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EMERGENCY CONSTRUCTION CONTRACT AGREEMENT
CAG-18-025
THIS AGREEMENT ("Agreement") is effective February 7, 2018, (the "Effective Date") by and
between the City of Renton, a non-charter code city under RCW 35A, and a municipal
corporation under the laws of the State of Washington ("Renton"), through its Public Works
Department and NORTHWEST CONSTRUCTION, INC. , ("Contractor"), who are collectively
referred to as the "Parties", to replace the storm system crossing Rainier Avenue North at 901
Rainier Avenue North, which failed and caused a public safety hazard due to a large sinkhole in
the public street on February 7, 2018 — which if immediate action was not taken was likely to
result in further loss or damage to property, bodily injury or loss of life.
Emergency Declaration.
On February 7, 2018, an emergency was declared by the City, on February 8, 2018, pursuant to
RCW 39.04.280 and Renton Policy and Procedure 250-02 paragraph 6.10 the Mayor issued a
written Declaration of Emergency, and on February 12, 2018, the Renton City Council approved
Resolution 4332 finding and ratifying the Emergency Declaration waiving competitive bidding
requirements and authoring the City to award all necessary contacts for the emergency work.
Renton and Contractor agree as set forth below:
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1. Scope of Services: Contractor will provide all material and labor necessary to perform all
work described in the Scope of Work which is attached and fully incorporated into this
Agreement by reference as Attachment"A."
2. Changes in Scope of Services: Renton, without invalidating this Agreement, may order
changes to the Scope of Services consisting of additions, deletions or modifications, the
Agreement Sum being adjusted accordingly by Parties mutual agreement. Such changes
° in the work shall be authorized by written Change Order signed by the Parties.
3. Time of Performance: Contractor commenced performance of the Agreement as
authorized on February 7, 2018 in accordance with the Emergency Declaration.
4. Term of Agreement:The Term of this Agreement shall end at completion of the Scope of
Services, no later than 180 days from the Effective Date. This Agreement may be
extended to accomplish change orders, if required, upon mutual written agreement of
Renton and Contractor.
5. Agreement Sum: The total amount of this Agreement is to be based upon actual cost
incurred by the Contractor as established by Force Account in accordance with Section 1-
09.6 of the APWA/WSDOT Standard Specifications for Road, Bridge and Municipal
Construction 2018. Payment will only be made following City review and approval of the
Force Account cost information provided by the Contractor. The cost of the work shall
not exceed the sum of ($145,000) which includes Washington State Sales Tax. This
amount may be adjusted to a mutually agreed amount based on changes to the Scope of
Services.
6. Consideration: In exchange for Contractor's performance of the items and
responsibilities identified in the Scope of Services, Renton agrees to make payment of
the amount identified as the Agreement Sum.
7. Method of Payment: Payment by Renton for the Services will only be made after the
Services have been performed and a voucher or invoice is submitted in a form
acceptable to Renton. Payment of the initial 95% will be made in the next pay cycle of
the Renton Finance Department after receipt of such voucher or invoice (pay cycles are
{ bi-weekly). The remaining 5% will be retained for the purpose of completion of the
project and fulfillment of claims and liens. Renton shall have the right to withhold
payment to Contractor for any work not completed in a satisfactory manner until such
time as Contractor modifies such work so that the same is satisfactory.
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8. Hold Harmless: Contractor shall indemnify, defend and hold harmless Renton, its
elected officials,officers, agents, employees and volunteers,from and against any and all
claims, losses or liability, or any portion of the same, including but not limited to
reasonable attorneys' fees, legal expenses and litigation costs, arising from injury or
death to persons, including injuries, sickness, disease or death of Contractor's own
employees, agents and volunteers, or damage to property caused by Contractor's
negligent act or omission, except for those acts caused by or resulting from a negligent
act or omission by Renton and its officers, agents,employees and volunteers.
Should a court of competent jurisdiction determine that this agreement is subject to
RCW 4.24.115, (Validity of agreement to indemnify against liability for negligence relative
to construction, alteration, improvement, etc., of structure or improvement attached to
real estate...) then, in the event of liability for damages arising out of bodily injury to
persons or damages to property caused by or resulting from the concurrent negligence
of the contractor and Renton, its officers, officials, employees and volunteers,
Contractor's liability shall be only to the extent of Contractor's negligence.
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Contractor's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
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9. Insurance: Contractor shall secure and maintain:
a. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
b. Professional liability insurance, in the minimum amount of $1,000,000 for each
occurrence, shall also be secured for any professional services being provided to
Renton that are excluded in the commercial general liability insurance.
c. Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
d. It is agreed that on Contractor's commercial general liability policy,the City of Renton
will be named as an Additional Insured on a non-contributory primary basis.
Renton's insurance policies shall not be a source for payment of any Contractor
liability.
e. Subject to Renton's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to Renton before executing the work of this
Agreement.
f. Contractor shall provide Renton with written notice of any policy cancellation, within
two (2)business days of their receipt of such notice.
10. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification,the Contractor agrees as follows:
a. Contractor, and Contractor's agents, employees, representatives, and volunteers
with regard to the services performed or to be performed under this Agreement,
shall not discriminate on the basis of race, color, sex, religion, nationality, creed,
marital status, sexual orientation or preference, age (except minimum age and
retirement provisions), honorably discharged veteran or military status, or the
presence of any sensory, mental or physical handicap, unless based upon a bona fide
occupational qualification in relationship to hiring and employment, in employment
or application for employment, the administration of the delivery of services or any
other benefits under this Agreement,or procurement of materials or supplies.
b. The Contractor will take affirmative action to insure that applicants are employed
and that employees are treated during employment without regard to their race,
creed, color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
c. If Contractor fails to comply with any of this Agreement's non-discrimination
provisions, Renton shall have the right, at its option, to cancel the Agreement in
whole or in part.
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d. Contractor is responsible to be aware of and in compliance with all federal, state and
local laws and regulations that may affect the satisfactory completion of the project,
which includes but is not limited to fair labor laws and worker's compensation.
11. Independent Contractor: Contractor's employees, while engaged in the performance of
any of Contractor's services under this Agreement, shall be considered employees of the
Contractor and not employees, agents, representatives of Renton and as a result, shall
not be entitled to any coverage or benefits from the City of Renton. Contractor's relation
to Renton shall be at all times as an independent contractor. Any and all Workman's
Compensation Act claims on behalf of Contractor employees, and any and all claims
made by a third-party as a consequence of any negligent act or omission on the part of
Contractor's employees, while engaged in services provided to be rendered under this
Agreement,shall be the solely Contractor's obligation and responsibility.
12. Prevailing Wage Rates: Contractor must comply with the State of Washington prevailing
wage requirements. Contractor must file an Intent To Pay Prevailing Wage at the
beginning of the project and an Affidavit of Wages Paid at the end of the project with the
Washington State Department of Labor and Industries,
http://www.lni.wa.gov/TradesLicensing/PrevWage/default.asp.
13. Record Keeping and Reporting: Contractor shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Services provided in the
performance of this Agreement. The Contractor agrees to provide access to and copies
of any records related to this Agreement as required by the City to audit expenditures
and charges and/or to comply with the Washington State Public Records Act (Chapter
42.56 RCW).
14. Public Records Compliance. To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Contractor shall make a due diligent
search of all records in its possession, including, but not limited to, e-mail,
correspondence, notes, saved telephone messages, recordings, photos, or drawings and
provide them to the City for production. In the event Contractor believes said records
need to be protected from disclosure, it shall, at Contractor's own expense, seek judicial
protection. Contractor shall indemnify, defend, and hold harmless the City for all costs,
including attorneys' fees, attendant to any claim or litigation related to a Public Records
Act request for which Contractor has responsive records and for which Contractor has
withheld records or information contained therein, or not provided them to the City in a
timely manner. Contractor shall produce for distribution any and all records responsive
to the Public Records Act request in a timely manner, unless those records are protected
by court order.
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15. Other Provisions:
a. Administration and Notices. Each individual executing this Agreement on behalf of
Renton and Contractor represents and warrants that such individuals are duly
authorized to execute and deliver this Agreement on behalf of Renton or Contractor.
Any notices required to be given by the Parties shall be delivered at the addresses set
forth below. Any notices may be delivered personally to the addressee of the notice
or may be deposited in the United States mail, postage prepaid, to the address set
forth below. Any notice so posted in the United States mail shall be deemed received
three (3) calendar days after the date of mailing. This Agreement shall be
administered by and any notices should be sent to the undersigned individuals or
their designees.
b. Amendment and Modification. This Agreement may be amended only by an
instrument in writing,duly executed by both Parties.
c. Assignment and Subcontract. Contractor shall not assign or subcontract any portion
of this Agreement without the City of Renton's prior express written consent.
d. Compliance with Laws. Contractor and all of the Contractor's employees shall
perform the services in accordance with all applicable federal, state, county and city
laws, codes and ordinances. A copy of this language must be made a part of any
contractor or subcontractor agreement.
e. Conflicts. In the event of any inconsistencies between contractor proposals and this
contract,the terms of this contract shall prevail.
f. Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington.
g. Joint Drafting Effort. This Agreement shall be considered for all purposes as
prepared by the joint efforts of the Parties and shall not be construed against one
party or the other as a result of the preparation, substitution, submission or other
event of negotiation, drafting or execution. x -
h. Jurisdiction and Venue. Any lawsuit or legal action brought by any pirty to enforce
or interpret this Agreement or any of its terms or covenants shall be brought in the
King County Superior Court for the State of Washington at the Maleng Regional
Justice Center in Kent, King County,Washington, or its replacement or successor.
i. Severability. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement,which shall remain in full force and effect.
j. Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
k. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement
will be for the sole and exclusive benefit of the Parties and no one else.
TSN.
PAGE 5 OF 7
I. Waivers. All waivers shall be in writing and signed by the waiving party. Either
party's failure to enforce any provision of this Agreement shall not be a waiver and
shall not prevent either Renton or Contractor from enforcing that provision or any
other provision of this Agreement in the future. Waiver of breach of any provision of
this Agreement shall not be deemed to be a waiver of any prior or subsequent breach
unless it is expressly waived in writing.
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of
Effective Date.
CITY 0 ' NTON / Northwest Construction, Inc
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Denis Law, Mayor
5'e4 F \\ l c c
(Print Name and Title)
1055 South Grady Way 2353 130th Ave NE, Suite 100
Renton,Washingt n 98057 Bellevue,WA 98005
?A6? PC::)//CS
Date Date
Approved as to Legal Form Attest
Am. 4/ „A
_ _
Shane Moloney Jas•/Seth
Renton City Attorney Renton City Clerk
ate I 0--
Date Date
Nonstandard contract 2-16-18 clb
PAGE 6 or 7
ATTACHMENT A
SCOPE OF WORK
CITY OF RENTON
CAG-18-025
Rainier Avenue North Emergency Storm Replacement Project
SWP-27-3997
The work involved under the terms of this contract document shall be full and complete of
providing labor, materials, and equipment necessary for the replacement of the storm system
crossing Rainier Avenue North at 901 Rainier Avenue north.All costs associated with this work
will be paid by force account(FA) in accordance with Current APWA/WSDOT Standardard
Specifications. The work will include, but not be limited to:
• Structure and roadway excavation for the removal of approximately 70 linear feet of the existing
36-inch Corrugated Metal Pipe(CMP)and the removal of approximately 8 linear feet of existing
6-inch storm pipe
• Installation of a new 36—inch polypropylene storm sewer pipe(ADS),placement and compaction
of,gravel backfilling for foundation,pipe zone bedding and trench gravel backfill. City provided
the gravel materials and assisted in backfilling the trench and trench compaction.
• Structure and roadway excavation for the removal of an existing Type 1 and Type 2 Catch
Basin.
• Installation of a new Type 2 Catch Basin, backfilling, and connecting to existing storm
structures.The connection will be made using grout.
• Shoring trenches to protect the work, existing roadway, utilities, pavement,etc.and to provide
safe working conditions in the trench
Any contractor connected with this project shall comply with all Federal, State,County,and City
codes and regulations applicable to such work and perform the work in accordance with the
current APWAJWSDOT Standard Specifications.
04_SCOPE SWP-27-3997\
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