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05-060.00 JUB Engineers: Montgomery Ave RehabilitationAGREEiNIENT FOR SERVICES J -U -B ENGINEERS, Inc. THiS AGREEMENT is made by and between the City of Spokane Valley, a code City of the State of Washington, hereinafter `'City" and J -U -B ENGINEERS, Inc. hereinafter "Consultant," jointly referred to as `'parties." IN CONSIDERATION of the terms and conditions contained herein the parties agree as follows: 1. Work to Be Performed. The Consultant will provide all labor, services and material to satisfactorily complete the attached Scope of Services for Montgomery Avenue Rehabilitation Project, dated .July 14, 2005. A. Administration. The City Manager or designee shall administer and be the primary contact for Consultant. Prior to commencement of work, Consultant shall contact the City Manager or designee to review the Scope of Work, schedule and date of completion. Upon notice from the City Manager or designee Consultant shall commence work, perform the requested tasks in the Scope of Work, stop work and promptly cure any failure in performance under this agreement. B. representations. The City has relied upon the qualifications of the Consulu nt in entering into this agreement. By execution of this agreement, Consultant represents it possesses the ability, skill and resources necessary to perform the work and is familiar with all current laws, rules and regulations which reasonably relate to the Scope of Work. No substitutions of personnel shall be made without the written consent of the City. Consultant shall be responsible for the technical accuracy of its services and documents resulting therefrom, and City shall not be responsible for discovering deficiencies therein. Consultant shall correct such deficiencies without additional compensation except to the extent such action is directly attributable to deficiencies in City furnished information. C. M do ificatiQi . The City may modify this agreement and order changes in the work whenever necessary or advisable. The Consultant will accept modifications when ordered in writing by the City Manager or designee. Compensation for such modifications or changes shall be as mutually weed between the parties. The Consultant shall make such revisions in the work as are necessary to correct errors or omissions appearing therein when required to do so by the City without additional compensation. 2. Term of Contract. This Agreement shall be in full force and effect upon execution and shall remain in effect until project completion or up to a term of 6 months. Either party may terminate this Agreement by ten (10) days written notice to the other party. in the event of such termination, the City shall pay the Consultant for all work previously authorized and satisfactorily performed prior to the termination date. 3. Compensation. The City agrees to pay the Consultant on a time and materials basis as set forth on the attached fee and cost schedule provided the total sum does not exceed $49,952.20. Payment. The Consultant shall be paid monthly upon presentation of an invoice to the City. Agreement for Professional Services Page i of 4 e l — 6-0 0 Applications for payment shall be sent to the City Clerk at the below stated address. The City reserves the right to withhold payment under this agreement which is determined in the reasonable judgment of the City Manager or designee to be noncompliant with the Scope of Work, City Standards, City ordinances and federal or state standards. 5. Notice. Notice shall be given in writing as follows: TO THE ClT`Y: TO THE CQNSUL.TAN'f: Name: Christine Bainbridge, City Clerk Phone Number: (509)921 -1000 Address: 11707 East Sprague Ave, Suite 106 Spokane Valley, WA 99206 Name: David J. Kliewer Phone Number: 509- 458 -3727 Address: W. 422 Riverside, Suite. 722 Spokan, WA 99201 6. Applicable Laws and Standards. The parties, in the performance ofthis agreement, agree to comply with all applicable Federal, State, local laws, ordinances, and regulations. 7. Relationship of the Parties. It is understood, agreed and declared that the Consultant shall be an independent Consultant and not the agent or employee of the City, that the City is interested in only the results to be achieved and that the right to control the particular manner, method and means in which the services are performed is solely within the discretion of the Consultant. Any and all employees who provide services to the City under this agreement shall be deemed employees solely of the Consultant. The Consultant shall be solely responsible for the conduct and actions of all employees under this agreement and any liability that may attach thereto. 8. Ownership of Documents. All drawings, plans, specifications, and other related documents prepared by the Consultant under this agreement are and shall be the property of the City. 9. Records. The City or State Auditor or any of their representatives shall have full access to and the right to examine during normal business hours all of the Consultant's records with respect to all matters covered in this contract. Such representatives shall be permitted to audit, examine and make excerpts or transcripts from such records and to make audits of all contracts, invoices, materials, payrolls and record of matters covered by this contract for a period of three years from the date final payment is made hereunder. 10. Insurance. During the term of the contract, the Consultant shall maintain in force at its own expense, the following insurance: A. Workers' Compensation insurance in compliance with RCW 51.12.020, which requires subject employers to provide workers' compensation coverage for all their subject workers and Employer's Liability or Stop Gap Insurance in the amount of $1,000,000.00; B. General Liability insurance on an occurrence basis with a combined single 1unit of not less than S 1,000,000.00 each occurrence for bodily injury and property damage. It shall include contractual liability coverage for the indemnity provided under this contract. It shall provide that the City, its officers, employees and agents are additional insureds but only with respect to the Consultant's services to be provided under the contract; C. Automobile Liability Insurance with a combined single limit, or the equivalent, or not Agreement for Professionni Services Page 2 of 4 0, less than S 1,000,000.00 each accident for bodily injury and property damage, including coverage for owned, hired or non -owned vehicles; and D. Professional Liability Insurance with a combined single limit of not less than $1,000,000.00 each claim, incident or occurrence. This is to cover damages caused by the error, omission, or negligent acts related to the services to be provided under th is contract. The coverage must remain in effect for at least two (2) years after the contract is completed. There shall be no cancellation, material change, reduction of limits or intent not to renew the insurance coverage(s) without thirty (30) clays written notice from the Consultant or its insurer(,) to the City. As evidence of the insurance coverages required by this contract, the Consultant shall famish acceptable insurance certificates to the City at the time the Consultant returns the signed contract. The certificate shall specify all of the parties who are additional insureds, and will include applicable policy endorsements, the thirty (3 )0) day cancellation clause, and the deduction or retention level. insuring companies or entities are subject to City acceptance. if requested, complete copies of insurance policies shall be provided to the City. The Consultant shall be financially responsible for all pertinent deductibles, self - insured retentions, and /or self- insurance. 11. Indemnification and Hold Harmless. Each party shall indemnify and hold the other, its officers, employees, agents and volunteers harmless from and against any and all claims, demands, orders, decrees or judgments for injuries, death or damage to any person or property arising or resulting from any act or omission on the part of said party or its agents, employees or volunteers in the performance of this Agreement. 12. Waiver. No officer, employee, agent or other individual acting on behalf of either party has the power, right or authority to waive any of the conditions or provisions of this agreement. No waiver in one instance shall be held to be waiver of any other subsequent breach or nonperformance. All remedies afforded in this agreement or by law, shall be taken and construed as cumulative, and in addition to every other remedy provided herein or by law. Failure of either party to enforce at any time any of the provisions of this agreement or to require at any time performance by the other party of any provision hereof shall in no way be construed to be a waiver of such provisions nor shall it affect the validity of this agreement or any part thereof. 13. Assignment and Delegation. Neither party shall assign, transfer or delegate any or all of the responsibilities of this agreement or the benefits received hereunder without first obtaining the written consent of the other party. 14. Subcontracts. Except as otherwise provided herein, the Consultant shall not enter into subcontracts for any of the work contemplated under this agreement without obtaining written approval of the City. 15. Confidentiali",. Consultant may from time to time receive information which is deemed by the City to be confidential. Consultant shall not disclose such information without the express consent of the City or upon order of a Court of competent jurisdiction. 16. Jurisdiction and Venue. This Contract is entered into in Spokane County, Washington. Venue shall be in Spokane County, State of Washington. 17. Cost and Attorney's Fees. In the event a lawsuit is brought with respect to this Agreement, Agreement for Professional Services Page 3 of 4 the prevailing party shall be awarded its costs and attorney's fees in the amount to be determined by the Court as reasonable. Unless provided otherwise by statute, Consultant's attorney fees payable by the City shall not exceed the total sum amount paid under this agreement. 18. Entire Agreement. This written agreement constitutes the entire and complete agreement between the parties and supercedes any prior oral or written agreements. This Agreement may not be changed, modified or altered except in writing signed by the parties hereto. 19. Anti - kickback. No officer or employee of the City, having the power or duty to perform an official act or action related to this Agreement shall have or acquire any interest in this Agreement, or have solicited, accepted or granted a present or future gift, favor, service or other thing of value from any person with an interest in this Agreement. 20. Business Registration. Prior to commencement of work under this Agreement, Consultant shall register with the City as a business. 21. Severability. If any section, sentence, clause or phrase ofthis Agreement should be held to be invalid for any reason by a court of competent jurisdiction, such invalidity shall not affect the validity of any other section, sentence, clause or phrase of this Agreement. 22. Exhibits. Exhibits attached and incorporated into this agreement are: Exhibit B -1 Scope of services for Montgomery Avenue Rehabilitation Project, dated July 14, 2005 Exhibit B -2 Man Hour Estimate Montgomery Avenue Rehabilitation Project, dated July 14, 2005 Exhibit E -1 Fee Calculation Worksheet IN WITNESS WHEREOF, the parties have executed this Agreement thisday of July, 2005. CITY OF SPOKANE VALLEY: City Manager Consultant: C2�z Owner l Tax ID No._ REDACTED ATTEST APPROVED AS TO FORM: 2�, t ity Clerk -- City Attorijy This document contains confidential tax information and has been redacted pursuant to RCW 82.32.330. You may petition for a review of our findings pertaining to any Agreement for Professio redacted or withheld documents pursuant to Spokane Valley Page 4 of4 Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. EXHIBIT B -1 SCOPE OF WORK FOR CONSTRUCTION PROJECT AD'tN1JNISTRaTION BID NO. 05-004 MONTGOMERY AVENUE RIEHABTLITATTON PROJECT PROTECT DESCRIPTION This project is for the improvements of Montgomery Avenue from University Road to the West bound 1 -90 on ramp at SR -27 (Pines Road) in the City of Spokane Valley. This project will include the milling of approximately 20,457 S.Y. of existing asphalt concrete pavement to a depth of approximately 4" and replacing the milled materials with 4" of FTMA CL A 64 -23. Minor roadway widening is anticipated as part of this project. This project will also cross an existing Union Pacific Railroad Spur track. This project is funded through a Community Development Block Grant (CDBG) grant from the Washington State Community Trade and Economic Development. DUTIES AND RESPONSIBILITIES OF THE CONSULTANT JUB Engineers shall provide the City of Spokane Valley the required construction project administration and construction observation for the duration of the project. The project will be administered and materials will be inspected in accordance with the WSDOT Construction Manual, the 2004 edition of the Standard Specifications for Road and Bridge Construction and the Local Agency Guidelines Manual. The work will involve construction engineering services for the duration of the project including preconstruetion tasks, construction administration and project closeout. JUB Engineers shall administer construction by attending and assisting the City of Spokane Valley in conducting the preconstruction conference and providing construction observation with field documentation to assure compliance with the plans and specifications. JUB Engineers shall act as the City of Spokane Valley's representative through the project duration. The work will also include review of material submittals and project documentation. Change order preparation and recommendation will be prepared as needed and progress pay estimates prepared. Final records will be prepared by JUB to include marked up field drawings. In connection with the construction project administration JUB Engineers will provide the services ofa project engineer to provide construction contract administration for the City of Spokane Valley. His duties and responsibilities shall include making visits to the site at intervals appropriate to the various stages of construction in order to observe as an experienced and qualified design professional the progress and quality of the various aspects of the contractors' work. The project engineer shall have authority to disapprove of or reject the contractors' work while it is in progress if JUB Engineers believes that such work will not produce a completed project that conforms generally to the contract documents or that it will prejudice the integrity of the design concept of the completed project as a functioning whole as indicated in the contract documents. t JUB Engineers Shall recommend change orders and work change directives to the City of Spokane Valley as appropriate and shall prepare change orders and work change directives directed and /or approved by the City. NB will also evaluate and determine the acceptability of substitute or "or- equal" materials and equipment proposed by the contractor, but subject to the provisions of the contract documents. JLTB Engineers may require special inspections and shall provide, through the use of a subconsultant, materials testing services as the work progresses to monitor the contractor's compliance with the contract documents. Such tests may include gradation and compaction tests, asphalt content tests, rice density testing, etc. The frequency and procedures shall be as outlined in the. «tSDOT Construction Manual and the project specifications. Test results will be forwarded to the City of Spokane Valley and the contractor. In addition field tests shall be documented on WSDOT forms or on a form with equivalent WSDOT information. As part of the construction administration XB Engineers shall prepare the weekly statement of working days Form, conduct wage rate interviews, payment reviews and assist the City of Spokane Valley on an as requested basis, for other general office engineering and documentation services in compliance with the requirements of the funding agency, WSDOT Construction Manual and the specifications. JUB Engineers shall not be responsible for the acts or omissions of any contractor, or of any subcontractor, any supplier, or of any other person or organization performing or furnishing any of the work. JUB Engineers shall not be responsible for the Contractor's failure to perform or furnish the work in accordance with the contract documents. CONSTRUCTION OBSERVATION PERSONNEL, In connection with observations for the work of the contractor while it is in progress, it is anticipated that JUB Engineers will provide one on site construction inspector for the duration of the project. His duties and responsibilities shall include to act as directed by and under supervision of JUB Engineers project manager, and will confer with the project manager regarding his actions. I-ie shall attend meetings -,.pith the contractor, such as preconstruction conferences, progress meetings, job conferences and other project related meetings. The construction observer shall act as JUI3 Engineers liaison with the contractor working principally through the contractor's superintendent and assist in understanding the intent of contract documents. He shall assist in obtaining additional details or information, when required, from the City of Spokane Valley for proper execution of the work. He shall conduct on -site observations of the work in progress and assist in determining if the work is in general proceeding in accordance with the contract documents. He shall report to the project engineer when clarifications and interpretations of the contract documents are needed and transmit to the contractor clarifications and interpretations as issued by JUB Engineers. He shall also prepare a daily report recording the contractors' hours on the job site, weather conditions, data relative to questions of work; change orders or changed conditions, list of job site visitors, daily activities, pay items completed, decisions, observations in general, and specific observations in more detail as in the case of observing test procedures, and send copies to the project engineer and the agency. He shall assist in review applications for payment with the contractor for compliance with the established procedure for their submission and fbr vard with recommendations to the project engineer, noting particularly the relationship of the payment requested to the schedule of values, work completed and materials and equipment delivered at the site but not incorporated in the work. Before final completion of the construction is issued, he shall submit to the contractor a list of observed items requiring completion or correction. He will conduct a final inspection in the company of the project engineer and a representative from the City of Spokane Valley and the contractor to prepare a final list of items to be completed or corrected. He will also observe whether all items on the final list have been completed or corrected and make recommendation to the project engineer concerning acceptance and issuance of the notice of acceptability of the work. DOCUMENTS EXEMPT FROM PUBLIC DISCLOSURE The page entitled "Man Hour Estimate" contains confidential cost and rate data and is withheld from public disclosure pursuant to 23 USC 112(2)(F). Prenotification; confidentiality of data. A recipient of funds requesting or using the cost and rate data shall notify any affected firm before such request or use. Such data shall be confidential and shall not be accessible or provided, in whole or in part, to another firm or to any government agency which is not part of the group of agencies sharing cost data under this paragraph, except by written permission of the audited firm. If prohibited by law, such cost and rate data shall not be disclosed under any circumstances. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. DOCUMENTS EXEMPT FROM PUBLIC DISCLOSURE The page entitled "Exhibit E -1 / Direct Salary Cost" contains confidential cost and rate data and is withheld from public disclosure pursuant to 23 USC 112(2)(F). Prenotification; confidentiality of data. A recipient of funds requesting or using the cost and rate data shall notify any affected firm before such request or use. Such data shall be confidential and shall not be accessible or provided, in whole or in part, to another firm or to any government agency which is not part of the group of agencies sharing cost data under this paragraph, except by written permission of the audited firm. If prohibited by law, such cost and rate data shall not be disclosed under any circumstances. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550. DOCUMENTS EXEMPT FROM PUBLIC DISCLOSURE The two pages entitled "Proposal No: SP05081" contain confidential cost and rate data and are withheld from public disclosure pursuant to 23 USC 112(2)(F). Prenotification; confidentiality of data. A recipient of funds requesting or using the cost and rate data shall notify any affected firm before such request or use. Such data shall be confidential and shall not be accessible or provided, in whole or in part, to another firm or to any government agency which is not part of the group of agencies sharing cost data under this paragraph, except by written permission of the audited firm. If prohibited by law, such cost and rate data shall not be disclosed under any circumstances. You may petition for a review of our findings pertaining to any redacted or withheld documents pursuant to Spokane Valley Municipal Code (SVMC) 2.75.080; and obtain judicial review pursuant to RCW 42.56.550.