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HomeMy WebLinkAbout110512_ca06Department of Public Works O Consent Agenda Page 1 of 2 Jefferson County Board of Commissioners Agenda Request To: Board of Commissioners Philip Morley, County Administrator From: Frank Gifford, Public Works Director ~(~~~ Agenda Date: November 5, 2012 Subject: Standard Consultant Agreement with Sargent Engineers, Inc. for Plans, Specifications, and Estimates for culvert replacement at three sites on Upper Hoh Road Project No. 1896, Federal Aid No. PLH-A160(001) Statement of Issue: Standard Consultant Agreement with Sargent Engineers, Inc. of Olympia, Washington for Plans, Specifications, and Estimates for culvert replacement at three sites on Upper Hoh Road: mileposts 3.338, 4.379 and 6.949. Analysis /Strategic Goals /Pros 8 Cons: Public Works secured 100% federal funding from the Federal Highway Administration (FHWA) in the amount of $3,425,442 for Upper Hoh Road culvert replacement under an "Access Preservation: Hoh Rainforest, Olympic National Park" application through the Public Lands Highways Discretionary (PLHD) Program. Preliminary investigation of alternatives has revealed the most appropriate and cost-effective solutions for each site. Fiscal Impact /Cost-Benefit Analysis: The maximum amount payable under this agreement is $358,288. Funding for this project is 100% FHWA. Recommendation: The Board is requested to execute the Standard Consultant Agreement with Sargent Engineers, Inc. and return two originals to Public Works for further processing. Department Contact: Josh Peters, Principal Transportation Planner, 385-9167. ~~~~/ Date Local Agency Standard Consultant Agreement ®Architectural/Engineering Agreement ^ Personal Services Agreement Agreement Number 1896-SARGENT-2 Consultant/Address/Telephone Sargent Engineers, Inc. 320 Ronlee Ln NW Olympia, WA 98502 Tel: (360) 867-9284 Project Title And Work Description Plans, Specifications, and Estimates (PS&E): Federal Aid Number Culvert Replacement on Upper Hoh Road PLH-A160(001) Agreement Type (Choose one) ^ Lump Sum Lump Sum Amount $ DBE Participation ^ Cast Plus Fixed Fee ^ Yes ®No Overhead Pro ment Rate % ress Pa g y Overhead Cost Method Federal ID Number or Social Security Number ^ Actual Cost 91-1273873 ^ Actual Cost Not to Exceed ^ Fixed Rate Do you require a 1099 for IRS . Completion Date ® Yes ^No June 30, 2014 Fixed Fee $ Total Amount Authorized $ 358,288 ® Specific Rates Of Pay ® Negotiated Hourly Rate Management Reserve Fund $ 0 ^ Provisional Hourly Rate ^ Cost Per Unit Maximum Amount Payable $ 358,288 Index of Exhibits (Check all that aPPIY)~ Exhibit A-1 Sco e of Work ® Exhibit G-2 Fee-Sub S ecific Rates ^ Exhibit A-2 Task Order A reement ® Exhibit G-3 Sub Overhead Cost ^ Exhibit B-1 DBE Utilization Certification ® Exhibit H Title VI Assurances ® Exhibit C Electronic Exchan a of Data ® Exhibit I Pa ment U on Termination of A reement ^ Exhibit D-1 Pa ment -Lum Sum ® Exhibit J Alle ed Consultant Desi n Error Procedures ^ Exhibit D-2 Pa ment -Cost Plus ® Exhibit K Consultant Claim Procedures ® Exhibit D-3 Pa ment - Hourl Rate ^ Exhibit L Liabili Insurance Increase ^ Exhibit D-4 Pa ent -Provisional Exhibit M- l a Consultant Certification ^ Exhibit E-1 Fee -Lum /Fixed/L7nit ® Exhibit M-lb A enc Official Certification ® Exhibit E-2 Fee - S ecific Rates ® Exhibit M-2 Certification -Prima ® Exhibit F Overhead Cost ® Exhibit M-3 Lobb in Certification ® Exhibit G Subcontracted Work ^ Exhibit M-4 Pricin Data Certification ® Exhibit G-1 Subconsultant Fee ^ A .31.910 Su lemental Si nature Pa e THIS AGREEMENT, made and entered into this day of , between the Local Agency of Jefferson County, Washington, hereinafter called the "AGENCY", and the above organization hereinafter called the "CONSULTANT" DOT Form 140-089 EF Revised 3/2008 PW_FormslStandard Consultant Agreement with Exhibits Revised 2114/2012 Page 1 WITNESSETH THAT: WHEREAS, the AGENCY desires to accomplish the. above referenced project, and WHEREAS, the AGENCY does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary services for the PROJECT; and WHEREAS, the CONSULTANT represents that he/she is in compliance with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish Consulting services to the AGENCY, NOW THEREFORE, in consideration of the terms, conditions, covenants and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I General Description of Work The work under this AGREEMENT shall consist of the above described work and services as herein defined and necessary to accomplish the completed work for this PROJECT. The CONSULTANT shall furnish all services, labor, and related equipment necessary to conduct and complete the work as designated elsewhere in this AGREEMENT. II Scope of Work The Scope of Work and projected level of effort required for this PROJECT is detailed in Exhibit "A" attached hereto and by this reference made a part of this AGREEMENT. III General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall. receive .advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress and presentation meetings with the AGENCY and/or such Federal, State, Community, City or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT suff cient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the work in sufficient detail so that the progress of the work can easily be evaluated. The CONSULTANT, and each SUBCONSULTANT, shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The CONSULTANT, and each SUBCONSULTANT, shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of USDOT-assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT that may result in the termination of this AGREEMENT. Participation for Disadvantaged Business Enterprises (DBE), if required, per 49 CFR Part 26, or participation of Minority Business Enterprises (MBE), and Women Business Enterprises (WBE), shall be shown on the heading of this AGREEMENT. If D/M/WBE firms are utilized, the amounts authorized to each firm and their certification number will be shown on Exhibit "B" attached hereto and by this reference made a part of this AGREEMENT. If the Prime CONSULTANT is a DBE firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY'S "DBE Program Participation Plan". The mandatory DBE participation goals of the AGREEMENT are those established by the WSDOT' S Highway and Local Programs Project Development Engineer in consultation with the AGENCY. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 2 All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C." All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for this PROJECT, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this PROJECT, shall be without liability or legal exposure to the CONSULTANT. IV Time for Beginning and Completion The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT under completion date. The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD or governmental actions or other conditions beyond the control of the CONSULTANT. A prior supplemental agreement issued by the AGENCY is required to extend the established completion time. V Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided in Exhibit "D" attached hereto, and by reference made part of this AGREEMENT. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. A post audit may be performed on this AGREEMENT. The need for a post audit will be determined by the State Auditor, WSDOT External Audit Office andJor at the request of the AGENCY' S PROJECT Manager. VI Sub-Contracting The AGENCY permits sub-contracts for those items of work as shown in Exhibit "G" attached hereto and by this reference made part of this AGREEMENT: Compensation for this sub-consultant work shall be based on the cost factors shown on Exhibit "G." The work of the sub-consultant shall not exceed its maximum amount payable unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, overhead, direct non-salary costs and fixed fee costs for the sub-consultant shall be substantiated in the same manner as outlined in Section V. All sub-contracts shall contain all applicable provisions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. No permission for sub-contracting shall create, between the AGENCY and sub-contractor, any contract or any other relationship. A DBE certified sub-consultant is required to perform a minimum amount of their sub-contracted agreement that is established by the WSDOT Highways and Local Programs Project Development Engineer in consultation with the AGENCY. PW Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 3 VII Employment The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from the AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen's Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT' S employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of the contract, any professional or technical personnel who are, or have been, at any time during the period of the contract, in the employ of the United States Department of Transportation, or the STATE, or the AGENCY, except regularly retired employees, without written consent of the public employer of such person. VIII Nondiscrimination During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest agrees to comply with the following laws and regulations: Title VI of the Civil Rights Act of 1964 (42 USC Chapter 21 Subchapter V Section 2000d through 2000d-4a) Federal-aid Highway Act of 1973 (23 USC Chapter 3 Section 324) Rehabilitation Act of 1973 (29 USC Chapter 16 Subchapter V Section 794) Age Discrimination Act of 1975 (42 USC Chapter 76 Section 6101 et seq.) Civil Rights Restoration Act of 1987 (Public Law 100-259) American with Disabilities Act of 1990 (42 USC Chapter 126 Section 12101 et. seq.) 49 CFR Part 21 23 CFR Part 200 RCW 49.60.180 In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "H" attached hereto and by this reference made part of this AGREEMENT, and shall include the PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 4 attached Exhibit "H" in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time upon ten (10) days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT as shown in Exhibit "I" for the type of AGREEMENT used. No payment shall be made for any work completed after ten (10) days following receipt by the CONSULTANT of the Notice to Terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth herein above, then no final payment shall be due-and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In such an event, the amount to be paid shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing the work to the date of termination, the amount of work originally required which was satisfactorily completed to date of termination, whether that work is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the work required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the work performed at the time of termination, Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth above. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT'S failure to perform is without the CONSULTANT'S or its employee's default or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs in accordance with the termination for other than default clauses listed previously., In the event of the death of any member, partner or officer of the CONSULTANT or any of its supervisory personnel assigned to the PROJECT, or dissolution of the partnership, termination of the corporation, or disaffiliation of the principally involved employee, 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 AGENCY. This subsection shall not be a bar to renegotiation of the AGREEMENT between the surviving members of the CONSULTANT and the AGENCY, if the AGENCY so chooses. In the event of the death of any of the parties listed in the previous paragraph, should the surviving members of the CONSULTANT, with the AGENCY' S concurrence, desire to terminate this AGREEMENT, payment shall be made as set forth in the second paragraph of this section. Payment for any part of the work by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform work required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/l4/2012 Page S X Changes of Work The CONSULTANT shall make such changes and revisions in the complete work of this AGREEMENT as necessary to correct errors appearing therein, when required to do so by the AGENCY, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed work or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered as Extra Work and will be paid for as herein provided under Section XIV. XI Disputes Any dispute concerning questions of fact in connection with the work not disposed of by AGREEMENT between the CONSULTANT and the AGENCY shall be referred for determination to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided, however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer's decision, that decision shall be subject to de novo judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit "J", and disputes concerning claims will be conducted under the procedures found in Exhibit "K". XII Venue, Applicable Law, and Personal Jurisdiction In the event that either party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this AGREEMENT, the parties hereto agree that any such action shall be initiated in the Superior court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties to such action shall have the right of appeal from such decisions of the Superior court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior court of the State of Washington, situated in the county in which the AGENCY is located. XIII Legal Relations The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this AGREEMENT. This contract shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall indemnify and hold the AGENCY and the STATE and its officers and employees harmless from and shall process and defend at its own expense all claims, demands, or suits at law or equity arising in whole or in part from the CONSULTANT' S negligence or breach of any of its obligations under this AGREEMENT; provided that nothing herein shall require a CONSULTANT to indemnify the AGENCY or the STATE against and hold harmless the AGENCY or the STATE from claims, demands or suits based solely upon the conduct of the AGENCY or the STATE, their agents, officers and employees; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT' S agents or employees, and (b) the AGENCY or the STATE, their agents, officers and employees, this indemnity provision with respect to (1 }claims or suits based upon such negligence (2) the costs to the AGENCY or the STATE of defending such claims and suits shall be valid and enforceable only to the extent of the CONSULTANT'S negligence or the negligence of the CONSULTANT S agents or employees. The CONSULTANT'S relation to the AGENCY shall be at all times as an independent contractor. The CONSULTANT shall comply with all applicable sections of the applicable Ethics laws, including RCW 42.23, which is the Code of Ethics for regulating contract interest by municipal officers. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT'S own employees against the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. Unless otherwise specified in the AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the PROJECT. Subject to the processing of a new sole source, or an PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/20] 2 Page 6 acceptable supplemental agreement, the CONSULTANT shall provide On-Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques, job site safety, or any construction contractor's failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of the AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability and property damage insurance in an aggregate amount not less than two million dollars ($2,000,000) for bodily injury, including death and property damage. The per occurrence amount shall not exceed one million dollars ($1,000,000). C. Vehicle liability insurance for any automobile used in an amount not less than a one million dollar ($1,000,000) combined single limit. D. Professional liability (Errors and Omissions) policy in an amount of not less than one million dollars ($1,000,000.00) combined single limit if any employee, agent or representative of the CONSULTANT undertaking work in furtherance of or pursuant to this Agreement holds or is required to hold a professional license issued by the State of Washington or any other state. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance secured by the CONSULTANT, the AGENCY will be named on all policies as an additional insured. The CONSULTANT'S insurance required by this Section shall be in all circumstances primary to any insurance available to the AGENCY. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by the AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to the AGENCY. No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY. The CONSULTANT' S professional liability to the AGENCY shall be limited to the amount payable under this AGREEMENT or one million ($1,000,000) dollars, whichever is the greater, unless modified by Exhibit "L". In no case shall the CONSULTANT'S professional liability to third parties be limited in any way. The AGENCY will pay no progress payments under Section V until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY and the STATE may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIV Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of the AGREEMENT in the services to be performed. B. If any such change causes an increase or decrease in the estimated cost of, or the time required for, performance of any part of the work under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of the AGREEMENT, the AGENCY shall make an equitable adjustment in the (1) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify the AGREEMENT accordingly. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 7 C. The CONSULTANT must submit any "request for equitable adjustment", hereafter referred to as "CLAIM", under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of the AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the Disputes clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A) and (B) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XV Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XVI Federal and State Review The Federal Highway Administration and the Washington State Department of Transportation shall have the right to participate in the review or examination of the work in progress. XVII Certification of the Consultant and the Agency Attached hereto as Exhibit "M- 1 (a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "M-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters -Primary Covered Transactions, Exhibit "M-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit "M-4" Certificate of Current Cost or Pricing Data. Exhibit "M-3" is required only in AGREEMENTS over $100,000 and Exhibit "M-4" is required only in AGREEMENTS over $500,000. XVIII Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as an amendment to this AGREEMENT. XIX Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and agreements contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept the AGREEMENT and agrees to all of the terms and conditions thereof. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 8 In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date" box on page one (1) of this AGREEMENT. ~~ ~~ ~ ~ ~ t, t ~ COrisult~t (Please print-+ ~c~~ ~~ ~ ~ Consultant's Name (Please print) .~ Cons tant's Signature __lr? (ZZ~IZ. Date COUNTY OF JEFFERSON BOARD OF COMMISSIONERS John Austin, Chair Phil Johnson, Member David W. Sullivan, Member Appro ed as to form only f 2 12. ~~ f1. David Alvarez Deputy , ecuti g Attorney orks Director Date PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 9 Exhibit A-1 Scope of Work Upper Hoh Road Culvert Replacements: Contract Documents for Construction OBJECTIVE The objective of this Agreement is to provide professional services necessary for the preparation of the plans, specifications, and estimates for the replacement of three culverts located at mileposts 3.338, _4.379, and 6.949 on the Upper Hoh River Road (County Road Number 914207). At milepost 3.338 the culvert replacement will be a three foot diameter pipe jacked into place. At milepost 4.379 a three sided culvert will be installed while raising the road to improve freeboard. At milepost 6.949 a three sided culvert will be installed while raising the road. In addition, a sedimentation basin is planned at milepost 6.949. All three design concepts were presented in the preliminary report. SERVICES The Consultant will perform all services and furnish all materials necessary on behalf of Jefferson County (the Agency) to accomplish the work under this contract. Work will be authorized by the Agency by notice to proceed on specific tasks. TASK 1-PROJECT MANAGEMENT This task includes all necessary work to plan and manage the project resulting in a quality product on time and within budget. Task items include: 1,1 Project Schedule The Consultant will prepare a schedule that will meet bid advertisement dates set by the Agency. The schedule will be developed by a critical path method. Work Product: Project schedule. 1.2 Progress Reports and Billings The Consultant will coordinate work activities with the Agency and the Subconsultants and ensure that work products are delivered on time and meet team quality standards. The Consultant will include brief monthly progress reports along with monthly invoices. Progress reports will contain information on major activities, anticipated actions, and outstanding issues to be resolved. The Agency may request updates to the schedule periodically to reflect major changes in project timelines. Work Products: Monthly progress reports and invoices. 1.3 Quality Assurance Reviews Quality Assurance (QA) will provide a review of all documents. All comments will be incorporated into the documents or-will be documented as to why comments are not included. Exhibit A-1 Scope of Work ~ Page 1 of 9 1.4 Managing Subconsultants The Consultant will arrange and manage all Subconsultant contracts. Contracts will be solely between the Consultant and the Subconsultant. The Consultant will be responsible for coordinating all Subconsultant activities, and ensuring that the Subconsultant. remains on schedule and provides a quality product. TASK 2 - GEOTECHNICAL ANALYSIS The Consultant will complete the geotechnical study for the replacement structures by drilling one test boring on each side of each of the existing culverts near abutment or culvert wall bearing locations. The borings will be drilled at locations accessible by truck- ortrack-mounted equipment. The Consultant will explore the potential alignment of a jack and bore option at the MP 3.338 site with one boring near centerline drilled with struck- or track mounted machine and two borings near the inlet and outfall of the alignment with hand-portable Acker equipment. Other assumptions include: • Mobilization and drilling can be accomplished during normal daylight work hours. • Right-of-entry and/or permits to be provided by Jefferson County, if necessary. • Traffic control and flagging, if required, to be provided by Jefferson County. • Test boring locations will be referenced to existing site features using GPS, tape measure or rangefinder. • The project will be developed using- English units of measure. The proposed geotechnical engineering scope is stated below. Assumptions regarding each item are also indicated. 1) Perform a site visit to locate and mark exploration locations in the field and to recon the general area of each site. 2) Drill four test borings near the proposed location of abutments for the new structures at the MP 4.379 and MP 6.949 sites up to a maximum of 50 feet deep each. Three borings up to a maximum of 80 feet deep will be drilled at the MP 3.338 site, including the abutment locations for the bridge option and a centerline location of the jack and bore alignment option. Truck- ortrack-mounted drilling equipment will be used for the above seven borings that can convert to rock coring when necessary. Drill two test borings near the inlet and outfall of the MP 3.338 site jack and bore alignment option with portable Acker equipment to depths of not more than 35 feet each. The Consultant will not drill deeper than the aforementioned depth without prior authorization. The borings will be monitored and logged under the full-time observation of a PanGEO geotechnical engineer or engineering geologist. Standard Penetration Test samples will be obtained at approximately 5-foot intervals when drilling in soil. The site soils are assumed to be "clean" (i.e., no hazardous materials or contamination), therefore drill cuttings will be disposed of on site. Conduct laboratory testing to determine certain index properties of the on-site soils, including moisture content and grain size analysis. Exhibit A-1 Scope of Work Page 2 of 9 3) Perform engineering analysis and evaluate data derived from item 2 above, with respect to the items listed under item 4, below. 4) Prepare a Geotechnical Report containing the results of the geotechnical study to support preparation of the PS&E, including descriptions of surface and subsurface conditions, and a site plan showing exploration locations and other pertinent features. Summary exploration logs, charts and graphs indicating laboratory test results will also be included. The results of the engineering evaluations and preliminary geotechnical engineering recommendations pertaining to the following items will be presented: a} For the new bridge or culvert structures; type, depth, service and nominal (ultimate) bearing resistances, bearing elevations at each abutment, and anticipated settlements associated with service bearing resistances; b) Geotechnical design criteria for the bridge, including seismic design requirements and liquefaction hazard analysis (if applicable); c) Recommendations for jack & bore culvert replacement at the MP 3.338 site; d) Recommendations for staged-construction shoring, as necessary; e) Slope stabilization recommendations for cuts and berms at the MP 3.338 site, including temporary slopes for detours and permanent stabilization in areas where the roadway alignment or grade is affected by the selected option; f) Preparation of special provisions andlor advisory specifications to supplement the Special Provisions for the project; and g) Constructabilitylssues and concerns. The scope of work proposed above does not include evaluation of chemical or hazardous material properties of soil and groundwater, special handling or disposal, or the potential presence of wetlands on the site. Work Products: Geotechnical report (hard copy and PDF electronic file}. TASK 3 -PIPE BORING ANALYSIS AND DESIGN Staheli Trenchless Consultants will conduct an analysis for the construction of a new culvert beneath Upper Hoh Road in Jefferson County at milepost 3.33. The analysis will focus on pipe ramming and auger boring as prospective techniques for the culvert installation. The scope of work will include the following: • A site visit to determine construction access and equipment layout • Determine pipe ramming and auger boring (jacking) options based on site constraints and geotechnical data Exhibit A-1 Scope of Work Page 3 of 9 • Prepare a preliminary cost estimate for the recommended alternative. • Provide conclusions and recommendations in memorandum format detailing the results of the analysis. • Provide assistance with plan and specification development for the boring and jacking at mile post 3.338. ° Work Products: Memorandum and trenchless specifications (hard copy and PDF electronic file). TASK 4 -ENVIRONMENTAL PERMITTING Widener and Associates, as a Subconsultant to Sargent Engineers, Inc.., will prepare the environmental documentation. The scope of work provides for the preparation of the SEPA checklist, Biological Assessment (BA), Section 106 Report, Wetland Report, ECS, and JARPA application as required for the project and submit them to the Agencies for approval. The project documentation will be developed following WSD~T LAG guidelines. Assumptions: • All three sites will be developed as one project with three sets of NEPA documentation. Field work will be initiated on all three sites at the same time. Subsequent work will be authorized by notice to proceed (NTP). • Section 7 consultation involves informal consultations for MP 3.3 and MP 6.9 and a no effect call for MP 4.4. • Section 106 survey is needed for MP 3.3 and MP 6.9. • The NEPA documentation and permits will be completed within one year of NTP. • There are no critical area ordinance requirements. The following is a detailed list of the tasks to perform the work described above. 1) Review the preliminary reports to assess the project impacts. 2) Research existing habitat and species data from NDAA, USFWS and WDFW. 3) Prepare a draft Biological Assessment, SEPA Checklist, ECS, and Section 106 Area of Potential Impact (APE} letter. 4) Finalize and obtain WSDOT's approval on the APE and prepare a draft Section 106 report. 5) Respond to comments from the County and WSDOT in regards to the draft reports. 6) Prepare final copies of the SEPA Checklist, Biological Assessment, ECS, and Section 106 Report incorporating the comments provided by the County and WSDOT. Exhibit A-1 Scope of Work Page 4 of 9 7) Develop a wetland delineation that identifies all areas regulated by the USACE. These areas include wetland ditches and the ~HWM. 8) Prepare aWetland/Riparian mitigation to compensate for the wetland and riparian impacts. 9) Complete a draft DARPA application, 10) Revise the DARPA application based on comments received from the. County. 11) Submit the DARPA application to the appropriate state and federal agencies to obtain the necessary project permits. Work Products: 1) SEPA Checklist 2) Biological Assessment 3) APE Letter 4) Section 106 Report 5) Wetland Delineation 6) Riparian Mitigation Plan 7) Completed ECS 8) DARPA TASK 5 -STREAM HYDRAULIC DESIGN Watershed Science and Engineering (WSE) will assist with the design of the stream scour and erosion, sediment collection and habitat features. The tasks to be completed by WSE at each site are described below: MP 3.33 The proposed alternative is to jack a culvert through the road fill. The culverk does not need to meet WDFW fish passage requirements. WSE will; Assist Sargent as needed to refine the design of a rock lining /apron at the outlet of the culvert to prevent scour and erosion at the outlet of the culvert. MP 4.3 The proposed alternative is to install athree-sided box culvert that has a natural streambed. Exhibit A-1 Scope of Work Page 5 of 9 WSE will: • Refine the preliminary design for the stream channel segments leading into, out of, and through the culvert. Specifically WSE will: o Update channel slope to reflect refinements to the final road elevation o Recommend cross section dimensions and shapes o Assist with the design of bank erosion control features o Recommend LWD placement, configurations, and specifications if required • Support the environmental permit process o Supply hydraulic design data and materials for permit application o Refine the design to reflect any last recommendations by agency personnel Assumptions: • As appropriate, WSE will provide concept drawings and general specifications. M P 6.9 The proposed alternative is to install athree-sided box culvert with a natural streambed. A sediment collection pond will be installed immediately downstream from the crossing. WSE will: • Refine the designs for the stream channel segments leading into, out of, and through the culvert. Specifically WSE will: o Update channel slope to reflect refinements to the final road elevation o Recommend cross section dimensions and shapes o Assist with the design of bank erosion control features o Recommend LWD placement, configurations, and specifications if required • Assist in developing detailed design of the sediment pond. This will include: o A site visit to refine the pond layout o Design of the revised pond o Design of the inlet and outlet grade control weirs Exhibit A-1 Scope of Work Page 6 of 9 o Design of bank erosion control countermeasures o Assist with siting work pad areas for sediment removal maintenance operations. • Support the environmental permit process a Supply hydraulic design data and materials for permit application o Refine the design to reflect any last recommendations by agency personnel Assumptions: • As appropriate, WSE will provide concept drawings and general specifications. Documentation Significant engineering calculations or analyses will be summarized in a technical memorandum for inclusion in the project design records. No detailed written report will be prepared. Project Meetings It is assumed that WSE will need to participate in the following meetings: • One design meeting at the Consultant's office • One meeting with agency representatives at the project site(s) Work Products: Technical memorandum as we11 as supporting information for preparation of fhe environmental documents and the contract documents. TASK 6 -ROAD AND BRIDGE DESIGN The design documents will be prepared by the Consultant. 60% Design The 60% design will design the culvert layouts and roadways based on the preliminary design reports modified by the County. It is assumed that three separate contract packages will be developed for the replacement of the culverts. The 60% design will be completed and plans prepared for each site. The design will follow current FHWA, WSDQT, and County requirements. The 60% structure and roadway plans shall include: 1 } Cover sheet (1 sheet for each site} 2) Quantities sheet (1 sheet for each site) 3) General Civil Notes and Legend Sheet. (1 sheet for each site) Exhibit A-1 Scope of Work Page 7 of 9 4) Typical Roadway Sections. (1 sheet for each site, except milepost 3.338) 5) Plan over Profile Sheets. (1 sheet for each site, except milepost 3.338) 6) Stormwater Facility Plan and Detail Sheet. (1 sheet for site 6.949) -Only site 6.949 will need stormwater improvements. 7) Miscellaneous Civil Details Sheet. (1 sheet for each site, except milepost 3.338) 8) Signing and Striping Plans. (1 sheet for each site, except milepost 3.338) 9) Erosion Control and Grading Plan (1 sheet for each site) 10) Erosion Control Detail Sheet (1 sheet for each site) 11) Stream details including restoration plan (1 sheet for each site) 12) Culvert layout sheet (1 sheet for each site) 13) Traffic Control Plan (1 sheet for each site) A stormwater analysis, design, and report will be prepared for mile post 6.949: Specifications will be prepared at this time along with a cost estimate for the project. The 60% package will be submitted to the County for review. 90% Design The 90% design refines the 60% design based on comments from the review of the 60% documents. The plans and specifications, will be checked and modified. All sheets will be reviewed and corrected as required. The bid items and specifications will be coordinated. The 90% package will be submitted to the County for review. Plans, Specifications, and Estimate This item of work completes the coordination of the documents, addresses all comments and produces the final plans, specifications, and estimate for bidding. Work Products: 7) Stormwater analysis for mile posf 6.949 2) Stamped Plans -All plan sheets for the projecf except righf of way drawings. 3) Specifications (Division 1 through 9) 4) Quantify calculations for all bid items Exhibit A-1 Scope of Work Page 8 of 9 5) Estimate for the projecf TASK 7 -LAND SURVEYING This item of work completes the survey that was initially done by collecting tree locations, wetlands, and additional topography. Work Products: Updated survey drawings. TASK 8 -CULVERT LOAD RATING After the project is constructed, the consultant shall load rate the culverts per WSDOT load rating requirements. Work Products: Load rating for each new culvert. Exhibit A-1 Scope of Work Page 9 of 9 Exhibit C Electronic Exchange of Engineering and Other Data In this Exhibit the Agency, as applicable, is to provide a description of the format and standards the Consultant is to use in preparing electronic files for transmission to the Agency. The format and standards to be provided may include, but are not limited to, the following: I. Surveying, Roadway Design & Plans Preparation Section A. Survey Data: cadastral, topographic, and construction surveying: ASCII format or Land XML containing point numbers, coordinates in Washington Coordinate System Grid, point descriptions. B. Roadway Design Files: Agency's current Engineering computer program file format or Land XML format. C. Computer Aided Drafting Files: Autocad file format in the Agency's current version or older. D. Specify the Agency's Right to Review Product with the Consultant: The Agency shall have the right to review the submitted files with the Consultant at the Agency's discretion. E. Specify the Electronic Deliverables to Be Provided to the Agency: All Surveying data, maps, and plans; Preliminary engineering studies, calculations, computer program results, analyses, reports, correspondence, reviews, and photos; Preliminary, intermediate and final Permits, Cross-sections, Profiles, Plans, Specifications, Estimates, Schedules, Contract Documents; and Construction engineering and management documents. F. Specify What Agency Furnished Services and Information Is to Be Provided: The Agency will review all submittals from the Consultant, provide direction on project issues when required, and provide access to all available Agency resources relating to the applicable projects. II. Any Other Electronic Files to Be Provided: As needed. III. Methods to Electronically Exchange Data A. Agency Software Suite: Microsoft. Office (20.07 or older) programs, Autodesk Autocad 2008 and/or Civi12010 programs, Eagle Point design programs. B. Electronic Messaging System: Microsoft Outlook C. File Transfers Format: ASCII, Microsoft Office programs formats, Autodesk program formats, Eagle Point program formats. D. Physical media: Transfer all data to the Agency on optical media: CD or DVD format. Exhibit D-3 Payment (Negotiated Hourly Rate) The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work. The CONSULTANT shall conform to all applicable portions of 48 CFR 31. 1. Hourly Rates: The CONSULTANT shall be paid by the AGENCY for work done, based upon the negotiated hourly rates shown in Exhibits "E" and "F" attached hereto and by this reference made part of this AGREEMENT. The rates listed shall be applicable for the first twelve (12) month period and shall be subject to negotiation for the following twelve (12) month period upon request of the CONSULTANT or the AGENCY. If negotiations are not conducted for the second or subsequent twelve (12) month periods within ninety (90) days after completion of the previous period, the rates listed in this AGREEMENT, or subsequent written authorization(s) from the AGENCY shall be utilized. The rates are inclusive of direct salaries, payroll additives, overhead, and fee. The CONSULTANT shall maintain support data to verify the hours billed on the AGREEMENT. 2. Direct Non-Salary Costs: Direct Non-Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. These charges may include, but are not limited to the following items: travel, printing, long distance telephone, supplies, computer charges, and sub-consultant costs. a. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with the AGENCY' S Travel Rules and Procedures. However, air, train, and rental car costs shall be reimbursed in accordance with 48CFR Part 31.205-46 "Travel Costs." b. The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. c. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. d. All above charges must be necessary for the services provided under this AGREEMENT. 3. Management Reserve Fund: The AGENCY may desire to establish a Management Reserve Fund to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of $100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the Management Reserve Fund is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the Management Reserve Fund shall be made in accordance with Section XIV, "Extra Work." 4. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the Management Reserve Fund. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIV, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 20 5. Monthly Progress Payments: Progress payments may be claimed on a monthly basis for all costs authorized in 1 and 2 above. The monthly billings shall be supported by detailed statements for hours expended at the rates established in Exhibit "E", including names and classifications of all employees, and billings for all direct non-salary expenses. To provide a means of verifying the billed salary costs for the CONSULTANT' S employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, salary rates, and present duties of those employees performing work on the PROJECT at the time of the interview. 6 Final Payment: Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit, all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. 7. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY, STATE, and the United States, for a period of three (3) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this contract is initiated before the expiration of the three (3) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. 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GO tD d' M N M 'd' N ~--- ~} 69~ 6F? 4f} 69 E9 ~} Efl~ 69 Ef} 0 0 o a o 0 0 0 0 0 ~ 0 0 0 0 0 0 0 0 0 0 ~ _ ~ ~ ~ 'd' ~ 'd" 00 M N C'7 ~ N ~ N ,^~ d' 'd' N ~t N ~ ~} {~} {f} bg ~. ~. 69~ 69~ Ef} b9~ ~. f- O 0 O 0 ~S7 0 CO 0 0 0 0 0 0 0 ~ 0 0 0 0 ~ _ O 'd' ~t Cr7 CV C+~ c0 N O N X17 r CO r- d' N Rl r 0 Ff} 6F} d~} tf} Ef} b9 ~} {~ Eft E~ ~ ~ N F- O .!~ •~ N O L ~.,, Ll.i ~. ~ ~ O O U ~ ~ '~'r . . ~ + C C N Q~ ~ C O 1 ~ ~ C ~ ~ Q _ .. ~ W _ L ~' V i N '~j '~ O O p j D7 ~ C ~ O _ C ~ C U ~ ~ C C C __ O tn p~ ~ fA _ .~ ~ O rl u°~ ~ ~ O W O m o~O U Exhibit F Sargent Engineers, Inc, Overhead Schedule December 31, 2009 Unadjusted % of Direct Amount Adjustment Adjusted Amount Salary Direct Labor $614,653 -$1,042 H,O $613,611 Fringe Benefits Vacation, Sick, and Holiday $99,901 $99,901 16.28% Payroll Taxes $89,572 $89,572 14.60% Health Insurance $145,747 $145,747 23.75% Workers' Comp. Insurance $11,229 $11,229 1.83% Retirement (SEP-IRAQ $52,500 $52,500 8.56% Total Fringe Benefits $398,949 $398,949 65.02% General Overhead indirect Labor $341,454 -$454 P $341,000 55.57% Bonus $62,567 $62,567 10.20% Rent $128,670 -$11,918 B $116,752 19.03% Main#enance and Repairs $8,755. $8,755 1.43% Travel/Automobile $15,649 -$1,789 M,N $13,860 2.26% Insurance $77,814 -$2,135 D $75,679 12.33% Telephone and Internet $13,934 $13,934 2.27% Utilities $10,344 $10,344 1.69% Taxes & Licenses $34,184 -$2,449 Q $31,735 5.17% Depreciation & Amortization $8,260 $8,260 1.35% Dues & Subscriptions $7,783 -$850 G $6,933 1.13% Job Procurement $0 $0 0.00% Employee Train/Recruit/Moving $6,777 $6,777 1.10% Advertisement $1,820 -$1,820 C $0 0.00% Professional Fees $12,602 K $12,602 2.05% interest $0 A $0 0.00% Software $25,708 $25,708 4.19% Photo, Repo, Other Services $3,786 $3,786 0.62% Shipping $3,236 $3,236 0.53% Cleaning $4,717 $4,717 0.77% Charitable Contributions $3,300 -$3,300 E $0 0.00% Suppiies & Miscellaneous $22,855 -$3,701 F,L $19,154 3.12% Total General Overhead $794,215 -$28,416 $765,799 124.80% Exihibit F Page 1 Total Overhead Costs Overhead Rate $1,193,164 194.12% -$28,416 $1,164,748 189.82% 189.82% A. Interest unallowable per 48 CFR 31.205-20. B. Adjustment for Common Control per 48 CFR 31.205-36(b)(3). C. Advertising unallowable per 48 CFR 31.205-1 & AASHTO Audit Guide, Ch. 5. D. Key Person's Life Insurance unallowable per 48 CFR 31.205-19(e)(2)(v). E. Contributions unallowable per 48 CFR 31.205-8. F. Holiday gifts unallowable per 48 CFR 31.205-14 and 31.205-13(b). G. Lobbying unallowable per 48 CFR 31.205-22. H. Overtime premium unallowable per 48 CFR 22.103-1(2), 22.103-4(g) & WSDOT O/H Policy. K. Consulting on new project accounting system. L. Flowers unallowable per 48 CFR 31.205-13(b). Gifts. M. Entertainment unallowable per 48 CFR 31.205-14. N. Excess per diem for lodging costs unallowable per 48 CFR 31.205-46 & AASHTO Audit Guide Ch. 5. 0. Overtime Premium unallowable per 48 CFR 22.1.03-1(2}, 22.103-4(g) & WSDOT 0/H Policy. P. Marketing Labor costs unallowable per 48 CFR 31.205-1(f}. Q. Tri Met Taxes and UT, MT, and ID Income Taxes unallowable per 48 CFR 31.201-4. Unallowable. Exihibit F Page 2 Exhibit G Subcontracted Work The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT: In reference to Exhibit A-1 Scope of Work: TASK 2 - GEOTECHNICAL ANALYSIS. TASK 3 -BORING FEASIBILITY ANALYSIS. TASK 4 - ENVIRONMENTAL PERMITTING. TASK 5 - STREAM HYDRAULIC DESIGN. TASK 7 - LAND SURVEYING. .~ PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 27 t r C r- O a-+ }^_. ^^~ •AAY,~ i y WD d IL C 0 .a i O Q. 0 /~.V i O C LL 'C 7 V tr Z 2 O a ~ O GO C'9 O ~ r 1~- (D O t"? tf3 Q ,-- 0p Op M i` 00 Imo- d' CO CD CA i.f') N OD d' C..1 ~ 1~- - O E r ~~ Lt7 ~ O ~ N `~t tt7 N MN d) ~ ti C'O ~ ~ i9 63 ~ b ? Efl C~}- H d O d' N CD .~ ~ Y 69 ' U Yo 0 m "-' L-~ 0 y . o~ ~ O r~ c~ I.~ O T o T N o N O T ao N T CA ~ o~ ~ ~ L .O ~ Q T T o ac ~ ~ ~°' C'3 C W C N '" ~ N O d' N .~ ~ ~ t'- N ~N O O C37 t~ d ~ V p ~ 'd" N CO N ~ QO O N O ~ . . O C ~ ~ ~ . d C ~ ~. O ~ ~ O W C~ ~ *- O T' N r r N t~- N ~ 00 tp O d' r ...r~ ~ • ~ w' ~ O ~' 0 N Q '~' ~ ., V ~j O .~ .~ • .L ~ ~ ~T" a.,a:W 0 w cs a~ ct ~ N ~ ° ° ~ ~ ~ ~ ~ ~ ~ ~O C w ~ O ~ C ~ ~ O C N ~ O ~ O :•_ E N Cr rr c ~ ~ ~ ~ N d ~7 C -- ~ U O ~ •~ c~ ~ ~ 47 ~ iOj ~ Lr y ~ ~ Lr ,~s V! ~~ ~ O.. ~~ N N ~ O O ' ~ . ~ CO O ~ C Ot O ~ ,L N C.~ ~ .C ~ O Q O m ~ ~ Q gy C O O O m ~' _ "~ O _ ~ .~ •''"'N V . p ~ ~ ~ ~ ~ ~ ~ . E ~ ' C ~ C ~ Q ~ ~ ~ V ~ ~ O _ Rx ,,,,,, x ' Cf O ~ D7 tCf . Q L ~ ClS ~ N ~ ~ V ~ O C ~ ~+-~ ~ cCf ~ ~ ~ C /7 ~ a CO D W C!) l i l~ ' ~ H U7 U ~ A !.L ~- cts a. 'TK W X W r- r~ w W t Cn tCt ~ ~ ~ N .+.,. C ~ O ~ ;~,, o c~ ~- ~ o v a~ ~ ~, o o~ ~ _ ~ ~ a c c~ N O V V as ~O a CO O (~- 0 0 0 0 0 0 0 0 @9 O CU [~ t` Imo- ~ i.t~ {f O d' 'd' O o0 tD QO o0 p ' h } ~ N lf} M d Lf~ ~} Ef} E9- ~ •~ fl Q .. O ~ 0 0 0 0 ~ ~ O N ~ N rtf?- ~ ~ Efl- 69' N tij '~ m .--. ~ ~ ~ . o c ~ E 0 U -cs ,~, ~ ~ ~ o o _ ~ N O N C (Lf ~ _, ~ ~ .~ ,~! ~ N S2 O O "Z7 O C ~ O ~ ~, ~ E a~ ~ ~ a' ~ ~ Q LL. ~ ~ N ++ O N ~ o , - o c i a ~, F- ~ Ll ccS ~ ~ N -c N ~ '~ +- -v ~ ~ ~ ~ O O C] Cl~ ~ Q ~ ~ C~ N C O ~ ~ C .-. O •~ a .C y.. (~ N p O V1 (~ 0 V> N *-• ~ ~ tL ~ Cs W ~ U ~ ~o ~ °- ~ U ~ ~ ~ a Cn vi :c a~ a +-. w cci a. ~U y.:.. C (~f Q N C ai ~. ctt vi c 0 i U :+_ .~ C~ CtS U C N N ~--. C A O Q >, r'~- C N U ..r O C N N O CU C W c ~.. Exhibit G-3 PanGEO, Inc. Overhead Schedule December 31, 2009 Unadjusted Amount Adjustment Adjusted Amount % of Direct Salary Direct Labor $560,196 $29,443 H $589,639 General Overhead Expenses Direct Nonsalary Costs $273,010 -$273,010 A $0 0.00°l0 Indirect Officers Salaries $115,741 -$31,069 B,H $84,672 14.36% Indirect Administrative Wages $38,709 -$451 B,H $38,258 6.49% Indirect Technical Salaries $129,539 -$2,117 B,H $127,422 21.61 Bonuses $40,219 -$40,219 C $0 0.00% SEP-lRA Contribution $138,816 $138,816 23.54% Medical/Dental Insurance $110,443 $110,443 18.73% Payroll Taxes $66,946 -$321 B,H $66,625 11.30% Advertising $555 -$555 E $0 0.00% Amortization Expense $0 $0 0.00% Bank Service Charges $230 -$230 G $0 0.00% Computers $6,152 $6,152 1.04% Contributions $1,050 -$1,050 $0 0.00% Depreciation Expense $0 $0 0.00% Dues & Subscriptions $2,911 $2,911 0.49% Employee Morale $2,381 -$882 $1,499 0.25% Employee Recruitment $0 $0 0.00% Storage Rental $6,060 $6,060 1.03% Equipment Lease $0 $0 0.00% Field Supplies $1,422 $1,422 0.24% Furniture and Fixtures < $500 $0 $0 0.00% Promotion $964 -$960 B $4 0,00°l0 General Liability Insurance $689 $689 0.12% Professional Liability Insurance $37,782 $37,782 6.41 Interest Expense $0 $0 0.00% Licenses and Permits $1,881 $1,881 0.32% Office Supplies/Moving expense $2,182 -$240 D $1,942 0.33°10 Postage and Delivery $1,471 -$608 D $863 0.15% Printing and Reproduction $41 $41 0.01 Professional Development $2,643 $2,643 0.45% Professional Fees $200 $200 0.03% Reference (Books/Maps/etc.) $283 $283 0.05% Rent $64,260 $64,260 10.90% Repairs $1,317 $1,317 0.22% Section 179 Depreciation Expense $2,681 $2,681 0.45% B & 0 Taxes $32,170 $32,170 5.46% Property Taxes $273 $273 0.05% Telephone $9,573 $9,573 1.62% Entertainment $5,604 -$5,604 B $0 0.00% Meals/Travel $5,809 -$1,028 B $4,781 0.81% Utilltles $381 $381 0.06% Total General Overhead $1,104,388 -$358,344 $746,044 126.53% Exhibit G-3 Page 1 Exhibit G-3 PanGEO, tnc. Overhead Schedule December 31, 2409 Overhead Ra#e Unadjusted Amount Adjustment Adjusted Amount % of Direct Salary 197.14% 126.53% A. Per 48 CFR 31.202{a) B. Per 48 CFR 31.205-1 (d) and 48 CFR 31.205-14. C. Per 48 CFR 31.205-6{a)~6)~ii)(B) D. Per 48 CFR 31.201-4, 48 CFR 31-205-14. E. Per 48 CFR 31.205-1 (d) F. Per 48 CFR 31.205-8 G. Per 48 CFR 31.205-20 H. Per 48 CFR 37.115, DCAA 5-910, 5-910.2 & 6-410 Exhibit G-3 Page 2 Exhibit G-1 Subconsultant Fee Determination -Summary Sheet Staheli Trenchless Consultants Project: Hoh River Culverts Salary Cost Task Principal Engineer Project Engineer Clericall Admin. Task Cos Rate: $194.00 $158.00 $83.00 Project Management Coordination, Invoicing and Management 2 2 $554 Technical Services Conduct a Field Visit 6 6 $2,112 Determine Feasibility of Pipe Ramming and Auger Boring 8 8 $2,816 Prepare Cost Estimate for Feasible Alternative 2 8 $1,652 Provide Technical Memo Summarizing Feasibility and Recommendatios 2 6 $1,336 Review and Comment on Design Documents at 60%, 90% and Final Levels 16 32 $8,160 Provide Trenchless Specification 6 12 $3,060 Meeting with Jefferson County 4 $776 Total Salary Costs $20,466 Reimbursables Mileage and Travel $212 Grand Total $20,678 STAHELI trenchless consultants 1725 220th Street St, Suite C-200 Bothell, WA 98021 Phone: 425-205-4930 Fax: 425-205-9931 September 14, 2012 Re: Upper Hoh River Culverts Billing Rates To Whom It May Concern; Please note that the rates listed below are the normal billing rates used by Staheli Trenchless Consultants, Inc. and are the standard rates charged to clients. Principal, Kimberlie Staheli $213 / hr Principal, Kimberlie Staheli (Depositions, Testimony} $325 / hr Principal Engineer, Matthew Pease _ $194 / hr Senior Engineer, Brian Avon $180 / hr Project Geologist, Laura Wetter $158 / hr Project Engineer, Chris Price $145 / hr Administrative Assistant, Heidi Howard $ 83 / hr Engineering Intern $ 65 / hr In addition to the hourly rates listed, STC bills all travel, subconsultant services, photocopying, and other direct expenses at actual costs. Mileage is billed at IRS business mileage allowance rates. Please feel free to contact me should you have any questions or need any further information. Sincerely, -.-., Matthew Pease, P.E. Vice President Exhibit G-1 Subconsultant Fee Determination -Summary Sheet Widener and Associates Project: Hoh River Culvert Replacements Salary Cost Task 4 Project Mana er Project Biolo ist Task Cost Rate: $140.00 $86.80 Project Coordination 24 15 $4,662 Site 3.3 SEPA Checklist Exemption Draft 4 8 $1,254 Final 4 2 $734 Biological Assessment Draft 40 150 $18,620 Final 4 12 $1,602 WSDOT/USFWS Review 8 24 $3,203 Section 106 Report APE Approval 2 8 $974 Draft 4 8 $1,254 Final 4 8 $1,254 Environmental Classification Summary Draft 4 12 $1,602 Revise Draft 2 4 $627 Final 4 4 $907 Wetland /Riparian Mitigation Plan Draft $0 Final $0 JARPA Draft 16 40 $5,712 Final 8 16 $2,509 Site 4.3 SEPA Exemption Draft 2 6 $801 Final 2 2 $454 Biological Assessment Draft 8 24 $3,203 Final 1 2 $314 WSDOT Review 4 8 $1,254 Exhibit G-1 Page 1 Section 106 Exemption APE/Exemption Approval 8 24 $3,203 Environmental Classification Summary Draft 4 12 $1,602 Revise. Draft 2 4 $627 Final 4 4 $907 DARPA Draft 16 40 $5,712 Final 8 16 $2,509 Site 6.9 SEPA Checklist Draft 4 24 $2,643 Final. 4 8 $1,254 Biological Assessment Draft 16 100 $10,920 Final 4 8 $1,254 WSDOT Review 4 24 $2,643 Section 106 Report APE Approval 2 8 $974 Draft 4 8 $1,254 Final 4 8 $1,254 Wetland Delineation Field 4 40 $4,032 Wetland Delineation Report 4 40 $4,032 Environmental Classification Summary Draft 4 12 $1,602 Revise Draft 2 4 $627 Final 4 4 $907 Wetland /Riparian Mitigation Plan Draft 16 40 $5,712 Final 8 16 $2,509 DARPA Draft 16 40 $5,712 Final 8 16 $2,509 Total Salary Costs $115,340 Reimbursable Travel $Sp0 Cultural Resources Report $4,000 Grand Total 5119,840 Date: October 14, 2012 Exhibit G-1 Page 2 N .C G7 ¢' Y L C1 ~ w = O ~ N 1 ~ ,~ 0 ~ ~ ~7 d M v a' °> u' ~ ~ ,° N d' ~ ~ <~ _ o 3 ~ X ~ H N 3 'v o o ~ m a~ c ~' °' ; f0 c' a c ~~ N 'v p a U C C ~ '- ~ R7 p~ O 4•. v N s. ~ C •~ ~ ~ ~,,, ° ° C ~, ~ U '~ , +? '~ ~ ! ~ y . ~ ~ O ro ~ H ~ ~ 3 ~Q O V C ~. H +~.+ ~ ~ `~"' ~ f6 ~ A _ C o € 4 o o; a ~ u a ~ a~i ~ • a' U ro ~ C R ~ V t ~ > ~ .~, W L OJ SD y ? ~ ro ~ U ` L m ~ >~ ~ ~ ? ~ fi ? , ~ `~ U G Y O ~. ~ 37 ~ ° ~j' ' gy ~ ~ °' ~ n. o ca n. •° v ~ d ~- Q ;:j ~ a a ~ > - o ~ c o "- ~ °' ~ 3 0 N ~ , ~ ° ?, 40 ~ C ~ I ~ .~ ~ u ~ f6 ~ +,.,' x c 3 ~ o ~ U ~ a a~ ~ n ,~~ 3 o c obi v o ~ ~~ p O ~ ~ try ~+ ~~ 3 c ~%, ~ ~ ~ ~ ~ ?. a C +'~•+ ~ `o ~ O a row ~+~ L zo ~ s ~ o V ~ ~.~ '''~ ° ~ , O 0Z{ C p ~ N '~ to a`~i c °° ~' ~ y ~ o ~ .. a~ ~ Q . G ~ °q'o5 N °.c `~¢ ~ '~ v :a ~ ~' ~ ro ~ n~ ~ . c e N 4J E F ~ ~~ ' ` Z ° ~ I-~1 v m0 ~n ~ a 4 .c qo o i u. `• a C~ d N S A L C/1 C T.- w0 ~ ~ ~~ •~ L V M~ W LLI ~ Gj •F+ N C O V .~ .~ ._ C W .a w~ W ~..7 a~ .v C/1 ~N i i .w V O v .~ O a N ~ O ~ O N . t.c') N C7 N C7 Cfl O K.7 t.c) N O a C7 Rn O CD P C~7 O Op ~ ~ ~i' N C? '~' N N O d O N OD r Lf) ~ GY] 'd' ~3 Y N V?- 6F* 6 9 ~ ~ <f3 6 9~ 6F} 6F3 ~ '.... {f} ~- = a T. U .~ Sri •~ ,~ ~ U . o .v ~ ti ~ N to o O ~ • O ~ C bF3 -E W ~ Q ~ ~" O d' Ct? 00 tp d' O OO N ~' r CO O r r (V r r 1.~ C O O ~ W ~ L ~ Q L Q (~ •_ Q ~ ^ ~ '' R,(7 w E R L ~ ~ N d- r- d' d' O r d- O '~h N ~ Q. ~U ~ T r . 0~~. W ~3- .~ ~ a~ a~ .~ 1i li c 0 0 rn -~ a~ ~ `" a~ U U v- ~ o 0 ~ 0 ~ ~ ~ ~ ~ °~ ~ ~ ~ c O c" ~ a~ ~ c o O ~ U ~ ; : ~ _ ~ c o C ~ c ~ o ~ o o _~ c U _~ _ U ~ U .,.., ~ cts m V ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ,a~ ~ ~; c ~ c ~ > ~ ~ c to ~ ~ N ~ ~ ~ ~ U a. ~ U v1 cn cL ° ~ ~ p .Q o ¢ i- tx a~ Cd +r t A s, 1 ~ R V ~ •+ _ ,~ •~ ~ ~ K ~ W D m LL _~ N C O V St C/~ C ~L .~ ~.. C tip V C ,~ d s N d y 'C <11 7 U d O Z .;.: v .r.., O i a N t~ Q.. WATERSHED Science & Engineering 110 Prefor~taine Place South, Suite 508 Seattle, WA 98104 206-521-3000 December 30, 2011 Mr. Monte Smith, President Sargent Engineers 320 Ronlee Lane NW Olympia, WA 98501 Re: Certified Rates for Jefferson County Department of Public Works Please consider this letter to be a statement of rates for Watershed Science & Engineering Inc. (WSE). It covers consulting services to be provided to support Jefferson County Department of Public Works. WSE is a small and relatively new firm with six full time and two part time employees. The firm does not yet have a calculated overhead rate. We charge a flat hourly fee for service that is all-inclusive of direct salary, overhead, and profit. The hourly fees offered for this contract are the lowest fees we offer clients. The following is a list of our flat hourly fee for each staff category: Staff Categories Billing Rate Ernployees Names • Principal Engineer $185 Jeff Johnson, Larry Karpack • Senior Engineer I $155 Bob Elliot • Senior Engineer II $125 • Engineer $105 Chris Frei • Jr. Engineer $90 Erika Ottenbreit, Shaina Sabatine • GIS Specialist $75 Bonnie Cassarino (part time) • Technician $70 • Jr. Technician $50 • Clerical /Admin. $55 Karen Karpack {part time) WSE will comply with the rules and regulations regarding travel costs in accordance with Washington State Department of Transportation Accounting Manual M13-82, Chapter 10 Travel Rules and Procedures, and revisions thereto. Please call me at any time should you have any questions. Very truly yours, Watershed Science & Engineering, Inc. Jeff P. Johnson, P.E. President a~ V ~ H ~ ~ ~ o •o .,.. `~ ~~ ~ .~ a~ ~ N a~ A ~ ~ ~ W A ~, w ~ a o ~ Z v V 0 .~ a ~' O oo ° ~ ~ o°o °o V ~ N ~ ~ ~ O ~ ~ ~ ~ ~ ~ ~ E ~ ~~ ~-+ O 0 M 0 M .~ ~ ~ 69 V C~ ~"~ ~ N f~ ~ O *-+ O O ~ O N ~ i ~ ~ r U a ~ a~ a ~ •-, ~ o rn a, o ~ ~ ~ ~, °` ~n c~ V a. ~ c a~ ~ ~ o .o 0 0, ~ ~, ~ a ~ o0 ~' ~ ~~ ~ 0 '' 0 0 00 00 00 .Q ~ p ~ vi ~, o0 . Ef3 a~ +3 a~ H .~ ag L7 o .~ ~ a~ o ~ '~ ~ ~, o Q ~ ~ . ~ V ~ c ~ ~ o ~ ~ ~ ~ r~ h ~ a cn H H ~ V' Exhibit G-2 Subconsultant Fee Determination (Specific Rates of Pay) Northwestern Territories, Inc. Fee Schedule Disci line or Job Title Hourly Rate Overhead @ Prot @ Rate Per Hour 256% 30% Princi al Surveyor $24.62 $62.99 $7.39 $95.00 Project Surveyor $23.32 $59.67 $7.00 $89.98 Surve Crew - 1 erson $36.28 $92.83 $10.88 $139.99 Surve Crew - 2 erson $44.06 $112.73 $13.22 $170.01 Technician. $19.44 $49.74 $5.83 $75.01 Exhibit G-3 Northwestern Territories, .Inc. Overhead Schedule December 31, 2Q10 of Direc Amount Salary Direct Labor $355,139 Fringe Benefits FICA $96,248 27.10% Unemployment $31,413 8.85% L&I $6,091 1.72% Company Insurance and Medical $75,689 21.31 Long Term Disability $5,388 1.52% Vacation, Holiday, and Sick Leave $63,434 17.86% Commsion, BonuseslPension Plan $3,470 0.98% Total Fringe Benefits $281,733 79.33°I° General Overhead Business Taxes $26,288 7.40% Insurance $34,466 9.70% Administration and Time Not Assignable $166,936 47.01 Office Supplies $35,011 9.86% Professional Services $29,720 8.37% Facilites M&R $10,636 2.99% Telephone $18,563 5.23% Utilities ~ $101,787 3.04% Computer M&R/Supplies $28,955 8.15% Equipment Maintenance and Repairs $11,507 3.24°1° Lab Testing Expense $10,670 3.00% Professional Development $16,982 4.78% Depreciation $22,344 6.29% Rant $72,700 20.47% Operating Supplies and Services $47,360 13.34% Postage $3,324 0.94% Recruitment and Retention $6,077 1.71 Vehicle and Mileage Expense $26,465 7.45% Property Taxes $6,293 1.77% Officer's Life Insurance $3,176 0.89% Advertising $17,278 4.87% Bad Debt Expense $15,800 4.45% Interest Expense $5,604 1.58% Total General Overhead $626,942 176.53% Total Overhead $908,675 255.86% Overhead Rate 255.86% Exhibit H Title VI Assurances During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, and successors in interest agrees as follows: Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non- discrimination in federally assisted programs of the AGENCY, Title 49, Code of Federal Regulations, Part 21, 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 AGREEMENT. 2. Non-discrimination: The CONSULTANT, with regard to the work performed during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of sub-consultants, including procurement of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the REGULATIONS, including employment practices when the AGREEMENT covers a program set forth in Appendix B of the REGULATIONS. 3. Solicitations for Sub-consultants, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiations made by the CONSULTANT for work to be performed under asub-contract, including procurement of materials or leases of equipment, each potential sub-consultant or supplier shall be notified by the CONSULTANT of the CONSULTANT' S obligations under this AGREEMENT and the REGULATIONS relative to non-discrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The CONSULTANT shall provide all information and reports required by the REGULATIONS or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by AGENCY, STATE or the Federal Highway Administration {FHWA} to be pertinent to ascertain compliance with such REGULATIONS, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, the CONSULTANT shall so certify to the AGENCY, STATE or the FHWA as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Non-compliance: In the event of the CONSULTANT'S non-compliance with the non- discrimination provisions of this AGREEMENT, the AGENCY shall impose such AGREEMENT sanctions as it, the STATE or the FHWA may determine to be appropriate, including, but not limited to: • Withholding of payments to the CONSULTANT under the AGREEMENT until the CONSULTANT complies, and/or; • Cancellation, termination, or suspension of the AGREEMENT, in whole or in part 6. Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (5) in every sub-contract, including procurement of materials and leases of equipment, unless exempt by the REGULATIONS, or directives issued pursuant thereto. The CONSULTANT shall take such action with respect to any sub-consultant or procurement as the AGENCY, STATE or FHWA may direct as a means of enforcing such provisions including sanctions for non-compliance. Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with, litigation with asub-consultant or supplier as a result of such direction, the CONSULTANT may request the AGENCY and the STATE enter into such litigation to protect the interests of the AGENCY and the STATE and, in addition, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14!2012 Page 31 Exhibit I Payment Upon Termination of Agreement By the Agency Other Than for Fault of the Consultant (Refer to Agreement, Section IX) Lump Sum Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made shall total the same percentage of the Lump Sum Amount as the work completed at the time of termination is to the total work required for the PROJECT. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Cost Plus Fixed Fee Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made, shall total the actual costs plus the same percentage of the fixed fee as the work completed at the time of termination is to the total work required for the Project. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Specific Rates of Pay Contracts A final payment shall be made to the CONSULTANT for actual hours charged at the time of termination of this AGREEMENT plus any direct non salary costs incurred at the time of termination of this AGREEMENT. Cost Per Unit of Work Contracts A final payment shall be made to the CONSULTANT for actual units of work completed at the time of termination of this AGREEMENT. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 32 Exhibit J Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant's alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 -Potential Consultant Design Error(s) is Identified by Agency's Project Manager At the first indication of potential consultant design errors}, the first step in the process is for the Agency's project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Highways and Local Programs Engineer should be informed and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project, to be responsible for the remaining steps in these procedures.) Step 2 -,Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the Director of Public Works or Agency Engineer's concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include: all decisions and descriptions of work; photographs, records of labor, materials and equipment. Step 3 -Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manger and any personnel (including sub-consultants) deemed appropriate for the alleged design error(s) issue. Step 4 -Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant's alleged design error(s), there are three possible scenarios: It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Public Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant's agreement with the agency for the services on the project in which the design error took place. The agency is to provide H&LP, through the Region Local Programs Engineer, a summary of the settlement for review and to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. There is not a mutual agreement regarding the alleged consultant. design error(s). PW_Forms/Standard Consultant Agreement with Exhibits Revised 2!14/2012 Page 33 The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Step S -Forward Documents to Highways and Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Highways and Local Programs Engineer to H&LP for their review and consultation with the FHWA. H&LP will meet with representatives of the agency and the consultant to review the alleged design errors}, and attempt to find a resolution to the issue. If necessary, H&LP will request assistance from the Attorney General's Office for legal interpretation. H&LP will also identify how the alleged errors} affects eligibility of project costs for federal reimbursement. If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed upon resolution. H&LP, in consultation with FHWA, will identify the amount of federal participation in the agreed upon resolution of the issue. If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 34 Exhibit K Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant's claim(s) are a total of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 -Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement's scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration of the claim to the Agency's project manager. The consultant's claim must outline the following: • Summation of hours by classification for each firm that is included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Timeframe of the additional work that was outside. of the project scope; • Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and • Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 -Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will meet with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT Highways and Local Programs through the Region Local Programs Engineer, if the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Highways and Local Programs (if applicable), and FHWA (if applicable) agree with the consultant's claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 35 If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Step 3 -Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency's summation of hours by classification for each firm that should be included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Agency's summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; • Explanation regarding those areas in which the Agency does/does not agree with the consultant's claim(s); • Explanation to describe what has been instituted to preclude future consultant claim(s); and • Recommendations to resolve the claim. Step 4 -Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures}. If the project involves federal participation, obtain concurrence from WSD~T Highways and Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 -Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 -Preparation of Supplement or New Agreement for the Consultant's Claims} The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/l4/2012 Page 36 Exhibit M-1(a) Certification Of Consultant Project No. 1896 Local Agency I hereby. certify that I am President and duly authorized representative of the firm of Sar ent Engineers, Inc. whose address is 320 Ronlee Lane NW, Olympia, WA 98502 and that neither nor the above firm I here represent has: (a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure the AGREEMENT; (b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or (c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely forme or the above CONSULTANT) any fee, contribution, donation, or consideration. of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (if any); I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Date -~- Signature PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 38 Exhibit M-1(b) Certification Of Agency Official I hereby certify that I am the AGENCY official of the Local Agency of Jefferson County , Washington, and that the consulting firm or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: (a) Employ or retain, or agree to employ to retain, any firm or person; or (b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal-aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Name Monte Reinders P.E. Coun En ineer (please print) Signature Date 1o.8•~z- PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 39 Exhibit M-2 Certification Regarding Debarment, Suspension, and Other Responsibility Matters-Primary Covered Transactions 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 athree-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 I( 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 certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Firm): Sar eg nt Engineers, Inc. Name Monte Smith, P.E. (please print) ~Fi~~-~12.. Signature• President or Authorized Official of Consultant Date PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/]4/2012 Page ~0 Exhibit M-3 Certification Regarding The Restrictions of The use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, 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 Federal 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 Federal 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 Form to Report Lobbying," in accordance with its instructions. 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, The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts which exceed $100,000 and that all such sub-recipients shall certify and disclose accordingly. Consultant (Firm): Sar eg nt Engineers, Inc. Name: Monte Smith, P.E. (please print) Signatur :President or Authorized Official of Consultant Date PW_Forms/Standard Consultant Agreement with Exhibits Revised 2/14/2012 Page 41