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HomeMy WebLinkAbout102411_ca02 Department of Public Works o Consent Agenda Page 1 of 1 Jefferson County Board of Commissioners Agenda Request To: From: Board of Commissioners Philip Morley, County Administrator Frank Gifford, Public Works Director ';/ Jj Agenda Date: October 24, 2011 Subject: Professional Services Agreement with Cultural Resource Consultants Inc. for Various County Projects Statement of Issue: The issue is a need for cultural resource services in order to meet project compliance with state and federal cultural resource laws that apply to archaeological sites and historic structures. Analysis/Strategic Goals/Pro's 8: Con's: This agreement will facilitate the required cultural resource services to be provided by the consulting firm Cultural Resource Consultants, Inc. from Bainbridge Island. Fiscal Impact/Cost Benefit Analysis: This agreementprovides for cultural resource services for anticipated Jefferson County Public Works projects through December 31,2013. The maximum amount payable for each project will be individually negotiated in subsequent formal Task Assignment Documents, at the time that each project requires cultural resource services work to be done. No minimum amount of work is guaranteed by this agreement. Recommendation: The Board is asked to sign the three contract originals, and return two to Public Works (attn. Valerie Greene). Department Contact: Monte Reinders P.E., County Engineer 385-9242 Reviewed By: [ 011;41 Date f'.. ! '-~ ':, PROFES~ONALSERVICESAGREEMENTFOR Cultural Resources Survey Services TIllS AGREEMENT is entered into between the County of Jefferson, a municipal corporation, hereinafter referred to as "the County", and Cultural Resource Consultants Inc, hereinafter referred to as "the Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. 1. Proiect Designation. The Consultant is retained by the County to provide professional consultant services for Various Jefferson County projects. 2. Scope of Services. Consultant agrees to perform by Task Order the scope of services identified on Exhibit "A" attached hereto. 3. Time for Performance. Work under this contract shall commence upon the giving of written notice by the County to the Consultant to proceed. Consultant receipt of a fully executed Task Order Document shall constitute said notice. Consultant shall perform all services and provide all work product required pursuant to this agreement by December 31,2013. 4. Payment The Consultant shall be paid by the County for completed work and for services rendered under this agreement as follows: a. Payment for the work provided by Consultant shall be made as provided on Exhibit "B" attached hereto, provided that the total amount of payment to Consultant shall not exceed $10,000 without express written modification of the agreement signed by the County. b. The consultant may submit invoices to the County once per month during the progress of the work for partial payment for project completed to date, up to 80010 oftotal project costs. Such vouchers will be checked by the County, and upon approval thereof, payme)lt will be made to the Consultant in the amount approved. c. Final payment of any balance due the Consultant of the total contract price earned will be made promptly upon its ascertaimnent and verification by the County after the completion of the work under this agreement and its acceptance by the County. d. Payment as provided in this section shall be full compensation for work performed, services rendered and for all materials, supplies, equipment and incidentals necessary to complete the work. PROFESSIONAL SERVICES AGREEMENT 1 , e. The Consultant's records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of three (3) years after fina1 payments. Copies shall be made available upon request. 5. Ownership and Use of Documents. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this agreement shall be the property of the County whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and nse in connection with Consultant's endeavors. 6. Comoliance with laws. Consultant shall, in performing the services contemplated by this agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services to be rendered under this agreement. 7. Indemnification. Consultant shall indemnify, defend and hold harmless the County, its officers, agents and employees, from and against any and all claims, losses or liability, or any portion thereof, including attorneys fees and costs, arising from injury or death to persons, including injuries, sickness, disease or death to Consultant's own employees, or damage to property occasioned by a negligent act, omission or failure of the Consultant. 8. Insurance. The Consultant shall obtain and keep in force during the terms of the Agreement, policies of insurance as follows: If and only if the Consultant employs any person(s) in the status of employee or employees separate from or in addition to any equity owners, sole proprietor, partners, owners or shareholders of the Consultant, Worker's Compensation Insurance in an amount or amounts that are not less than the required statutory minimum(s) as established by the State of Washington or the state or province where the Consultant is located. Commercial Automobile Liability Insurance providing bodily injury and property damage liability coverage for all owned and non-owned vehicles assigned to or used in the performance of the work for a combined single limit of not less than $500,000 each occurrence with the COUNTY named as an additional insured in connection with the CONSULTANT'S performance of the contract.. General Commercial Liability Insurance in an amount not less than a single limit of one million dollars ($1,000,000) per occurrence and a aggregate of not less than two (2) times the occurrence amount ($2,000,000.00 minimum) for bodily injury, including death and property damage, unless a greater amount is specified in the contract specifications. The PROFESSIONAL SERVICES AGREEMENT 2 insurance coverage shall contain no limitations on the scope of the protection provided and include the following minimum coverage: a. Broad Form Property Damage, with no employee exclusion; b. Personal Injury Liability, including extended bodily injury; c. Broad Form Contractual/Commercial Liability - including completed operations; d. Premises - Operations Liability (M&C); e. Independent Contractors and subcontractors; f. Blanket Contractual Liability. Such insurance coverage shall be evidenced by one of the following methods: * Certificate of Insurance; * Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. Certificates of coverage as required by this section shall be delivered to the County within fifteen (15) days of execution of this agreement. Any deductibles or self-insured retention shall be declared to and approved by the County prior to the approval of the contract by the County. At the option of the County, the insurer shall reduce or eliminate deductibles or self-insured retention or the Consultant shall procure a bond guaranteeing payment oflosses and related investigations, claim administration and defense expenses. The Consultant shall include all subcontractors as insured under its insurance policies or sha1l furnish separate certificates and endorsements for each subcontractor. All insurance provisions for subcontractors shall be subject to all of the requirements stated herein. Failure of the Consultant to take out and/or maintain any required insurance shall not relieve The Consultant from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indenmification. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties and be primary coverage for any and all losses covered by the above described insurance. It is further agreed by the parties that insurance companies issuing the policy or policies shall have no recourse against the County (including its employees and other agents and agencies) for payment of any premiums or for assessments under any form of policy. It is further agreed by the parties that any and all deductibles in the above described insurance policies shall be assumed by and be at the sole risk of the Consultant. It is agreed by the parties that judgments for which the County may be liable, in excess of insured amounts provided herein, or any portion thereof, may be withheld from payment due, or to PROFESSIONAL SERVICES AGREEMENT 3 become due, to the Consultant until such time as the Consultant shall furnish additional security covering such judgment as may be determined by the County. The County reserves the right to request additional insurance on an individual basis for extra hazardous contracts and specific service agreements. 9. Independent Contractor. The Consultant and the County agree that the Consultant is an independent contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Consultant nor any employee of Consultant shall be entitled to any benefits accorded County employees by virtue of the services provided under this agreement. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to Consultant, or any employee of Consultant. 10. Covenant Against Contingent Fees. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secme this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warranty, the County shall have the right to aunul this contract without liability or, in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 11. Discrimination Prohibited. The Consultant, with regard to the work performed by it under this agreement, will not discriminate on the grounds of race, color, national origin, religion, creed, age, sex or the presence of any physical or sensory handicap in the selection and retention of employees or procmement of materials or supplies. 12. Assignment. The Consultant shall not sublet or assign any of the services covered by this agreement without the express written consent of the County. 13. Non-Waiver. Waiver by the County of any provision of this agreement or any time limitation provided for in this agreement shall not constitute a waiver of any other provision. 14. Termination. a. The County reserves the right to terminate this agreement at any time by giving ten (10) days written notice to the Consultant. PROFESSIONAL SERVICES AGREEMENT 4 b. . In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this agreement, if requested to do so by the County. This section shall not be a bar to renegotiations of this agreement between surviving members of the Consultant and the County, if the County so chooses. 15. Notices. Notices to the County of Jefferson shall be sent to the following address: Jefferson County Public Works 623 Sheridan Street Port Townsend, WA 98368 Notices to Consultant shall be sent to the following address: Cultural Resource Consultants, Inc. PO Box 10668 Bainbridge Island, W A 98110 16. Integrated Agreement. This Agreement together with attachments or addenda, represents the entire and integrated agreement between the County and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. This agreement may be amended only by written instrument signed by both County and Consultant. PROFESSIONAL SERVICES AGREEMENT 5 ~'';:. - . , SIGNATURE PAGE DATED this \ '2- \'h day of ~~ ,2011 Consultant b~ PrW-.~ Uwlfkl"'j'-hrT County of Jefferson Board of Commissioners John Austin, Chair Phil Johnson, Member David W. Sullivan, Member Approved as to Form Only: rfJ 9Jz.411 F:1a1a!fI Public Works Director PROFESSIONAL SERVICES AGREEMENT 6 - ...,.~ . , '- . EXHIBIT A Scope of Work (Task Order Agreement) Each item of work under this agreement will be provided by task assignment Each assignment will be individually negotiated with the Consultant. The amount established for each assignment will be the maximmn amount payable to that assignment unless modified in writing by the County. The County is not obligated to assign any specific nmnber of tasks to the Consultant, and the County's and Consultant's obligation hereunder are limited to tasks assigned in writing. Task assignments made by the county shall be issued in writing by a formal Task Assignment Docmnent similar in format to the example included in Exhibit A-I. An assignment shall become effective when a formal Task Assignment Docmnent is signed by the Consultant and the County. Task assignments may include, but are not limited to, the following: perform background research of project sites; contact tribes with interest in project areas; conduct field investigation and identification of archaeological and historical resources on project site; docmnent and record any findings; and prepare assessment reports including recommendations. All work performed will be consistent with Washington Department of Archaeology and Historic Preservation (DAHP) guidelines. " "\.' '" . EXHIBIT A-I (EXAMPLE) TASK ASSIGNMENT DOCUMENT Task Number The general provisions and clauses of Agreement CRC2011-1 shall be in full force and effect for this Task Assignment Location of Project: Project Title: Maximum AmOWlt Payable Per Task Assignment: Completion Date: Description of Work: (Note attachments and give brief description) Work on this Task Order may begin immediately following the Notice to Proceed, delivered to the CONSULTANT by the AGENCY, Project Manager Review Date Engineering Services Manager Review Date Consultant Approval Date County EngineerlPublic Works Director Approval Date ; " ~" EXHIBIT B Consultant Fee Determination DIRECT LABOR COST: Classifications Rate ner Hour Principal Investigator $57.00 Project Archaeologist I $31.50 Project Archaeologist II $30.00 Project Archaeologist ill $28.50 Field Archaeologist $19.00 Field Archaeologist $18.00 Field Archaeologist $17.00 Historic Architect $40.00 Project Historian $30.00 Office Manager $28.50 Office Assistant $16.00 OVERHEAD RATE: 110% x DLC FIXED FEE RATE: 20% x DLC - . "'\ .'- , . . . . . --...... EXHIBIT C Certification Regarding Debarment, Suspension, and Other Responsibility Matters-Primary Covered Transactious I. The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; B. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission or fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph l( B) of this certification; and D. Have not within a three (3) year period preceding this application/proposal had one or more public transactions (federal, state, or local) terminated for cause or default. II. Where the prospective primary participant is unable to certilY to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Firm): Cultural Resource Consultants Inc. 1'1...~...tvll (Date) C>q~e. -- (Signature) President or Authorized Official of Consultant PROFESSIONAL SERVICES AGREEMENT