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HomeMy WebLinkAbout18-076 - PBS Engineering and Environmental Inc - Gilliam Creek Fish Barrier RemovalCity of Tukwila Agreement Number 18-076(a) 6200 Southcenter Boulevard, Tukwila WA 98188 Council Approval N/A CONTRACT FOR SERVICES Amendment #1 Between the City of Tukwila and PBS Engineering and Environmental, Inc. That portion of Contract No. 18-076 between the City of Tukwila and PBS Engineering and Environmental Inc. is hereby amended as follows: Section 2. TIME OF COMPLETION. The work shall be commenced on the giving of written notice by the City to the Consultant to proceed and be completed by December 31, 2019, unless an extension of such time is granted in writing by the City. Section 3. COMPENSATION AND METHOD OF PAYMENT. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit A attached hereto and incorporated herein by this reference. The total contract amount to be paid is thus hereby increased by $6,435.00 and shall not exceed $18,662.00 except by written agreement of the parties. All other provisions of the contract shall remain in full force and effect. Dated this Z3 day of Jam 0,41.- CITY OF TUK 1 A CONTRACTOR CA Revised December 2016 Page 1 of 1 City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 CITY OF TUKWILA Short Form Contract Contract Number: 18-076 Council Approval N/A Contractor/ Vendor Name: PBS Engineering and Environmental Inc Project No. 99830105 Address: 2517 Eastlake Avenue East, Suite 100 Seattle, WA 98102 Telephone: 206.233.9639 Project Name: Gilliam Creek Fish Barrier Removal Please initial all attachments, then sign and return copies one and two to: City of Tukwila, Public Works Department, 6200 Southcenter Boulevard, Tukwila, Washington 98188. Retain copy three for your records until a fully executed copy is returned to you. AGREEMENT This Agreement made and entered into this 41 day of 111 20 i8 , by and between the City of Tukwila, hereinafter referred to as "City", and PBS Engineering and Environmental, Inc., hereinafter referred to as "Contractor." The City and the Contractor hereby agree as follows: 1. SCOPE AND SCHEDULE OF SERVICES TO BE PERFORMED BY CONTRACTOR. The Contractor shall perform those services described on Exhibit A attached hereto and incorporated herein by this reference as if fully set forth. In performing such services, the Contractor shall at all times comply with all Federal, State, and local statutes, rules and ordinances applicable to the performance of such services and the handling of any funds used in connection therewith. The Contractor shall request and obtain prior written approval from the City if the scope or schedule is to be modified in any way. 2. TIME OF COMPLETION. The work shall be commenced on the giving of written notice by the City to the Consultant to proceed and be completed no later than 365 calendar days from the date written notice is given to proceed, unless an extension of such time is granted in writing by the City. 3. COMPENSATION AND METHOD OF PAYMENT. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit A attached hereto and incorporated herein by this reference. The total amount to be paid shall not exceed $12,217, except by written agreement of the parties. 4. CONTRACTOR BUDGET. The Contractor shall apply the funds received under this Agreement within the maximum limits set forth in this Agreement. The Contractor shall request prior approval from the City whenever the Contractor desires to amend its budget in any way. 5. PAYMENTS. The City shall make payments on account of the contract at completion of the project. 6. ACCEPTANCE AND FINAL PAYMENT. Final payment shall be due 10 days after completion of the work, provided the contract is fully performed and accepted. % s�� �6iMS CA revised December 2016 Page 1 7. CONTRACT DOCUMENTS. The contract includes this Agreement, Scope of Work and Payment Exhibit. The intent of these documents is to include all labor, materials, appliances and services of every kind necessary for the proper execution of work, and the terms and conditions of payment therefore. The documents are to be considered as one, and whatever is called for by any one of the documents shall be as binding as if called for by all. The Contractor agrees to verify all measurements set forth in the above documents and to report all differences in measurements before commencing to perform any work hereunder. 8. MATERIALS, APPLIANCES AND EMPLOYEES. Except as otherwise noted, the Contractor shall provide and pay for all materials, labor, tools, water, power and other items necessary to complete the work. Unless otherwise specified, all material shall be new, and both workmanship and materials shall be of good quality. Contractor warrants that all workmen and subcontractors shall be skilled in their trades. 9. SURVEYS, PERMITS AND REGULATIONS. The City shall furnish all surveys unless otherwise specified. Permits and licenses necessary for the execution of the work shall be secured and paid for by the Contractor. Easements for permanent structures or permanent changes in existing facilities shall be secured and paid for by the City unless otherwise specified. The Contractor shall comply with all laws and regulations bearing on the conduct of the work and shall notify the City in writing if the drawings and specifications are at variance therewith. 10. PROTECTION OF WORK, PROPERTY AND PERSONS. The Contractor shall adequately protect the work, adjacent property and the public and shall be responsible for any damage or injury due to any act or neglect. 11. ACCESS TO WORK. The Contractor shall permit and facilitate observation of the work by the City and its agents and public authorities at all times. 12. CHANGES IN WORK. The City may order changes in the work, the contract sum being adjusted accordingly. All such orders and adjustments shall be in writing. Claims by the Contractor for extra cost must be made in writing before executing the work involved. 13. CORRECTION OF WORK. The Contractor shall re -execute any work that fails to conform to. the requirements of the contract and that appears during the progress of the work, and shall remedy any defects due to faulty materials or workmanship which appear within a period of one year from date of completion of the contract and final acceptance of the work by the City unless the manufacturer of the equipment or materials has a warranty for a longer period of time, which warranties shall be assigned by Contractor to City. The provisions of this article apply to work done by subcontractors as well as to work done by direct employees of the Contractor. 14. OWNER'S RIGHT TO TERMINATE CONTRACT. Should the Contractor neglect to execute the work properly, or fail to perform any provision of the contract, the City, after seven days' written notice to the contractor, and his surety, if any, may without prejudice to any other remedy the City may have, make good the deficiencies and may deduct the cost thereof from the payment then or thereafter due the Contract or, at the City's option, may terminate the contract and take possession of all materials, tools, appliances and finish work by such means as the City sees fit, and if the unpaid balance of the contract price exceeds the expense of finishing the work, such excess shall be paid to the Contractor, but if such expense exceeds such unpaid balance, the Contractor shall pay the difference to the City. 15. PAYMENTS. Payments shall be made as provided in the Agreements. Payments otherwise due may be withheld on account of defective work not remedied, liens filed, damage by the Contractor to others not adjusted, or failure to make payments properly to the subcontractors. CA revised December 2016 Page 2 16. INSURANCE. The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. Contractor's maintenance of insurance, its scope of coverage and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Minimum Scope of Insurance. Contractor shall obtain insurance of the types and with the limits described below: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. Automobile liability insurance shall cover all owned, non -owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and $2,000,000 products -completed operations aggregate limit. Commercial General Liability insurance shall be as least at broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products -completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide a per project general aggregate limit using ISO form CG 25 03 05 09 or an equivalent endorsement. There shall be no exclusion for liability arising from explosion, collapse or underground property damage. The City shall be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured -Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing at least as broad coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Other Insurance Provision. The Contractor's Automobile Liability and Commercial General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance with respect to the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be in excess of the Contractor's insurance and shall not contribute with it. C. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VII. D. Verification of Coverage. Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the Contractor before commencement of the work. E. Subcontractors. The Contractor shall have sole responsibility for determining the insurance coverage and limits required, if any, to be obtained by subcontractors, which determination shall be made in accordance with reasonable and prudent business practices. F. Notice of Cancellation. The Contractor shall provide the City and all Additional Insureds for this work with written notice of any policy cancellation, within two business days of their receipt of such notice. CA revised December 2016 Page 3 G. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain insurance as required shall constitute a material breach of contract, upon which the City may, after giving five business -days' notice to the Contractor to correct the breach, immediately terminate the contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Contractor from the City. 17. PERFORMANCE BOND. The Contractor shall furnish to the City prior to start of construction a performance bond at 100% of the amount of the contract and in a form acceptable to the City. In lieu of bond for contracts less than $25,000, the City may, at the Contractor's option, hold 5% of the contract amount as retainage for a period of 30 days after final acceptance or until receipt of all necessary releases from the Department of Revenue and the Department of Labor and Industries and settlement of any liens, whichever is later. 18. LIENS. The final payment shall not be due until the Contractor has delivered to the City a complete release of all liens arising out of this contract or receipts in full covering all labor and materials for which a lien could be filed, or a bond satisfactory to the City indemnifying the City against any lien. 19. SEPARATE CONTRACTS. The City has the right to execute other contracts in connection with the work and the Contractor shall properly cooperate with any such other contracts. 20. ATTORNEYS FEES AND COSTS. In the event of legal action hereunder, the prevailing party shall be entitled to recover its reasonable attorney fees and costs. 21. CLEANING UP. The Contractor shall keep the premises free from accumulation of waste material and rubbish and at the completion of the work, shall remove from the premises all rubbish, implements and surplus materials and leave the premises clean. 22. INDEMNIFICATION. The Contractor shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, 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 the City, its officers, officials, employees, and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 23. PREVAILING WAGES. The Contractor shall pay all laborers, workmen and mechanics the prevailing wage and shall file the required "Statement of Intent to Pay Prevailing Wages" in conformance with RCW 39.12.040. 24. DISCRIMINATION PROHIBITED. The Consultant, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin, age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation or the presence of any disability in the selection and retention of employees or procurement of materials or supplies. 25. ENTIRE AGREEMENT; MODIFICATION. This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Contractor and supersedes all prior negotiations, representations, or agreements written or oral. No CA revised December 2016 Page 4 amendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. 26. SEVERABILITY AND SURVIVAL. If any term, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Agreement, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 27. NOTICES. Notices to the City of Tukwila shall be sent to the following address: City Clerk, City of Tukwila 6200 Southcenter Blvd. Tukwila, Washington 98188 Notices to the Contractor shall be sent to the address provided by the Contractor upon the signature line below. 28. APPLICABLE LAW; VENUE; ATTORNEY'S FEES. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be properly laid in King County, Washington. The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit. IN WITNESS WHEREOF, the parties hereto executed this Agreement the day and year first above written. CITY 0 By: Signs Printed Name: Henry Hash Public Works Director Date: 5.-2 \ -AB CA revised December 2016 By: 4 V' �'evMehtkit u• - Signature (��" �,,��M , , `/ f Printed Name: Mate (r+Iie1 /4 Title: 66nw1 Ret%� Date: 5l ib(le 0 Page 5 EXHIBIT A May 9, 2018 Mike Perfetti City of Tukwila Habitat Project Manager 6300 Southcenter Blvd. Suite 100 Tukwila, WA 98188 Via email: Mike.Perfetti@TukwilaWA.gov Regarding: Proposal to Provide a Baseline Water Quality Assessment and Report Lower Gilliam Creek, Southcenter Mall Subbasin Tukwila, Washington PBS Proposal No. WA28512 Dear Mr. Perfetti: PBS PBS Engineering and Environmental Inc. (PBS) appreciates the opportunity to provide this proposal for the above referenced work. The proposed scope of work would assist the City of Tukwila (City) in conducting baseline sediment and water quality testing of lower Gilliam Creek in Tukwila, Washington. This proposal outlines our project approach, scope of work, schedule, and budget for PBS services based on our understanding of the project, information provided to us to date, and experience with similar projects. PROJECT UNDERSTANDING AND APPROACH PBS has been asked by the City of Tukwila to conduct baseline water quality and sediment sampling in the lower segment of Gilliam Creek to facilitate a grant application to the Salmon Recovery Funding Board. The funding board has expressed concerns about water quality, sediment contamination, and stormwater runoff during previous grant reviews. This sampling effort is being pursued to determine the general suitability of this stream reach for fish habitat and to evaluate the impact of stormwater runoff. The lower Gilliam Creek segment of interest extends from the Green River outfall west to the I-405 onramp between 61st Ave S and 66th Ave S. The stream channel consists of approximately 350 feet of open channel between 66th Ave S and the culvert under the shoulder of I-405, 1,000 feet of culvert, and an additional 150 feet of open channel between the culvert and the I- 405 onramp. Along this creek segment there are two stormwater outfalls. Sediment and water sampling will occur in the open channel above and below the long culvert to provide representative data for the entire reach. Contaminants in the sediment build-up over long time scales and persist in the environment while water quality parameters, such as temperature and dissolved metals, change more frequently. We will undertake a one-time sediment sampling event at the beginning of project along with five discrete water sampling events between May and December to capture both baseline conditions and seasonal and storm -related water quality variability. We will pair these discrete sampling events with the continuous monitoring of temperature from May through December to better in -stream conditions. 2517 EASTLAKE AVENUE EAST, SUITE 100, SEATTLE, WA 98102 • 206.233.9639 MAIN • 866.727.0140 FAX • PBSUSA.COM City of Tukwila Proposal for Gilliam Creek Sampling Tukwila, WA May 9, 2018 SCOPE OF WORK PBS is proposing the following scope of work in assisting the City to assess the general suitability of lower Gilliam Creek as fish rearing habitat and evaluate the specific impact of stormwater runoff on this stream segment. We have identified three tasks as a starting point for this work. These are described below. Task 1. Background Research and Initial Sampling PBS will review available documentation about Gilliam Creek and Federal, State, and Regional guidance regarding water and sediment quality standards for freshwater streams. PBS will conduct sediment sampling approximately every 150 feet along the stream segment, including one upstream and one downstream of the long culvert and one downstream of the two stormwater outfalls. Sediments will be analyzed by a subcontracted laboratory for PCBs, PAHs, lead, chromium, copper, and zinc. Water sampling will occur midstream in two locations: upstream of the long and downstream of both the long culvert and the stormwater outfalls. Watersamples will be analyzed by a subcontracted laboratory for total suspended solids, hardness (CaCO3), and dissolved metals (chromium, copper, lead, and zinc). PBS will also collect field measurements of dissolved oxygen, temperature, turbidity, pH, and conductivity using a YSI Pro sampling device in the same locations. The first water sampling event will coincide with our initial sediment sampling effort. A HOBO Tidbit Data Logger will be installed during the initial sampling event. It will be located downstream from both the long culvert and the stormwater outfalls to collect continuous temperature monitoring data. Task 2. Monthly Water Quality Sampling After the initial sampling effort, PBS will conduct 4 additional in -situ water sampling above and below the culvert between July and December. We plan to sample baseline conditions in July and October and storm -related conditions September and November for. Each sampling event will include field measurements and water collection for laboratory analysis. Field measurements will be collected using a YSI Pro sampling device and include dissolved oxygen, temperature, turbidity, pH, and conductivity.' Collected water samples will be analyzed for total suspended solids, hardness, and dissolved metals (chromium, copper, lead, and zinc). Task 3. Report Preparation and Interpretation PBS will prepare a Sediment and Water Quality Assessment Report to describe the sampling and analytical methodology used and provide interpretation of the results following guidance from the Washington State Department of Ecology, Washington State Legislative Code, and other relevant standards and regulatory bodies. PBS assumes one follow-up meeting to present the report and address questions. LIMITATIONS TO SCOPE The following items are not included in the scope of work, but could be provided by PBS under a separate scope or scope amendment. 1. This is preliminary assessment of current conditions. Additional sampling may be needed if specific water quality issues are identified as part of the assessment. 2. The scope does not include preparation or submittal of any grant application documents or guarantee of grant award. 3. Sampling will be dependent of weather conditions and the timing may vary to best align with storm - events. Any anticipated changes in schedule will be communicated with the client prior to the change. DELIVERABLE An electronic copy of the final report will be provided. PBS Page 2 City of Tukwila Proposal for Gilliam Creek Sampling Tukwila, WA May 9, 2018 ASSUMPTIONS PBS' compensation estimate includes the following assumptions: • Access to the entire subject area is available • Fieldwork can be completed in 5 days by two PBS employees COMPENSATION ESTIMATE The following fee is based on a time -and -materials not -to -exceed basis. We will bill only for actual time spent and expenses incurred up to the estimated fee. Written approval will be obtained for charges above the estimated fee. Task 1: Sediment and Initial Water Quality Sampling Background Research $525 Field Sampling (1 event) $1,540 Equipment, consumables, mileage $302 *Laboratory subcontractor (sediment and first water samples) $1,433 Sub -total $3,800 Task 2: Monthly Water Quality Sampling Field Sampling (4 events @ $660/event) $4,200 Equipment, consumables, mileage (4 events @ $168/event) $672 *Laboratory subcontractor (4 water sampling sets @ $315 per event) $1,260 Sub -total $6,132 Task 3: Reporting Report Preparation $2,060 Drafting $240 Administration $65 Sub -total $2,285 Total Estimated Fee $12,217 *Sample Analysis Chart: Analyte Method Unit Rate Polyaromatic Hydrocarbons (PAHs) EPA 8270D SIM $165/ea Polychlorinated Biphenyls (PCBs) EPA 8082A $105/ea Chromium (total and dissolved) EPA 200.8/6020A $28/ea Copper (total and dissolved) EPA 200.8/6020A $28/ea Lead (total and dissolved) EPA 200.8/6020A $28/ea Zinc (total and dissolved) EPA 200.8/6020A $28/ea Total suspended solids (TSS) SM 2540D $28/ea Hardness (CaCO3) SM2340C/EPA130.2 $28/ea SCHEDULE PBS is available to begin services within 2 week of receipt of a signed copy of this Agreement. The report of findings will be completed by December 15, 2018. PBS Page 3 City of Tukwila Proposal for Gilliam Creek Sampling Tukwila, WA May 9, 2018 TERMS - This proposal and the attached Terms and Conditions Rev. 01/17 comprise the entire agreement between the parties. This agreement may not be changed without the prior written consent of the parties. APPROVAL We appreciate the opportunity to submit this proposal and look forward to working with you. Please indicate acceptance of this Agreement by returning a signed copy of this Agreement or a purchase order incorporating the terms and conditions of the Agreement. Please feel free to contact either Teegan McClung at 206.762.4878, Teegan.mcclung@pbsusa.com or Megan Nogeire at 206.766.7615, megan.nogeire@pbsusa.com with any questions or comments. Sincerely, Teegan McClung Project Biologist PBS Engineering and Environmental Inc. Megan Nogeire Project Scientist PBS Engineering and Environmental Inc. Review by: Tom Mergy, LHG ACCEPTED BY: [Client] Signature Name (Please Print) Title Date Attachments: Terms and Conditions for Professional Services (Rev. 01/20/17) PBS Page 4 PBS GENERAL TERMS AND CONDITIONS FOR PROFESSIONAL SERVICES These General Terms and Conditions for Professional Services ("Terms and Conditions") are attached to and made part of the letter proposal from PBS Engineering and Environmental Inc. (PBS) outlining PBS' specific scope of work ("PBS Proposal"). This Agreement represents the entire and integrated agreement between the Client and PBS and supersedes all prior negotiations, representations, or agreements, either written or oral. Hereafter the PBS Proposal once signed by both PBS and Client (together the "Parties") and these Terms and Conditions shall be read and interpreted together and referred to together as the "Agreement" between the Parties. If there are any inconsistencies between language in the PBS Proposal and in these Terms and Conditions, the language of these Terms and Conditions shall prevail. The purpose of these Terms and Conditions is to identify basic contractual obligations of PBS and Client under the Agreement for various professional consulting services, whereby PBS would be acting in the role of Consultant/Owner Representative for Client. Individual projects may require additional detailed descriptions of services and associated Terms and Conditions, to be provided in a subsequent PBS Proposal or as a supplement to the Agreement. 1. RIGHT OF ENTRY: Unless otherwise agreed, the Client will furnish PBS right -of -entry on real property and be responsible for the propriety of the time, place, and manner of PBS entry upon the real property and any buildings or structures where PBS is to perform its services ("Property"). PBS will take reasonable precautions to minimize damage to the Property from use of equipment, but PBS has not included in the fee the cost of restoration of the Property, unless specifically included in the Proposal. If the Client desires PBS to restore the Property to its approximate former condition, PBS will accomplish this and add the cost plus 15 percent (15%) to its fee. 2. BURIED UTILITIES: PBS field personnel are trained to initiate field testing, drilling, and/or sampling within a reasonable distance of each designated utility location. PBS field personnel will avoid hazards or utilities that are observed by them at the site. If PBS is advised in writing of the presence or potential presence of underground or aboveground obstructions, such as utilities, PBS will give special instructions to its field personnel. PBS is not responsible for any damage or loss due to undisclosed or unknown surface or subsurface conditions owned by client or third parties. The client will hold PBS and PBS subcontractors harmless from any loss resulting from inaccuracy of markings, of plans, or lack of plans, relating to the location of utilities. Note: Utility locates typically require two full working days' advance notice. 3. WORKER'S COMPENSATION INSURANCE AND LIABILITY INSURANCE: PBS will provide Worker's Compensation insurance (and/or Employer's Liability insurance) as required by state statutes. PBS carries Comprehensive General Liability insurance which, subject to its terms and limits, may provide protection against liability relating to bodily injury or property damage arising out of PBS operations. PBS makes no representations or warranties concerning the effect, applicability, or scope of such insurance. Upon request in writing by Client to PBS, PBS will request its insurer to name Client as an additional insured on such policies and to issue certificates to Client to that effect. PBS makes no representations or warranties regarding any act by its insurer(s) and shall not be responsible for performing any act with respect to such insurance not specifically called for by this paragraph. 4. PROFESSIONAL LIABILITY AND LIMITATION THEREOF: This paragraph relates only to Professional Liability and not General Liability. In performing its professional services, PBS will use that standard of care and skill ordinarily recognized under similar circumstances by members of its profession in the state and region at the time the services are performed. No other warranty, either expressed or implied, is made in connection with its rendering of professional services. 5. CONTRACTED WORK: PBS, including its subconsultants and subcontractors, is retained hereunder for the limited purpose of performing certain services, providing the results of such work to Client, and making recommendations with respect to the data produced by the work. PBS is not responsible for the health and safety of Client's personnel or other persons present on the Property to be investigated or constructed. PBS is not responsible (a) for the overall status of Client's project; (b) for the property Client owns or leases or may be interested in purchasing or leasing; (c) for the interpretation of the PBS report, design drawings, or results by others; (d) for any use of PBS reports by Client or others except as specifically set forth herein; or (e) for any other matter not encompassed in the specific scope of work in this Agreement agreed to by PBS and Client. Any unauthorized use or distribution of PBS work shall be at the Client and recipient's sole risk. If Client desires to release, or for PBS to provide, PBS report(s) to a third party not a party to this Agreement for that party's reliance, PBS will agree to such a release provided PBS receives written acceptance from such third party to be bound by terms and conditions similar to those set forth in this Agreement, in addition to a fee for providing PBS reports to a new party. The Client shall indemnify, defend, and hold harmless PBS and its subconsultants and subcontractors from any claims, damages, costs, losses, and expenses, including but not limited to attorney fees and costs of arbitrations, mediations, trials, or appeals arising out of unauthorized or third party use of PBS reports. 6. RETENTION OF RECORDS AND SAMPLES: PBS has a Records Retention policy (available upon request). All samples will be discarded 30 days after submission of PBS' final report unless other arrangements are made. 7. PAYMENTS TO CONSULTANT: Invoices will be submitted periodically for prior services. An account will become delinquent 30 days after date of billing. It is agreed that a late charge will be added to delinquent accounts at the rate of one -and -one-half percent (11%) for each 30 days delinquent (provided the rate of such late charge shall not exceed the maximum allowable by the laws of the state in which the PBS office submitting the invoice is located). 8. RATE SCHEDULE: Fees for services are based on the number of hours expended on the project, including travel, by PBS personnel plus any reimbursable expenses. PBS hourly rates will be billed as stated in its proposal or at its current hourly rates (available upon request). Invoices will include sales tax when required. 9. REIMBURSABLE EXPENSES: A. Outside Services. Subcontracted services such as those subconsultants and subcontractors, labor, and technical services will be invoiced at cost plus 15 percent (15%). Examples of services that may be subcontracted include other professional disciplines, soil boring, well installation, heavy and specialty equipment operators, geophysical surveys, commercial data base search providers, and computer programming. L:\Contracting\Client Agreement\2. Master Client Agreements, Terms & Conditions\TermsandConditions_Master_201701 Page 1 of 2 Rev. 01/2017 PBS GENERAL TERMS AND CONDITIONS: FOR PROFESSIONAL SERVICES B. Supplies and Equipment. Charges for items not ordinarily furnished by PBS such as expendable equipment, rental equipment, subsistence, travel expenses, tolls, special fees, reproduction, permits, licenses, priority mail fees, and long distance and wireless telephone calls will be invoiced at cost plus 10 percent (10%). Certain PBS -owned equipment (for sampling, testing, personal protective equipment, vehicle mileage, photocopying, etc.) may be required to complete the project. These will be invoiced at PBS standard rates without markup (rates available upon request). C. Laboratory. PBS utilizes both in-house and outside laboratories for sample analysis. PBS maintains a list of standard rates for sample analyses commonly utilized in conjunction with PBS services (available upon request). 10. STANDARD OF CARE: PBS services will be provided consistent with and limited to the standard of care applicable to such services, which is that PBS will provide its services consistent with the professional skill and care ordinarily provided by consultants practicing in the same or similar locality under the same or similar circumstances. Such standard of care is not a warranty or guarantee and PBS shall have no such obligation. Accordingly, Client should prepare and plan for clarifications and modifications which may impact both the cost and schedule of the Project. 11. RIGHT TO SUSPEND: If Client fails to make payments to PBS in accordance with this Agreement, such failures shall be considered substantial nonperformance and cause for termination or, at PBS' option, cause for suspension of performance of services under this agreement. If PBS elects to suspend services, PBS shall give seven days' written notice to Client before suspending services. In the event of a suspension of services, PBS shall have no liability to the Client because of such suspension of services and Client shall indemnify and hold harmless PBS for any claims associated with such suspension. 12. EMPLOYEE AND SERVICES SOLICITATION: Client shall not solicit nor tender any employment offer to any PBS employee, or consulting services offer to any PBS subcontractor assigned to perform work for Client under this agreement within six (6) months of completion of their part of the work without prior written approval by PBS. Any breach of this provision resulting in the Client hiring for employment or consulting services any PBS employee or subcontractor will obligate the Client to compensate PBS for recruitment and service fees. 13. OTHER PROVISIONS: Neither party shall hold the other responsible for delay in performance caused by acts of God, strikes, lockouts, weather, accidents, or other events beyond the control of the other or the other's employees and agents. Waiver by one party of any provision, term, condition, or covenant owed to it by the other party is to be made only by providing written notice to the other party and such waiver shall not be construed by the first party as a waiver of a subsequent breach of the same provision, term, condition, or covenant by the other party. This Agreement supersedes any contract language which may be issued by Client as a matter of standard purchasing protocol without regard to the unique nature of professional services to be rendered by PBS. An opinion of construction, remediation, and restoration costs prepared by PBS represents its judgment as a professional. Since PBS has no control over the cost of labor and material, or over competitive bidding or market conditions, PBS does not guarantee the accuracy of its opinion as compared to contractor bids of actual cost to the Client. It is understood and agreed by both parties that PBS, in performing professional services for the Client with respect to hazardous or microbial substances, will make recommendations to the Client but does not have the authority or responsibility to decide where disposal or treatment of such substances takes place, nor to designate how or by whom the hazardous or microbial substances are to be transported for disposal or treatment. It is understood that PBS is not the generator or site operator and does not own nor is it the arranger for disposal of the hazardous waste or other materials discovered, handled, or removed from the Property. To the extent required by law, Client agrees to provide timely disclosure to appropriate public agencies of any information regarding the Property (obtained from PBS or from other sources) where such disclosure may be necessary to prevent damage to human health, safety, or the environment. Client agrees that PBS and its subconsultants and subcontractors are not responsible for the creation of the condition(s) PBS is being asked to investigate and that it would be unfair for PBS to be exposed to claims of injury or damage as a result of the conditions. In addition, Client understands that it is possible that exploration and investigation may fail to reveal the presence, location, or source of the condition(s) being investigated even when the condition(s) is assumed or expected to exist. Client understands that PBS' failure to discover and/or locate the condition(s) or the spread of the condition(s) through appropriate techniques does not guarantee that the condition(s) does or does not exist. Client agrees that it would be unfair to hold PBS liable for creating the condition(s) or the spread of the condition(s) providing PBS meets a reasonable standard of care in completing the work set out in the PBS Proposal. Accordingly, Client waives any claims against PBS and its subconsultants and subcontractors, and agrees to defend, indemnify, and hold harmless PBS and its subconsultants and subcontractors from any and all claims or liability for injury to person or property or loss arising from the creation of the condition(s) or the unintentional exacerbation of the condition(s) by PBS, the exacerbation of hazardous conditions by others, the discovery of any condition, location of any condition, and/or allowing any condition to exist. Client also agrees to fairly compensate PBS and its subconsultants and subcontractors for any time spent and expenses incurred in the defense of any such claim. Notwithstanding any provisions in the Agreement to the contrary, PBS' liability for all acts and omissions related to its provision of services to Client under the terms of this Agreement shall be limited to the amount of PBS' insurance and in no circumstances shall such liability of PBS include special or consequential damages. PBS does not provide legal opinions, and recommends client seek legal counsel for advice on issues such as the appropriateness of a particular scope of work to minimize legal liability, reportability of a condition to a public agency, potential cost recovery from responsible parties, and to assess the value of maintaining attorney/client privilege for work conducted under this Agreement. In the event there is a dispute between PBS and the Client concerning the performance of any provision in this Agreement, the losing party shall pay the prevailing party reasonable attorney's fees and costs in mediation, arbitration, trial, or appeal. In addition, Client agrees to pay PBS for all employee time, costs, and witness costs incurred for collection activity. This Agreement can be terminated at any time by either party. If terminated prior to the completion of a scope of work, PBS shall be entitled to its portion of fees for any work performed in accordance with its current rate schedule. L:\Contracting\Client Agreement\2. Master Client Agreements, Terms & Conditions\TermsandConditions_Master_201701 Page 2 of 2 Rev. 01/2017 1 ® ACORO CERTIFICATE OF LIABILITY INSURANCE ��. GATE (MM/DD(YYYY) 9/28/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Brown & Brown Northwest 2701 NW Vaughn St, Ste. 340 Portland, OR 210 www.bbnw.com CONTACT NAME: Ross Erickson PHONE FAX (A/C, No. Extl: 5032193229 (A/C, No): E-MAIL ADDRESS: rerickson(U,bbnw.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Arch Specialty Insurance Company 21199 INSURED PBS Engineering and Environmental Inc. PBS Environmental Building Consultants 2517 Eastlake Ave East Seattle WA 98109 INSURER B : Ohio Security Insurance Company 24082 INSURER C : SAIF Corporation INSURERD: INSURER E : INSURER F : • REVISION NUMBER: ...IV V'- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP IMM/DDIYYYY) LIMITS A / COMMERCIALGENERALLIABILITY / i 12 EMP 71954 06 Prof/Pollution Liability Deductible: $10,000 10/1/2017 10/1/2018 EACH OCCURRENCE $ 1,000,000 DAMAGE RENTED PREMISESO(Ea occurrence) $ 50,000 CLAIMS -MADE I OCCUR MED EXP (Any one person) $ 5,000 ✓ WA Stop Gap PERSONAL&ADVINJURY $ 1,000,000 ✓ Professional/Pollution GENERAL AGGREGATE $ 2,000,000 GEN'L / AGGREGATE POLICY OTHER: LIMIT APPLIES PRO JECT PER: LOC PRODUCTS - COMP/OP AGG $ 2,000,000 B AUTOMOBILE `/ — LIABILITY ANY AUTO OWNED _ SCHEDULED AUTOS NON -OWNED AUTOS ONLY ✓ ✓ BAS 57405756 10/1/2017 10/1/2018 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) $ PROPERTY DAMAGE (Per accident) $ UMBRELLA LIAB EXCESS LIAB _ OCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ $ DED RETENTION $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANYPROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y / N N N / A �/ 446803 (Includes USLH) 10/1/2017 10/1/2018 r STATUTE OTH- ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 $ 1,000,000 E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space Is required) Re: Operations of the Named Insured General Liability Policy includes Blanket Additional Insured & Waiver of Subrogation coverage per attached endorsements ML0207,& EMP0052. Business Auto Policy includes blanket additional insured & waiver of subrogation coverage per attached endorsement CA8810 01/10. Workers Compensation Policy includes a contract waiver of subrogation per attached endorsement WC000313. All Subject to policy terms, conditions & exclusions CERTIFICATE HOLDER CANCELLATION City of Tukwila 6200 Southcenter Boulevard Tukwila WA 98188 ACORD 25 (2016/03) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Craig Payne © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 38077272 117/18 A11 Lines - No Umbrella I Ross Erickson 19/28/2017 12:10,14 PM (PDT) I Page 1 of 12