HomeMy WebLinkAbout25-102 - Contract - ProgramX, LLC - Easement Acquisition Services: S 52nd Street Waterline ReplacementCity of Tukwila Contract Number: 25-102
Council Approval N/A
• 6200 Southcenter Boulevard, Tukwila WA 98188
PROFESSIONAL SERVICES AGREEMENT
(Includes consultants, architects, engineers, accountants, and other professional services)
THIS AGREEMENT is entered into between the City of Tukwila, Washington, hereinafter
referred to as "the City", and ProgramX, hereinafter referred to as "the Consultant", in consideration
of the mutual benefits, terms, and conditions hereinafter specified.
1. Proiect Designation. The Consultant is retained by the City to perform easement acquisition
services in connection with the project titled S 152nd Street Waterline Replacement.
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.
3. Duration of Agreements Time for Performance. This Agreement shall be in full force and
effect for a period commencing upon execution and ending 31 December 2025, 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 31 December 2025 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
"B" attached hereto, provided that the total amount of payment to the Consultant shall not
exceed $17,954 without express written modification of the Agreement signed by the City.
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
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.
6. Compliance 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 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 resulting from the 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 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 $2,000,000 each
occurrence, $2,000,000 general aggregate. Commercial General Liability
insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall
cover liability arising from premises, operations, stop -gap independent contractors
and personal injury and advertising injury. The City shall be named as an
additional insured under the Consultant's Commercial General Liability insurance
policy with respect to the work performed for the City using an additional insured
endorsement at least as broad as ISO endorsement form CG 20 26.
3. Workers' Compensation coverage as required by the Industrial Insurance laws of
the State of Washington.
CA revised May 2020 Page 2
4. Professional Liability, with limits no less than $2,000,000 per claim and $2,000,000
policy aggregate limit. Professional Liability insurance shall be appropriate to the
Consultant's profession.
B. Public Entity Full Availability of Contractor Limits. If the Contractor maintains higher
insurance limits than the minimums shown above, the Public Entity shall be insured for the
full available limits of Commercial General and Excess or Umbrella liability maintained by
the Contractor, irrespective of whether such limits maintained by the Contractor are greater
than those required by this Contract or whether any certificate of insurance furnished to
the Public Entity evidences limits of liability lower than those maintained by the Contractor.
C. 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.
D. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M.
Best rating of not less than A:VII.
E. 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 Contractor
before commencement of the work. Upon request by the City, the Consultant shall furnish
certified copies of all required insurance policies, including endorsements, required in this
Agreement and evidence of all subcontractors' coverage.
F. 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.
G. 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 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 Consultant from the City.
9. Independent 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.
CA revised May 2020 Page 3
11. Discrimination Prohibited. Contractor, 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,
the presence of any disability, or any other protected class status under state or federal law,
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.
15. Applicable Law; Venue; Attorney'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. The prevailing party in any such
action shall be entitled to its attorney's fees and costs of suit. Venue for any action arising
from or related to this Agreement shall be exclusively in King County Superior Court.
16. 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.
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:
ProgramX, LLC
2901 163nd Ave E
Lake Tapps, WA 98391
18. Entire Aareement; 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.
CA revised May 2020 Page 4
DATED this 31st day of
CITY OF TUKWILA
DoccuuSigned by:
Pete Mayer, Interim Public Works Director
ATTEST/AUTHENTICATED:
Signed by:
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Andy Youn-Barnett, City Clerk
APPROVED AS TO FORM:
Signed by:
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Office of the City Attorney
March 2025.
CONSULTANT:
Printed Name: Hutch Goodman
Title: Principal/Senior Project Manager
CA revised May 2020 Page 5
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To: Adib ALta W, City of Tukwila
Re: City of Tukwila: Water Easements Project
Dear Mr. AltaLLal,
RIGHT OF WAY CONSULTANTS
December 20, 2024
It's been a pleasure discussing this project with you and we look forward to partnering with your team in
delivering this easement project for the City of Tukwila. Based on the documents provided to our team by
Psomas and the City, this proposal is inclusive of (2) permanent water easements to accommodate the
ongoing maintenance of a recently constructed waterline running along two parcels: Assessor Parcel No.
115720-0380 and No. 814140-0000. Both easements require valuations and negotiations in compliance
with Washington State RCW 8.26.010.
It is our understanding based on legal descriptions and exhibits for both parcels that ProgramX wiLL value
each parcel by way of an Appraisal Waiver or Administrative Offer Summary (AOS) and that state -compliant
offer packages and conveyance documents will be drafted and presented to (2) property owners for
execution and approval. The City and our team wiLL coordinate recording and payment processing thereafter.
Below entails the scope and associated fee structure for these activities.
SCOPE OF SERVICES
Task 1.0 Right of Way Program IMairnageirnent
• Provide biweekly written and verbal status updates to Project Team on aLL right of way activities.
• Ensure all right of way activities are City and State compliant.
• Strategize with City and design team on right of way requirements and process issues.
Task 2,0 Title Review/Documents Preparations
• Coordinate securing title report revisions, review reports for ownerships and vesting data.
• Prepare all offer packages, conveyance instruments, and all other required acquisition documentation.
• Perform QA/QC for all offer and conveyance documentation, coordinate City approval on templates/submittals.
Task 3,.0 Valuation Services (viia Administrative Offer Summaries)
• Coordinate all activity associated with valuation efforts, per State formats and specifications.
• Research and develop comparable property research, analyze data for project relevance and determinations.
• Perform field research in Easement areas to determine program affects.
Task 4,.0 Negotiations, Adimiimniis-tira-tiive .Jus-tiifiica-tiiomns, Closing and Payment Facilitation
• Draft and facilitate approval of owner offer packages, per State and City guidelines.
• Meet all affected property owners/tenants, in person where possible, negotiate settlements.
• Strategize and draft administrative justifications where negotiations exceed original Fair Market VaLue.
• At close of project, provide QA/QC of all acquisitions, record documents and provide to City in approved formats.
ASSUMPTIONS
• Assumes (2) Waterline Easement and no fee acquisitions or other property interests are required.
• Assumes Appraisal Waiver (AOS) count of (2); scope and fee proposal may increase if costs surpass $35,000.
• Fee assumptions assume no design changes after initial appraisal assignment.
• City to provide costs for revised title reports, recording fees to be paid by ProgramX and reimbursed by City.
00 N TA0 TS
9 2502 Jefferson Ave, Tacoma, WA 98402 www.pxrow.com
NO
1 503 747 9961 in info@pxrow.com
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RIGHT OF WAY CONSULTANTS
i'i1ii Wall "° "' "' "° 11
Thank you for the opportunity to serve the City of Tukwila. If you have any questions about the attached,
please feel free to reach out anytime. We look forward to working with you!
Sincerely,
A
Hutch Goodman
PrincipaVSenior Project Manager - ProgramX
C0 N TAC TS
2502 Jefferson Ave, Tacoma, WA 98402 www.pxrow.com
1 503 747 9961 0 info@pxrow.com
Task 1.0: Right of Way Program Management
8 Hours @ $210/hr Project
$1,680
Includes involvement of up to (4) bi-weekly, Project Team Meetings
Manager Rate
with associated status reporting, upto (4) propertyowner and design team
meetings during pre-appraisaVpubLic outreach period.
Task 2.0: Title Review/Documents Preparations
15 Hours @ $135/hr Acquisition
$2,025
Includes review of (2) Preliminary Title Reports (PTR's), identifying
Specialist
ownerships, title encumbrances, and preparing conveyance and offer
packages necessaryforthe valuation, acquisition and closing tasks.
Task 3.0: Valuation Services (Administrative Offer Summaries)
24 Hours @ $210/hr Project
$5,040
Includes field research, comparable property investigations and analyses
Manager Rate
of up to (2) Administrative Offer Summary valuations.
Task 4.0: Negotiations, Admin Justifications, Closing/Payments
40 Hours @ $210/hr Project
$8,400
Includes negotiating with (2) property owners, facilitating and
Manager Rate
documenting aLL negotiations and facilitating recording and payments to
property owners.
Other Direct Costs (ODC's):
4 visits @ 34 miles round trip @
$809
* Mileage to and from property owner meetings and project site @
$.655/mile ($89)
$.655/mile
* Recording fees @ King County Recorders Office:
2 easements @ $310/each: $720
i'i1ii Wall "° "' "' "° 11
Thank you for the opportunity to serve the City of Tukwila. If you have any questions about the attached,
please feel free to reach out anytime. We look forward to working with you!
Sincerely,
A
Hutch Goodman
PrincipaVSenior Project Manager - ProgramX
C0 N TAC TS
2502 Jefferson Ave, Tacoma, WA 98402 www.pxrow.com
1 503 747 9961 0 info@pxrow.com