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OConsent Agenda
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Jefferson County
Board of Commissioners
Agenda Request
To: Board of Commissioners
Philip Morley, County Administrator
From: Monte Reinders, P.E. /t#2,
Public Works Director County Engineer
Agenda Date: November 18, 2013
Subject: Professional Services Agreement with Olympic Wetland Resources Inc.
For Various County Projects
Statement of Issue:
The issue is a need for wetland biologist services in order to meet project compliance with
Local, state, and federal wetland regulations and permits.
Analysis /Strategic Goals /Pro's ft Con's:
This agreement will facilitate the required wetland biologist services to be provided by the
consulting firm Olympic Wetland Resources, Inc. from Port Townsend.
Fiscal Impact /Cost Benefit Analysis:
This agreement provides for wetland biologist services for anticipated Jefferson County Public
Works projects through December 31, 2016. The maximum amount payable for each project
will be individually negotiated in subsequent formal Task Assignment Documents, at the time
that each project requires wetland biologist services work to be done. Approval of each Task
Assignment Document will be by the Public Works Director. No minimum amount of work is
guaranteed by this agreement.
Recommendation:
The Board is asked to sign the three contract originals, and return two to Public Works (attn.
Valerie Greene)
Department Contact:
Valerie Greene, 385 -9189
Reviewed By:
c p�}^�c
ip Morro ty Administrator
Date
PROFESSIONAL SERVICES AGREEMENT FOR
Wetland Biologist Services
THIS AGREEMENT is entered into between the County of Jefferson, a municipal corporation,
hereinafter referred to as "the County ", and Olympic Wetland Resources, Inc, hereinafter
referred to as "the Consultant ", in consideration of the mutual benefits, terms, and conditions
hereinafter specified.
Project Desi nation. The Consultant is retained by the County to provide professional
consultant services for Various County projects.
2. Scope of Services. Consultant agrees to perform by Task Order the scope of services
identified on Exhibit "A" attached hereto.
Time for Performance. Work under this contract shall commence upon the giving of
written notice by the County to the Consultant to proceed. Consultant receipt of a fully
executed Task Order Document shall constitute said notice. Consultant shall perform all
services and provide all work product required pursuant to this agreement by December
31, 2016.
Payment. The Consultant shall be paid by the County for completed work and for
services rendered under this agreement as follows:
a. Payment for the work provided by Consultant shall be made as provided on
Exhibit "B" attached hereto, provided that the total amount of payment to
Consultant shall not exceed $25,000 without express written modification of the
agreement signed by the County.
b. The consultant may submit invoices to the County once per month during the
progress of the work for partial payment for project completed to date, up to 80%
of total project costs. Such vouchers will be checked by the County, and upon
approval thereof, payment will be made to the Consultant in the amount approved.
Final payment of any balance due the Consultant of the total contract price earned
will be made promptly upon its ascertainment and verification by the County after
the completion of the work under this agreement and its acceptance by the
County.
d. Payment as provided in this section shall be full compensation for work
performed, services rendered and for all materials, supplies, equipment and
incidentals necessary to complete the work.
Rev. srvrzou Page I of 5
e. The Consultant's records and accounts pertaining to this agreement are to be kept
available for inspection by representatives of the County and state for a period of
three (3) years after final payments. Copies shall be made available upon request.
5. Ownership and Use of Documents. All documents, drawings, specifications and other
materials produced by the Consultant in connection with the services rendered under this
agreement shall be the property of the County whether the project for which they are
made is executed or not. The Consultant shall be permitted to retain copies, including
reproducible copies, of drawings and specifications for information, reference and use in
connection with Consultant's endeavors.
6. Compliance with laws. Consultant shall, in performing the services contemplated by this
agreement, faithfully observe and comply with all federal, state, and local laws,
ordinances and regulations, applicable to the services to be rendered under this
agreement.
Indemnification. Consultant shall indemnify, defend and hold harmless the County, its
officers, agents and employees, from and against any and all claims, losses or liability, or
any portion thereof, including attorneys fees and costs, arising from injury or death to
persons, including injuries, sickness, disease or death to Consultant's own employees, or
damage to property occasioned by a negligent act, omission or failure of the Consultant.
8. Insurance. Commercial Automobile Liability Insurance providing bodily injury and
property damage liability coverage for all owned and non -owned vehicles assigned to or
used in the performance of the work for a combined single limit of not less than $500,000
each occurrence with the COUNTY named as an additional insured in connection with
the CONSULTANT'S performance of the contract.
Said liability policy shall name the County of Jefferson as an additional named insured
and shall include a provision prohibiting cancellation of said policy except upon thirty
(30) days prior written notice to the County. Certificates of coverage as required by this
section shall be delivered to the County within fifteen (15) days of execution of this
agreement.
9. Independent Contractor. The Consultant and the County agree that the Consultant is an
independent contractor with respect to the services provided pursuant to this agreement.
Nothing in this agreement shall be considered to create the relationship of employer and
employee between the parties hereto. Neither Consultant nor any employee of
Consultant shall be entitled to any benefits accorded County employees by virtue of the
services provided under this agreement. The County shall not be responsible for
withholding or otherwise deducting federal income tax or social security or for
contributing to the state industrial insurance program, otherwise assuming the duties of
an employer with respect to Consultant, or any employee of Consultant.
Ray. 819M13 Page 2 of 5
10. Covenant Against Contingent Fees. The Consultant warrants that he has not employed or
retained any company or person, other than a bonafide employee working solely for the
Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any
company or person, other than a bonafide employee working solely for the Consultant,
any fee, commission, percentage, brokerage fee, gifts, or any other consideration
contingent upon or resulting from the award or making of this contract. For breach or
violation of this warranty, the County shall have the right to annul this contract without
liability or, in its discretion to deduct from the contract price or consideration, or
otherwise recover, the full amount of such fee, commission, percentage, brokerage fee,
gift, or contingent fee.
11. Discrimination Prohibited. The Consultant, with regard to the work performed by it
under this agreement, will not discriminate on the grounds of race, color, national origin,
religion, creed, age, sex or the presence of any physical or sensory handicap in the
selection and retention of employees or procurement of materials or supplies.
12. Assignment. The Consultant shall not sublet or assign any of the services covered by this
agreement without the express written consent of the County.
13. Non - Waiver. Waiver by the County of any provision of this agreement or any time
limitation provided for in this agreement shall not constitute a waiver of any other
provision.
14. Termination.
a. The County reserves the right to terminate this agreement at any time by giving
ten (10) days written notice to the Consultant.
b. In the event of the death of a member, partner or officer of the Consultant, or any
of its supervisory personnel assigned to the project, the surviving members of the
Consultant hereby agree to complete the work under the terms of this agreement,
if requested to do so by the County. This section shall not be a bar to
renegotiations of this agreement between surviving members of the Consultant
and the County, if the County so chooses.
15. Notices. Notices to the County of Jefferson shall be sent to the following address:
Jefferson County Public Works
623 Sheridan Street
Port Townsend, WA 98368
Rcv 8ro 12019 Page 3 of 5
Notices to Consultant shall be sent to the following address:
Olympic Wetland Resources, Inc.
856 50`h Street
Port Townsend, WA 98368
16. Integrated Agreement. This Agreement together with attachments or addenda, represents
the entire and integrated agreement between the County and the Consultant and
supersedes all prior negotiations, representations, or agreements written or oral. This
agreement may be amended only by written instrument signed by both County and
Consultant.
Rev. 419/2013 Page of
DATED this
Consultant
SIGNATURE PAGE
day of
pt- / plc W451.4NO R ES Owczs*
(Signature)
1 Z 20
Date
201
County of Jefferson
Board of Commissioners
John Austin, Chair
Phil Johnson, Member
David W. Sullivan, Member
Approved as to form only:
O�Vj 1
I h/
David Alvarez U Date
Deputy Prosecuting Attorney
Monte Reinders, P.E. Date
Public Works Director /County Engineer
Rom. 819/2013 Page 5 of 5
EXHIBIT A
Scope of Work
(Task Order Agreement)
Each item of work under this agreement will be provided by task assignment. Each assignment
will be individually negotiated with the Consultant. The amount established for each assignment
will be the maximum amount payable to that assignment unless modified in writing by the
County. The County is not obligated to assign any specific number of tasks to the Consultant,
and the County's and Consultant's obligation hereunder are limited to tasks assigned in writing.
Task assignments made by the county shall be issued in writing by a formal Task Assignment
Document similar in format to the example included in Exhibit A -1. An assignment shall
become effective when a formal Task Assignment Document is signed by the Consultant and the
County.
Task assignments may include, but are not limited to, the following: wetland determinations;
wetland delineations; wetland mitigation planning; wetland monitoring; vegetation assessments.
EXHIBIT A -1 (EXAMPLE)
TASK ASSIGNMENT DOCUMENT
Task Number
The general provisions and clauses of Agreement xxx shall be in full force and effect for this Task Assignment.
Location of Project:
Project Title:
Maximum Amount Payable Per Task Assignment:
Completion Date:
Description of Work:
(Note attachments and give brief description)
Work on this Task Order may begin immediately following the.Notice to Proceed, delivered to the
CONSULTANT by the AGENCY.
Project Manager Review
Engineering Services Manager Review
Consultant Approval
County Engineer/Public Works Director Approval
Date
Date
Date
Date
EXHIBIT B
Consultant Fee
Wetland biologist $95.00 total hourly rate
Mileage per the current Jefferson County rate
Reimbursable expenses per receipt and/or invoice
EXHIBIT C
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 a three -year period preceding this proposal been convicted of or had a
civiljudgment 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 1( 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): Olympic Wetland Resources, Inc.
/Z
( ate) (Signature) President or Authorized Official of Consultant
PROFESSIONAL SERVICES AGREEMENT