HomeMy WebLinkAboutContract CAG-15-090
Local Agency A & E Professional Services
Lump Sum Consultant Agreement
Agreement Number:
Firm/Organization Legal Name (do not use dba's):
KPG, Inc.
Address Remit to Address
753 9th Avenue North, Seattle, WA 98109 753 9th Avenue North, Seattle, WA 98109
UBI Number Federal TIN or SSN Number
601248468 01-1477622
Execution Date Completion Date
7/31/2015
1099 Form Required Federal Participation
❑ Yes ❑� No ❑ Yes No
Description of Work
Signal Analysis for Gene Coulon Park-Southport and Lake Washington Boulevard N
KPG will assist the City of Renton in the review of existing and proposed intersection operations for two new
closely spaced signalized intersections at Gene Coulon Park/Lake Washington Boulevard N and Gene Coulon
Park/Southport development access. The purpose is to assess the operations of the two signals and ensure the
signals and the internal circulation within the park can maintain adequate access to Gene Coulon Park while
accommodating the Southport development.
❑ Yes Q No DBE Participation Maximum Amount Payable: $19,812.10
❑ Yes Q No MBE Participation
❑ Yes Q No WBE Participation
❑ Yes Q No SBE Participation
Index of Exhibits
Exhibit A Scope of Work
4—:444-484-4 DBE PaAieipa4ee
Exhibit C Preparation and Delivery of Electronic Engineering and Other Data
Exhibit D Prime Consultant Cost Computations
9.ehibi
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Exhibit F Title VI Assurances
Exhibit G Certification Documents
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Exhibit I Alleged Consultant Design Error Procedures
Exhibit J Consultant Claim Procedures
Agreement Number:
Local Agency A&E Professional Services Lump Sum Consultant Agreement Page 1 of 13
Revised 1013012014
THIS AGREEMENT, made and entered into as shown in the "Execution Date" box on page one (1) of this
AGREEMENT, between the CITY OF RENTON
hereinafter called the "AGENCY," and the "Firm/Organization Name"referenced on page one (1) of this
AGREEMENT, hereinafter called the "CONSULTANT."
WHEREAS, the AGENCY desires to accomplish the work referenced in "Description of Work" on page one (1)
of this AGREEMENT and hereafter called the "SERVICES;" and 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; and
WHEREAS, the CONSULTANT represents that they comply 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 SERVICES as herein defined, and
necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor,
and related equipment and, if applicable, sub-consultants and subcontractors necessary to conduct and complete the
SERVICES as designated elsewhere in this AGREEMENT.
II. Scope of Work
The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit "A" attached
hereto and by this reference made a part of this AGREEMENT. The Scope of Work was developed utilizing
performance based contracting methodologies.
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 State, Federal, Community, City, or County officials,
groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT
sufficient 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 SERVICES in
sufficient detail so that the progress of the SERVICES can easily be evaluated.
The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws,
rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under
this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State
of Washington.
Agreement Number:
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Revised 10/30/2014
Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required,
per 49 CFR Part 26 shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the
commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will
be shown on Exhibit"B" attached hereto and by this reference made part of this AGREEMENT. If the Prime
CONSULTANT is a DBE certified firm they must comply with the Commercial Useful Function (CUF) regulation
outlined in the AGENCY's "DBE Program Participation Plan" and perform a minimum of 30% of the total amount
of this AGREEMENT. It is recommended, but not required, that non-DBE Prime CONSULTANTS perform
a minimum of 30% of the total amount of this AGREEMENT.
The CONSULTANT, on a monthly basis, is required to submit DBE Participation of the amounts paid to all DBE
firms invoiced for this AGREEMENT.
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—
Preparation and Delivery of Electronic Engineering and other Data."
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
these SERVICES, 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 SERVICE, shall be
without liability or legal exposure to the CONSULTANT.
Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other
party by (i) certified mail,return receipt requested, or (ii) by email or facsimile, to the address set forth below:
If to AGENCY: If to CONSULTANT:
Name: Chris Barnes Name: Michael Lapham
Agency: City of Renton Agency: KPG, Inc.
Address: 1055 South Grady Way Address: 753 9th Avenue N
City: Renton State: WA Zip: 98057 City: Seattle State: WA Zip: 98109
Email: cbarnes@rentonwa.gov Email: michael@kpg.com
Phone: 425-430-7220 Phone: 206.267.1065
Facsimile: 425-430-7241 Facsimile: 206.286.1639
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 titled "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, 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.
Agreement Number:
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V. Payment Provisions
The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT
as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES
rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES.
The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate
in support of the lump sum amount is attached hereto as Exhibits "D" and"E" and by this reference made part
of this AGREEMENT.
A. Lump Sum Agreement: Payment for all consulting SERVICES shall be on the basis of a lump sum amount
as shown on page one (1) of this AGREEMENT.
B. Maximum 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 on page
one(1.)The Maximum Amount Payable does not include payment for extra work as stipulated in section XIII,
"Extra Work."No minimum amount payable is guaranteed under this AGREEMENT.
C. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement
of costs on a monthly basis. 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 SERVICES at the time
of the interview.
D. 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 SERVICES under this
AGREEMENT, contingent, if applicable, 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) calendar 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. Per WSDOT's "Audit Guide for Consultants," Chapter 23 "Resolution Procedures,"the
CONSULTANT has twenty (20) working days after receipt of the final Post Audit to begin the appeal process to
the AGENCY for audit findings.
E. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection
by representatives of the AGENCY and the United States, for a period of six (6)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 AGREEMENT is initiated before the expiration of the six (6) year period, the cost records and
accounts shall be retained until such litigation, claim, or audit involving the records is completed.
A post audit may be performed on this AGREEMENT. The audit, if any, will be performed by the State
Auditor, WSDOT's Internal Audit Office and/or at the request of the AGENCY's Project Manager.
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VI. Sub-Contracting
The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit"A" attached hereto and by
this reference made part of this AGREEMENT.
The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without
prior written permission of the AGENCY. No permission for subcontracting shall create,between the AGENCY
and sub-consultant, any contract or any other relationship.
Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit"E" attached
hereto and by this reference made part of this AGREEMENT.
The SERVICES of the sub-consultant shall not exceed its maximum amount payable identified in each sub-
consultant cost estimate unless a prior written approval has been issued by the AGENCY.
All reimbursable direct labor, indirect cost rate, direct non-salary costs and fixed fee costs for the sub-consultant
shall be negotiated and substantiated in accordance with section V"Payment Provisions"herein and shall be
memorialized in a final written acknowledgement between the parties.
All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require
each sub-consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With
respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE'S
Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011.
The CONSULTANT, sub-recipient, or sub-consultant shall not discriminate on the basis of race, color, national
origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable
requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the
CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the
termination of this AGREEMENT or such other remedy as the recipient deems appropriate.
VII. Employment and Organizational Conflict of Interest
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 this 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 this
AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this
AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly
retired employees, without written consent of the public employer of such person if he/she will be working on this
AGREEMENT for the CONSULTANT.
Agreement Number:
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Revised 10/30/2014
VIII. Nondiscrimination
During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub-consultants,
subcontractors and successors in interest, agrees to comply with the following laws and regulations:
• Title VI of the Civil Rights Act of 1964 • Civil Rights Restoration Act of 1987
(42 U.S.C. Chapter 21 Subchapter V § 2000d (Public Law 100-259)
through 2000d-4a) • American with Disabilities Act of 1990
• Federal-aid Highway Act of 1973 (42 U.S.C. Chapter 126 § 12101 et. seq.)
(23 U.S.C. Chapter 3 § 324) • 23 CFR Part 200
• Rehabilitation Act of 1973 • 49 CFR Part 21
(29 U.S.C. Chapter 16 Subchapter V § 794) . 49 CFR Part 26
• Age Discrimination Act of 1975 • RCW 49.60.180
(42 U.S.C. Chapter 76 § 6101 et. seq.)
In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "F"
attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "F" 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 with or without cause 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 for actual hours charged and any appropriate
fixed fee percentage at the time of termination of this AGREEMENT,plus any direct non-salary costs incurred up to
the time of termination of this AGREEMENT.
No payment shall be made for any SERVICES 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 in paragraph two (2) of this
section, 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 the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the
AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES
to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to
date of termination, whether that SERVICE 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 SERVICES required and the
time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES
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 in paragraph two (2) of this section.
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 fault 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 and appropriate fixed fee percentage in accordance with the termination for other than
default clauses listed previously.
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Revised 10/30/2014
The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member,
partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT's supervisory and/or
other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee.
The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or
more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The
CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT
unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s)
of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as
set forth in the second and third paragraphs of this section.
Payment for any part of the SERVICES 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 SERVICES 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.
X. Changes of Work
The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as
necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find
it desirable for its own purposes to have previously satisfactorily completed SERVICES 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 XIII "Extra Work."
XI. Disputes
Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within
10 days 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 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". In the event that either party deem it necessary to institute legal action or
proceeding to enforce any right or obligation under this AGREEMENT, this 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 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.
XII. Legal Relations
The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws,
rules, codes,regulations and all AGENCY policies and directives, applicable to the work to be performed under this
AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of
Washington.
The CONSULTANT shall defend, indemnify, and hold The State of Washington (STATE) and the AGENCY and
their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part
from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the
CONSULTANT's agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons
for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT
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to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless
the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon
the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their
agents, officers, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom
the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused
by or result from the concurrent negligence of(a) the CONSULTANT or the CONSULTANT's agents, employees,
sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally
liable, and (b) the STATE and/or AGENCY, their agents, officers, employees, sub-consultants, subcontractors and or
vendors, of any tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense
and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT's negligence or
the negligence of the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier,
or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any
AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, of any tier.
The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers
and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the
alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents,
proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT's
agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the
CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any
use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or
communicated to STATE and/or the AGENCY, their agents, officers and employees pursuant to the AGREEMENT;
provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly
improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or
inventions resulting from STATE and/or AGENCY's, their agents', officers' and employees' failure to comply
with specific written instructions regarding use provided to STATE and/or AGENCY, their agents, officers and
employees by the CONSULTANT, its agents, employees, sub-consultants, subcontractors or vendors, of any tier, or
any other persons for whom the CONSULTANT may be legally liable.
The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor.
Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole
discretion, by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and
examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or
any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT.
The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT's own
employees or its agents against the STATE and/or 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. This waiver has been mutually negotiated between the Parties.
Unless otherwise specified in this 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 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 this AGREEMENT, or as otherwise
required, the following insurance with companies or through sources approved by the State Insurance
Commissioner pursuant to Title 48 RCW.
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Insurance Coverage
A. Worker's compensation and employer's liability insurance as required by the STATE.
B. Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum
limits of one million dollars ($1,000,000.00)per occurrence and two million dollars ($2,000,000.00) in the
aggregate for each policy period.
C. Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing coverage for
any "Auto" (Symbol 1) used in an amount not less than a one million dollar ($1,000,000.00) combined single
limit for each occurrence.
Excepting the Worker's Compensation Insurance and any Professional Liability Insurance, the STATE and
AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub-
consultant and/or subcontractor as an additional insured (the"AIs"), with no restrictions or limitations concerning
products and completed operations coverage. This coverage shall be primary coverage and non-contributory and
any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured
coverage required hereunder. The CONSULTANT's and the sub-consultant's and/or subcontractor's insurer shall
waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with
verification of insurance and endorsements required by this 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:
Name: Michael J Hall & Company
Agency: Hall & Company
Address: 19660 10th Ave NE
City: Poulsbo State: WA Zip: 98370
Email: certificates@hallandcompany.com
Phone: 360-598-3700
Facsimile: 360-598-3700
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, including that which may arise in reference to
section IX "Termination of Agreement" of this AGREEMENT, shall be limited to the accumulative amount of the
authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of
liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional
liability to third parties be limited in any way.
The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party,
and no third party beneficiary is intended or created by the execution of this AGREEMENT.
The AGENCY will pay no progress payments under section V"Payment Provisions" until the CONSULTANT has
fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is
available to it under other provisions of this AGREEMENT, or otherwise in law.
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XIII. Extra Work
A. The AGENCY may at any time,by written order, make changes within the general scope of this 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 SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise
affects any other terms and conditions of this 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 this AGREEMENT accordingly.
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 this AGREEMENT.
D. Failure to agree to any adjustment shall be a dispute under the section XI "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.
XIV. Endorsement of Plans
If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering
data furnished by them.
XV. Federal Review
The Federal Highway Administration shall have the right to participate in the review or examination of the
SERVICES in progress.
XVI. Certification of the Consultant and the Agency
Attached hereto as Exhibit"G-1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit
"G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered
Transactions, Exhibit "G-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying
and Exhibit"G-4" Certificate of Current Cost or Pricing Data. Exhibit"G-3" is required only in AGREEMENT's
over one hundred thousand dollars ($100,000.00) and Exhibit "G-4" is required only in AGREEMENT's over
five hundred thousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANT, and
submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III "General
Requirements" prior to its performance of any SERVICES under this AGREEMENT.
XVII. 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 a supplement
to this AGREEMENT.
Agreement Number:
Local Agency A&E Professional Services Lump Sum Consultant Agreement Page 10 of 13
Revised 1013012014
XVIII. 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 AGREEMENT's contained in the proposal, and the supporting material
submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and
conditions thereof.
XIX. Protection of Confidential Information
The CONSULTANT acknowledges that some of the material and information that may come into its possession
or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt
from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state
or federal statutes ("State's Confidential Information"). The "State's Confidential Information"includes, but is
not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles,
credit card information, driver's license numbers, medical data, law enforcement records (or any other information
identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security
data, non-public Specifications, STATE and AGENCY non-publicly available data, proprietary software, State
security data, or information which may jeopardize any part of the project that relates to any of these types of
information. The CONSULTANT agrees to hold the State's Confidential Information in strictest confidence
and not to make use of the State's Confidential Information for any purpose other than the performance of this
AGREEMENT, to release it only to authorized employees, sub-consultants or subcontractors requiring such
information for the purposes of carrying out this AGREEMENT, and not to release, divulge,publish, transfer,
sell, disclose, or otherwise make it known to any other party without the AGENCY's express written consent
or as provided by law. The CONSULTANT agrees to release such information or material only to employees,
sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have
been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and
managerial safeguards to prevent unauthorized access to the State's Confidential Information.
Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY's
option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State's Confidential
Information; or(ii) returned all of the State's Confidential Information to the AGENCY; or (iii)take whatever other
steps the AGENCY requires of the CONSULTANT to protect the State's Confidential Information.
As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following:
the State's Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which
the State's Confidential Information was received; who received, maintained and used the State's Confidential
Information; and the final disposition of the State's Confidential Information. The CONSULTANT's records shall
be subject to inspection, review, or audit upon reasonable notice from the AGENCY.
The AGENCY reserves the right to monitor, audit, or investigate the use of the State's Confidential Information
collected, used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or
investigating may include, but is not limited to, salting databases.
Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of
this AGREEMENT and demand for return of all State's Confidential Information, monetary damages, or penalties.
It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which
is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the
confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing
such proprietary and/or confidential information shall be clearly identified and marked as "Confidential" and shall
be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT.
Agreement Number:
Local Agency A&E Professional Services Lump Sum Consultant Agreement Page 11 of 13
Revised 1013012014
The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential
and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or (b) as soon as such
confidential or proprietary material is developed, whichever is. "Proprietary and/or confidential information" is not
meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is
rightfully disclosed to one of the parties by a third party that is not acting as an agent or representative for the other
party; (iii) is independently developed by or for the other party; (iv)is publicly known; or (v) is generally utilized
by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT.
The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure
laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/
or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. If a
public disclosure request is made to view materials identified as "Proprietary and/or confidential information" or
otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such
records will be released to the requester unless the CONSULTANT obtains a court order from a court of competent
jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure, the
AGENCY will release the requested information on the date specified.
The CONSULTANT agrees to notify the sub-consultant of any AGENCY communication regarding disclosure that
may include a sub-consultant's proprietary and/or confidential information. The CONSULTANT notification to the
sub-consultant will include the date that such records will be released by the AGENCY to the requester and state
that unless the sub-consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure
the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain
a court order or other judicial relief enjoining the AGENCY by the release date, the CONSULTANT shall waive
and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages,
liabilities, or costs associated with the AGENCY's said disclosure of sub-consultants'information.
XX. Records Maintenance
During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6) years
from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain and maintain all
"documents"pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all "documents"
pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT's place
of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall
cooperate with AGENCY and assist in the production of all such documents. "Documents" shall be retained until
all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past
the six (6) year retention period.
For purposes of this AGREEMENT, "documents" means every writing or record of every type and description,
including electronically stored information ("ESI"), that is in the possession, control, or custody of the
CONSULTANT, including, without limitation, any and all correspondences, contracts,AGREEMENT `s,
appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten
notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records,
work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings,
tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or
telephone conversations, and any and all other taped, recorded, written, printed or typed matters of any kind or
description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the
CONSULTANT, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original,
or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original.
Agreement Number:
Local Agency A&E Professional Services Lump Sum Consultant Agreement Page 12 of 13
Revised 10/30/2014
For purposes of this AGREEMENT, "ESI"means any and all computer data or electronic recorded media of any
kind, including"Native Files", that are stored in any medium from which it can be retrieved and examined, either
directly or after translation into a reasonably useable form. ESI may include information and/or documentation
stored in various software programs such as: Email, Outlook, Word, Excel,Access, Publisher, PowerPoint,Adobe
Acrobat, SQL databases, or any other software or electronic communication programs or databases that the
CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup
tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops or any other
electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any
personal devices used by the CONSULTANT or any sub-consultant at home.
"Native files" are a subset of ESI and refer to the electronic format of the application in which such ESI is normally
created, viewed, and/or modified.
The CONSULTANT shall include this section XX "Records Maintenance" in every subcontract it enters into in
relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in
writing by the AGENCY prior to the execution of such subcontract.
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.
Signature Date
/z)
Signature Date
Any modification, change, or reformation of this AGREEMENT shall require approval as to form by the Office
of the Attorney General.
Agreement Number:
Local Agency &E Professional Services Lump Sum Consultant Agreement Page 13 of 13
Revised 1013012014
Exhibit A
Scope of Work
Project No.
See Attached Scope of Work
Agreement Number:
WSDOT Form 140-089 EF Exhibit A Page 1 of 1
Revised 1013012014
EXHIBIT A
City of Renton
Signal Analysis for Gene Coulon Park-Southport and
Lake Washington Boulevard N
Scope of Work
This scope of services describes the tasks KPG will perform to analyze the traffic operations of
the two closely spaced intersections of Gene Coulon Park/Lake Washington Boulevard and
Gene Coulon Park/Southport development access. The two intersections are currently
unsignalized and signals will be installed at both intersections to improve traffic circulation. The
analysis will review the existing and proposed intersection operations and recommend
improvements to signal timing and phasing, and the nearby Gene Coulon Park roadways that
serve internal circulation and parking areas. The purpose is to assess the operations of the two
signals and ensure the signals can accommodate the Southport development while maintaining
adequate access to Gene Coulon Park.
TASK 1— MANAGEMENT/COORDINATION/ADMINISTRATION
Provide overall project management, coordination with the City, monthly progress reports. For
the purposes of this scope and fee, it is estimated that the total contract duration will be 3
months. This effort will include the following elements:
1.1 Prepare monthly progress reports (3 months).
1.2 Coordinate with City staff and attend up to three (3) project team meetings.
Deliverables
• Monthly progress reports
• Prepare for and attend three (3)project team meetings
TASK 2—EXISTING CONDITIONS TRAFFIC REVIEW
This task will analyze existing traffic operations at the two intersections of Gene Coulon
Park/Lake Washington Boulevard and Gene Coulon Park/Southport development access, and
nearby Gene Coulon Park roadways that serve internal circulation and parking areas.
2.1 Update and refine the existing PM peak hour Synchro provided by the City to provide an
understanding of existing operations. Add nearby Gene Coulon Park roadways that serve
internal circulation and parking areas. Develop existing AM peak hour and summer
City of Renton
Signal Analysis for Gene Coulon Park-Southport and Lake Washington Blvd N Page 1 of 3
KPG Scope of Work 4/3/2015
EXHIBIT A
weekend peak hour Synchro models based on City-provided traffic counts. The analysis
will be done in Synchro and will include a SimTraffic simulation analysis of the
intersections.
Deliverables
• Existing Conditions Synchro models
TASK 3—TRAFFIC OPERATIONS WITH NEW SIGNALS
This task will analyze the traffic operations with the two new traffic signals and recommend
improvements.
3.1 KPG will modify the existing AM, PM and summer weekend peak hour Synchro models to
reflect the two new signals and the nearby roadways within Gene Coulon Park. Existing
traffic counts will be modified as necessary to reflect planned hotel operations on the
Southport development.
3.2 KPG will analyze the traffic operations with the two new traffic signals and recommend
signal timing and signal phasing to safely and efficiently maximize vehicle throughput at
the driveways to Gene Coulon Park and the Southport development. To improve the
efficiency of the two new signals, KPG will also evaluate changes to the existing
configuration of the nearby Gene Coulon Park roadways that serve internal circulation
and parking areas. Potential changes may address the following issues:
• The efficiency of the new signal will be reduced by the limited vehicle storage space
between the new signal and the stop signs for both the southbound frontage road
and the exiting driveway for the beach parking area.
• Vehicle queues from the new signal have the potential to block traffic entering the
beach parking area.
• Nearby creek and City maintenance building will limit options for creating new street
connections.
• Balancing the volume of traffic exiting the southbound frontage road and the beach
parking areas.
• The high volume of vehicles with boat trailers requires more queuing space.
The analysis will be done for AM, PM and summer weekend peak hours and will include a
SimTraffic simulation analysis.
3.3 KPG will develop preliminary (10 percent) designs for up to two (2) alternatives depicting
improvements to of the circulation roadways, channelization, and signals described in
Task 3.2. Plans will be prepared in CAD utilizing an aerial base map.
City of Renton
Signal Analysis for Gene Coulon Park-Southport and Lake Washington Blvd N Page 2 of 3
KPG Scope of Work 4/3/2015
EXHIBIT A
Deliverables
• Synchro models with two new signals for the AM, PM and Weekend
• Up to two (2)preliminary plans of improvement alternatives.
TASK 4—SUMMARY OF RESULTS
This task will document the analysis findings and recommendations in a technical memo and
present the results to City staff.
4.1 KPG will prepare a technical memorandum that summarizes the analysis, findings and
recommendations.
4.2 KPG will present the analysis, findings and recommendations in one (1) meeting with the
Public Works-Transportation Division.
4.3 KPG will present the analysis, findings and recommendations in one (1) meeting with the
City Parks Department and Community and Economic Development staff.
Deliverables
• Technical Memorandum summarizing findings and recommendations
• Prepare handouts and present at two (2) meetings
ADDITIONAL SERVICES
The City may require additional services that are not outlined in this scope. These services will
be authorized under a future contract supplement if necessary. At the time these services are
required, the Consultant shall provide a detailed scope of work and an estimate of costs. The
Consultant shall not proceed with the work until the City has authorized the work and issues a
notice to proceed. Examples of additional services may include (but are not limited to):
• collection of additional or updated traffic counts;
• development of traffic forecasts and analysis of additional horizon years;
• analysis of additional land use scenarios and changes to analysis assumptions;
• additional meetings or presentations;
• development of cost estimates;
• coordination with BNSF railroad;
• survey and right-of-way research;
• additional design services of preferred alternative.
City of Renton
Signal Analysis for Gene Coulon Park-Southport and Lake Washington Blvd N Page 3 of 3
KPG Scope of Work 4/3/2015
Exhibit C
Preparation and Delivery of Electronic 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
Not Applicable
B. Roadway Design Files
Not Applicable
C. Computer Aided Drafting Files
Consultant will provide PDF format of CAD drawings as requested by the city.
Agreement Number:
WSDOT Form 140-089 EF Exhibit C Page 1 of 4
Revised 10130/2014
D. Specify the Agency's Right to Review Product with the Consultant
Agency will retain the right to review the draft report for content and accuracy,provide comments, and to
review the final report.
E. Specify the Electronic Deliverables to Be Provided to the Agency
Copy of draft and final report will be provided electronically.
Copy of preliminary
F. Specify What Agency Furnished Services and Information Is to Be Provided
Available Synchro files for intersection analysis.
Traffic counts for AM peak and summertime weekend peak periods.
Agreement Number:
WSDOT Form 140-089 EF Exhibit C Page 2 of 4
Revised 10130/2014
II. Any Other Electronic Files to Be Provided
Not Applicable
III. Methods to Electronically Exchange Data
Email or FTP, as needed
WSDOT Form 140-089 EF Exhibit C Page 3 of 4
Revised 10130/2014
A. Agency Software Suite
Not Specified
B. Electronic Messaging System
Not Specified
C. File Transfers Format
PDF files of deliverables
WSDOT Form 140-089 EF Exhibit C Page 4 of 4
Revised 10/30/2014
Exhibit D
Prime Consultant Cost Computations
See Attached Hour and Fee Estimate and Overhead Cost calculation
Agreement Number:
WSDOT Form 140-089 EF Exhibit D Page 1 of 1
Revised 10/30/2014
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GWashington State
AP Department of Transportation Memorandum
May 13, 2014
TO: Stacie Kelsey, Local Programs
FROM: Martha Roach, Agreement Compliance Audit Manage
SUBJECT: KPG, Inc. Indirect Cost Rate for fiscal year end December 31, 2013.
We have completed our desk review of KPG, Inc. Indirect Cost Rate for the above
referenced fiscal year. The review was completed at the request of WSDOT Northwest
Region Local Programs. We reviewed the documentation supporting the rate for
compliance with criteria contained in the Federal Acquisition Regulations (FAR),
Subpart 31. Our review included a site visit to the firm.
Based on our review we are issuing this memo,establishing KPG, Inc. Indirect Cost Rate
for fiscal year ending December 31, 2013, at 131.49% of direct labor(rate includes
0.14% Facilities Cost of Capital). KPG, Inc.provided a FHWA Certificate of Final
Indirect Costs indicating all costs included in the indirect cost rate schedule are in
compliance with Federal Acquisition Regulations (FAR), Subpart 31.
Costs billed to agreements will still be subject to audit of actual costs,based on the terns
and conditions of the respective agreement.
This was not a cognizant review. Any other entity contracting with the firm is
responsible for determining the acceptability of the Indirect Cost Rate.
If you have any questions, feel free to call me at (360) 705-7006 or via email at
roacluna @wsdot.wa.eov.
Cc: Steve McKerney
File
i
DOT Forth 700.008 EF
Revised 5199
t
Certification of Final Indirect Costs
Firm Name: KPG,Inc.
Indirect Cost Rate Proposal: 131.49 '7p
Date of Proposal Preparation(mm/dd/yyyy):03/11/2014
Fiscal Period Covered mm/ddl to mm/dd/
( yyyy yyyy):01/01/1310 12/31/2013
!, the undersigned, certify that i have reviewed the proposal to establish final indirect cost rates
for the fiscal period as specifled above and to the best of my knowledge and belief.,
1.)All costs included in this proposal to establish final indirect cost rates are allowable in
accordance with the cost principles of the Federal Acquisition Regulations (FAR)of title 48,
Code of Federal Regulations(CFR), part 39.
2.) This proposal does not include any costs which are expressly unallowable under the cost
principles of the FAR of 48 CFR 31.
All known material transactions or events that have occurred affecting the firm's ownership,
organization and indirect cost rates have been disclosed.
r
Signature:
Name of Certifying Official" (Print): Nelson Davis
a't
Title: President
x
u
Date of Certification(mm/dd/yyyy): 05/12/2014
E
*The"Certifying Official'must be an individual executive or financial officer of the firm at a level
no lower than a Vice President or Chief Financial Officer,or equivalent,who has the authority to
represent the financial informatlon utilized to establish the indirect cost rate for use under Agency
contracts.
Ref. FHWA Directive 4470.1A available on line at:
http://www.fhwa.dol.gov/le-qsregs/directives/orders/44701a.htm �
J
O/H Certification;Nov 2010
r
i
i
KPG,Inc.
Indirect Cost Rate Schedule
For the Year Ended December 31,2013
Financial
Statement Accepted
Description Amount KPG Adj. WSDOT Adj. Rei. Amount %
Direct Labor $2,995,989 $11,000 A $3,006,989 100.00%u
Indirect Costs:
Fringe Benefits
Vacation Pay $280,666 $1,719 B $282,384 939%
Sick Pay 118,058 191 C 118,249 3.93%
1to]iday Pay 177,603 534 D 178,137 5.97%
Payroll Taxes 450,022 450,022 14 974'%
Health Insurance 280,484 280,484 9,33%
Workers'Comp.Insurance 9,344 9,344 0,31%
Profit Sharing(401-k) 28,606 28,606 0.95%
Bonus 175,050 ($175,050) O 0 0 00%
Commuter Passes 3,930 3,930 OA3%
Total Fringe Benefits $1,523,765 $2,443 ($175,050) $1,351,157 44-93%
General Overhead
Indirect labor $986,393 $28,770 F, $1,015,163 33.76%
Bid&Proposal Labor 302,427 302,427 10,06%
Business Licenses 2,017 2.017 007%
Life Insurance(Key Person) 18,593 (18,593) F (0) 000%
Disability Income Protection 53,620 53,620 1.78%
Auto Allowances 46,981 ($46,981) P 0 0,00%
Professional Development 17,690 (708) Q 16,982 0 56%
Professional Registrations 5,425 (355) R 5,070 0.17%
Employee Welfare 38,888 (21,429) (3,837) G,S 13,623 O,45%
Recruitment 832 (832) H 0 0.00%
(Outside Temp Services 2,052 2,052 007%
Payroll Services 2,741 2,741 0.09%
Rent 547,488 (331,471) E 216,017 7 18%
Utilities 37,005 37,005 1 23%
Janitor 28,990 28,990 096%
Repairs&Maintenance 70,173 70,173 233%
IT Repairs&Maintenance 4,790 4,790 0.16%
lease Expense 564 564 0,02%
Office Supplies 93,852 (2,948) 7 90.904 3,02%
Copier&Plotter Supplies 13,660 13,660 0,45%
ff Computer Supplies 13,962 13,962 0,46%
Printing&Reproduction (1,842) (1,842) -0 06%
Publications 2,404 2,404
009%
Memberships&Organizations 13,465 3,1('0) li 10,305 0.34%
Accounting&Legal 10,896 (9,125) J 1,771 0 06%
Bank Charge 1,004 1,004 003%
Late Charges 36 (36) K (0) 000%
Telecommunications 112,323 112,323 3.74%
Postage&Delivery 4,330 4,330 0,14%
11 Lease Expense 100,892 100,892 336%
Auto Maintenance&Registration 27,410 (27,410) V (0) 0,00%
Parking&Tolls 12,878 12,878 0,43%
Travel 10,518 (1,145) W 9,372 0.31%
Meals 43,194 (43,194) X 0 0,00%
Business Insurance 87,151 87,151 2.90%
Interest 11,468 (11,468) Y 0 000%
Business Taxes 231,073 231,073 7.68%
Marketing Reproduction 232 (232) L 0 0,00%
Website Development&Maintenance 1,900 1,900 0.06%
Business F,ntertainment 3,303 (3,303) M 0 0.00%
Conferences 15,774 (600) Z 15,174 0,50%
Marketing Travel 1,114 (1,114) L 0 0.00%
Marketing Meals 8,084 (8,084) L 0 000%
Political Contributions/Public Relations 6,000 (6,000) L. 0 0 00%
Charitable Donations 4,994 (4,994) N 0 0,00%
KPG,Inc.
Indirect Cost Rate Schedule
For the Year Ended December 31,2013
Financial
Statement Accepted
Description Amount KPG Ada. WSDOT Adj. Ref. Amount /,
Depreciation 120,171 120,171 4,00%
Total General Overhead $3,116,912 ($376,441) ($141,806) $2,598,665 86.42%
Total Indirect Costs&Overhead $4,640,677 ($373,998) ($316,856) $3'949,822 131.35%
Indirect Cost Rate(Less FCC) 15490% 141 89% 131.351
Facilities Cost of Capital $4,130 $4,130 0.14'%
$4,644,807 ($373,998) ($316,856) $3,953,952
Indirect Cost Rate(Includes FCC) 131.49%
KPG,Inc.-Reviewed and Accepted BS 511312014
"Indirect Cost Rate still subject to W.SDOT Audit"
References
KPG Adjustments:
A Hours to project work-nonbillable to the project to be included in direct labor per 48 CFR 31.202.
B Vacation Variance Between Paychex&Ajera Income Statement added to indirect cost per 48 CFR 31 203
C Sick Variance Between Paychex&Ajera Income Statement added to indirect cost per 48 CFR 31203
D Holiday Variance Between Paychex&Ajera Income Statement added to indirect cost per 48 CFR 31 203_
F Indirect Salary Variance Between Paychex&Ajera Income Statement added to indirect labor per 48 CFR 31203.
F Key Person Insurance unallowable$18,593 per 48 CFR 31 205-19(e)(2)(v),
G Alcohol&Meals Non-perdiem unallowable$21,429 per 48 CFR 31 205-51 and 31.205-46
11 Advertising unallowable$832 per 48 CFR 31205-1,
1 Common Control Rent Adjustment$295,014.78 and Sublease Real$36,456 per 48 CFR 31.205-36(6)(3)
J Tax Preparations Shareholders unallowable$9,326 per48 CFR 31 20541(b)and 31 201-6.
K Late charges unallowable$36 per 48 CFR 31205-15(a).
1, Advertising&marketing unallowable$232,$1114,$8084,$6000 per 48 CFR 31 205-1
M Business Entertainment unallowable(golf)$3303 per 48 CFR 31 205-14
N Donations Unallowable$4994 per 48 CFR 31 205-8
WSDO't'Adjustments:
O Unsupported bonus payments($175,050)is unallowable per 48 CFR 31,205-6(t)(ii)and 31201-0
P Unsupported auto allowances($46,981)are unallowable per 48 CFR 31 20546,31 201-2,and 31201-4.
Q Mariner's Tickets($348)and APWA GolfTournarnent fees($360)are unallowable entertainment
expense per 48 CFR 31.205-14 and 31.201-6.
R Dues for the Society for Marketing Professional($355)are an unallowable advertising cost per
48 CPR 31.205-1 and 31.201-6.
S Void check($138)recorded in expenses without corresponding credit is unallowable per 48 CPR 31,201-2 and 31201-4.
Imprinted clothing for staff($3,031)is an unallowable advertising expense per 48 CFR 31205-1(1)(6)
Picnic and pizza expense($668)is an unallowable entertainment expense per 48 CFR 31 205-14 and 31.201-6
T Imprinted clothing for staff($14)is an unallowable advertising expense per 48 CFR 31 205-1(t)(6)
Disputed fraudulent charges recovered($1,316)but not removed Crain general ledger is an unallowable
expense per 48 CIR 31.201-2 and 31 201-4.
Office party supplies($1,618)is an unallowable entertainment expense per 48 CFR 31 205-14 and 31,201-6.
U Lack of supporting documentation for Costco membership($660)is unallowable per 48 CFR 31 201 2 and 31201-4
Sponsorship for Green roads Foundation($2,500)is an unallowable donation per 48 CFR 31.205-8 and'31.201-6
V Vehicle cost have been disallowed due to insufficient mileage logs and majority of mileage constitute personal and
direct project related miles per 48 CFR 31 205-46(d),31 201-2,31 2014,and 31202,
W Lack of supporting documentation for travel expenses($1,017)is unallowable per 48 CFR 31201-2 and 31.201-4
Hotel room for KPG party($129)is an unallowable entertainment expense per 48 CFR 11 205-14 and 31201-6
X Meals($43,194)provided for start meetings,client meetings,and individual staff members is unallowable per 48 CFR 31201-2,
31,201-3,31261-4,31,205-13,31,205-14,and 31.20546.
Y Interest($11,468)costs are an unallowable expense per 48 CFR 31 205-20 and 31 201-6.
'L Lack of supporting documentation for conference expense($600)is unallowable per 48 CFR 31.202-2,
31,201-4,and 31.205-43.
Exhibit F
Title V/Assurances
During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, and successors
in interest agrees as follows:
1. 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 this 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 this 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 a sub-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 the AGENCY, the
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, the 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 this AGREEMENT until the CONSULTANT
complies, and/or;
• Cancellation, termination, or suspension of this AGREEMENT, in whole or in part.
6. Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through
(5) in every subcontract, 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 STATE, the AGENCY, 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 a sub-consultant or supplier as a result of such direction, the CONSULTANT may request
the AGENCY enter into such litigation to protect the interests of the STATE and/or the AGENCY and, in
addition, the CONSULTANT may request the United States enter into such litigation to protect the interests
of the United States. Agreement Number:
WSDOT Form 140-089 EF Exhibit F Page 1 of 1
Revised 1012012014
Exhibit G
Certification Documents
Exhibit G-1(a) Certification of Consultant
Exhibit G 4(13) Gei4ifieatian of
Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters -
Primary Covered Transactions
Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying
Exhibit G-4 Certificate of Current Cost or Pricing Data
Agreement Number:
WSDOT Form 140-089 EF Exhibit G Page 1 of 1
Revised 1013012014
Exhibit G-1(a) Certification of Consultant
I hereby certify that I am the and duly authorized representative of the firm of
KPG, Inc
whose address is
753 9th Avenue N, Seattle, WA 98109
and that neither the above firm nor I have:
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 this 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
for me 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 furnished to the
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.
KPG, Inc.
Consultant(Firm Name)
YVtA +1
Signature(Authorized fficial of nsultant) Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G Page 1 of 1
Revised 1013012014
Exhibit G-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 a three (3) year period preceding this proposal been convicted of or had a civil judgment
rendered against them for commission of 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 anti-trust 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 and local) terminated for cause or default.
IL 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.
KPG, Inc.
Consultant(Firm Name)
- 40
Signature(Authorized 0 icial of sultant) Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G Page 1 of 1
Revised 1013012014
Exhibit G-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, a officer or employee of Congress, or any 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 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 $10,000.00, and not more than $100,000.00,
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 sub-contracts, which exceed$100,000,
and that all such sub-recipients shall certify and disclose accordingly.
KPG, Inc.
Consultant(Firm Name)
Signature(Authorized 0 ial of n ultant) Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G Page 1 of 1
Revised 1013012014
Exhibit G-4 Certificate of Current Cost or Pricing Data
This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section
2.101 of the Federal Acquisition Regulation(FAR) and required under FAR subsection 15.403-4) submitted,
either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer's
representative in support of KPG #15044 - Coulon Park * are accurate, complete, and current
as of 4/1/2015 **.
This certification includes the cost or pricing data supporting any advance AGREEMENT's and forward pricing
rate AGREEMENT's between the offer or and the Government that are part of the proposal.
Firm: KPG, Inc.
gb k
Signature Title
Date of Execution***:
*Identify the proposal,quotation,request for pricing adjustment,or other submission involved,giving the appropriate identifying number(e.g.project title.)
**Insertthe day,month,and year,when price negotiations were concluded and price AGREEMENT was reached.
***Insert the day,month,and year,of signing,which should be as close as practicable to the date when the price negotiations were concluded and the
contract price was agreed to.
Agreement Number:
WSDOT Form 140-089 EF Exhibit G Page 1 of 1
Revised 1013012014
Exhibit I
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 error(s), 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 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 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). 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.
Agreement Number:
WSDOT Form 140-089 EF Exhibit/ Page 1 of 2
Revised 1013012014
Step 5 Forward Documents to Local Programs
For federally funded projects all available information, including costs, should be forwarded through the
Region Local Programs Engineer to LP for their review and consultation with the FHWA. LP will meet
with representatives of the agency and the consultant to review the alleged design error(s), and attempt
to find a resolution to the issue. If necessary, LP will request assistance from the Attorney General's Office
for legal interpretation. LP will also identify how the alleged error(s) 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. 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.
Agreement Number:
WSDOT Form 140-089 EF Exhibit 1 Page 2 of 2
Revised 10/30/2014
Exhibit J
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 met 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 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 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.
If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures.
Agreement Number:
WSDOT Form 140-089 EF Exhibit J Page 1 of 2
Revised 10/30/2014
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 Pubic 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 WSDOT 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 Claim(s)
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.
Agreement Number:
WSDOT Form 140-089 EF Exhibit J Page 2 of 2
Revised 1013012014