HomeMy WebLinkAboutContract 1 1
CAG-15-223
r city a,
4,11 Earl'
PROFESSIONAL SERVICES AGREEMENT
FOR
CONSULTANT SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made as of the 23rd day of
November, 2015, (the "Effective Date"), between the CITY OF RENTON, a non-charter code city
organized under RCW 35A and State of Washington municipal corporation, ("Renton"), and
KPG, Inc., ("Contractor"), to provide professional consultant services on the Couplet Conversion
Charrette project, at South 2nd Street, South 3rd Street, Williams Avenue South, Wells Avenue
South, Main Street, Houser Way South, and Burnett Avenue South in Renton, Washington.
Renton and Contractor are at times collectively referred to as the "Parties" and the Parties are
located and do business at the addresses immediately below which shall be valid for any notice
required under this Agreement:
CITY OF RENTON: INSERT CONTRACTOR'S CO. NAME:
Douglas Jacobson, P.E., Deputy Public Works Sessyle Asato, P.E.
1055 South Grady Way KPG, Inc.
Renton, WA 98057-3232 753 9th Avenue North
(425) 430-7242 Seattle, WA 98109
(425) 430-7376 (206) 267-1049
djacobson@rentonwa.gov sessile@kpg.com
The Parties agree as follows:
1. TERM. The term of this Agreement shall commence upon the Effective Date of this
Agreement, which shall be the date of mutual execution, and shall continue until the
completion of the Work, but in any event no later than March 31, 2016 ("Term"). This
Agreement may be extended for additional periods of time upon the mutual written agreement
of Renton and the Contractor.
2. SERVICES. The Contractor shall perform the services more specifically described in
Exhibit "A", which is attached and fully incorporated into this agreement by reference
("Services"), in a manner consistent with the accepted professional practices for other similar
services within the Puget Sound region in effect at the time those services are performed,
performed to Renton's satisfaction, within the time period prescribed by Renton and pursuant
to the direction of the Mayor or his or her designee. The Contractor warrants that it has the
requisite training, skill, and experience necessary to provide the Services and is appropriately
accredited and licensed by all applicable agencies and governmental entities, including but not
limited to obtaining a City of Renton business registration. Services shall begin immediately
- _ 1
upon the effective date of this Agreement. Services shall be subject, at all times, to inspection
by and approval of Renton, but the making (or failure or delay in making) such inspection or
approval shall not relieve Contractor of responsibility for performance of the Services in
accordance with this Agreement, notwithstanding Renton's knowledge of defective or non-
complying performance, its substantiality or the ease of its discovery.
3. TERMINATION. Either party may terminate this Agreement, with or without cause,
upon providing the other party thirty (30) calendar days written notice at its address set forth
above. Renton may terminate this Agreement immediately if the Contractor fails to maintain
required insurance policies, breaches confidentiality, or materially violates Section 12 (Equal
Opportunity Employer); and such may result in ineligibility for further City agreements. In the
event of termination, the Contractor shall be paid for services performed up to the termination
date and accepted as conforming work by Renton, less any costs or expenses incurred by
Renton as a result of the Contractor's breach of the Agreement. In that event, all finished or
unfinished documents, data, studies, surveys, drawings, maps, models, photographs and
reports prepared by the Contractor shall become Renton's property, and the Contractor shall
be entitled to receive just and equitable compensation for any work completed on such
documents and other materials, unless such documents or materials failed to conform to the
Agreement.
4. COMPENSATION.
4.1 Amount. In return for the Services, Renton agrees to pay the Contractor an
amount not to exceed a maximum amount and according to a rate or method as
delineated in Exhibit "B", which is attached and fully incorporated into this agreement
by reference. The Contractor agrees that any hourly or flat rate charged by it for its
Services contracted for shall remain locked at the negotiated rate(s) for the Term.
Except as otherwise provided in Exhibit "B", the Contractor shall be solely responsible
for the payment of any taxes imposed by any jurisdiction or authority as a result of the
performance and payment of this Agreement.
4.2 Method of Payment. On a monthly basis, the Contractor shall submit a voucher
or invoice in the form specified by Renton, including a description of what Services have
been performed, the name of the personnel performing such Services, and any hourly
labor charge rate for such personnel. The Contractor shall also submit a final bill upon
completion of all Services. Payment shall be made on a monthly basis by Renton only
after the Services have been performed and within thirty (30) calendar days after
receipt and approval by the appropriate city representative of the voucher or invoice. If
the Services do not meet the requirements of this Agreement, the Contractor will
correct or modify the work to comply with the Agreement. Renton may withhold
payment for such work until the work meets the Agreement requirements.
4.3 Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated
for payment under this Agreement for any future fiscal period, Renton shall not be
2
obligated to make payments for Services or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Services for which funds are allocated. No penalty or expense shall accrue to
Renton in the event this provision applies.
5. INDEMNIFICATION.
5.1 Contractor Indemnification. The Contractor agrees to release, indemnify,
defend, and hold harmless Renton, its agents, attorneys, elected officials, employees,
insurers, officers, representatives, and volunteers from any and all claims, demands,
actions, suits, causes of action, arbitrations, mediations, proceedings, judgments,
awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses,
attorney's or attorneys' fees, costs, and/or litigation expenses to or by any and all
persons or entities, including, without limitation, their respective agents, licensees, or
representatives, arising from, resulting from, or in connection with this Agreement or
the acts, errors or omissions of the Contractor in performance of this Agreement, except
for that portion of the claims caused by Renton's sole negligence.
5.2 Construction Indemnity to Real Estate. 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, the Contractor's liability shall be only to the extent of the Contractor's
negligence. Contractor shall ensure that each sub-contractor shall agree to defend and
indemnify Renton, its agents, attorneys, elected officials, employees, insurers, officers,
representatives, and volunteers to the extent and on the same terms and conditions as
the Contractor pursuant to this paragraph. Renton's inspection or acceptance of any of
Contractor's work when completed shall not be grounds to avoid any of these covenants
of indemnification.
5.3 Industrial Insurance Act Waiver. It is specifically and expressly understood that
the Contractor waives any immunity that may be granted to it under the Washington
State industrial insurance act, RCW Title 51, solely for the purposes of this
indemnification. Contractor's indemnification shall not be limited in any way by any
limitation on the amount of damages, compensation or benefits payable to or by any
third party under workers' compensation acts, disability benefit acts or any other
benefits acts or programs. THE PARTIES ACKNOWLEDGE THAT THEY HAVE MUTUALLY
NEGOTIATED THIS WAIVER.
5.4 Renton as an Additional Insured. The Contractor agrees to name Renton as an
Additional Insured on a noncontributory primary basis. In the event Renton shall,
without fault on its part, be made a party to any litigation commenced by or against
3
Contractor, then Contractor shall proceed and hold Renton harmless and he shall pay all
costs, expenses and reasonable attorney's fees incurred or paid by Renton in connection
with such litigation. Furthermore, Contractor agrees to pay all costs, expenses and
reasonable attorneys' fees that Renton may incur or pay in the enforcement of any of
the covenants, provisions and agreements.
5.5 Renton Indemnification. Renton agrees to release, indemnify, defend and hold
the Contractor, its officers, directors, shareholders, partners, employees, agents,
representatives, and sub-contractors harmless from any and all claims, demands,
actions, suits, causes of action, arbitrations, mediations, proceedings, judgments,
awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's
fees, costs, and/or litigation expenses to or by any and all persons or entities, including
without limitation, their respective agents, licensees, or representatives, arising from,
resulting from or connected with this Agreement to the extent solely caused by the
negligent acts, errors, or omissions of Renton.
5.5 Survival. The provisions of this Section shall survive the expiration or
termination of this Agreement with respect to any event occurring prior to such
expiration or termination.
6. INSURANCE.
6.1 Consultant's Insurance. Consultant shall secure and maintain the following
insurance policies, and shall not cancel or suspend the insurance policies identified
below, except after twenty (20) calendar day's prior written notice by certified-mail to
the City of Renton:
6.1.1. Commercial General Liability Insurance: Commercial general liability
insurance in the minimum amounts of $1,000,000 for each
occurrence/$2,000,000 aggregate throughout the duration of this
Agreement.
6.1.2. Workers' Compensation: Workers' compensation coverage, as
required by the Industrial Insurance laws of the State of Washington.
6.1.3. Renton as an Additional-Insured: It is agreed that on Consultant's
commercial general liability policy, the City of Renton will be named
as an Additional-Insured on a primary and non-contributory basis.
Any coverage maintained by the City of Renton is solely for the
coverage and benefit of Renton, and its elected officials, officers,
agents, employees, representatives and volunteers.
4
6.1.4. Verification of Coverage: 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.
6.2 Review of Policy: Upon request, the Consultant shall give Renton a full copy of
the insurance policy for its records and for the Renton City Attorney's or Risk
Manager's review. The policy limits may be reviewed and the value reassessed
annually.
6.3 Termination: Notwithstanding any other provision of this Agreement, the failure
of the Consultant to comply with the above provisions of this section shall
subject this Agreement to immediate termination without notice to any person
in order to protect the public interest.
7. CONFIDENTIALITY. All information regarding Renton obtained by Contractor in
performance of this Agreement shall be considered confidential subject to applicable laws.
Breach of confidentiality by the Contractor may be grounds for immediate termination. All
records submitted by Renton to the Contractor will be safeguarded by the Contractor. The
Contractor will fully cooperate with Renton in identifying, assembling, and providing records in
case of any public records disclosure request.
8. WORK PRODUCT. All originals and copies of work product, including plans, sketches,
layouts, designs, design specifications, records, files, computer disks, magnetic media or
material which may be produced or modified by Contractor while performing the Work shall
belong to the City of Renton upon delivery. The Contractor shall make such data, documents,
and files available to Renton and shall deliver all needed or contracted for work product upon
Renton's request. At the expiration or termination of this Agreement, all originals and copies of
any such work product remaining in the possession of Contractor shall be delivered to Renton.
9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and
documents which sufficiently and properly reflect all direct and indirect costs related to the
performance of the Work and maintain such accounting procedures and practices as may be
deemed necessary by Renton to assure proper accounting of all funds paid pursuant to this
Agreement. These records shall be subject, at all reasonable times, to audit, copy, inspect, or
review by Renton, its authorized representative, the State Auditor, or other governmental
officials authorized by law to monitor this Agreement. The Contractor also agrees to require
each of its subcontractors, agents, representatives to also maintain their records and make
them available for audit, copying, inspection, or review as required in this section.
10. INDEPENDENT CONTRACTOR. The Parties intend to create an Independent Consultant-
Employer Relationship and that the Contractor has the ability to control and direct the
performance and details of its work, Renton being interested only in the results obtained under
this Agreement. Renton shall be neither liable nor obligated to pay Contractor or its
employees, agents, subcontractors, contract workers, etc., sick leave, vacation pay or any other
5
benefit of employment, nor to pay any social security or other tax which may arise as an
incident of employment. Contractor shall take all necessary precautions and shall be
responsible for the safety of its employees, agents, contract workers and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All
work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of
or damage to materials, tools, or other articles used or held for use in connection with the
work. The Contractor shall pay all income and other taxes due except as specifically provided in
Section 4. Industrial or any other insurance that is purchased for the benefit of Renton,
regardless of whether such may provide a secondary or incidental benefit to the Contractor,
shall not be deemed to convert this Agreement to an employment contract. If the Contractor is
a sole proprietorship or if this Agreement is with an individual, the Contractor agrees to notify
Renton and complete any required form if the Contractor retired under a State of Washington
retirement system and agrees to indemnify any losses Renton may sustain through the
Contractor's failure to do so.
11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing
professional services during the Term for other parties; however, such performance of other
services shall not conflict with or interfere with Contractor's ability to perform the Services.
Contractor agrees to resolve any such conflicts of interest in favor of Renton. Contractor
confirms that Contractor does not have a business interest or a close family relationship with
any city officer or employee who was, is, or will be involved in the Contractor's selection,
negotiation, drafting, signing, administration, or evaluating the Contractor's performance.
12. NON-DISCRIMINATION AND COMPLIANCE WITH ALL APPLICABLE LAWS. Contractor
shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the
Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation
Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or
regulation regarding non-discrimination. Except to the extent permitted by a bona-fide
occupational qualification, the Consultant agrees as follows:
The Consultant will not discriminate against any employee or applicant for employment
because of race, creed, color, national origin, sex, age, sexual orientation, physical,
sensory or mental handicaps or marital status. The Consultant 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.
The Consultant will, in all solicitations for employee's job orders placed with any
employment agency or other firm or agency, state that all qualified applicants will
receive consideration for employment without regard for race, creed, color national
origin, sex, age, sexual orientation, physical, sensory or mental handicaps, or marital
6
status. The words "equal opportunity employer" in advertisements shall constitute
compliance with this paragraph.
The Consultant will include the provisions of the foregoing paragraphs in every
subcontract or purchase order for the goods or services which are subject matter of this
contract.
In the event of non-compliance by the Consultant with any of the non-discrimination
provisions of the contract, the Owner shall have the right, at its option, to cancel the
contract in whole or in part, without penalty. If the Agreement is canceled based on
non-compliance with this section of the Agreement after partial performance, Renton
shall be obligated to pay the fair market value or the contract price, whichever is lower,
for good or services which have been received and accepted.
The Consultant is solely responsible for knowledge of and 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.
Renton requires all businesses and individuals doing business in Renton to have and
maintain a valid City of Renton business license. (For Renton licensing information call
425-430-6851).
13. GENERAL PROVISIONS.
13.1 Arbitration. Arbitration of all questions of dispute under this Agreement may be
at the choice of either party and shall be in accordance with the laws of the State of
Washington. The results of arbitration shall be binding on the Parties. Choice of
Arbitrator shall be as follows: each party to choose one with the third choice by mutual
agreement or, if unable to agree, chosen by a Superior Court Judge. Rules of
arbitration: American Arbitration Association. All arbitrators shall be well-
versed/trained and experience in design and construction issues.
13.2 Assignment. The Parties may not assign any portion of this Agreement without
the non-assigning party's written consent, and any assignment in violation of this
provision shall be void. If the non-assigning party gives its written consent to any
assignment, the terms of this Agreement shall continue in full force and effect and no
further assignment shall be made without additional written consent.
13.3 Assigns and Successors. Renton and the Consultant each binds itself, its partners,
successors, assigns, and legal representatives to the other party to this Agreement, and
to the partners, successors, assigns, and legal representatives of such other party with
respect to all covenants of the Agreement.
7
13.4 Attorney's or Attorneys' Fees. If either Party brings any claim or lawsuit arising
from this Agreement, each Party shall pay all its legal costs and attorney's fees and
expenses incurred in defending or bringing such claim or lawsuit, including all appeals, in
addition to any other recovery or award provided by law; provided, however, however
nothing in this paragraph shall be construed to limit the Parties' rights to
indemnification under Section 5 of this Agreement.
13.5 Choice of Law and Venue. This Agreement shall be made in, governed by, and
interpreted in accordance with the laws of the State of Washington. If the Parties are
unable to settle any dispute, difference or claim arising from this Agreement, the
exclusive means of resolving that dispute, difference, or claim, shall be by filing suit
under the venue, rules and jurisdiction of the King County Superior Court, King County,
Washington, unless the parties agree in writing to an alternative process. If the King
County Superior Court does not have jurisdiction over such a suit, then suit may be filed
in any other appropriate court in King County, Washington. Each party consents to the
personal jurisdiction of the state and federal courts in King County, Washington and
waives any objection that such courts are an inconvenient forum.
13.6 Compliance with Laws. Consultant agrees to comply with all federal, state, and
municipal laws, rules, regulations, or guidelines that exist or come into existence that
are applicable to Consultant's business, equipment, and personnel engaged in
operations covered by this Agreement or accruing out of the performance of those
operations.
13.7 Conflicts. In the event of any inconsistencies between Consultant proposals and
this Agreement,the City of Renton Agreement shall prevail.
13.8 Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
13.9 Ethics Violation. If a violation of Renton's Ethics Resolution No. 91-54, as
amended, occurs as a result of the formation or performance of this Agreement, this
Agreement may be rendered null and void, at Renton's option.
13.10 Event of Force Majeure. A party shall not be in breach of this Agreement as a
result of such party's failure to perform its obligations under this Agreement, other than
the obligation to pay a monetary obligation when due and owing, when such failure is
due to an Event of Force Majeure, to the extent that such party, despite the exercise of
reasonable due diligence, is unable to remove such Event of Force Majeure. Any party
subject to an Event of Force Majeure that may impair its performance under this
Agreement shall notify the other party as soon as practicable. Any party subject to an
Event of Force Majeure shall be excused from performance under this Agreement only
for the duration of and to the extent of the Event of Force Majeure. Any party subject
8
to an Event of Force Majeure shall exercise reasonable due diligence to remove the
Event of Force Majeure.
As used in this Agreement, "Event of Force Majeure" means any event or circumstance
(or combination of the same) and the continuing effects of any such event or
circumstance (whether or not such event or circumstance was foreseeable or foreseen
by the Parties) that delays or prevents performance by a party of any of its obligations
under this Agreement, but only to the extent that and for so long as:
a. the event or circumstance is beyond the reasonable control of the affected
party;
b. despite the exercise of reasonable diligence, the event or circumstance cannot
be prevented, avoided or stopped by the affected party; and
c. the affected Party has taken all commercially reasonable measures to avoid the
effect of the event or circumstance on the affected Party's ability to perform its
obligations hereunder and to mitigate the consequences of the event.
An Event of Force Majeure shall include the following, to the extent also satisfying the
criteria specified above:
a. flood, earthquake, drought, climate change, storm, fire, lightning and other
natural catastrophes;
b. acts of public enemies, armed conflicts, acts of foreign enemies, acts of terrorism
(whether domestic or foreign, state-sponsored or otherwise), war (whether
declared or undeclared), blockade, insurrection, riot, civil disturbance, revolution
or sabotage;
c. any form of compulsory government acquisition or condemnation or change in
applicable law that affect the performance of the Parties' obligations under this
Agreement;
d. accidents or other casualty, damage, loss or delay during transportation,
explosions, fire, epidemics, quarantines or criminal acts that affect the
performance of the Parties' obligations under this Agreement;
e. labor disturbances, stoppages, strikes, lock-outs or other industrial actions
affecting the Parties or any of their Consultants, subconsultants (of any tier),
agents or employees; and
f. inability, after the use of commercially reasonable efforts, to obtain any consent
or approval from any governmental authority that affects the performance of
the Parties' obligations under this Agreement.
Notwithstanding the foregoing, the insufficiency of funds, the financial inability to
perform or changes in such party's cost of performing its obligations under this
Agreement shall not constitute an Event of Force Majeure, and neither Party may raise a
claim for relief, in whole or in part, in connection with such event or circumstance.
9
13.11 Execution. Each individual executing this Agreement on behalf of Renton and
Contractor represents and warrants that such individual is duly authorized to execute
and deliver this Agreement. This Agreement may be executed in any number of
counterparts, each of which shall be deemed an original and with the same effect as if
all Parties hereto had signed the same document. All such counterparts shall be
construed together and shall constitute one instrument, but in making proof hereof it
shall only be necessary to produce one such counterpart. The signature and
acknowledgment pages from such counterparts may be assembled together to form a
single instrument comprised of all pages of this Agreement and a complete set of all
signature and acknowledgment pages.
13.12 Interpretation and Modification. This Agreement, together with any attached
Exhibits, contains all of the agreements of the Parties with respect to any matter
covered or mentioned in this Agreement and no prior statements or agreements,
whether oral or written, shall be effective for any purpose. Should any language in any
Exhibits to this Agreement conflict with any language in this Agreement, the terms of
this Agreement shall prevail. The respective captions of the Sections of this Agreement
are inserted for convenience of reference only and shall not be deemed to modify or
otherwise affect any of the provisions of this Agreement. Any provision of this
Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way
affect or invalidate any other provision hereof and such other provisions shall remain in
full force and effect. Any act done by either Party prior to the effective date of the
Agreement that is consistent with the authority of the Agreement and compliant with
the terms of the Agreement, is hereby ratified as having been performed under the
Agreement. No provision of this Agreement, including this provision, may be amended,
waived, or modified except by written agreement signed by duly authorized
representatives of the Parties.
13.13 Mediation. Mediation may precede arbitration by mutual consent of the Parties.
13.14 Modification. No waiver, alteration, or modification of any of the provisions of
this Agreement shall be binding unless in writing and signed by each party's duly
authorized representative.
13.15 Notices. 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
above. Any notice so posted in the United States mail shall be deemed received three
(3) days after the date of mailing. Any remedies provided for under the terms of this
Agreement are not intended to be exclusive, but shall be cumulative with all other
remedies available to Renton at law, in equity or by statute.
13.16 No Waiver. Neither the final certificate of payment nor any provision in the
Agreement nor partial or entire use of any installation provided for by this Agreement
10
shall relieve the Consultant of liability in respect to any warranties or responsibility for
faulty materials or workmanship. The Consultant shall be under the duty to remedy any
defects in the work and pay for any damage to other work resulting therefrom which
shall appear within the period of one (1) year from the date of final acceptance of the
work, unless a longer period is specified. Renton will give notice of observed defects
within a reasonably prompt time after discovery, and Consultant shall be obligated to
take immediate steps to correct and remedy any such defect, fault or breach at the sole
cost and expense of Consultant.
Renton's failure to insist upon strict performance of any of the covenants and
agreements contained in this Agreement, or to exercise any option conferred by this
Agreement in any instances shall not be construed to be a waiver or relinquishment of
those covenants, agreements or options, and the same shall be and remain in full force
and effect.
13.17 Public Document/Public Disclosure. This Agreement may be considered a public
document and will be available for reasonable inspection and copying by the public
during regular business hours, pursuant to RCW 42.56 (Public records act).
13.18 Remedies. Any remedies provided for in this Agreement are non-exclusive, and
shall be cumulative with all other remedies available to Renton at law, in equity, or by
statutes, unless specifically waived in this Agreement or in a subsequent signed
document signed by Renton's authorized representative.
13.19 Singular, Plural and Gender. Whenever required by the context of Agreement,
the singular shall include the plural and the plural shall include the singular. The
masculine, feminine and neuter genders shall each include the other.
13.20 Sole and Entire Agreement. This Agreement is the entire agreement between the
Parties and any representations or understandings, whether oral or written, not
incorporated by reference into this Agreement are excluded.
13.21 Time is of the Essence. Time is of the essence of this Agreement and each and all
of its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Services is essential to the Contractor's performance of
this Agreement. Any notices required to be given by the Parties shall be delivered at the
addresses set forth at the beginning of this Agreement.
13.22 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 Renton
and Consultant, and all duties and responsibilities undertaken pursuant to this
Agreement will be for the sole and exclusive benefit of Renton and Consultant and no
one else.
11
13.23 Written Notice. All communications regarding this Agreement shall be sent to
the Parties at the addresses listed on page one of the Agreement, unless notified to the
contrary. Any written notice shall become effective three (3) business days after the
date of mailing by registered or certified mail, and shall be deemed sufficiently given if
sent to the addressee at the address stated in this Agreement or such other address as
may be specified by the recipient Party in writing.
IN WITNESS, the Parties execute this Agreement as of the Effective Date written above.
CITY OF RENTON ATTEST:
(ibAe 0010/11
Gregg Zi lier , Jason A. Seth, City Clerk /
Public Works Administrator I
) )5
DATE
APPROVED AS TO F/0RM:
Larry Warre , City Attorney
KPG, Inc.
Printed Name:
eu ( pAvis(
Title:
DATE:
1 ( ( 7 3 12,01
12
STATE OF WASHINGTON )
V..%
) ss.
V
COUNTY OF ..% tQc )
On this day personally appeared before me 1 V ELSON -PA V; 5 , to me known to be
the PRESIDEJ4-f' of 14 PG =',.lc that
executed the foregoing instrument, and acknowledged the said instrument to be the free and
voluntary act and deed of said corporation, for the uses and purposes therein mentioned, and
on oath stated that he/she was authorized to execute said instrument and that the seal affixed,
if any, is the corporate seal of said corporation.
GIVEN my hand and official seal this 2414 day of i\ioVF nnBr iz , 20j5.
Not 's signature
lj----
Notary's printed nam
. Sia D. oxlE•
Notary Public in and for the State of Washington.
My commission expires .-i uN£ 19 20 I t,
EXHIBIT"A"
SERVICES
1. The Contractor shall do or provide the following:
(see attached scope of work)
EXHIBIT A
SCOPE OF WORK
AGENCY: CITY OF RENTON
CONSULTANT: KPG, INC.
CONTRACT:
PROJECT: COUPLET CONVERSION CHARRETTE
A. PROJECT DESCRIPTION:
The City of Renton desires to convert their one-way couplet system through downtown into a two-way
street system in order to revitalize and create a vibrant town center. To bring this goal to fruition, the
City must first identify project principles and goals, prioritize project phasing, determine urban design
elements,and identify relative order of magnitude costs for funding purposes.
B. PURPOSE:
The purpose of this project is to review the downtown couplet system, provide construction phasing
options and associated costs to City staff in preparation for their meeting with the City's administration
staff and ultimately, City Council.
C. ASSUMPTIONS
> Urban design amenities shall be defined through the document prepared by MAKERS
Architecture+ Urban Design. Downtown Renton Streetscape Design Guidelines. 2015.
> Water and sewer main upgrades shall not be included in the preliminary cost estimate at this
time
> Fiber optic utility shall be included in the preliminary cost estimate between all intersections
➢ The cost estimated prepared for this project shall be a planning level cost estimate with order of
magnitude costs and urban design amenities shall be budgeted on a block by block basis
D. DELIVERABLES:
All deliverables to be prepared and produced by the Consultant, as part of this scope of work, are
identified at the end of each task listed below.
City of Renton Page 1 of 4 November 17,2015
Couplet Conversion Charrette
E. SCOPE OF WORK:
TASK 1—PROJECT MANAGEMENT
Provide overall project management, coordination with the City, monthly progress reports and
invoicing.This effort will include the following elements.
1.1 —ADMINISTRATION,COORDINATION AND SUPERVISION
• Initiate project set-up including establishment of timesheets (charge codes), creation of project
files (electronic and physical) and scheduling of Consultant personnel work activities.
• Supervision of Consultant personnel and activities to ensure compliance with contract scope and
schedule and proper charging of time against the contract.
• Preparation of monthly progress reports that include the following:
o Summary of budget and expenses for work period, assigned to each task.
o Summary of work accomplished for the work period.
o Backup detail that includes the name, direct salary rate and hours charged by date, for
each individual charging time to this contract,for the work period.
DELIVERABLES
The following deliverables and delivery times are included in Task 1.
• Monthly progress reports—Delivered to the City monthly.
TASK 2—PRE-CHARRETTE WORK
Prepare for upcoming Staff Charrette by reviewing existing site conditions, preparing schematic layouts
and graphics, provide construction phasing cost estimate for project funding. This effort will include the
following elements.
2.1 —ASSEMBLE PROJECT MAPS AND COST ESTIMATES
• Provide schematic line work for proposed improvements on S 2nd Street, S 3rd Street, Williams
Avenue S,Wells Avenue S, Main Street, Houser Way S, and Burnett Avenue S.
• Identify the identity/character for individual streets mentioned above
• Identify urban design opportunities on a per block level of amenities along the corridor (i.e.
open space area, pedestrian node area, etc.)
• Review turning movements at the following six intersections to verify curb radii:
O 2nd and Williams
O 2nd and Wells
O 3rd and Williams
O 3rd and Wells
O Main and 3rd
City of Renton Page 2 of 4 November 17,2015
Couplet Conversion Charrette
o Burnett and Houser
• Prepare funding level cost estimates associated with schematic line work for proposed street
improvements as mentioned above. Estimates shall include:
o New curb,gutter, sidewalk per City of Renton standard details
o New HMA grind and overlay
o New signals and associated equipment
o New illumination system
o Two-way channelization
o ADA compliance at intersections
o Urban design amenities such as curb bulbs, planters,trees,etc.
o Order of magnitude Right-of-Way (ROW) Impacts (slivers at intersections, back of
sidewalk, etc.)
2.2 —PREPARE GRAPHICS
• Prepare graphics for Staff Charrette (up to six(6) -22x34 boards)
• Prepare photo renderings for Staff Charrette (using SketchUp or InDesign)
• Prepare power point presentation with graphics and project maps
DELIVERABLES
The following deliverables and delivery times are included in Task 2.
• Scroll Plot—Aerial map with schematic line work for Couplet Conversion Phasing
• Cost Estimate(s)—Engineer's estimates for converted streets
• Graphics—Up to six(6)—22x34 boards, photo rending in Sketch Up or InDesign graphics
• Power Point presentation
TASK 3—STAFF CHARRETTE
Attend staff charrette, provide meeting facilitation assistance, and provide project support during one
day event.
3.1 —ATTEND CHARRETTE
• Provide facilitation assistance and project background/support
• Provide assistance in taking meeting notes and reducing into meeting minutes
DELIVERABLES
The following deliverables and delivery times are included in Task 3.
• Meeting Notes—take meeting notes and reduce to meeting minutes
City of Renton Page 3 of 4 November 17,2015
Couplet Conversion Charrette
TASK 4—FESTIVAL STREET/TOD GRAPHICS
Prepare graphics for the City's future festival street and TOD.
4.1 —PREPARE GRAPHICS
• Prepare renderings, massing diagrams, graphics, and modeling for the future festival street and
TO D.
DELIVERABLES
The following deliverables and delivery times are included in Task 4.
• Graphics—renderings and modeling for festival street and TOD.
City of Renton Page 4 of 4 November 17,2015
Couplet Conversion Charrette
EXHIBIT"B"
COMPENSATION
1. Total Compensation: In return for the Services, Renton shall pay the Contractor an
amount not to exceed $31,855 and 28 100 Dollars ($31,855.28).
2. Method of Compensation:
(see attached fee summary, hour and fee estimate)
1
EXHIBIT B
FEE SUMMARY K p Cr
• Architecture •
Landscape Architecture
•
Project: City of Renton • Civil Engineering
Couplet Conversion Charrette
REV: November 19, 2015
Description Estimated Fee
Task 1 - Project Management $3,286.22
Task 2 - Pre-Charrette Work $17,730.89
Task 3 -Staff Carrette $5,875.92
Task 4 - Festival Street/TOD Graphics $4,962.26
Total Estimated Fee $31,855.28
City of Renton Page 1 of 3 KPG
Couplet Conversion Charrette 11/19/2015
EXHIBIT B
HOUR AND FEE ESTIMATE
Project: City of Renton K P G
Couplet Conversion Charrette
• Architecture •
Landscape Architecture
REV: November 19,2015 • Civil Engineering •
Labor Hour Estimate Total Fee
Arch
Senior Project Lead Traffic Design Design Urban
Task Description Engineer Manager Engineer Lead Lead Urb Engineer Design Admin Direct ICR Profit Effective multiplier
$ 80.00 $ 62.50 $ 62.50 $ 35.10 $ 39.66 $ 28.80 $ 23.08 $ 28.85 Hours Labor Cost 131.49% 30% 2.6149
Task 1-Project Management
1.1 Administration,Coordination,and Supervision 0 12 4 I0 0 0 0 8 24 1,231 1,618 369 $ 3,218.42
Reimbursable expenses-see breakdown for details _ $ 67.80
Task Totals 0 12 4 j 0 0 0 0 8 24 1,231 1,618 369 $ 3,286.22
Task 2-Pre-Charrette Work
2.1 Assemble project maps and cost estimates 2 8 12 8 0 64 0 4 98, 3,649 4,799 1,095 $ 9,542.82
2.2 Prepare graphics 4 4 4 0 24 0 40 8 84_ 2,926 3,847 878 $ 7,650.78
Reimbursable expenses-see breakdown for details $ 537.29
Task Total 6 12 16 8 24 64 40 12 182 6,575 8,646 1,973 $ 17,730.89
Task 3-Staff Carrette
3.1 Attend and provide project support for Charrette 8 8 8 8 0 0 8 4 441 2,2211 2,920 666 $ 5,807.27
Reimbursable expenses-see breakdown for details _ ! $ 68.65
Task Total 8 8 8 8 0 0 8 4 44 1 2,221 I 2,920 666 $ 5,875.92
Task 4-Festival Street/TOD Graphics
4.1 Prepare graphics 4 2 0 0 8 0 8 0 22 947 1,245 284 $ 2,476.10
Reimbursable expenses-see breakdown for details $ 2,486.16
Task Total 4 2 0 0 8 0 8 0 22 947 1,245 284 $ 4,962.26
Joe Phuong Kelsey
Paul Jason Sessyle Michael Sarah Bryce Yaxin Georgeanne
TOTAL HOURS AND TOTAL ESTIMATED FEE I 18 I 34 I 28 I 16 I 32 I 64 I 56 I 24 1 272 I 10974 j 14429 I 3292 I $ 31,855.28
City of Renton Page 2 of 3 KPG
Couplet Conversion Charrette 11/19/2015
EXHIBIT B
HOUR AND FEE ESTIMATE
Project: City of Renton K P G
Couplet Conversion Charrette • Architecture •
REV: November 19, 2015 Landscape Architecture
♦ Civil Engineering
Reimbursable Breakdown
Task 1 -Project Management
Mileage(est. 120 miles x 0.565 cents/mile) $ 67.80
Reproduction $
Task 1 -Total $ 67.80
Task 2-Pre-Charrette Work
Mileage(est. 64 miles x 0.565 cents/mile) $ 37.29
Reproduction $ 500.00
Task 3 -Total $ 537.29
Task 3-Staff Carrette
Mileage(est. 33 miles x 0.565 cents/mile) $ 18.65
Reproduction $ 50.00
•
Task 3-Total $ 68.65
Task 4-Festival Street/TOD Graphics
Mileage(est.64 miles x 0.565 cents/mile) $ 36.16
Seth Harry $ 2,450.00
Task 3-Total $ 2,486.16
TOTAL REIMBURSABLES $ 3,159.90
City of Renton Page 3 of 3 KPG
Couplet Conversion Charrette 11/19/2015