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HomeMy WebLinkAbout20-141 - Ankura Consulting Group, LLC - MCCM Audit Services: Tukwila Public Safety Plan - Fire Stations 51 and 52City of Tukwila Agreement Number: 20-141 (b) 6200 Southcenter Boulevard, Tukwila WA 98188 CONTRACT FOR SERVICES Amendment No. 2 Between the City of Tukwila and Ankura Consulting Group, LLC That portion of Contract No. 20-141 between the City of Tukwila and Ankura Consulting Group, LLC, a Delaware limited liability company, is hereby amended as follows: Section 1 Project Designation® The Consultant is retained by the City to perform Mechanical Contractor Construction Manager (MCCM) audit services in connection with the project titled Tukwila Public Safety Plan - Fire Station 51 and Fire Station 52. Section 2 Scope of Services: The Consultant agrees to perform the services, identified on Exhibit "A" attached hereto, including the provision of all labor, materials, equipment and supplies. Section 4 Payment: The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: Payment for the work provided by the Consultant shall be made as provided on Exhibit "A" attached hereto, provided that the total amount of payment to the Consultant shall not exceed $16,300 (including estimated expenses) without express written modification of the Agreement signed by the City. The total amount for this amendment is $1,500. All other provisions of the contract shall remain in full force and effect. Dated this 19th day of August 2021 CITY OF TUKWILA CONTRACTOR r 08/18/2021 Allan Ekberg, Mayor Megan Wells, Managing Director ATTEST/AUTHENTICATED Christy O'Flaherty, MMC, City Clerk CA Revised December 2016 APPROVED AS TO FORM Office of the City Attorney Page 1 of 1 July 28, 2021 Matt Strutynski Project Controls, Office Administration Shiels Obletz Johnsen matts@sojsea.com Re: City of Tukwila Fire Station 52 MC/CM Contract Close-out Audit, Change Order Request Dear Mr. Strutynski: Ankura Consulting Group, LLC ("Ankura") is requesting a change order for additional audit scope performed on the Fire Station 52 MC/CM Contract Close-out Audit in the amount of $1,500. This request is to cover additional effort to address unexpected scope during the audit. Ankura has incurred additional expenses beyond the original contract value of approximately $3,000 and will be not be requesting additional compensation for approximately 50% of the incurred overage. We appreciate the opportunity to assist the City of Tukwila on this project. Very truly yours, Vanessa Williams Managing Director ankura.com City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Agreement Number: 20-141 (a) CONTRACT FOR SERVICES Amendment No. 1 Between the City of Tukwila and Ankura Consulting Group, LLC That portion of Contract No. 20-141 between the City of Tukwila and Ankura Consulting Group, LLC, a Delaware limited liability company, is hereby amended as follows: Section 1 Proiect Designation: The Consultant is retained by the City to perform Mechanical Contractor Construction Manager (MCCM) audit services in connection with the project titled Tukwila Public Safety Plan - Fire Station 51 and Fire Station 52. Section 2 Scope of Services: The Consultant agrees to perform the services, identified on Exhibit "A" attached hereto, including the provision of all labor, materials, equipment and supplies. Section 4 Payment: The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: Payment for the work provided by the Consultant shall be made as provided on Exhibit "A" attached hereto, provided that the total amount of payment to the Consultant shall not exceed $14,800 (including estimated expenses) without express written modification of the Agreement signed by the City. The total amount for this amendment is $7,400. All other provisions of the contract shall remain in full force and effect. Dated this 9th day of March , 2021 CITY OF TUKWILA (1, 6A-Ge/cg Allan Ekberg, Mayor 03/09/2021 ATTEST/AUTHENTICATED CONTRACTOF Nci Megan Wells, Managing Director APPROVED AS TO FORM ;;;a v,e �a=m,a==�o�= �om Key. ch9c1=1,1f9aa090.1ad,leObb.,JJa.DID Key: YY01J.21.31,,leba0Salc1,,,Ja.25.20Y Christy O'Flaherty, MMC, City Clerk Office of the City Attorney CA Revised December 2016 1/1 Page 1 of 1 Exhibit A — Scope of Services Contract Close-out Audit — Station 52 Ankura will perform a Contract Close-out Audit, also referred to as the final project audit, of the costs and billings when project is at or near 100% complete. Ankura's close-out audit work culminates with a report summarizing the adjusted costs and billings through project completion. During the final audit, Ankura performs audit -type procedures testing labor, labor burden, materials, subcontract, and equipment documentation against source documentation and comparing the contractor's recorded costs to billed amounts, as well as determining contractual compliance with billed amounts. To the extent the contract separately defines Negotiated Support Services and Specified General Conditions versus all other costs, Ankura would determine whether the amounts are calculated in accordance with the contract and are billed appropriately. Ankura also reviews any markups to determine if the markup calculations are accurate and if the markups are allowable and consistent with the contract. Our estimated cost for the work scope referenced in Section 2 totals $7,400 for the Station 52 MC/CM audit. The table below lists our billing rates by Level: Level Name Rate Managing Director Megan Wells $395 Managing Director Vanessa Williams $375 Director Nicole Lightner $300 Ankura will invoice based on hours incurred multiplied by the above billing rates for the appropriate level. Additionally, the above fee estimates do not include any non -labor expenses. However, it is anticipated that much of the work can be performed either remotely, in Ankura's offices, or locally, and therefore non -labor expenses will be minimal. Any non -labor expenses for travel will be discussed prior to execution and will be billed at cost without any markup. The above pricing includes only the scope including the Audit Kick-off Meeting and Close-out Audit of MCCM and does not include any claims related work, or work related to mediation or litigation. This work would be priced separately. City of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Contract Number: 20-141 Council Approval N/A CONSULTANT AGREEMENT FOR MCCM AUDIT SERVICES THIS AGREEMENT is entered into between the City of Tukwila, Washington, hereinafter referred to as "the City", and Ankura Consulting Group, LLC, a Delaware limited liability company, hereinafter referred to as "the Consultant", in consideration of the mutual benefits, terms, and conditions hereinafter specified. 1. Project Designation. The Consultant is retained by the City to perform MCCM audit services in connection with the project titled Tukwila Safety Plan — Fire Station 51. 2. Scope of Services. The Consultant agrees to perform the services, identified on Exhibit "A" attached hereto, including the provision of all labor, materials, equipment, and supplies. Consultant is being retained solely to assist the City as described herein. The City will be solely responsible for implementing any advice or recommendations and for ensuring that any such implementation complies with applicable law. Consultant does not and will not be providing any financial statement audits or attest procedures, nor will Consultant be providing legal advice or providing architectural or professional engineering services in the course of the services Duration of As reement• Time for Performance. This Agreement shall be in full force and effect for a period commencing upon execution and ending at the end December 2021. unless sooner terminated under the provisions hereinafter specified. Work under this Agreement shall commence upon written notice by the City to the Consultant to proceed. The Consultant shall perform all services and provide all work product required pursuant to this Agreement no later than December 31, 2021, unless an extension of such time is granted in writing by the City. 4. Payment. The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: A. Payment for the work provided by the Consultant shall be made as provided on Exhibit "A" within the proposal attached hereto, provided that the total amount of payment to the Consultant shall be on a time and materials basis, not to exceed $7,400 for the Fire Station 51 project, including all miscellaneous Services. The contract amount will not be changed without express written modification of the Agreement signed by the City. The total contract amount will be $7,400, excluding Washington State Sales Tax. B. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for that portion of the project completed to date. Such vouchers will be checked by the City and, upon approval thereof, payment shall be made to the Consultant in the amount approved. C. Final payment of any balance due the Consultant of the total contract price earned will be made promptly upon its ascertainment and verification by the City after the completion of the work under this Agreement and its acceptance by the City. D. Payment as provided in this section shall be full compensation for work performed, services rendered, and for all materials, supplies, equipment and incidentals necessary to complete the work. E. The Consultant's records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the City and the state of Washington for a 1AET2327279.DOC;1/05720 000001/ 1/1 period of three (3) years after final payments. Copies shall be made available upon request. 5. Ownership and Use of Documents. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this Agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with the Consultant's endeavors. The Consultant shall not be responsible for any use of the said documents, drawings, specifications, or other materials by the City on any project other than the project specified in this Agreement. Notwithstanding the foregoing, all methodologies, processes, techniques, ideas, concepts, trade secrets and know-how embedded in the deliverable or reports that Consultant may develop or supply in connection with its Services shall remain the sole and exclusive property of Consultant. 6. Com e liance with Laws. The Consultant shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services rendered under this Agreement. 7 Indemnification. The Consultant shall indemnify and hold the City, its officers, officials, employees and agents harmless from any and all claims, injuries, damages, losses or suits including reasonable attorney fees, to the extent arising out of or resulting from the negligent acts, errors or omissions of the Consultant in 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 Consultant and the City, its officers, officials, employees, and volunteers, the Consultant's liability hereunder shall be only to the extent of the Consultant's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant'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. 8. Insurance. The Consultant 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 Consultant, its agents, representatives, or employees. Consultant's maintenance of insurance as required by the agreement shall not be construed to limit the liability of the Consultant 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 Amounts and Scope of Insurance. Consultant shall obtain insurance of the types and with the limits described below: 1. Automobile Liabilit 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. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors and personal CAIET2327279 IDOC,1/05720 000001/1 CA revised 1-2013 Page 2 injury and advertising injury. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. 3. Workers' Comsensation coverage as required by the Industrial Insurance laws of the State of Washington. 4. Professional Liability with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. Professional Liability insurance shall be appropriate to the Consultant's profession. B. Other Insurance Provision. The Consultant'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 excess of the Consultant's insurance and shall not be contributed or combined 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:VI!. D. Verification of Coverage. Consultant 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 Consultant before commencement of the work. Certificates of coverage and endorsements as required by this section shall be delivered to the City within fifteen (15) days of execution of this Agreement. E. Notice of Cancellation. The Consultant shall provide the City with written notice of any policy cancellation, within two business days of their receipt of such notice. F. Failure to Maintain Insurance. Failure on the part of the Consultant to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five business days notice to the Consultant to correct the breach, immediately terminate the contract. 9. Inde endent Contractor. The Consultant and the City agree that the Consultant is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither the Consultant nor any employee of the Consultant shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to the Consultant, or any employee of the Consultant. 10. Covenant Against Contingent Fees. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the City shall have the right to annul this contract without liability, or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 11. 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 CAIET2327279 DOC;1/05720 000001/1 1-2013 CA revised Page 3 affiliation or the presence of any disability in the selection and retention of employees or procurement of materials or supplies. 12. Assignment. The Consultant shall not sublet or assign any of the services covered by this Agreement without the express written consent of the City. 13. Non -Waiver. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. 14. Termination. A. The City reserves the right to terminate this Agreement at any time by giving ten (10) days written notice to the Consultant. B. In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this Agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this Agreement between surviving members of the Consultant and the City, if the City so chooses. C. Consultant may terminate this Agreement upon written notice to Owner if it reasonably determines that it is unable to perform the services in accordance with professional ethical standards or applicable laws. 15. As • licable Law. Venue. Attorne 's Fees. This Agreement shall be subject to, and the Consultant shall at all times comply with, all applicable federal, state and local laws, regulations, and rules, including the provisions of the City of Tukwila Municipal Code and ordinances of the City of Tukwila. 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. Venue for any action arising from or related to this Agreement shall be exclusively in King County Superior Court. Each party hereto knowingly, voluntarily and irrevocably waives any right to trial by jury in any action, proceeding or counterclaim (whether based upon contract, tort or otherwise) related to, or arising out of or in connection with, this Agreement. 16. Severabilitv 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. 17. Notices. Notices to the City of Tukwila shall be sent to the following address: City Clerk City of Tukwila 6200 Southcenter Boulevard Tukwila,WA 98188 Notices to Consultant shall be sent to the following address: Ankura Consulting Group, LLC. Attn: Megan Wells 1201 Third Avenue Suite 3320 Seattle, WA 98115 CAIET2327279 DOC;1/05720 000001/1 1-2013 CA revised Page 4 With a copy to: Ankura Consulting Group, LLC. Attn: Office of the General Counsel 485 Lexington Avenue, 10th Floor New York, NY 10017 18. Limitation of Liability. Except in the event of gross negligence, neither the City nor anyone acting on its behalf shall hold Consultant liable for (1) an aggregate amount (including interest and legal fees) in excess of the amount of fees actually received by Consultant from the City pursuant to this Agreement, or (11) special, consequential, exemplary, incidental, punitive or indirect damages. 19. Conflicts. Consultant is involved in a wide range of other activities from which conflicting interests, or duties, may arise. Consultant has undertaken an inquiry of its records in accordance with its standard business practices based on the parties identified to it and has determined that it may proceed with the assigned scope of services without a conflict of interest. A copy of Consultant's conflict policy, as may be amended from time to time, can be found here https://ankura.com/conflict-policy/. 20. Entire As reement• Modification. This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Consultant and supersedes all prior negotiations, representations, or agreements written or oral. No amendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. DATED this 31st day of December , 2020. CITY OF TUKWILA CONSULTANT Allan Ekberg, Mayor Attest/Authenticated: Oh4.e:at-9 6,677(cth&9 12/31/2020 Megan Wells, Managing Director Approved as to Form: City Clerk, Christy O'Flaherty Office of the City Attorney CAIET2327279 DOC;1/05720 000001/1 1-2013 CA revised Page 5 � Exhibit A - Scope of Services Contract Close-out Audit — Station 51 Ankura will perform a Contract Close-out Audit, also referred to as the final project audit, of the costs and billings when project is at or near 100% complete. Ankura's close-out audit work culminates with a report summarizing the adjusted costs and billings through project completion. During the final audit, Ankura performs audit -type procedures testing labor, labor burden, materials, subcontract, and equipment documentation against source documentation and comparing the contractor's recorded costs to billed amounts, as well as determining contractual compliance with billed amounts. To the extent the contract separately defines Negotiated Support Services and Specified General Conditions versus all other costs, Ankura would determine whether the amounts are calculated in accordance with the contract and are billed appropriately. Ankura also reviews any markups to determine if the markup calculations are accurate and if the markups are allowable and consistent with the contract. Our estimated cost for the work scope referenced in Section 2 totais $7,400 for the Station 51 MC/CM audit. The table below lists our billing rates by Level: Level Name K4ana•in• Director Me an Wells $395 Managing Director Vanessa W Dire or Nicole Li htner 300 Ankura will invoice based on hours incurred multiplied by the above billing rates for the appropriate level. Additionally, the above fee estimates do not include any non -labor expenses. However, it is anticipated that much of the work can be performed either remotely, in Ankura's offices, or locally, and therefore non -labor expenses will be minimal. Any non -labor expenses for travel will be discussed prior to execution and will be billed at cost without any markup. The above pricing includes only the scope including the Audit Kick-off Meeting and Close-out Audit of MCCM and does not include any claims related work, or work related to mediation or