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Home My WebLink About09-025 - Harris & Associates - Tukwila International Boulevard Phases II and III Construction ManagementWashington State WAF Department of Transportation 09-025(b) Council Approval N/A Supplemental Agreement pp Number b2 Organization and Address 14ARQl5 4 ASS0crArE5 ((Z'ts se 6* sTrEer SutTE 210 ifseLCE V/JE , 41A 1em4 Phone: (425 -) '53 -Og99 Original Agreement Number fS— gin/ 63 Project Number O I - 025 4) Execution Date Completion Date Ju4E 30 , 20!( Project Title TU #(A/ -A 4 LTE #.JATtcW AL. L :tL.E✓Ag D — PNASE z/3 /MeavveHeacT5 New Maximum Amount Payable $ (,Z75, 041. °a Description of Work 40/q 517Zi€TtOr- AOn4 tsrean4 4 /45 Pea - (04 SERVLCE5 The Local Agency of c JTY OF 7-11 f:Gd1LA desires to supplement the agreement entered into with / lj2j 15 4 455 o G (ATE 5 and executed on re-8, (2 , 2001 and identified as Agreement No. 95 - nW03 All provisions in the basic agreement remain in effect except as expressly modified by this supplement. The changes to the agreement are described as follows: Section 1, SCOPE OF WORK, is hereby changed to read: MO C /'J E Tv SCOI'C a( td dize4 11 Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the number of calendar days for completion of the work to read: Eleret4 Cs W C fl('L &TLoa DATE ra Jasl r 2 Da 111 Section V, PAYMENT, shall be amended as follows: NO CNANGe 7b cunt i t cr E4Mau'17- as set forth in the attached Exhibit A, and by this reference made a part of this supplement. If you concur with this supplement and agree to the changes as stated above, please sign in the appropriate spaces below and return to this office for final action. By: -1-1W By: 5l YYL `f-tiQ C elrt Sb M �+-t r Consultant ignature DOT Form 140 -063 EF Revised 9/2005 Date /SOf a Lk(C-74/ -i ilk VWashington State Department of Transportation 09- 025 (a) Council Approval N/A Supplemental Agreement pp g Number Of Organization and Address kA0215 f ASSOGIATCS /ehoo 112.4 AVE Ne $utr . 210 W PEIJ.EduE , WA. 986o4 Phone: (425) 453- OWN Original Agreement Number 15 - R k03 Project Number 09- 025 ( ) Execution Date Completion Date MA 3I , tall Project Title rU KW1LA /N TERAArleolAL j3uuLE VAILD - PHA 213 Ito p .ouENEntT5 New Maximum Amount Payable $ I ,235,041. °O Description of Work CoN517LUCTlon1 ADMigi5TRATco,s1 4 /Aci spec/70;J SE t/1 C5 The Local Agency of CITY OF TukWu,A desires to supplement the agreement entered into with MA/1,k15 4 455octATi=S and executed on FEP, I Z , 2001 and identified as Agreement No. 15- R 14/0,3 All provisions in the basic agreement remain in effect except as expressly modified by this supplement. The changes to the agreement are described as follows: Section 1, SCOPE OF WORK, is hereby changed to read: NO Ch/gNCE Tv 5GoPE O F CJMt< 11 Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the number of calendar days for completion of the work to read: EXTEnI f COrtiocT CoHPLETcu+1 DATE To }OA . 31, 201( 111 Section V, PAYMENT, shall be amended as follows: [lo c/+AN4E To Cox,Ti2act Afou4) T as set forth in the attached Exhibit A, and by this reference made a part of this supplement. If you concur with this supplement and agree to the changes as stated above, please sign in the appropriate spaces below and return to this office for final action. By: C r- By: DOT Form 140 -063 EF Revised 9/2005 Consultant Signature Approvi pity Signature hor 7, dug) Date / -5/e (J, I6 /N. L.S 09 -025 Council Approval 2/2/09 Local Agency Standard Consultant Agreement Consultant/Address/Telephone Harris & Associates, Inc. 1800 112th Avenue NE, #210W Bellevue, WA 98004 425.453.0999 phone 425.453.0707 fax M. Architecturat/Engineering Agreement ❑ Personal Services Agreement Agreement Number 95 -RWO3 (Harris 074 -4038) Project Title And Work Description Tukwila International Boulevard Phase II & III Improvements "Construction Administration & Inspection Services" Federal Aid Number Phase 2: STPF - STPUL- 0099(077) Phase 3: HLP- STPUL- 0099(103) Agreement Type (Choose one) ❑ Lump Sum Lump Sum Amount $ ❑ Cost Plus Fixed Fee Overhead Progress Payment Rate % DBE Participation % Overhead Cost Method • Actual Cost ■ Yes :/ No Federal ID Number or Social Security Number 942385238 • Actual Cost Not To Exceed % • Fixed Overhead Rate % Do you require a 1099 for IRS? • Yes ■:/ No Completion Date Dec. 31, 2010 Fixed Fee $ Total Amount Authorized $ Management Reserve Fund $ Maximum Amount Payable $ 1,275,049.00 A Specific Rates Of Pay 0 Negotiated Hourly Rate • Provisional Hourly Rate 1,275,049.00. ❑ Cost Per Unit of Work Index of Exhibits (Check all that apply): ® Exhibit A -1 Scope of Work ❑ Exhibit A -2 Task Order Agreement ❑ Exhibit B -1 DBE Utilization Certification ® Exhibit C Electronic Exchange of Data ❑ Exhibit D -1 Payment - Lump Sum ❑ Exhibit D-2 Payment - Cost Plus ® Exhibit D -3 Payment - Hourly Rate ❑ Exhibit D-4 Payment - Provisional ❑ Exhibit E-1 Fee - Lump/Fixed/Unit ® Exhibit E-2 Fee - Specific. Rates ❑ Exhibit F Overhead Cost ❑ Exhibit G Subcontracted Work ❑ Exhibit G -1 Subconsultant Fee THIS AGREEMENT, made and entered into this between the Local Agency of C itv of Tukwila and the above organization hereinafter called the "CONSULTANT ". ❑ Exhibit G -2 Fee -Sub Specific Rates ❑ Exhibit G-3 Sub Overhead Cost ® Exhibit 11 Title VI Assurances ® Exhibit I Payment Upon Termination of Agreement ❑ Exhibit 3 Alleged Consultant Design Error Procedures ® Exhibit K Consultant Claim Procedures ® Exhibit L Liability Insurance Increase ® Exhibit M -la Consultant Certification- ID Exhibit M -Ib Agency Official Certification ® Exhibit M-2 Certification - Primary- El Exhibit M-3 Lobbying Certification ® Exhibit M-4 Pricing Data Certification ® App_ 31.910 Supplemental Signature Page far day of Via( 2009 , , Washington, hereinat3f �r called the "AGENCY" , DOT Form 140-089 EF Revised 3/2008 Page 1 of s / slat d o��6inl.4c -S WITNESSETH THAT: • • WHEREAS, the AGENCY desires to accomplish the above referenced project, and WHEREAS, the AGENCY does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary services for the PROJECT; and WHEREAS, the CONSULTANT represents that he /she is in compliance with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish Consulting services to the AGENCY, NOW THEREFORE, in consideration of the terms, conditions, covenants and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I General Description of Work The work under this AGREEMENT shall consist of the above described work and services as herein defined and necessary to accomplish the completed work for this PROJECT. The CONSULTANT shall furnish all services, labor, and related equipment necessary to conduct and complete the work as designated elsewhere in this AGREEMENT. II Scope of Work The Scope of Work and projected level of effort required for this PROJECT is detailed in Exhibit "A" attached hereto and by this reference made a part of this AGREEMENT. I11 General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress and presentation meetings with the AGENCY and/or such Federal, State, Community, City or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the work in sufficient detail so that the progress of the work can easily be evaluated. The CONSULTANT, and each SUBCONSULTANT, shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The CONSULTANT, and each SUBCONSULTANT, shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of USDOT- assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT that may result in the termination of this AGREEMENT. Participation for Disadvantaged Business Enterprises (DBE), if required, per 49 CFR Part 26, or participation of Minority Business Enterprises (MBE), and Women Business Enterprises (WBE), shall be shown on the heading of this AGREEMENT. If D/M/WBE firms are utilized, the amounts authorized to each firm and their certification number will be shown on Exhibit `B" attached hereto and by this reference made a part of this AGREEMENT. If the Prime CONSULTANT is a DBE firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY'S "DBE Program Participation Plan ". The mandatory DBE participation goals of the AGREEMENT are those established by the WSDOT'S Highway and Local Programs Project Development Engineer in consultation with the AGENCY. All Reports, PS &E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C." All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for this PROJECT, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this PROJECT, shall be without liability or legal exposure to the CONSULTANT. Page 2 of 8 IV Time for Beginning and Completion The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT under completion date. The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD or governmental actions or other conditions beyond the control of the CONSULTANT. A prior supplemental agreement issued by the AGENCY is required to extend the established completion time. V Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided in Exhibit "D" attached hereto, and by reference made part of this AGREEMENT. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. A post audit may be performed on this AGREEMENT. The need for a post audit will be determined by the State Auditor, WSDOT External Audit Office and/or at the request of the AGENCY'S PROJECT Manager. VI Sub - Contracting The AGENCY permits sub - contracts for those items of work as shown in Exhibit "G" attached hereto and by this reference made part of this AGREEMENT. Compensation for this sub - consultant work shall be based on the cost factors shown on Exhibit "G." The work of the sub - consultant shall not exceed its maximum amount payable unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, overhead, direct non -salary costs and fixed fee costs for the sub - consultant shall be substantiated in the same manner as outlined in Section V. All sub - contracts shall contain all applicable provisions of this AGREEMENT. With respect to sub - consultant payment, the CONSULTANT shall comply with all applicable sections of the Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT shall not sub - contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. No permission for sub - contracting shall create, between the AGENCY and sub- contractor, any contract or any other relationship. A DBE certified sub - consultant is required to perform a minimum amount of their sub - contracted agreement that is established by the WSDOT Highways and Local Programs Project Development Engineer in consultation with the AGENCY. VII Employment The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from the AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen's Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a Page 3 of 8 third party as a consequence of any u,L or omission on the part of the CONSULTAN — employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of the contract, any professional or technical personnel who are, or have been, at any time during the period of the contract, in the employ of the United States Department of Transportation, or the STATE, or the AGENCY, except regularly retired employees, without written consent of the public employer of such person. VIII Nondiscrimination During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest agrees to comply with the following laws and regulations: Title VI of the Civil Rights Act of 1964 (42 USC Chapter 21 Subchapter V Section 2000d through 2000d -4a) Federal -aid Highway Act of 1973 (23 USC Chapter 3 Section 324) Rehabilitation Act of 1973 (29 USC Chapter 16 Subchapter V Section 794) Age Discrimination Act of 1975 (42 USC Chapter 76 Section 6101 et seq.) Civil Rights Restoration Act of 1987 (Public Law 100 -259) American with Disabilities Act of 1990 (42 USC Chapter 126 Section 12101 et. seq.) 49 CFR Part 21 23 CFR Part 200 RCW 49.60.180 In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "H" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "H" in every sub - contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time upon ten (10) days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT as shown in Exhibit "I" for the type of AGREEMENT used. No payment shall be made for any work completed after ten (10) days following receipt by the CONSULTANT of the Notice to Terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth herein above, then no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. Page 4 of 8 In such an event, the amount to be paid shall be determined by the AGENCY with conbideration given to the actual costs incurred by the CONSULTANT in performing the work to the date of termination, the amount of work originally required which was satisfactorily completed to date of termination, whether that work is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the work required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the work performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth above. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT'S failure to perform is without the CONSULTANT'S or it's employee's default or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs in accordance with the termination for other than default clauses listed previously. In the event of the death of any member, partner or officer of the CONSULTANT or any of its supervisory personnel assigned to the PROJECT, or dissolution of the partnership, termination of the corporation, or disaffiliation of the principally involved employee, 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 AGENCY. This subsection shall not be a bar to renegotiation of the AGREEMENT between the surviving members of the CONSULTANT and the AGENCY, if the AGENCY so chooses. In the event of the death of any of the parties listed in the previous paragraph, should the surviving members of the CONSULTANT, with the AGENCY'S concurrence, desire to terminate this AGREEMENT, payment shall be made as set forth in the second paragraph of this section. Payment for any part of the work by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform work required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. X Changes of Work The CONSULTANT shall make such changes and revisions in the complete work of this AGREEMENT as necessary to correct errors appearing therein, when required to do so by the AGENCY, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed work or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered as Extra Work and will be paid for as herein provided under Section XIV. XI Disputes Any dispute concerning questions of fact in connection with the work not disposed of by AGREEMENT between the CONSULTANT and the AGENCY shall be referred for determination to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided, however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer's decision, that decision shall be subject to de novo judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit "J ", and disputes concerning claims will be conducted under the procedures found in Exhibit "K ". XII Venue, Applicable Law, and Personal Jurisdiction In the event that either party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this AGREEMENT, the parties hereto agree that any such action shall be initiated in the Superior court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties to such action shall have the right of appeal from such decisions of the Superior court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior court of the State of Washington, situated in the county in which the AGENCY is located. Page 5 of 8 XIII Legal Relations The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this AGREEMENT. This contract shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall indemnify and hold the AGENCY and the STATE and its officers and employees harmless from and shall process and defend at its own expense all claims, demands, or suits at law or equity arising in whole or in part from the CONSULTANT'S negligence or breach of any of its obligations under this AGREEMENT; provided that nothing herein shall require a CONSULTANT to indemnify the AGENCY or the STATE against and hold harmless the AGENCY or the STATE from claims, demands or suits based solely upon the conduct of the AGENCY or the STATE, their agents, officers and employees; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT'S agents or employees, and (b) the AGENCY or the STATE, their agents, officers and employees, this indemnity provision with respect to (1) claims or suits based upon such negligence (2) the costs to the AGENCY or the STATE of defending such claims and suits shall be valid and enforceable only to the extent of the CONSULTANT'S negligence or the negligence of the CONSULTANT'S agents or employees. The CONSULTANT'S relation to the AGENCY shall be at all times as an independent contractor. The CONSULTANT shall comply with all applicable sections of the applicable Ethics laws, including RCW 42.23, which is the Code of Ethics for regulating contract interest by municipal officers. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT'S own employees against the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. Unless otherwise specified in the AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the PROJECT. Subject to the processing of a new sole source, or an acceptable supplemental agreement, the CONSULTANT shall provide On -Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques, job site safety, or any construction contractor's failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of the AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability and property damage insurance in an aggregate amount not less than two million dollars ($2,000,000) for bodily injury, including death and property damage. The per occurrence amount shall not exceed one million dollars ($1,000,000). C. Vehicle liability insurance for any automobile used in an amount not less than a one million dollar ($1,000,000) combined single limit. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance secured by the CONSULTANT, the AGENCY will be named on all policies as an additional insured. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by the AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to the AGENCY. No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY. The CONSULTANT'S professional liability to the AGENCY shall be limited to the amount payable under this AGREEMENT or one million ($1,000,000) dollars, whichever is the greater, unless modified by Exhibit "L ". In no case shall the CONSULTANT'S professional liability to third parties be limited in any way. Page 6 of 8 The AGENCY will pay no progress payments under Section V until the CONSULTAiN f has fully complied with this section. This remedy is not exclusive; and the AGENCY and the STATE may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIV Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of the AGREEMENT in the services to be performed. B. If any such change causes an increase or decrease in the estimated cost of or the time required for, performance of any part of the work under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of the AGREEMENT, the AGENCY shall make an equitable adjustment in the (1) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify the AGREEMENT accordingly. C. The CONSULTANT must submit any "request for equitable adjustment ", hereafter referred to as "CLAIM ", under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of the AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the Disputes clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A) and (B) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XV Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XVI Federal and State Review The Federal Highway Administration and the Washington State Dept tnient of Transportation shall have the right to participate in the review or examination of the work in progress. XVII Certification of the Consultant and the Agency Attached hereto as Exhibit "M -1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "M -2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit "M -3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit "M -4" Certificate of Current Cost or Pricing Data. Exhibit "M -3" is required only in AGREEMENTS over $100,000 and Exhibit "M -4" is required only in AGREEMENTS over $500,000. XVIII Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as an amendment to this AGREEMENT. XIX Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and agreements contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept the AGREEMENT and agrees to all of the terms and conditions thereof. Page 7 of 8 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 endanger property and /or life and a call may be made to WISHA or L &I may need to be alerted as appropriate. Assumptions: 1. Contract documents require contractor to submit its safety program and safety officer prior to the start of work 2. Contract documents or contractor's safety program require contractor to submit accident reports. 3. Harris assumes no responsibility or liability for safety of contractor's work areas or personnel. 4. Harris assumes no responsibility or liability for implementation of contractor's safety program or its construction means and methods. 5. The City's contractor is solely responsible for project safety. Deliverables 1. Accident report notes on IDR. 4.8 Environmental Coordination Purpose: Verify contractor has copies of applicable permits and that the work activities abide by the requirements of the permits granted by regulatory agencies. Approach: In coordination with the City CM, read and understand and enforce requirements stipulated in permits issued by regulatory agencies. Assumptions: 1. All permits will be provided to Harris team and the City. 2. All permits except NPDS permit will be included in the contract documents. Harris lead inspector will review the conditions of the permit and make sure it is being followed. Deliverables: 1. Daily inspection reports including any pertinent Environmental issues or work will be prepared on site by Harris inspection staff. 2. Correspondence to affected parties 4.9 Submittal Management and Review Purpose: Provide an efficient means of processing submittals between the contractor and Designer. Provide a brief, initial review of the contractor's shop drawing submittals before forwarding it to Designer. Approach: Using Contract Manager and in coordination with the City CM, develop a submittal list for distribution to the City, Contractor and Designer. Track and submit submittal logs at each coordination meeting. Follow up on all submittals that are nearing the end of the review period. The following steps will be followed in reviewing the contractor's submittals: 5 Construction Administration Services for International Blvd. Phase 11 & III Improvements The City of Tukwila, WA, January 2009 1. Log submittals into Contract Manager all submittals by bid item and specification number. 2. Ensure the contractor has provided a complete submittal, it has been coordinated with other trades and all deviations have been noted. Submittal is returned to the contractor if it is not complete. 3. The City CM continues review for general compliance with the specification. 4. Submittal is forwarded to Designer for formal review and acceptance. 5. Harris will track the submittals to verify timely response. 6. Submittals are returned to Harris and the submittal status is logged into Contract Manager. 7. Approved submittals are returned to the contractor for use in work. 8. Harris to inform contractor if a resubmittal is required. Assumptions: 1. Harris will not be responsible for errors or omissions in any submittal lists; this is the responsibility of the construction contractor. 2. Harris will assist the City CM in reviewing contractor submittals, and not approving them. 3. Submittals requiring any public utility review will follow specified process per provisions. 4. Harris will assist the City CM to review and to assure full compliance with LAG manual and correct usage of the RAM and ROM processes. Deliverables: 1. Monthly status Togs of submittals. 2. Log of accepted submittals. 3. Log of submittals in review. 4. Log of submittals that are not approved and will require resubmission by the . contractor. 5. Final log of submittals and status at end of construction. 4.10 Request for Information (RFI) Management Purpose: At times, a contractor is unable to locate information that it deems critical to its construction activity. Harris staff will receive, log and track requests for information (RFI) submitted by the construction contractor. The efficient management of RFIs permits the timely communication between the designer and the contractor. Approach: Harris will receive, log and assist the City CM to review all RFIs for completeness and verify the question is reasonable and understandable. Harris team will assist the City CM to return the RFI if the question is unclear or, in the opinion of Harris staff, the answer is contained in the contract documents. Harris will note where the requested information can be found in the contract Documents. Harris will track RFIs by creating weekly logs, using the Contract Manager software, to verify timely response from the designer. Assumptions: 1. None. 6 Construction Administration Services for International Blvd. Phase 11 & III Improvements The City of Tukwila, WA, January 2009 Deliverables: 1. Log of all RFIs and their status. 2. Log of all RFIs answers and their status. 4.11 Document Management Purpose: Provide the City with an electronic means of tracking all documents exchanged between the parties involved in the construction of the project. Approach: Using Primavera Web -based Contract Manager and the City File Index, all documents will be logged in the project field office. Documents will be scanned into the document control system and attached to Contract Manager File index categories. All documents will be filed as a digital file and hardcopy. Assumptions: For the duration of contract, Harris will provide Contract Manager software for use. Deliverables: 1. Logs of all documents in the project files (digital and hardcopy). 2. All hardcopy project documents exchanged on the project between the various parties. 3. Harris will transfer all project documents and data generated by Contract Manager software to the City computer system in native database format. The data will be fully accessible and manipulatable with the City's final version of the Contract Manager software. Harris will assist the City in acquisition and configuration of Contract Manager during the contract startup phase. 4.12 Construction Change Order Assistance Purpose: To assist the City CM with assurance the contractor is presenting legitimate requests for extra work that was not included in the original scope of the contract. To assist he City CM to assure the associated extra work costs and time extension requests are fair and reasonable to both the City and the contractor. Approach: 1. Assist the City CM to review requests of the contractor's request for changes due to cost increases and /or time impacts for merit. 2. Assist the City CM to prepare independent cost estimate and schedule analysis of work. 3. Assist the City CM to negotiate extra work cost and time extensions with the contractor. 4. Assist the City CM to prepare change orders for execution by the City. Assumptions: 1. Harris will not have authority to make minor changes to work . 2. The City CM will negotiate with the contractor on contract changes. Deliverables: 7 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 1. Assist the City CM to prepare independent cost estimates. 2. Independent schedule analysis. 3. Assist the City CM to prepare change orders ready for execution 4.13 Review Certified Payrolls Purpose: To verify the contractor, provides certified payroll reports in conformance with the provisions of the contract and applicable State Law. To verify the certified payroll reports contain information required by the Labor Code. Approach: Receive and review certified payrolls from the contractor and each of its subcontractors. Check for the Statements of Compliance. Spot -check wages of each classification of laborer or craftsperson. Notify contractor and City of all discrepancies and /or errors and request a corrected Certified Payroll. Assumptions: 1. Employee interviews, to verify payment of prevailing wages, will be conducted by Harris. 2. Harris is not responsible for enforcement of the Labor Code. 3. Harris will not be responsible for identifying every worker on site. Deliverables: 1. Hardcopies of the contractor's certified payrolls maintained in the project files. 2. A daily list of subcontractors working on the project as a part of IDR. 4.14 Inspection and Documentation Harris will provide inspectors to provide the scope of work defined as follows. Purpose: Provide the City with documentation of construction activities, duration, and work conditions using the City's form. Approach: Provide the City with knowledgeable people, familiar with construction activities to be performed on the project. Using Contract Manager, document the contractor's daily activities, labor force, equipment and items considered pertinent to the projects. The construction manager is to review daily reports and provide instruction to inspectors on ways to improve their daily reports. Provide documentation of labor, materials, and equipment each day in various sections of the project. Assumptions: 1. All inspections will be within the project limits. 2. Harris will provide two vehicles, two cell phones, two computers for the duration of the contract. Deliverables: 1. Daily inspection reports. 8 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 2. Miscellaneous reports deemed necessary by the construction. 4.15 Review and Maintain "As- Built" Schedule Purpose: To track contractor's progress during construction of the project. Approach: Using the daily inspection reports prepared by Harris inspectors, the contractor's schedule, site observations, and other sources of information, Harris will track and document the contractor's actual progress. The contractor's baseline critical path and regularly updated schedules will be used as a basis for comparing planned versus actual progress. Assumptions: 1. Monitoring will be on a continuous basis of the contractor supplied "as- built" schedule which will be updated monthly. Deliverables: 1. An "as- built" schedule with one digital file, as per the City CM requirement. 4.16 Maintain Photographic and Video Records of Construction Progress Purpose: To provide the City with a photographic record of the project, before, during and after construction. Approach: Using still, digital camera record the conditions of the project before the contractor starts work and after the work is complete. Record the contractor's progress during construction. During construction, care will be taken to record all items and /or conditions that have or may have a bearing on claimed extra work. Assumptions: 1. Photographs and videos will remain at the City's project server at all times until the end of the project. Deliverables: 1. All photographic and video records. 4.17 Review and Maintain Record Drawings Purpose: To provide the City with an accurate set of record drawings for the project. Approach: 9 • Construction Administration Services for International Blvd. Phase II & III Improvements. The City of Tukwila, WA, January 2009 Monitor contractor's required record drawings on a monthly basis. Review as- builts and request changes from contractor for any changes. Assumptions: 1. Harris will assist Designer in answering questions regarding the record drawings. 2. Contract documents will require contractor to maintain redline as -built drawings. Deliverables: 1. One set of marked up contract drawings. 4.19 Final Inspection and Punch list Purpose: To identify elements of construction requiring correction prior to final acceptance by the City. Approach: Following substantial completion, perform a project inspection of the completed construction. During the inspection develop a list of contract work requiring correction or rework. The written list of deficient work (punch list) will be delivered to the City and the contractor within three working days of the final inspection. The final punch list will include items to be corrected that were identified previously during the course of construction. Assumptions: 1. The City will identify any key City or other agency personnel to be included in the final inspection. 2. Harris will contact and schedule all required final inspection personnel 48 hour prior to the final inspection. 3. Harris will prepare the final punch list. Deliverables: Final punch list. 4.21 Final Project Report Purpose: To assist the City with a final status report on the project to document remaining close out issues. Approach: 1. Assist the City CM to prepare a summary of outstanding claims not resolved when the Notice of Completion is filed. 2. Assist the City CM to prepare and discuss "Lessons leamed" 3. Assist the City with all the WSDOT audits during and at the completion of the project. Deliverables: 1. Assist the City CM to provide one hard copy and one digital file. 10 EXHIBIT B Intentionally Left Blank (No DBE Utilization) EXHIBIT C In wetness whereof, the pates hereto (lance - xecuted this AGREEMENT as of the day and year shown in the - Execution Date' box on page one (1) of AGREEMENT. By Vern Phillips, PE Consultant Harris & Associates, Inc. Aster (City of Tukwil DOT Rims ma-irt&EF 2Sof8 Retsed 3(21308 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 EXHIBIT A Construction Administration Services Scope of Work The project will include about 5000 feet of street improvements of International Blvd. in two phases from S.132nd to south of SR 599 access ramps, new storm lines, extensive retaining walls, new asphalt pavement, curb & gutters and sidewalks. This scope of work assumes that the City will provide one construction manager (the City CM) to lead our team and that Harris will provide various site inspection, documentation, and scheduling support. Task 300 — Project Management 3.1. Project Management Plan Purpose: Provide the City and Harris with uniform procedures and standards for the administration of the construction contract. Approach: Using the Harris Construction Management Procedures Manual, develop a procedures manual that is tailored specifically for the project. Assumptions: 1. The final project manual will be bound in a three ring binder to facilitate future revisions. Deliverables: 1. Draft project manual for review by the City. 3.3 Harris Budget Projections Purpose: To provide the City with the Harris's anticipated billings in a format that is easily accessible, easy to understand, and provides the required cost information so the City can better manage available resources. Assumptions: 1. Cost projections will monitor only the Harris' contract. Deliverables: 1. Harris will furnish budget projections as part of the monthly invoice. Task 400 — Construction Management and Inspection Services 4.1 Preconstruction Conference Purpose: 1 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 Provide a draft of meeting agenda for The City's CM to prepare for all essential project participants to meet prior to the start of work. This meeting will outline the City's administration of the contracts, introduction of the attendees, and record all comments and questions submitted by the contractor. Provides an understanding of the procedures to be used on the project and what the contractor can expect from the City and its consultants. Approach: The City's CM will schedule, prepare agenda, chair and take minutes of the preconstruction meeting, inform contractor of project administration procedures and invite all affected regulatory agencies, utilities, and others to attend the meeting. Assumptions: 1. The City will provide the meeting venue. 2. The City will develop the attendee list. 3. Harris will assist the City CM in drafting agenda meeting. 4.2 Preconstruction Walk Purpose: To start the construction contract with an understanding between the contractor, Harris and the City as to the existing conditions of the project before construction begins. Approach: Before the Notice to Proceed is given to the contractor, Harris and the City will walk the project recording existing conditions. Project conditions are logged, videotaped, and still photographs are taken to record existing conditions. Copies are provided to the City. Harris will keep the originals in the project files until project completion. Assumptions: 1. Project walk will not take longer than one day with approximately the same amount of time to log, file and copy the information. Deliverables: 1. Project photographs and video of pre- construction'and after construction conditions. 4.3 Communications and Correspondence Purpose: Provide effective written and oral communications on behalf of the City to the contractor and other stakeholders in the administration of the contract. Approach: At the preconstruction conference, obtain all pertinent information from the attendees to develop a project directory of all key personnel working on the projects. Develop a flow chart showing how correspondence is to be handled once it is received from the contractor or other stakeholders. Log all information received from contractor and others in Contract Manager Software and in separate project files for action and distribution. Prepare appropriate responses and obtain the City's approval when required. All original 2 Construction Administration Services for International Blvd. Phase II & III Improvements The City of Tukwila, WA, January 2009 correspondence remains with the project files. Only copies will be distributed, except for shop drawing submittals. Assumptions: 1. The City file index will be used for all correspondence received from the City, contractor and others. Deliverables: 1. Logs of information received from the City, the contractor or others relating to the project. 4.4 Schedule Monitoring Purpose: Harris will monitor baseline and progress schedules and changes to the schedule on an ongoing basis, generally during the monthly pay estimate processing cycle and at our weekly project meetings. Approach: Develop procedures, using available software, to review the contractor's schedule for logic, duration, and resource changes in the contractor's monthly updates. Notify the contractor of changes and document its response for the record. Harris will keep the City appraised of construction schedule and changes found in the updates. Assumptions: 1. Contractor will submit baseline schedule per specifications. Deliverables: 1. Harris to perform a monthly review and provide the City with a basic report by email. 4.5 Progress / Coordination Meetings Purpose: Attend coordination meetings conducted by the City CM with the contractor and other interested parties to discuss schedules, status of RFQs (Request For Quotes), status of submittals, issues log, old and new business concerning the project and any other business that is a concern of any party attending the meeting. To keep everyone informed as to the status of the project and discuss issues that may influence project completion. Approach: Attend weekly meetings conducted by the City CM with the contractor to discuss project schedule, current, and past issues that require action by someone other than the party raising the issue. The City requests the contractor and Harris submit agenda items for the weekly coordination meetings. Using the proposed agenda items and agenda items developed in house, the City prepares an agenda for the meeting and distributes the agenda to the parties that will attend the meeting. Harris distributes the previous meeting minutes and asks for concurrence of those attending the meeting or suggested corrections to the minutes. Minutes are filed as approved or amended. 3 Construction Administration Services for international Blvd. Phase 11 & 111 Improvements The City of Tukwila, WA, January 2009 Additional coordination meetings may be scheduled as needed. The City CM will call meetings and request specific parties to attend. These attendees will be given 48 hours notice for additional meetings. Assumptions: 1. The City and contractor's staff will be able to meet on a regular basis with minimal absences. 2. Meeting room provided by the City will be able to seat a minimum of 10 people. 3. Meetings will not be more than once a week. 4. Designer may be asked to attend the meetings as a participant. 5. Harris will take notes of discussion items with the City CM approval. 6. Contractor is required to submit a look -ahead schedule (2 or 3 week) at each weekly meeting. Deliverables: 1. Weekly Agenda with status of open items from previous meetings. 2. Weekly meeting minutes with action items noted. 3. Two or three week look ahead schedule (prepared by the Contractor) 4. Submittal log, issues log, and RFI and change order logs 4.6 Payment Recommendations Purpose: The City will verify the contractor's request for payment Approach: The City and contractor develop a procedure that is acceptable for monthly progress payments and the final payment. The City, with the assistant of Harris's Lead Inspector, reviews contractor's payment requests and verifies contractor pay quantities. After agreement of the payment request, the City prepares payment documentation. Assumptions: 1. Payments will be made to the contractor once each month. 2. The City will make payments in accordance with the contract stipulations and State Law. Deliverables: 1. Lead Inspector to assist the City CM 2. Schedule review input by Harris 4.7 Safety Purpose: Observe contractor's safety. Approach: Harris staff to observe contractor's work area. Contractor is to be informed if eminent life /safety unsafe work conditions and /or areas are observed. If life safety danger is observed immediate shutdown of contractor's work may be required, if conditions Exhibit C Electronic Exchange of Engineering and Other Data The format and standards of electronic documents to be provided by CONSULTANT during the course of Construction Management and Inspection services will include, but are not limited to, the following: I. Design Field Revisions and Independent Estimates A. Any Computer Aided Drafting files generated during the course of construction in support of field inspection services will be in AutoCAD 2008 version or older format. B. Cost Estimates and other analysis will be provided in MS Excel format. II. Construction Schedule Review Documents A. All analysis and reporting of the contractors project schedule by outside schedule support services will be performed using reporting tools native to Primavera P3 Version 4.1 (including Monte Carlo tools if necessary). If alternate tools are used City will be provided details of specific tools to allow independent analysis. B. Written reports may be generated in MS Word format or any common email version which can be converted to ASCII text. III. Electronic Data Exchange A. The City will provide the File Index structure, Change Order, Field Directive, Inspectors Daily Report and other common documentation forms for integration into the project tracking system. B. The City uses Groupwise collaboration tools for email, contact information and calendar features. Any system used by CONSULTANT shall be compatible with this tool. C. Primavera Contract Manager will be used to track project correspondence and other information relevant to the construction of the project. The City will host this program on AGENCY computer systems and CONSULTANT will migrate any project data from their systems to the City's system once the program has been installed and configured and thenceforth use the City's system to administer the project. IV. Non - Digital Source Files A. Any standard format (8 -1/2 x 11 or 11x17) document not available in native digital format will be scanned to PDF format and included in electronic documentation upon City request. Exhibit D -3 Payment (Negotiated Hourly Rate) The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the wok The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. 1. Hourly Rates: The CONSULTANT shall be paid by the AGENCY for work done, based upon the negotiated hourly rates shown in Exhibit "E" and ` ' attached hereto and by this reference made part of this AGREEMENT_ 2. The rates are inclusive of direct salaries, payroll additives, overhead, and fee. The CONSULTANT shall maintain support data to verify the hours billed on the AGREEMENT. Not in Exhibit E Direct Non Salary Costs: Direct Non -Salary Costs�n will be reimbursed at the Actual Cost to the CONSULTANT_ These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and sub - consultant costs_ a_ Mr or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with the AGENCY'S Travel Rules and Procedures. However, air, train, and rental car costs shall be reimbursed in accordance with 48 CFR Part 31.205 -46 "Travel Costs." b. The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. c_ The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. d. All above charges must be necessary for the services provided under this AGREEMENT. 3. Management Reserve Fund: The AGENCY may desire to establish a Management Reserve Fund to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of $100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the Management Reserve Fund is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the Management Reserve Fund shall be made in accordance with Section XIV, "Extra Work." DOT Form 140 -089 EF Exhibit D-3 Revised 6/08 4. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the Management Reserve Fund. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIV, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT.5. Monthly Progress Payments: Progress payments may be claimed on a monthly basis for all costs authorized in 1 and 2 above. The monthly billing shall be supported by detailed statements for hours expended at the rates established in Exhibit "E ", including names and classifications of all employees, and billings for all direct non-salary expenses. To provide a means of verifying the billed salary costs for the CONSULTANT'S employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, salary rates, and present duties of those employees performing work on the PROJECT at the time of the interview. 6. Final Payment Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit, all required adjustments will be made and reflected in a final payment: In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) days after receipt of the final POST AUDTT to begin the appeal process to the AGENCY for audit findings. 7. Inspection of Cost Records: The CONSULTANT and their sub - consultants shall keep available for inspection by representatives of the AGENCY, STATE and the United States, for a period of three (3) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this contract is initiated before the expiration of the three (3) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. Exhibit E -2 CITY OF TUKWILA INTERNATIONAL BLVD. Phase II & III Improvements Consultant Fee Determination - Summary Sheet (Specific Rates of Pay) Fee Schedule Discipline or Job Title Hourly Overhead Profit Rate Rate 054% @_25% Per Hour Sam Yaghmaie, PE : Project Director $ 69.81 $ 107.50 $ 17.45 $ 194.77 Matt Lumsden: Lead Inspector $ 43.25 $ 66.60 $ 10.81 $ 120.67 Chan Saenphimmachak : Office Eng. $ 28.84 $ 44.41 $ 7.21 $ 80.46 Peigi barkely : Administration Oversight $ 36.25 $ 55.82 $ 9.06 $101.14 Steve Flinn: Structural Inspector $ 43.5 $ 66.99 $ 10.88 $ 121.37 Becky Pitts: Scheduler $ 42.00 $ 64.68 $ 10.50 $ 117.18 BI Hams & Associates Construction Management Services for International Blvd. Phase II & III City of Tukwila, Negotiated Breakdown of Costs EXHIBIT E -2 Project Schedule 2009 2010 Direct Overhead Fee 2009 rate 1.540 0.25 PD 69.81 $107.51 $17.45 $194.77 LEAD INSP $43.25 $66.61 $10.81 $120.67 OFF. ENG. $28.84 $44.41 $7.21 $80.46 OFFICE ENG OT $43.26 $66.62 $10.82 $120.70 ADMIN.OS $36.25 $55.83 $9.06 $101.14 SCHEDULER $42.00 $64.68 $10.50 $117.18 STRUCT INSP $43.50 $66.99 $10.88 $121.37 Assumed Construction Schedule Jan Feb Mar Apr Mey Jun Jul Aug Sep Oct Nov .Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Totals Estimated Fees 2009 tidy rate Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan 1 Feb 1 Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2009 2010 Totals 2009 2010 Hours Hours Hours Costs Costs Project Dlrector (Sam Yaghmale) $194.77 8 8 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 16 8 176 168 344 $ 34,279.50 $ 34,357.41 $ 68,637 Lead Inspector (Matt Lumsden) $120.67 40 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 88 8 1976 1856 3832 $ 238,438.98 $ 235,156.82 $ 473,596 Off. Eng. (Chan Saenphimmachak $80.46 88 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 176 44 8 2024 1811 3835 $ 162,858.33 $ 152,997.95 $ 315,856 Off. Eng. OT (Chan) $120.70 24 44 44 44 44 44 44 44 44 24 24 24 24 44 44 44 44 44 44 44 22 424 378 802 $ 51,174.85 $ 47,904.00 $ 99,079 Structural Inspector (Steve Flinn) $121.37 8 40 88 88 88 88 88 88 44 44 44 44 88 88 88 88 55 664 495 1159 $ 80,586.36 $ 83,079.46 $ 143,666 Pelqi Barkely (Admin. Oversight) $101.14 32 64 64 64 35 35 35 35 35 35 35 64 64 49 35 35 35 35 35 88 88 32 533 496 1029 $ 53,906.29 $ 52,672.41 $ 106,579 Scheduler $117.18 8 44 44 44 16 16 16 32 16 16 32 16 16 16 32 16 16 16 32 32 44 44 300 264 564 $ 35,154.00 $ 32,482.30 $ 67,636 1 Totals 11565 $ 1,275,049 Notes: 1. Rates shown am for Year 2009 with a 5% COL Increase for 2010. 2. Anticipated overtime (1.5 x direct salary) is as shown. 3. Protect duration is 21 months construction with 2 week phase In and 2 week phase out 4. Lead inspector and office engineer time is assumed to be 22 months. Structural inspector to be 1/2 time for equivalent of 12 months. 5. Administration assistant (to include LAG compliance internal audit) and schedule support to evaluate cntractor's provided project schedules are included as estimated. 6. Office engineer time Includes primary documentation responsibility and Inspection as needed. 7. Direct cost for office, furnishings, utilities, copier, fax, scanner, phone, and data lines are provided by the City. 8. Direct costs for Contract Manager software (hosted by COT), two vehicles, two cell phones, and two field computers, are included In Harris OH rates. Contingency = Total Hanis Expenses = $ 1,275,049 2010 $204.51 $126.70 $84.49 $126.73 $106.19 $123.04 $127.43 EXHIBIT G Intentionally Left Blank (No Subconsultants) Exhibit H Title VI Assurances During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, and successors in interest agrees as follows: 1. Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non-discrimination in federally assisted programs of the AGENCY, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the "REGULATIONS "), which are herein incorporated by reference and made a part of this AGREEMENT. 2. Non - discrimination: The CONSULTANT, with regard to the work performed during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of sub- consultants, including procurement of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the REGULATIONS, including employment practices when the AGREEMENT covers a program set forth in Appendix B of the REGULATIONS. 3. Solicitations for Sub - consultants, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiations made by the CONSULTANT for work to be performed under a sub - contract, including procurement of materials or leases of equipment, each potential sub - consultant or supplier shall be notified by the CONSULTANT of the CONSULTANT'S obligations under this AGREEMENT and the REGULATIONS relative to non - discrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The CONSULTANT shall provide all information and reports required by the REGULATIONS or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by AGENCY, STATE or the Federal Highway Administration (FHWA) to be pertinent to ascertain compliance with such REGULATIONS, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, the CONSULTANT shall so certify to the AGENCY, STATE or the FHWA as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Non - compliance: In the event of the CONSULTANT'S non - compliance with the non - discrimination provisions of this AGREEMENT, the AGENCY shall impose such AGREEMENT sanctions as it, the STATE or the FHWA may determine to be appropriate, including, but not limited to: • Withholding of payments to the CONSULTANT under the AGREEMENT until the CONSULTANT complies, and/or, • Cancellation, termination, or suspension of the AGREEMENT, in whole or in part : DOT Form 140-089 EF Exhibft 14 Revised 8106 • 6. Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (5) in every sub - contract, including procurement of materials and leases of equipment, unless exempt by the REGULATIONS, or directives issued pursuant thereto. The CONSULTANT shall take such action with respect to any sub - consultant or procurement as the AGENCY, STATE or FHWA may direct as a means of enforcing such provisions including sanctions for non - compliance. Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a sub - consultant or supplier as a result of such direction, the CONSULTANT may request the AGENCY and the STATE enter into such litigation to protect the interests of the AGENCY and the STATE and, in addition, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. Exhibit i Payment Upon Termination of Agreement By the Agency Other Than for Fault of the Consultant (Refer to Agreement, Section IX) Lump Sum Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made shall total the same percentage of the Lump Sum Amount as the work completed at the time of termination is to the total work required for the PROJECT. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Cost Plus Fixed Fee Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made, shall total the actual costs plus the same percentage of the fixed fee as the work completed at the time of termination is to the total work required for the Project. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Specific Rates of Pay Contracts A final payment shall be made to the CONSULTANT for actual hours charged at the time of termination of this AGREEMENT plus any direct nonsalary costs incurred at the time of termination of this AGREEMENT. Cost Per Unit of Work Contracts A final payment shall be made to the CONSULTANT for actual units of work completed at the time of termination of this AGREEMENT. DOT Form 140 -089 EF Exhibit 1 RovIsed 8106 • • EXHIBIT J Intentionally Left Blank Exhibit K Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant's claim(s) are a total of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 — Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement's scope of work, they may be entitled to a claim. The fast step that must be completed is the request for consideration of the claim to the Agency's project manager. The consultant's claim must outline the following: • Summation of hours by classification for each firm that is included in the claim; • Any correspondence that directed the consultant to perform the additional work • Timeframe of the additional work that was outside of the project scope; • Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work and • Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 — Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will met with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT Highways and Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Highways and Local Programs (if applicable), and FHWA (if applicable) agree with the consultant's claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit No further action in needed regarding the claim procedures. DOT Form 140 -089 EF Exhibit K Revised 6106 If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Step 3 — Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency's summation of hours by classification for each frrm that should be included in the claim; • Any correspondence that directed the consultant to perform the additional work • Agency's summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; • Explanation regarding those areas in which the Agency does/does not agree with the consultant's claim(s); • Explanation to describe what has been instituted to preclude future consultant clairn(s); and • Recommendations to resolve the claim. Step 4 - Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Pubic Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project . involves federal participation, obtain concurrence from WSDOT Highways and Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 — Informing Consultant of Decision Regarding the Claim The Duuctor of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 — Preparation of Supplement or New Agreement for the Consultant's Claims) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. Exhibit L (To Be Used Only If Insurance Requirements Are Increased) The professional liability limit of the CONSULTANT to the AGENCY identified in Section 7IIII, Legal Relations and Insurance of this Agreement is amended to $ N/A The CONSULTANT shall provide Professional Liability insurance with minimum per occurrence limits in the amount of $ 2 million per claim with an aggregate of $4 million. Such insurance coverage shall be evidenced by one of the following methods: • Certificate of Insurance. • Self - insurance through an irrevocable Letter of Credit from a qualified financial institution. Self - insurance through documentation of a separate fund established exclusively for the payment of professional liability claims, including claim amounts already reserved against the fund, safeguards established for payment from the fund, a copy of the latest annual financial statements, and disclosure of the investment portfolio for those funds. Should the minimum Professional Liability insurance limit required by the AGENCY as specified above exceed 81 million per occurrence or the value of the contract, whichever is greater, then justification shall be submitted to the Federal Highway Administration (FHWA) for approval to increase the minimum insurance limit If FHWA approval is obtained, the AGENCY may, at its own cost, reimburse the CONSULTANT for the additional professional liability insurance required. Notes: Cost of added insurance requirements: $ N/A • Include all costs, fee increase, premiums. • This cost shall not be billed against an FHWA funded project • For final contracts, include this exhibit. DOT Form 140459 EF Exhibit L R9vfsed 8105 Exhibit M -1(a) Certification Of Consultant Project No. 074 -4038 Local Agency I hereby certify that I am Vern Phillips, PE and duly authorized representative of the firm of Harris & Associates, Inc. whose address is 1800112th Ave NE, #210W, Bellevue, WA 98004 and that neither I nor the above firm I here represent has: (a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure the AGREEMENT; (b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or (c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely forme or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (if any); I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Trans ortation in connection with this AGREEMENT involving participation of Federal -aid highwunds, and is subject to applicable State and Federal laws, both criminal and civil. DOT Form 140-089 EF Exhibit M-1(a) Rovlsed 8/05 Signature Exhibit M -1(b) Certification Of Agency Official I hereby certify that I am the AGENCY Official of the Local Agency of City of Tukwila Washington, and that the consulting firm or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: (a) Employ or retain, or agree to employ to retain, any fun. or person; or (b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be available to the Washington State Department of Transportation and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal -aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. 7(9A;("911J4- Date Signature DOT Form 140 -089 EF Exhibit M-1(b) Revised 6/05 Exhibit M -2 Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Primary Covered Transactions L The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; B. Have not within a three -year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission or fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (I)(B). of this certification; and D. Have not within a three (3) year period preceding this application/proposal had one or more public transactions (federal, state, or local) terminated for cause or default. IL Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Consultant (Finn): Harris & Associates DOT Form 140-089 EF Exhibit M-2 Revised 6105 (SignattTra) President or Author¢ Official of Consultant • Exhibit M -3 Certification Regarding The Restrictions of The use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard FonmLLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts which exceed $100,000 and that all such subrncipients shall certify and disclose accordingly. Consultant (Firm): Harris & Associates t' /5/6 D1 DOT Form 140-089 fF Exhibit M-3 Rsvisad ems (Signature) President or Authorized Official of Consultant Exhibit M -4 Certificate of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section 15.401 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403 -4) submitted, either actually or by specific identification in writing, to the contracting officer or to the contracting officer's representative in support of Negotiated breakdown of costs are accurate, complete, and current as of January 13, 2009 * *. This certification includes the cost or pricing data supporting any advance agreements and forward pricing rate agreements between the offeror and the Government that are part of the proposal. Finn Harris & Associates, Inc. Name Vem Phillips, PE Title Northwest Regional Manager U Date of Execution * ** i /ii i TIB Phase 2/3 Roadway Improvements * Identify the proposal, quotation, request for price adjustment, or other submission involved, giving the appropriate identifying number (e.g., RFP No.). ** Insert the day, month, and year when price negotiations were concluded and price agreement was reached. * ** Insert the day, month, and year of signing, which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to. DOT Form 140 -089 EF Exhibit M-4 Revised 6(05 Supplemental Signature Page for Standard Consultant Agreement Consultant/Address/Telephone Harris & Associates, Inc. 1800 112th Avenue NE, #210W Bellevue, WA 98004 425.453.0999 phone Agreement Number 95 -RWO3 (Harris 074 -4038) Project Title And Work Description Tukwila International Boulevard Phase II 8,111 Improvements "Construction Administration & Inspection Services" Federal Aid Number Phase 2: STPF - STPUL- 0099(077) Phase 3: HLP- STPUL- 0099(103) Local Agency THIS AGREEMENT, made and entered into this day of between the Local Agency of City of Tukwila , Washington, hereinafter called the "AGENCY° , and the above organization hereinafter called the "CONSULTANT'. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year first above written. CONSULTANT By Vern Phillips, PE Consultant Harris & Associates, Inc Consultant DOT Form 140-089 EFAppendx 31.910 Revised 6/05 LOCAL AGENCY By Agency City of Tukwila By Agency By Agency By Agency