION
3.01 BASIC SERVICES COMPENSATION
J-U-B shall provide services in connection with the terms and conditions of this Agreement, and the CLIENT
shall compensate J-U-B therefore as detailed in each individual Task Order.
Partial payment shall be made for the services performed as the work under this AGREEMENT progresses.
Such payment is to be made monthly based on the itemized statements, invoices, or other evidences of
performance furnished to and approved by the CLIENT. All claims for payment will be submitted in a form
compatible with current practices and acceptable to the CLIENT. Partial payments will include payroll costs,
adjusted for payroll burdens, and general and administrative overhead, as well as out-of-pocket expenses,
plus that portion of the fixed fee which its percentage of completion bears to the total cost of the fully
completed work under this AGREEMENT. The CLIENT shall make full payment of the value of such
documented monthly service as verified on the monthly statement.
3.02 ADDITIONAL COMPENSATION
In addition to any and all compensation hereinabove, the CLIENT shall compensate J-U-B for Additional
Services, Section 1.03, under a written Authorization for Additional Services executed by both Parties that
specifically describes the additional work and the cost associated therewith. These additional services are
to be performed or furnished by J-U-B only upon receiving said written authorization from the CLIENT.
3.03 COMPENSATION ADJUSTMENT
CLIENT agrees to provide J-U-B a notice to proceed with Services within 120 days of the effective date of
this Agreement identified in Attachment 1. If the notice to proceed with Services is delayed beyond 120
days from the effective date of this Agreement, or service described will not be completed during the term
of this Agreement through no fault of J-U-B, the Agreement shall be amended through mutual negotiation
to address both schedule and pricing impacts of the delay. CLIENT understands that any pricing increase
may not be grant fundable by FAA.
3.04 ADDITIONAL CONDITIONS OF COMPENSATION
The CLIENT and J-U-B further agree that:
A. J-U-B shall submit monthly statements for Services rendered and for expenses incurred, which
statements are due on presentation. CLIENT shall make prompt monthly payments. If CLIENT fails
to make any payment in full within thirty (30) days after receipt of J-U-B's statement, the amounts
due J-U-B will accrue interest at the rate of 1% per month from said thirtieth day or at the maximum
interest rate allowed by law, whichever is less.
B. If the CLIENT fails to make monthly payments due J-U-B, J-U-B may, after giving ten (10) days
written notice to the CLIENT, suspend services under this Agreement.
C. When the CLIENT directs that competitive bids be taken for construction on alternate designs,
where this involves the preparation of designs, plans, and specifications for alternate facilities, the
compensation to J-U-B shall be an additional payment to be negotiated at the time the CLIENT
directs that alternative designs, plans, and specifications be prepared, subject to FAA review and
approval.
D. No deductions shall be made from J-U-B's compensation on account of penalty, liquidated
damages, or other sums that may be withheld from payments to Contractors.
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ARTICLE 4
GENERAL PROVISIONS
4.01 OWNERSHIP OF DOCUMENTS
Upon the request of the CLIENT, J-U-B shall furnish the CLIENT copies of all maps, plots, drawings,
estimate sheets, and other contract documents required for the PROJECT provided J-U-B has been paid
in full for the work. Upon the request of the CLIENT and the completion of the work specified herein, all
material documents acquired or produced by J-U-B in conjunction with the preparation of the plans shall be
delivered to and become the property of the CLIENT providing no future use of said documents or portions
thereof shall be made by the CLIENT with J-U-B's name or that of J-U-B ENGINEERS, Inc., attached
thereto. Final submittal of J-U-B's work product shall be in hard-copy format and no electronic design files
will be submitted as part of the PROJECT, unless expressly requested.
Any reuse without written consent by J-U-B, or without verification or adoption by J-U-B for the specific
purpose intended by the reuse, will be at CLIENT's sole risk and without liability or legal exposure to
J-U-B. The CLIENT shall release, defend, indemnify, and hold J-U-B harmless from any claims, damages,
actions or causes of action, losses, and expenses, including reasonable attorneys' and expert fees, arising
out of or resulting from such reuse.
Agreements for Professional Services are public records which are generally subject to statutory public
disclosure and public website posting requirements, and such disclosure will not be considered "reuse
without written consent by J-U-B".
J-U-B shall retain an ownership interest in PROJECT documents that allows their reuse of non-proprietary
information on subsequent projects at J-U-B's sole risk.
4.02 DELEGATION OF DUTIES
Neither the CLIENT nor J-U-B shall delegate, assign, sublet or transfer their respective duties under this
Agreement without the prior written consent of the other.
4.03 GENERAL
A. Should litigation occur between the two parties relating to the provisions of this Agreement, court
costs and reasonable attorney fees incurred shall be borne by their own party.
B. Neither party shall hold the other responsible for damage or delay in performance caused by acts
of God, strikes, lockouts, accidents, or other events beyond the reasonable control of the other or
the other's employees and agents.
C. In the event any provisions of this AGREEMENT shall be held to be invalid and unenforceable, the
remaining provisions shall be valid and binding upon the parties. One (1) or more waivers by either
party or any provision, term, condition, or covenant shall not be construed by the other party as a
waiver of subsequent breach of the same by the other party.
D. J-U-B shall render its services under this AGREEMENT in accordance with generally accepted
professional practices and Standard of Care. J-U-B makes no other warranty for the work provided
under this AGREEMENT.
E. CLIENT grants J-U-B and its subsidiaries the unrestricted right to take, use, and publish images,
or edited images, of the project site and workers for J-U-B's purposes including, but not limited to,
website, intranet, and marketing. This right shall survive the termination of this Agreement.
F. Any opinion of the estimated construction cost prepared by J-U-B represents its judgment as a
design professional and is supplied for the general guidance of the CLIENT. Since J-U-B has no
control over the cost of labor and material, or over competitive bidding or market conditions,
J-U-B does not guarantee the accuracy of such opinions as compared to Contractor bids or actual
costs to the CLIENT.
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G. Any notice or other communications required or permitted by this contract or by law to be served
on, given to, or delivered to either party hereto by the other party shall be in writing and shall be
deemed duly served, given, or delivered when personally delivered to the party to whom it is
addressed or, in lieu of such personal service, when deposited in the United States mail, certified
mail, return receipt requested, addressed to the CLIENT at 129 N. Second Street, Yakima, WA
98901 and to J-U-B at W. 422 Riverside, Suite 304, Spokane, Washington, 99201. Either party, the
CLIENT or J-U-B, may change his address for the purpose of this paragraph by giving written notice
of such change to the other party in the manner provided in this paragraph.
H. In soils investigation work and determining subsurface conditions for the PROJECT, the
characteristics may vary greatly between successive test points and sample intervals. J-U-B will
coordinate this work in accordance with generally accepted engineering practices and makes no
other warranties, expressed or implied, as to the professional advice furnished by others under the
terms of this AGREEMENT.
I. J-U-B has not been retained or compensated to provide design and construction review services
relating to the Contractor's safety precautions or to means, methods, techniques, sequences or
procedures required for the Contractor to perform his work including, but not limited to, aircraft
safety precautions, shoring, scaffolding, underpinning, temporary retainment of excavations, and
any erection methods and temporary bracing
4.04 MEDIATION BEFORE LITIGATION
Any and all disputes arising out of or related to the Agreement, except for the payment of J-U-B's fees, shall
be submitted to nonbinding mediation before a mutually acceptable mediator as a condition precedent to
litigation or other binding adjudicative procedure unless the parties mutually agree otherwise. The CLIENT
further agrees to include a similar mediation provision in all agreements with independent contractors,
consultants, subcontractors, subconsultants, suppliers and fabricators on the Project, thereby providing for
mediation as the primary method for dispute resolution among all the parties involved in the Project. In the
event the parties are unable to agree on a mediator, said mediator shall be appointed by a court of
competent jurisdiction or, if not possible, the American Arbitration Association. If a dispute relates to, or is
the subject of a lien arising out of J-U-B's Services, J-U-B or its subconsultants may proceed in accordance
with applicable law to comply with the lien notice and filing deadlines prior to submission of the matter by
mediation.
This Contract shall be governed by and interpreted under the laws of the State of Washington. The parties
agree that in the event it becomes necessary to enforce any of the terms and conditions of this Contract
that the forum, venue and jurisdiction in that particular action shall be in Yakima County, Washington State.
4.05 INSURANCE AND INDEMNITY
A. J-U-B's Insurance. J-U-B agrees to procure and maintain, at its expense, Commercial General
Liability insurance of $1,000,000 combined single limit for personal injury and property damages,
and Professional Liability Insurance of $1,000,000 per claim for protection against claims arising
out of the performance of services under this Contract caused by negligent acts, errors, or
omissions for which J-U-B is legally liable, subject to and limited by the provisions in Subsection
4.05.D, "Allocation of Risks", if any. J-U-B shall deliver to the CLIENT, prior to execution of the
AGREEMENT by the CLIENT and prior to commencing work, Certificates of Insurance, identified
on their face as the Agreement Number to which applicable, as evidence that policies providing
such coverage and limits of insurance are in full force and effect. J-U-B shall acquire and maintain
statutory workmen's compensation coverage. Thirty (30) days advance notice will be given in
writing to the CLIENT prior to the cancellation, termination, or alteration of said policies of
Insurance.
B. Indemnification by J-U-B. To the fullest extent permitted by law, J-U-B shall indemnify and hold
harmless CLIENT, and CLIENT's officers, directors, partners, agents, consultants, and employees
from and against any and all claims, costs, losses, and damages (including but not limited to all
fees and charges of CLIENT, architects, attorneys, and other professionals, and all court,
arbitration, or other dispute resolution costs) arising out of or relating to the PROJECT, provided
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that any such claim cost, loss, or damage is attributable to bodily injury, sickness, disease, or death,
or to injury to or destruction of tangible property (other than the Work itself), including the loss of
use resulting there from, but only to the extent caused by any negligent act, error, or omission of
J-U-B or J-U-B's officers, directors, partners, employees, or Consultants. The indemnification
provision of the preceding sentence is subject to and limited by the provisions agreed to by CLIENT
and J-U-B in Subsection 4.05.D, "Allocation of Risks," if any.
C. Indemnification by CLIENT. To the fullest extent permitted by law, CLIENT shall indemnify and
hold harmless J-U-B, J-U-B's officers, directors, partners, agents, employees, and Consultants
from and against any and all claims costs, losses, and damages(including but not limited to all fees
and charges of J-U-B, architects, attorneys, and other professionals, and all court, arbitration, or
other dispute resolution costs) arising out of or relating to the PROJECT, provided that any such
claim cost, loss, or damage is attributable to bodily injury, sickness, disease, or death or to injury
to or destruction of tangible property (other than the Work itself), including the loss of use resulting
there from, but only to the extent caused by any negligent act, error, or omission of CLIENT or
CLIENT's officers, directors, or employees, retained by or under contract to the CLIENT with
respect to this AGREEMENT or to the PROJECT.
D. Allocation of Risks. The CLIENT and J-U-B have discussed the risks, rewards and benefits of the
project and the design professional's total fee for services. The risks have been allocated such that
the CLIENT agrees that, to the fullest extent permitted by law, J-U-B's total liability to the CLIENT
for any and all injuries, claims, losses, expenses, damages or claims expenses arising out of this
agreement from any cause or causes, shall not exceed the total amount of fees paid to J-U-B under
this Agreement. Such causes include, but are not limited to J-U-B's negligence, errors, omission
and strict liability. Neither CLIENT nor J-U-B shall be responsible for incidental, indirect or
consequential damages.
E. J-U-B reserves the right to obtain the services of other consulting engineers and consultants
experienced in airport work to prepare and execute a portion of the work that relates to the
PROJECT.
F. Nothing contained in this agreement shall create a contractual relationship with or a cause of action
in favor of a third party against J-U-B.
4.06 EXTENT OF AGREEMENT
This Agreement represents the entire and integrated agreement between the CLIENT and J-U-B and
supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement
may be amended only by written instrument signed by both the CLIENT and J-U-B.
4.07 CONSTRUCTION CONTRACTOR'S RESPONSIBILITY
Visits to the construction site and observations made by J-U-B's staff as part of their services shall not
relieve the construction Contractor of his obligation to conduct comprehensive inspection of the work
sufficient to ensure conformance with the intent of the Contract Documents, and shall not relieve the
construction Contractor of his full responsibility for all construction means, methods,techniques, sequences
and procedures necessary for coordination and completing all portions of the work under the construction
contract and for all safety precautions related thereto. Language to this effect, shall be included in
Construction Contract Documents Such visits by J-U-B's staff are not to be construed as part of the
observation duties of the on-site observation personnel defined in other parts of this Agreement.
4.08 FUNCTION OF ON-SITE OBSERVATION AND PERSONNEL
If the scope of services includes construction engineering, J-U-B may be required to act as the Resident
Project Representative (RPR) on the PROJECT. When so stipulated, the RPR and on-site observation
personnel will make reasonable efforts to guard the CLIENT against defects and deficiencies in the work
of the Contractor and to help determine if the provisions of the Contract Documents are being fulfilled.
When construction engineering is included as services of this agreement, Standard Exhibit A—Construction
Phase Services, attached, outlines the specific responsibilities of J-U-B, acting as the RPR during
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construction. Their day-to-day observation will not, however, cause J-U-B to be responsible for those duties
and responsibilities that belong to the construction Contractor and that include, but are not limited to, full
responsibility for the techniques and sequences of construction and the safety precautions related to the
construction and commissioning of the work.
ARTICLE 5
FAA FEDERAL CLAUSES
5.01 SUCCESSORS AND ASSIGNMENTS
A. The CLIENT and J-U-B each binds itself and its partners, successors, executors, administrators
and assigns to the other parties to this Agreement, and to the successors, executors, administrators
and assigns of such other party in respect to all covenants of this Agreement.
B. It is understood by the CLIENT and J-U-B that the FAA is not a party to this Agreement and will not
be responsible for engineering costs except as should be agreed upon by the CLIENT and the FAA
under a Grant Agreement for the PROJECT.
C. This Agreement may not be assigned except upon specific prior written consent of the CLIENT.
5.02 TERMINATION
A. TERMINATION FOR CONVENIENCE
The CLIENT may, by written notice to J-U-B, terminate this Agreement for its convenience and
without cause or default on the part of J-U-B. Upon receipt of the notice of termination, except as
explicitly directed by the CLIENT, J-U-B must immediately discontinue all services affected.
Upon termination of the Agreement, J-U-B must deliver to the CLIENT all data, surveys, models,
drawings, specifications, reports, maps, photographs, estimates, summaries, and other documents
and materials prepared by J-U-B under this contract, whether complete or partially complete.
CLIENT agrees to make just and equitable compensation to J-U-B for satisfactory work completed
up through the date J-U-B receives the termination notice. Compensation will not include
anticipated profit on non-performed services.
CLIENT further agrees to hold J-U-B harmless for errors or omissions in documents that are
incomplete as a result of the termination action under this clause.
B. TERMINATION FOR DEFAULT
Either party may terminate this Agreement for cause if the other party fails to fulfill its obligations
that are essential to the completion of the work per the terms and conditions of the Agreement. The
party initiating the termination action must allow the breaching party an opportunity to dispute or
cure the breach.
The terminating party must provide the breaching party 7 days advance written notice of its intent
to terminate the Agreement. The notice must specify the nature and extent of the breach, the
conditions necessary to cure the breach, and the effective date of the termination action. The rights
and remedies in this clause are in addition to any other rights and remedies provided by law or
under this agreement.
a) Termination by CLIENT: The CLIENT may terminate this Agreement in whole or in part,
for the failure of J-U-B to:
1. Perform the services within the time specified in this contract or by CLIENT approved
extension;
2. Make adequate progress so as to endanger satisfactory performance of the Project; or
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3. Fulfill the obligations of the Agreement that are essential to the completion of the
Project.
Upon receipt of the notice of termination, J-U-B must immediately discontinue all services
affected unless the notice directs otherwise. Upon termination of the Agreement, J-U-B
must deliver to the CLIENT all data, surveys, models, drawings, specifications, reports,
maps, photographs, estimates, summaries, and other documents and materials prepared
by J-U-B under this contract, whether complete or partially complete.
CLIENT agrees to make just and equitable compensation to J-U-B for satisfactory work
completed up through the date J-U-B receives the termination notice. Compensation will
not include anticipated profit on non-performed services.
CLIENT further agrees to hold J-U-B harmless for errors or omissions in documents that
are incomplete as a result of the termination action under this clause.
If, after finalization of the termination action, the CLIENT determines J-U-B was not in
default of the Agreement, the rights and obligations of the parties shall be the same as if
the CLIENT issued the termination for the convenience of the CLIENT.
b) Termination by Consultant: J-U-B may terminate this Agreement in whole or in part, if
the CLIENT:
1. Defaults on its obligations under this Agreement;
2. Fails to make payment to J-U-B in accordance with the terms of this Agreement;
3. Suspends the Project for more than 120 days due to reasons beyond the control of
J-U-B.
Upon receipt of a notice of termination from J-U-B, CLIENT agrees to cooperate with
J-U-B for the purpose of terminating the agreement or portion thereof, by mutual consent.
If CLIENT and J-U-B cannot reach mutual agreement on the termination settlement,
J-U-B may, without prejudice to any rights and remedies it may have, proceed with
terminating all or parts of this Agreement based upon the CLIENT's breach of the contract.
In the event of termination due to CLIENT breach, the Engineer is entitled to invoice
CLIENT and to receive full payment for all services performed or furnished in accordance
with this Agreement and all justified reimbursable expenses incurred by J-U-B through the
effective date of termination action. CLIENT agrees to hold J-U-B harmless for errors or
omissions in documents that are incomplete as a result of the termination action under this
clause.
5.03 CERTIFICATIONS OF J-U-B AND CLIENT
A. The CLIENT and J-U-B hereby certify that J-U-B has not been required, directly or indirectly, as an
expressed or implied condition in connection with obtaining or carrying out this contract, to:
1. employ or retain, or agree to employ or retain, any firm or persons; or
2. pay, or agree to pay, to any firm, person or organization, any fee, contribution, donation or
consideration of any kind.
B. A signed "Certificate for Contracts, Grants, Loans, and Cooperative Agreements" is included with
this agreement.
5.04 TAX DELINQUENCY AND FELONY CONVICTIONS
J-U-B certifies, by submission of this proposal or acceptance of this contract, that it is not a corporation that
has any unpaid Federal tax liability that has been assessed, for which all judicial and administrative
remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to
an agreement with the authority responsible for collecting the tax liability.
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J-U-B further represents that it is not a corporation that was convicted of a criminal violation under any
Federal law within the preceding 24 months.
5.05 CIVIL RIGHTS GENERAL
J-U-B agrees that it will comply with pertinent statutes, Executive Orders, and such rules as are promulgated
to ensure that no person shall, on the grounds of race, creed, color, national origin, sex, age, or disability,
be excluded from participating in any activity conducted with or benefiting from Federal assistance.
This provision binds J-U-B and subtier consultants from the solicitation period through the completion of
the contract. This provision is in addition to that required of Title VI of the Civil Rights Act of 1964.
5.06 CIVIL RIGHTS TITLE VI - NONDISCRIMINATION REQUIREMENTS
During the performance of this contract, J-U-B, for itself, subconsultants, its assignees and successors in
interest, agrees as follows:
A. Compliance with Regulations. J-U-B will comply with the Title VI List of Pertinent Nondiscrimination
Acts and Authorities 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 contract.
B. Non-discrimination. J-U-B, with regard to the work performed by it during the contract, shall not
discriminate on the grounds of race, color, or national origin in the selection and retention of
subconsultants, including procurements of materials and leases of equipment. J-U-B will not
participate directly or indirectly in the discrimination prohibited by the Nondiscrimination Acts and
Authorities, including employment practices when the contract covers any activity, project, or
program set forth in Appendix B of 49 CFR Part 21.
C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment. In all
solicitations either by competitive bidding or negotiation made by J-U-B for work to be performed
under a subcontract, including procurements of materials or leases of equipment, each potential
subconsultant or supplier will be notified by J-U-B of J-U-B's obligations under this contract and the
Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin.
D. Information and Reports. J-U-B will provide all information and reports required by the Acts, the
Regulations and directives issued pursuant thereto and will permit access to its books, records,
accounts, other sources of information, and its facilities as may be determined by the CLIENT or
the FAA to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities,
and instructions. Where any information required of J-U-B is in the exclusive possession of another
who fails or refuses to furnish this information, J-U-B will so certify to the CLIENT or the FAA, as
appropriate, and will set forth what efforts it has made to obtain the information.
E. Sanctions for Noncompliance. In the event of J-U-B's noncompliance with the non-discrimination
provisions of this contract, the CLIENT will impose such contract sanctions as it or the FAA, may
determine to be appropriate, including, but not limited to:
1. withholding of payments to J-U-B under the contract until J-U-B complies, and/or
2. cancellation, termination, or suspension of the contract, in whole or in part.
F. Incorporation of Provisions. J-U-B will include the provisions of paragraphs A through E in every
subcontract, including procurements of materials and leases of equipment, unless exempt by the
Acts, Regulations and directives issued pursuant thereto. J-U-B will take such action with respect
to any subcontract or procurement as the CLIENT or the FAA may direct as a means of enforcing
such provisions including sanctions for noncompliance. Provided, that if J-U-B becomes involved
in, or is threatened with, litigation by a subconsultant or supplier as a result of such direction,
J-U-B may request the CLIENT to enter into such litigation to protect the interests of the CLIENT.
In addition, J-U-B may request the United States to enter into such litigation to protect the interests
of the United States.
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5.07 TITLE VI LIST OF PERTINENT NONDISCRIMINATION ACTS AND AUTHORITIES
During the performance of this contract, J-U-B, for itself, its assignees, and successors in interest agrees
to comply with the following non-discrimination statutes and authorities; including but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits
discrimination on the basis of race, color, national origin);
• 49 CFR part 21 (Non-discrimination In Federally-Assisted Programs of The Department of
Transportation—Effectuation of Title VI of The Civil Rights Act of 1964);
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C.
§ 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired
because of Federal or Federal-aid programs and projects);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits
discrimination on the basis of disability); and 49 CFR part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits
discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended,
(prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and
applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and
Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs
or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients
and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act of 1990, which prohibit discrimination on the
basis of disability in the operation of public entities, public and private transportation systems,
places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 — 12189) as
implemented by Department of Transportation regulations at 49 CFR parts 37 and 38;
• The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. § 47123) (prohibits
discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations
and Low-Income Populations, which ensures non-discrimination against minority populations by
discouraging programs, policies, and activities with disproportionately high and adverse human
health or environmental effects on minority and low-income populations;
• Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency,
and resulting agency guidance, national origin discrimination includes discrimination because of
limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable
steps to ensure that LEP persons have meaningful access to your programs(70 Fed. Reg. at 74087
to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from
discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).
5.08 DISADVANTAGED BUSINESS ENTERPRISE (49 CFR Part 26)
A. The requirements of 49 CFR part 26 apply to this contract. It is the policy of the CLIENT to practice
nondiscrimination based on race, color, sex or national origin in the award or performance of this
contract. The CLIENT encourages participation by all firms qualifying under this solicitation
regardless of business size or ownership.
B. Contract Assurance (§26.13). J-U-B shall not discriminate on the basis of race, color, national
origin, or sex in the performance of this contract. J-U-B shall carry out applicable requirements of
49 CFR Part 26 in the award and administration of DOT assisted contracts. Failure by J-U-B to
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13
carry out these requirements is a material breach of this contract, which may result in the
termination of this contract or such other remedy, as the recipient deems appropriate.
C. Prompt Payment (§26.29). J-U-B agrees to pay each consultant under this agreement for
satisfactory performance of its contract no later than 30 days from the receipt of each payment
J-U-B receives from the CLIENT. J-U-B agrees further to return retainage payments to each
subconsultant within 30 days after the subconsultant's work is satisfactorily completed. Any delay
or postponement of payment from the above referenced time frame may occur only for good cause
following written approval of the CLIENT. This clause applies to both DBE and non-DBE
subconsultants.
5.09 LOBBYING AND INFLUENCING FEDERAL EMPLOYEES(49 CFR Part 20,Appendix A)
A. No Federal appropriated funds shall be paid, by or on behalf of J-U-B, to any person for influencing
or attempting to influence an officer or employee of an 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 grant, contract, loan, or cooperative agreement.
B. 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 agency, a Member of Congress,
an officer or employee of Congress, or an employee of a Member of Congress in connection with
any Federal contract, loan, grant, or cooperative agreement, J-U-B shall complete and submit
Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
C. J-U-B shall require that the language of this certification be included in the award documents for all
sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and
cooperative agreements) and that all sub-recipients shall certify and disclose accordingly.
5.10 EQUAL OPPORTUNITY CLAUSE
During the performance of this contract, J-U-B agrees as follows:
(1) J-U-B will not discriminate against any employee or applicant for employment because of race,
color, religion, sex, or national origin. J-U-B will take affirmative action to ensure that applicants are
employed, and that employees are treated during employment without regard to their race, color,
religion, sex, sexual orientation, gender identify or national origin. Such action shall include, but not
be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of compensation; and selection for
training, including apprenticeship. J-U-B agrees to post in conspicuous places, available to
employees and applicants for employment, notices to be provided setting forth the provisions of
this nondiscrimination clause.
(2) J-U-B will, in all solicitations or advertisements for employees placed by or on behalf of J-U-B, state
that all qualified applicants will receive considerations for employment without regard to race, color,
religion, sex, or national origin.
(3) J-U-B will send to each labor union or representative of workers with which he has a collective
bargaining agreement or other contract or understanding, a notice to be provided advising the said
labor union or workers' representatives of J-U-B's commitments under this section, and shall post
copies of the notice in conspicuous places available to employees and applicants for employment.
(4) J-U-B will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the
rules, regulations, and relevant orders of the Secretary of Labor.
(5) J-U-B will furnish all information and reports required by Executive Order 11246 of September 24,
1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will
permit access to his books, records, and accounts by the administering agency and the Secretary
of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and
orders.
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(6) In the event of J-U-B's noncompliance with the nondiscrimination clauses of this contract or with
any of the said rules, regulations, or orders, this contract may be canceled, terminated, or
suspended in whole or in part and J-U-B may be declared ineligible for further Government
contracts or federally assisted construction contracts in accordance with procedures authorized in
Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and
remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule,
regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(7) J-U-B will include the portion of the sentence immediately preceding paragraph (1) and the
provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted
by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of
Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each
subcontractor or vendor. J-U-B will take such action with respect to any subcontract or purchase
order as the administering agency may direct as a means of enforcing such provisions, including
sanctions for noncompliance: Provided, however, That in the event J-U-B becomes involved in, or
is threatened with, litigation with a subcontractor or vendor as a result of such direction by the
administering agency J-U-B may request the United States to enter into such litigation to protect
the interests of the United States.
5.11 ACCESS TO RECORDS AND REPORTS
J-U-B must maintain an acceptable cost accounting system. J-U-B agrees to provide the CLIENT, the FAA,
and the Comptroller General of the United States or any of their duly authorized representatives access to
any books, documents, papers, and records of J-U-B which are directly pertinent to the specific contract for
the purpose of making audit, examination, excerpts and transcriptions. J-U-B agrees to maintain all books,
records and reports required under this contract for a period of not less than three years after final payment
is made and all pending matters are closed.
5.12 TRADE RESTRICTION CERTIFICATION (49 CFR Part 30)
By submission of an offer, J-U-B certifies that with respect to this solicitation and any resultant contract, the
Offeror-
A. is not owned or controlled by one or more citizens of a foreign country included in the list of
countries that discriminate against U.S. firms as published by the Office of the United States Trade
Representative (U.S.T.R.);
B. has not knowingly entered into any contract or subcontract for this project with a person that is a
citizen or national of a foreign country included on the list of countries that discriminate against U.S.
firms as published by the U.S.T.R; and
C. has not entered into any subcontract for any product to be used on the Federal public works project
that is produced in a foreign country included on the list of countries that discriminate against U.S.
firms published by the U.S.T.R.
This certification concerns a matter within the jurisdiction of an agency of the United States of America and
the making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution
under Title 18, United States Code, Section 1001.
J-U-B must provide immediate written notice to the CLIENT if J-U-B learns that its certification or that of a
subconsultant was erroneous when submitted or has become erroneous by reason of changed
circumstances. J-U-B shall require subconsultants provide immediate written notice to J-U-B if at any time
it learns that its certification was erroneous by reason of changed circumstances.
Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49
CFR 30.17, no contract shall be awarded to a subconsultant:
1) who is owned or controlled by one or more citizens or nationals of a foreign country included on
the list of countries that discriminate against U.S. firms published by the U.S.T.R. or
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15
2) whose subconsultants are owned or controlled by one or more citizens or nationals of a foreign
country on such U.S.T.R. list or
3) who incorporates in the public works project any product of a foreign country on such U.S.T.R. list.
Nothing contained in the foregoing shall be construed to require establishment of a system of records in
order to render, in good faith, the certification required by this provision. The knowledge and information
of a consultant is not required to exceed that which is normally possessed by a prudent person in the
ordinary course of business dealings.
J-U-B agrees that, if awarded a contract resulting from this solicitation, it will incorporate this provision for
certification without modification in in all lower tier subcontracts. J-U-B may rely on the certification of a
prospective subconsultant that it is not a firm from a foreign country included on the list of countries that
discriminate against U.S. firms as published by U.S.T.R, unless J-U-B has knowledge that the certification
is erroneous.
This certification is a material representation of fact upon which reliance was placed when making an award.
If it is later determined that J-U-B or subconsultant knowingly rendered an erroneous certification, the
Federal Aviation Administration may direct through the CLIENT cancellation of the contract or subcontract
for default at no cost to the CLIENT or the FAA.
5.13 CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY, AND
VOLUNTARY EXCLUSION
J-U-B certifies, by submission of this proposal or acceptance of this contract, that neither it nor its principals
is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participation in this transaction by any Federal department or agency.
It further agrees by submitting this proposal that it will include this clause without modification in all lower
tier transactions, solicitations, proposals, contracts, and subcontracts. For each lower tier subcontract that
exceeds $25,000 as a "covered transaction", J-U-B shall verify each lower tier participant of a "covered
transaction" under the project is not presently debarred or otherwise disqualified from participation in this
federally assisted project. J-U-B will accomplish this by:
1) Checking the System for Award Management at website: http://www.sam.gov
2) Collecting a certification statement similar to the Certificate Regarding Debarment and Suspension
(Bidder or Offeror), above.
3) Inserting a clause or condition in the covered transaction with the lower tier contract
If the FAA later determines that a lower tier participant failed to disclose to a higher tier participant that it
was excluded or disqualified at the time it entered the covered transaction, the FAA may pursue any
available remedies, including suspension and debarment of the non-compliant participant.
5.14 OCCUPATIONAL HEALTH ACT OF 1970
All contracts and subcontracts that result from this solicitation incorporate by reference the requirements of
29 CFR Part 1910 with the same force and effect as if given in full text. J-U-B shall provide a work
environment that is free from recognized hazards that may cause death or serious physical harm to the
employee. J-U-B retains full responsibility to monitor its compliance and their subconsultant's compliance
with the applicable requirements of the Occupational Safety and Health Act of 1970 (20 CFR Part 1910).
J-U-B will address any claims or disputes that pertain to a referenced requirement directly with the U.S.
Department of Labor—Occupational Safety and Health Administration.
5.15 FEDERAL FAIR LABOR STANDARDS ACT
All contracts and subcontracts that result from this solicitation incorporate by reference the provisions of 29
CFR part 201, the Federal Fair Labor Standards Act (FLSA), with the same force and effect as if given in
full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child labor standards for full and
part time workers.
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J-U-B has full responsibility to monitor compliance to the referenced statute or regulation. J-U-B will
address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor
—Wage and Hour Division.
5.16 VETERAN'S PREFERENCE
In the employment of labor (excluding executive, administrative, and supervisory positions), J-U-B and all
sub-tier consultants must give preference to covered veterans as defined within Title 49 United States Code
Section 47112. Covered veterans include Vietnam-era veterans, Persian Gulf veterans, Afghanistan-Iraq
war veterans, disabled veterans, and small business concerns (as defined by 15 U.S.C. 632) owned and
controlled by disabled veterans. This preference only applies when there are covered veterans readily
available and qualified to perform the work to which the employment relates.
5.17 TEXTING WHILE DRIVING.
In accordance with Executive Order 13513, "Federal Leadership on Reducing Text Messaging While
Driving" and DOT Order 3902.10 "Text Messaging While Driving" FAA encourages recipients of Federal
grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including
policies to ban text messaging while driving when performing work related to a grant or sub-grant.
J-U-B has in place a policy within J-U-B Accident Prevention plan that prohibits all employees from texting
and driving. J-U-B shall include these policies in each third party subcontract involved on this project.
5.18 HUMAN TRAFFICKING
A. J-U-B, J-U-B's employees, and subcontractors may not engage in severe forms of trafficking in
persons during the period of time that the FAA award is in effect, procure a commercial sex act
during the period of time that the award is in effect, or use forced labor in the performance of the
award or sub-awards under the award.
B. For the purpose of this award term, "employee" includes:
1. An individual employed by you or a sub-recipient who is engaged in the performance of the
project or program under this award
2. Another person engaged in the performance of the project or program under this award and
not compensated by you, including, but not limited to, a volunteer or individual whose services
are contributed by a third party as an in-kind contribution toward cost sharing or matching
requirements.
C. For the purposes of this award term only, "forced labor" means labor obtained by any of the
following methods: the recruitment, harboring, transportation, provision, or obtaining of a person
for labor or services through the use of force, fraud, or coercion for the purpose of subjection to
involuntary servitude, peonage, debt bondage, or slavery.
D. For the purposes of this award term only, "severe forms of trafficking in persons," "commercial sex
act," and "coercion" have the meanings given at Section 103 of the TVPA, as amended (22 U.S.C.
7102).
5.19 ENERGY CONSERVATION
J-U-B and any subconsultants agree to comply with mandatory standards and policies relating to energy
efficiency as contained in the state energy conservation plan issued in compliance with the Energy Policy
and Conservation Act (42 U.S.C. 6201et seq).
5.20 PROHIBITION OF SEGREGATED FACILITIES
(1) J-U-B agrees that it does not and will not maintain or provide for its employees any segregated
facilities at any of its establishments, and that it does not and will not permit its employees to
perform their services at any location under its control where segregated facilities are maintained.
J-U-B agrees that a breach of this clause is a violation of the Equal Opportunity clause in this
contract.
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17
(2) "Segregated facilities," as used in this clause, means any waiting rooms, work areas, rest rooms
and wash rooms, restaurants and other eating areas, time clocks, locker rooms and other storage
or dressing areas, parking lots, drinking fountains, recreation or entertainment areas,
transportation, and housing facilities provided for employees, that are segregated by explicit
directive or are in fact segregated on the basis of race, color, religion, sex, or national origin
because of written or oral policies or employee custom. The term does not include separate or
single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy
between the sexes.
(3) J-U-B shall include this clause in every subcontract and purchase order that is subject to the Equal
Opportunity clause of this contract.
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IN WITNESS WHEREOF, the CLIENT and J-U-B hereto have made and executed this AGREEMENT as
of the day and year first above written.
CLIENT:
CITY OF YAKIMA ATTEST
BY:
Name: Name:
Title: Title:
J-U-B:
J-U-B ENGINEERS, Inc. ATTEST
By:
Name: Toby Epler, P.E. Name:
Title: Aviation Services Group Manager Title:
® Certification For Contracts
Grants, Loans, and Cooperative
Agreements
® J-U-B Debarment Lookup
❑ Attachment 1 —Scope of Services,
Applicable Basis of Fee and Schedule
Attachments
or Exhibit to 0 Attachment 1 A—Detailed Scope of
this Work
Agreement
are indicated ❑ Attachment 1 B—Fee Breakdown
as marked
® Attachment 2—Special Provisions
❑ Exhibit A—Construction Phase
Services
0
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CERTIFICATION FOR CONTRACTS, GRANTS, LOANS,
AND COOPERATIVE AGREEMENTS
The undersigned certifies, 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 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 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 of Lobby Activities", in accordance
with its instructions.
3. The undersigned shall require that the language of this certification be included in the award
documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under
grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose
accordingly.
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 31, U.S. Code. Any person who fails to file the required
certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for
each such failure.
Signed: Date:
Sponsor's Authorized Representative
Title:
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J-U-B ENGINEERS,INC.
Unique Entity ID
WU2TGK7D3J49
CAD E/NCAGE
OKJYO
Registration Status Expiration Date
Active Registration Feb 17,2023
Purpose of Registration
All Awards
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Meridian,Idaho
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(jug
J•U•B ENGINEERS, INC.
J-U-B ENGINEERS, Inc.
FAA AGREEMENT FOR PROFESSIONAL SERVICES
Attachment 2 —Special Provisions
Client Name: City of Yakima, Yakima Air Project: On-Call Services
Terminal, McAllister Field
A.I.P. #
The TERMS AND CONDITIONS of the FAA Agreement for Professional Services dated are
amended to include the following Special Provisions. If there is a conflict in the provisions set forth in these
Special Provisions and those represented in the FAA Agreement for Professional Services, the
Special Provisions shall prevail:
For the purposes of this attachment, 'Agreement for Professional Services'and 'the Agreement' shall refer to
the document entitled 'FAA Agreement for Professional Services,' executed between J-U-B and CLIENT to
which this exhibit and any other exhibits have been attached.
FAA AGREEMENT
4.05 INSURANCE AND INDEMNITY
Delete Section 4.05 in its entirety and replace with the following:
Section 4.05: Insurance and Indemnity, of the attached and incorporated "Agreement" is amended to read as
follows:
4.05 INSURANCE AND INDEMNITY
A. J-U-B's Insurance.
1. J-U-B agrees to procure and maintain, at its expense, Commercial General Liability
Insurance of $2,000,000 combined single limit for personal injury and property damages,
and Professional Liability Insurance of $2,000,000 per claim for protection against claims
arising out of the performance of services under this Contract caused by negligent acts,
errors, or omissions for which J-U-B is legally liable, subject to and limited by the provisions
in Subsection 4.05.D, "Allocation of Risks"and 4.05.E "Subcontractors", if any. J-U-B shall
deliver to the CLIENT, prior to execution of the AGREEMENT by CLIENT and prior to
commencing work, Certificates of Insurance, identified on their face as the Agreement
Number to which applicable, as evidence that policies providing such coverage and limits of
insurance are in full force and effect. J-U-B shall acquire and maintain statutory workmen's
compensation coverage. Thirty (30) days advance notice will be given in writing to the
CLIENT prior to the cancellation, termination, or alteration of said policies of Insurance.
2. Commercial Automobile Liability Insurance. If J-U-B owns any vehicles, before this Contract
is fully executed by the parties,J-U-B shall provide the CLIENT with a certificate of insurance
as proof of commercial automobile liability insurance and commercial umbrella liability
insurance with a total minimum liability limit of Two Million Dollars ($2,000,000.00) per
occurrence combined single limit bodily injury and property damage. Automobile liability will
apply to "Any Auto"and be shown on the certificate.
If J-U-B does not own any vehicles, only"Non-owned and Hired Automobile Liability"will be
J-U-B FAA Agreement for Professional Services
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23
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J•U•B ENGINEERS, INC.
required and may added to the commercial liability coverage at the same limits as required
in that section of this Contract, which is Section 2 entitled "Commercial Liability Insurance".
Under either situation described above the required certificate of insurance shall clearly
state who the provider is,the coverage amount,the policy number, and when the policy and
provisions provided are in effect. Said policy shall be in effect for the duration of this
Contract. The policy shall name the CLIENT, its elected officials, officers, agents,
employees, and volunteers as additional insureds. 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.
3. Professional Liability Coverage. Before this Contract is fully executed by the parties, J-U-B
shall provide the City with a certificate of insurance as proof of professional liability coverage
with a total minimum liability limit of Two Million Dollars ($2,000,000.00) per claim combined
single limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00)
aggregate. 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. The insurance
shall be with an insurance company or companies rated A-VII or higher in Best's Guide. If
the policy is written on a claims made basis the coverage will continue in force for an
additional two years after the completion of this contract.
B. Indemnification by J-U-B. To the fullest extent permitted by law, J-U-B shall indemnify, defend,
and hold harmless CLIENT, and CLIENT's officers, directors, partners, agents, consultants, and
employees from and against any and all claims, costs, losses, and damages (including but not
limited to all fees and charges of CLIENT, architects, attorneys, and other professionals, and all
court, arbitration, or other dispute resolution costs) arising out of or relating to the PROJECT,
provided that any such claim cost, loss, or damage is attributable to bodily injury, sickness,
disease, or death, or to injury to or destruction of tangible property (other than the Work itself),
including the loss of use resulting there from, but only to the extent caused by any negligent act,
error, or omission of J-U-B or J-U-B's officers, directors, partners, employees, or Consultants.
The indemnification provision of the preceding sentence is subject to and limited by the
provisions agreed to by CLIENT and J-U-B in Subsection 4.05.D "Allocation of Risks," if any.
J-U-B's costs associated with the defense requirement shall be proportional to J-U-B's
negligence as determined by the trier of fact
C. Indemnification by CLIENT. To the fullest extent permitted by law, CLIENT shall indemnify,
defend, and hold harmless J-U-B, J-U-B's officers, directors, partners, agents, employees, and
Consultants from and against any and all claims costs, losses, and damages (including but not
limited to all fees and charges of J-U-B architects, attorneys, and other professionals, and all
court, arbitration, or other dispute resolution costs) arising out of or relating to the PROJECT,
provided that any such claim cost, loss, or damage is attributable to bodily injury, sickness,
disease, or death or to injury to or destruction of tangible property (other than the Work itself),
including the loss of use resulting there from, but only to the extent caused by any negligent act,
error, or omission of CLIENT or CLIENT's officers, directors, or employees, retained by or under
contract to the CLIENT with respect to this AGREEMENT or to the PROJECT. CLIENT's costs
associated with the defense requirement shall be proportional to CLIENT's negligence as
determined by the trier of fact.
D. Allocation of Risks. The CLIENT and J-U-B have discussed the risks, rewards and benefits of
the project and the design professional's total fee for services. The risks have been allocated
such that the CLIENT agrees that, to the fullest extent permitted by law, J-U-B's total liability to
the CLIENT for any and all injuries,claims, losses expenses,damages or claims expenses arising
out of this agreement from any cause or causes, shall not exceed the total amount of fees paid
to J-U-B under this Agreement, or the limit of J-U-B's insurance, whichever is greater. Such
causes include, but are not limited to J-U-B's negligence, errors, omission and strict liability, and
any of J-U-B's sub-contractors'or sub-consultants' negligence, errors,omission and strict liability.
Neither CLIENT nor J-U-B shall be responsible for incidental, indirect or consequential damages.
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24
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J•U•B ENGINEERS, INC.
E. Sub-Contractor and Sub-Consultant Insurance. In the event any sub-contractor or sub-consultant
of J-U-B is unable to procure insurance in the same amounts as listed in Section A above, J-U-B
agrees that its insurance will cover the difference in coverage between the insurance held by the
sub-contractor or sub-consultant, and the amounts listed in Section A. J-U-B shall indemnify and
hold harmless CLIENT and CLIENT's officers, directors, partners, agents, consultants, and
employees from and against any and all claims, costs, losses, and damages (including but not
limited to all fees and charges of CLIENT, architects, attorneys, and other professionals, and all
court, arbitration, or other dispute resolution costs) arising out of or relating to the work of any
sub-contractor or sub-consultant for which J-U-B's insurance covers loss on this PROJECT,
provided that any such claim cost, loss, or damage is attributable to bodily injury, sickness,
disease, or death, or to injury to or destruction of tangible property (other than the Work itself),
including the loss of use resulting there from, but only to the extent caused by any negligent act,
error, or omission of J-U-B or J-U-B's officers, directors, partners, employees, or Consultants.
The indemnification provision of the preceding sentence is subject to and limited by the provisions
agreed to by CLIENT and J-U-B in Subsection 4.O5.D"Allocation of Risks," if any.
F. J-U-B reserves the right to obtain the services of other consulting engineers and consultants
experienced in airport work to prepare and execute a portion of the work that relates to the
PROJECT. Those consultants shall carry the same insurance as J-U-B is required to carry under
Subsection 4.O5.A.
G. Nothing contained in this agreement shall create a contractual relationship with or a cause of
action in favor of a third party against J-U-B.
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