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CAG-17-147
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AGREEMEIVT FQR WEL� 3$ ABANDONMENT
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THIS AGREEMENT, dated June 16, 2017, is by and between the City of Renton (the "City'), a
Washington municipal corporation, and Pacif;c Groundwater Group, Inc. ("Consultant"), a
Washington corporation. The City and the Consultant are referred to coflectively in this
Agreerrzent as the "Parties." Cnce fuily exeeuted by the Parties,this Agreement is effecteve as of
the iast date signed by both parties.
1. 5cope of Work: Consuftant agrees to provide engineering services, coordinate with
SAYBR Construction, and monitor a licensed well driller to decammission monitaring
wells MW-38S and MIW-38D in accordan4e with WAC 173-160-460 as specified in Exhibit
A, which is attached and incorporated herein and may hereinafter be referred to as the
"Wark."
2. Chan�es in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions, deletions or modifications. Any such
changes to the Work 5hall be ordered by the City in writing and the Compensation shalf
be equitably adjusted consistent with the rates set forth in Exhibit Q or as otherwise
mutually agreed by the Parties.
3. Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit B. All Work shall be performed by no
later than August 31, 2017.
4. Compensation:
A. Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $4,582, plus any applicable state and local safes taxes.
Compensatian shall be paid based upon Work actually perfarmed according to the
rate(sj or amounts specified in Exhibit C and D. The Consultant agrees that a�y
hourly or flat rate charged by it for its Work shall remain locked at the negotiated
rate{sj unless otherwise agreed to in writing or provided in Exhibit D. Except as
specifically provided herein, the Consultant shall be solely responsible for payment
of any taxes imposed as a result of the performance and payment of this Agreement.
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B. Method of Pavment. On a monthly ar no less than quarterly basis during any quarter
in which Work is performed, the Consultant shall submit a voucher or invoice in a
form specified by the City, including a description of what Work has been
performed, the name of the personnel performing such Work, and any hourly labor
charge rate for such personnel. The Consultant shali also submit a final biH upon
completion of all Work. Payment shall be made by the City for Work performed
within thirty {30) calendar days after receipt and approval by the appropriate City
representative of the voucher or invoice. If the Consultant's performance does not
meet the requirements of this Agreement, the Consuftant will correct or modify its
performance to comply with fihe Agreement. The City may withhold payment for
work that does not meet the requirements of this Agreement.
C, Effect of Pavment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant far failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D. Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shal! not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon #he completion of al)
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provisian applies.
5. Termination:
A, The City reserves the right to terminate this Agreement at any time, with or without
cause by giving ten (10) calendar ciays' notice to the Consultant in writing. In the
event of such termination or suspension, all finished or unfinished documents,data,
studies, worksheets, models and reports, or other rnaterial prepared by the
Consultant pursuant to this Agreement shali be submitted to the City, if any are
required as part of the Work.
B. In the event this Agreement is terminated by the City, the Consultant shall be
entitled to payment for all hours worked to the effective date of termination, less all
payments previously made. If the Agreement is terminated by the City after partial
performance of Work for which the agreed compensatian is a fixed fee, the City
shall pay the Consuftant an equitable share of the fixed fee. This provEsion shall not
prevent the City from seeking any legal remedies it may have for the violation or
nonperformance af any of the provisions of this Agreement and such charges due to
the City shall be deducted from the final payment due the Consultant. No payment
shall be made by the City for any expenses incurred or work done follawing the
effective date of termination unless authorized in advance in wrtting by the City.
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6. Warranties And Ri�ht To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professianal and
workmanlike manner and in accordance with all reasanable and professional standards
and laws. Compliance with professional standards includes, as applicable, performing
the Work in compliance with applicable City standards or guidelines (e.g. design criteria
and Standard Plans for Road, Bride and Municipal Construction). Professional engineers
shall certify engineering plans, specifications, plats, and reports, as applicable, pursuant
to RCW 18.43.070. Consultant further represents and warrants that all fina) work
product created for and delivered to the City pursuant to this Agreement shall be the
original work of the Consultant and free from any intellectual praperty encumbrance
which wauld restrict the City frorrt using the work product. Consultant grants to the City
a non-exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify,
and display all final work product produced pursuant ta this Agreement. The City's or
o�i�er's adaptat6on, modifica#ion �r use af th� fes�a! work prod�aets a�ther than for the
purposes of this Agreement shall be without liability to the Consultant. The provisions of
this section shall survive the expiration or#ermina�ion of this Agreement.
7. Record Maintenance: The Consultant shall maintain accounts and records, which
properly refiect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required
by applicable Washington State records retention laws, but in any event no less than six
years after the terminatian of this Agreement. The Consuitant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records
Act (Chapter 42.56 RCW}. The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Consultant shall make a due diligent
search of all records in its possession or control relating to this Agreement and the
Work, including, but not limited to, e-mail, correspondence, notes, saved telephone
messages, recordings, photos, or drawings and provide them to the City for production.
In the event Consultant believes said records need ta be protected fram disclasure, it
may, at Consultant's own expense, seek judicial protection. Consultant shall indemnify,
defend, and hold harmfess the City far all costs, induding attorneys' fees, attendant to
any claim or litigation related to a Public Records Act request for which Consultant has
responsive records and for which Consultant has withheld records or information
contained therein, or not provided them ta the City in a timely manner. Consultant shall
produce for distribution any and all records responsive to the Public Records Act request
in a timely manner, unless those records are pratected by court order. The provisions of
this section shall survive the expiration or termination of this Agreement.
9. Independent Contractor Relatianship:
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A. The Consultant is retained by the City only for the purposes and to the extent set
forth in this Agreement. The nature of the relationship between the Consuitant and
the City during the period of the Work shall be that of an independent contractor,
not employee. The Consultant, not the City, shall have the power to control and
direct the details, manner or means of Work. Specifically, but not by means of
limitation, the Consultant shall have no obligation to work any particular hours or
particular schedule, unless otherwise indicated in the SCOp2 of Work or where
scheduling of attendance or performance is mutually arranged due to the nature of
the Work. Consultant shall retain the right to designate the means of performing the
Work covered by this agreement, and the Consultant shall be entitled to employ
other warkers at such compensation and such other conditions as it may deem
proper, provided, however, that any contract so made by the Consultant is to be
paid by it alone, and that employing such workers, it is acting individualfy and not as
an agent for the City.
B. The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industria! Insurance
Program, or otherwise assuming the duties of an employer with respect to
Consultant or any employee of the Consultant.
C. If the Consultant is a sole proprietorship or if this Agreement is with an individual,
the Consultant agrees to notify the City ancf complete any required form if the
Consultant retired under a State of Washington retirement system and agrees to
indemnify any losses the City may sustain through the Consultant's failure to do so.
10. Hold Harmless: The Consultant agrees ta release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediat+ons,
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, arising fram, resulting from, or related to the
negligent acts, errors or omissions o# the Consultant in its performance of this
Agreement or a b�each of this Agreement by Consultant, except for that portion of the
claims caused by the Cit�s sole negligence,
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
refative to construction, alteratian, improvement, etc., of structure or improvement
attached to real estate...}then, in the eveni 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 Consuttant and the City, its officers, officials, employees and
volunteers, Consultant's liability 5hall be only to the extent of Consultant's negligence.
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It is further specifically and expressly understood that the indemnification pravided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
11. Gifts and Conflicts: The City's Code of Ethics and Washingtan State law prohibit City
ernployees from soliciting, accepting, ar recei�ing any gift, gratuity or favor from any
person, firm ar corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law, the Consultant 5hal! not give a gift of any
kind to City emplayees or officials. Consuftant alsa confirms that Cansultant 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 selecting the Consultant, negotiating or administering
this Agreement, or evaluati!�g the Cor�sultant's �e�f�rm�nte �f the V�Icark.
12. Citv of Renton Business License: 7he Consultant shall obtain a City of Renton Business
License prior tc� perfiurming any Work an�i �ra�intain the busi�ress license in goad
standing throughout the term of this agreement with the City.
informatian regarding acquiring a city business license can be found at:
http://rentanwa.�ov1business/default.aspx?id=548&mid=328.
Information regarding State business licensing requirements can be faund at:
http://dor.wa.�ov/content/doin�t�usiness/re�istermybus+ness/
13. tnsurance: Consultant shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,Q00,000 per
accurrence. "Professional Services", for the purpose of this section, shal) mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C. Workers' compensation coverage, as required by the Industrial Insurance laws of
the State of Washington, shail also be secured.
D. Cammercial Automobile Liability for owned, leased, hired or non-owned, leased,
hired or non-owned, with minimum limits of $1,000,000 per occurrence combined
single limit, if there will be any use of Consultant's vehicles on the City's Premises by
or on behaif of the City, beyond normal commutes.
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E. Consultant shall name the City as an Additional Insured on its commercial general
liability policy on a non-contributory primary basis.The City's insurance palicies shall
not be a source far payment of any Consultant liability, nor shall the maintenance of
any insurance required by this Agreement be construed t� limit the liability of
Consultant to the caverage providecf by such insurance or otherwise (imit the City's
recaurse to any remedy availabie at law or in equity.
F. Subject to the City's review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Consultant shall provide the City with written notice of any policy cancellation,
within two (2) business days of their receipt of such notice.
14. Delays: Consultant is not responsible for delays caused by factors beyond the
Consultant's reasonable control. When such delays bey�nd the Consultant's reasonable
control occur, the City agrees the Consultant is not responsible for damages, nor shall
the Consultant be deemed to be in default of the Agreement.
15. Successors and Assl�ns: Neither the City nor the Consultant shall assign, transfer or
encumber any rights, duties or interests accruing from ihis Agreement without the
written consent of the other.
16. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return
receipt requested, by facsimile or by nationally recognized overnight courier service.
Time period for notices shall be deemed #o have commenced upon the date of receipt,
EXCEPT'facsimile delivery will be deemed to have commenced on the first business day
following transmission. Email and telephone may be used for purposes of administering
the Agreement, but should not be used to give any formal notice required by the
Agreement.
GITY OF RENTON CONSULTANT
Abdoul Gafour Glenn Mutti-Driscroll
1055 South Grady Way 2377 Eastlake Ave E
Renton, WA 98U57 Seattle, WA 98102
Phone: (425}430-7210 Phone: �206� 329-0141
agafour@rentonwa.gov glennmutti@pgwg.com
Fax: (425)43Q-7241 Fax: (206y 329-6968
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17. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification,the Consultant agrees as foflows:
A. Consultant, and Consultant's agents, employees, representatives, and volunteers
with regard to the Work performed or to be performed under this Agreement, shall
not discriminate on the basis of race, color, sex, religion, nationality, creed, marital
status, sexual orientation or preference, age (except minimum age and retirement
provisions}, hortorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
q�alification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or suqplies.
B. The Consultant will take affirmative action to insure that applicants are employed
and th�t emple�yees are treated during employmer�t w6?�ho�!t reg�rd 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
foiiowing employment, upgrading, der�i�tion �r iransfer, r�cruitm�n�c or recr�"trn��t
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Consultant faifs to comply with any of this Agreement's non-discrimination
provisions, the City shall have the right, at its option, to cance! the Agreement in
whole or in part.
D. The Consultant is responsible to be aware af and in compliance with all federal,
state and local laws and regulations that may affect the satisfactory completion of
the project, which includes but is not limited to fair labor faws, worker's
compensation, and Title Vf of the Federal Civil Rights Act of 1964, and will comply
with City of Renton Council Resofution Number 4085.
18. Miscellaneous:The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Consultant.
B. Consultant wil! not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Consultant shall furnish ail tools and/or materials necessary to perform the Work
except to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Consultant to
provide Work he/she wifl acquire or maintain such at his/her own expense and, if
Consultant employs, sub-con#racts, or otherwise assigns the responsibiliiy to
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perform the Work, said employee/sub-contractor/assignee will acquire and or
maintain such training, licensing, or certification.
E. This is a non-exclusive agreement and Consultant is free to provide his/her Work to
other entities, so long as there is no interruption or interference with the provision
of Work called for in this Agreement.
F. Consultant is responsible for his/her own insurance, including, but not limited to
health insurance.
G. Consultant is respansible for his/her own Worker's Compensatifln coverage a5 well
as that for any persons employed by the Consultant.
19, Other Pra�isions:
A. Approval Authoritv. Each individual executing this Agreement on behalf of the City
and Consultant represents and warrants that such indi�iduals are duly authorized to
execute ancf deliver this Agreement on behalf of the City or Consultant.
B. General Administration and Mana�ement. The City's project manager is Eric F. Ott.
in providing Work, Consultant shall coordinate with the City's contract manager or
his/her designee.
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing,duly executed by both Parties.
D. Conflicts. �n the event of any inconsistencies between Consultant proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Consultant
prepared exhibit conflicts with the terms in the body of this Agreement or contains
terms that are extraneaus to the purpose for which it is referenced,the terms in the
body of this Agreement shall prevail and the extraneous terms shall not be
incorporated herein,
E. Governin� Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Consultant and all of the Consultant's employees shail perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Draftin� Effort. This Agreement shall be cansidered for all purposes as
prepared by the joint efforts of the Parties and shall not be construed against one
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party or the other as a result of the preparation, substitution, submission or ather
event of negotiation, drafting or execution.
G. Jurisdiction and Venue. Any law5uit or legaf action brought by any party ta enforce
or interpret this Agreement or any of its terms or covenants shall be brought in the
King County Superior Court for the State of Washington at the Maleng Regional
Justice Center in Kent, King County, Washington, or its replacement or successor.
H. Severabilitv. A court of competent jurisdiction's determination that any provision or
part of this Agreement is illegal or unenforceable shail not cancel or invalidate the
remainder of this Agreement,which shall remain in full force and effect.
I Sole and Entire A�reerrrent. This pgreement contains the entire agr�ement of the
Par�ies ��d any represe�tati�ns or un�eFstanciings, whethe� �ral or v�ritt�n, not
incorporated are excluded.
J. Time is of the Essenc�. Time is o�F the essence of this Agreement and each and al! af
its provisians in which performance is a factor. Adherence ta completion dates set
farth in the description of the Work is essential to the Consultan#'s performance of
this Agreement.
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K. Third-Partv Beneficiaries. Nothing in this �ne�t�.�s�.r���ndee�qK. nor,shall be
canstrued to give any rights or benefits in the Agre�ment to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement
will be for the sole and exclusive benefit of the Parties and na one else.
L. Assi�ns and Successors. The Parties each bind themselves, their 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 ta all covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either
party's failure to enforce any provision of this Agreement shall not be a waiver and
shall not prevent either the City or Consultant from enforcing that provision or any
other provision of this Agreement in the future. Waiver of breach of any provision of
this Agreement shail not be deemed to be a waiver of any prior or subsequent
breach unless it is expressly waivec! in writing.
N. Counterparts. The Parties may execute this Agreement in any number af
counterparts, each of which shall constitute an original, and all of which wili
together constitute this one Agreement.
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IN WITNES5 WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
ClTY OF RENTON CONSULTANT
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By: By: .J— ; t,__ _
Gregg Zi er n Charles Ellingso�
PW Admi strator Principle
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E7ate t Date
Approved as to Legal Form
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Shane Moioney
Renton City Attorney
Contract Template Updated OS/30/2017
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EXHIBIT A
Well 38 Abandonment
SCOPE OF WORK
The work to be performed under the terms of this contract document shall be full and complete
installation of the facilities, as shown on the plans and as described in the construction
specifications, to include but not limited to:
Task 1—Coordinate with Well Driller to Decommission Monitoring Wells
MW-385 and MW-38D
• We understand that the drilling contractor for this work will be contracted by SAYBR
Construction to decommission the wells in accordance with WAC 173-160-460. Given
that the wells predate current constructions standards for resource protection wells in
the state of Washington, the wells will most likely need to be overdrilled for
decommissioning. If the wells are overdrilled, the drilling contractor must verify that the
overdrilled borehole is straight and is removing the well casing and seal, as evidenced by
drilled cuttings. We understand that SAYBR will obtain at least two quotes from
qualified drilling contractors as part of this task. We further understand that the City
shall provide legal and physical access to the well for a truck mounted drill rig.
• Personnel from PGG will be on site for part of the first and last decommissioning work
days to observe the work performed and provide guidance as necessary for the driller.
The City shall provide PGG any written specifications for the work and instruct PGG as to
communication protocols between PGG, SAYBR, the driller, and the City regarding this
task. We understand that work requirements for the driller shall include clean-up and
restoration of the drilling site to its original condition, with divots or depressions in the
soil filled and reseeded, and any incidental damage to concrete or asphalt near the wells
repaired.
Task 2—Monitoring Well Replacement Recommendations
• PGG will review the value of MW-38S and MW-38D as defined in the City's 2012
Monitoring Well Prioritization and Repairs report. This report ranked the City's
monitoring wells based on a variety of factors to identify wells that have the highest
value monitoring data. These rankings and the proximity of existing monitoring wells
will be considered in making recommendations to the City regarding if MW-38S or MW-
38D should be replaced.
Task 3— Reporting and Project Management
• PGG will prepare a short technical memorandum documenting the decommissioning of
MW-38S and MW-38D, and will include recommendations regarding the replacement of
the two wells.
• PGG will manage staff time, document work and expenses, invoice for the work, and
communicate with the City to promote a successful job.
EXHIBIT B
Well 38 Abandonment
TIME OF PERFORMANCE
Consultant shall commence performance of the Agreement pursuant to the schedule(s) set
forth in THIS EXHIBIT.
It is expected that all work should be completed within 30 days of commencement and shall be
completed no later than August 31, 2017.
Exhibit C
COST ESTI MATE
Table 1.Cost Estimate for Monitoring Well MW-38S&MW-38D Decommissioning
City of Renton
ESTIMATED HOURS
PACIFIC GROUNDWATER GROUP Support Technical Principal Labor Direct Subcontract Subtask TASK
TASKS/SUBTASKS $70 $125 $165 Cost Costs Cost Cost COST
1 Monitoring Well Decommissioning $2,v49
C�H�rdinalc���lh SAYI3R�I7nllcr�o Decummissio�MW-3R5&I) R 2 $I 370 $1,370
Pre-Ihlllingsi�cvisi� 4 $S00 milcagc $2(, $526
()bscr.'e oec�,mmis.ionin�on��sl anJ Ies1 ao�ot��r,rS % $1 I)00 milCagC $53 SI,053
2 Monitoring Well Replacement Recommendations $560
ue.a�,.-vowe oroa�a rn�m wdis�e�-�wai�k�p�a��m���c�,n„�s 3 � �sw S56o
3 Reporting and PM St.o65
���n���i rn�m��a�a�m i��o�m��i���w��G i a � 87ss a7ss
suha�nvacting,in.�oicing I I $3I0 5310
T()"IAI.HOURf�:SfIMATI�:S I 2R 5
su�sTOTnL no�.�.nes $70 $3,500 $925 $79 $0 54574 S4S74
SUI3CON"CRACI�OR MARKUI'[IO'il $R $0 $B
ESTIMATED TOTAL COST gq 9S2
P�G
EXHIBIT D
Well 38 Abandonment
LABOR RATES
This contract will be performed within the guidelines established for Federal Prevailing Wage
Requirements. Weekly payroll reports will be required from consultant, contractor, and
subcontractor performing work associated with this project.
Negotiated rates with Consultant are as follows:
Principle Services $185 per hour
Technical Services $125 per hour
General Support $70 per hour