HomeMy WebLinkAboutPK06-253 - Original - Engineering Economics, Inc. - City Hall 4th Floor Law Remodel -10/10/2006 KENT
WASHINGTON
CONSULTANT SERVICES AGREEMENT
between the City of Kent and
Engineering Economics Inc
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and Engineering Economics Inc organized under the laws of the State of Washington,
located and doing business at 1201 Western Ave. Suite 325, Seattle, Wa. Jeff Nichols (206)622-1001
(hereinafter the "Consultant")
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the following described
plans and/or specifications:
At Kent City Hall 4 th Floor Law remodel provide engineering services for the HVAC System,
located at 220 41h Ave So , in the City of Kent, in accordance with the proposal dated October 3,
2006, which is attached and incorporated as Exhibit A. This will be billed on a time and expense
basis to the estimated amount not to exceed $7,500 for design services We do not choose to use
the Construction Review option
Consultant further represents that the services furnished under this Agreement will be performed in
accordance with generally accepted professional practices in effect at the time those services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above immediately upon the effective date of this Agreement. Upon the effective date of this
Agreement, Consultant shall complete the work described in Section I within 45 days.
III. COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to exceed Seven
thousand-five hundred dollars ($7,500) for the services described in this Agreement This is the
maximum amount to be paid under this Agreement for the work described in Section I above,
and shall not be exceeded without the prior written authorization of the City in the form of a
negotiated and executed supplemental agreement. The Consultant agrees that the hourly or flat
rate charged by it for its services contracted for herein shall remain locked at the negotiated
rate(s) for a period of one (1) year from the effective date of this Agreement. The Consultant's
billing rates shall be as delineated in Exhibit A.
B. The Consultant shall submit monthly payment invoices to the City for work performed, and a
final bill upon completion of all services described in this Agreement. The City shall provide
CONSULTANT SERVICES AGREEMENT- 1
(Under S10,000)
payment within forty-five (45) days of receipt of an invoice. If the City objects to all or any
portion of an invoice, it shall notify the Consultant and reserves the option to only pay that
portion of the invoice not in dispute In that event, the parties will immediately make every
effort to settle the disputed portion.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
Employer Relationship will be created by this Agreement and that the Consultant has the ability to control and
direct the performance and details of its work, the City being interested only in the results obtained under this
Agreement.
V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon
providing the other party thirty (30) days written notice at its address set forth on the signature block of this
Agreement After termination, the City may take possession of all records and data within the Consultant's
possession pertaining to this project, which may be used by the City without restriction. If the City's use of
Consultant's records or data is not related to this project, it shall be without liability or legal exposure to the
Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under this
Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on behalf of the
Consultant or subcontractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national
origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is
qualified and available to perform the work to which the employment relates. Consultant shall execute the
attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative
Policy 12, and upon completion of the contract work, file the attached Compliance Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits,
including all legal costs and attorney fees, arising out of or in connection with the Consultant's performance of
this Agreement, except for that portion of the injuries and damages caused by the City's negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not be grounds to
avoid any of these covenants of indemnification.
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,
agents 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 THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE
MUTUALLY NEGOTIATED THIS WAIVER.
The provisions of this section shall survive the expiration or termination of this Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the Agreement,
insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference.
CONSULTANT SERVICES AGREEMENT-2
(Under$10,000)
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of completion of the work
under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents,
drawings, designs, reports, or any other records developed or created under this Agreement shall belong to and
become the property of the City. All records submitted by the City to the Consultant will be safeguarded by the
Consultant. Consultant shall make such data, documents, and files available to the City upon the City's request
The city's use or reuse of any of the documents, data and files created by Consultant for this project by anyone
other than Consultant on any other project shall be without liability or legal exposure to Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent contractor
with the authority to control and direct the performance and details of the work authorized under this
Agreement, the work must meet the approval of the City and shall be subject to the City's general right of
inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be
done at Consultant's own risk, and Consultant shall be responsible for any loss of or damage to materials, tools,
or other articles used or held for use in connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price preference
may be available for any designated recycled product.
B. Non-Waiver of Breach The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement
in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements
or options, and the same shall be and remain in full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and
construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute,
difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving
that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction
of the King County Superior Court, King County, Washington, unless the parties agree in writing to an
alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties'
performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending
or bringing such claim or lawsuit, in addition to any other recovery or award provided by law, provided,
however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section
VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the
addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice
hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail,
and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such
other address as may be hereafter specified in writing.
CONSULTANT SERVICES AGREEMENT-3
(Under$10,000)
E. Assi nment. Any assignment of this Agreement by either party without the written consent of
the non-assigning party shall be void. If the non-assigning party gives Its consent to any assignment, the terms
of this Agreement shall continue in full force and effect and no further assignment shall be made without
additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this Agreement
shall be binding unless in writing and signed by a duly authorized representative of the City and Consultant.
G Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the
City, and such statements shall not be effective or be construed as entering into or forming a part of or altering
in any manner this Agreement. All of the above documents are hereby made a part of this Agreement.
However, should any language in any of the Exhibits to this Agreement conflict with any language contained in
this Agreement,the terms of this Agreement shall prevail.
H Compliance with Laws. The Consultant agrees to comply with all federal, state, and municipal
laws, rules, and regulations that are now effective or in the future become applicable to Consultant's business,
equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance
of those operations.
IN WITNESS, the parties below execute this Agreement,which shall become effective on the last
date entered below.
CONSULTANT: CITY OF KENT:
By: � By: ,
(Signature) (srgnatur J
Print Name: Print Name: Lori Hogan
Its• fY�t1c� c e/ Its: Interim Parks Director
pp wur/ (Ltle)
DATE: \,0���\,C3(,o DATE: lb• fC�- b(o
NOTICES TO BE SENT TO: NOTICES TO BE SENT TO:
CONSULTANT: CITY OF KENT:
Jeff Nichols David Gilmore, Building Systems Coordinator
EEI City of Kent
1201 Western Ave, Suite 325 220 Fourth Avenue South
Seattle, Washington 98101 Kent, WA 98032
206-622-1001 (telephone) (253) 856-5084 (telephone)
206-622-5747 (facsimile) (253) 856-6080 (facsimile)
EEIC114th floor HVAC
CONSULTANT SERVICES AGREEMENT-4
(Under$10,000)
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all
contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with
the regulations of the City's equal employment opportunity policies.
The following questions specifically identify the requirements the City deems necessary for any contractor,
subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of
the following questions for this Agreement to be valid and binding. If any contractor. subcontractor or supplier
willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of
contract and it will be at the City's sole determination regarding suspension or termination for all or part of the
Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color,
mental 1 national origin, age, or the presence of all sensory, m e al or physical disability.
3. During the time of this Agreement the prime contractor will provide a written statement to all new
employees and subcontractors indicating commitment as an equal opportunity employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of
women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime
Contractor, that the Prime Contractor complied with the requirements as set forth above.
By signing below, I agree to fulfill the five requirements referenced above.
Dated this day of 200_�,
By:
For: E Rom,«W-�R C �'�n®V11 lC 5 oL
Title:
Date:
EEO COMPLIANCE DOCUMENTS- 1
CITY OF KENT
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All
contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity
within their organization and, if holding Agreements with the City amounting to $10,000 or more within any
given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal
opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and
equal opportunity requirements shall be considered in breach of contract and subject to suspension or
termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works
Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are
familiar with the regulations and the City's equal employment opportunity policy
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS-2
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of Company, hereby
acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement
known as that was entered into on the (date) ,
between the firm I represent and the City of Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent
Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part
of the before-mentioned Agreement.
Dated this day of 200_
By:
For:
Title:
Date:
EEO COMPLIANCE DOCUMENTS-3
2.
Enonecring l+vonomies Inc
1201 Western Avenue, Suite 325
Seattle, Washington 98101
telephone 206 622 1001
facsimile 206 622 5747
October 3,2006
David Gilmore
City of Kent
220 Fourth Avenue S.
Kent,WA 98032-5895
Re: Kent City Hall-4tb Floor Remodel
Engineering Services Scope of Work for HVAC System Design
EEI Proposal No. 03-06280
Dear David:
We are pleased to provide mechanical engineering services for the Kent City Hall 4th floor remodel.This
letter is to confirm our scope of work.
I. PROJECT SCOPE OF WORK AND ASSUMPTIONS
A. Design Development
1. Provide an investigation of the capacity of air flow and ductwork to the remodeled
space and the location of the return air from the remodeled space.
2 Provide a schematic level design for the system's size and capacity for the layout of the
ductwork and VAV fan-powered boxes.Fan-powered boxes to have electric reheat to
replace the baseboard heating that is being demolished,and will utilize the primary air
from existing air handler AHU-1 for cooling and ventilation.
3 Investigate the possible use of the roof vents to be used as relief and or outside air for
economizer cooling to fan-powered boxes.
4. Provide building heating/cooling load calculations in support of mechanical design
scope.
5. Provide an automatic temperature control sequence description to support mechanical
scope.
FI_2006 Pmjects13061B0-Keni Cloy Hall 41hflr HVAC TI Dsgn0ocsZE1 SOW 10-3.06 KCH 41hfir)ak doc Engineering Economics Inc
David Gilmore
Kent City Hall-4tb Floor Remodel
October 3,2006
Page 2
6. Provide schematic mechanical drawings with drawing note specifications for basic
materials and methods. General duct dimensions will be applied City of Kent to
coordinate final duct dimensions and preparation of sheet metal shop drawings.
7. Schedule of mechanical design work to be done by October 4, 2006,based on finalized
set floor plans and electronic background plans provided by architect by September 27,
2006.
B. Exclusions/Assumptions
1. Final CAD backgrounds of the existing building and reflected ceiling plans,with
lighting layout, will be provided by the project architect before we provide final HVAC
layout plans.
2. Plumbing and fire sprinkler design is excluded.
3. Architect to provide rating of all walls and ceilings that require smoke and/or fire
dampers
4. Utilize existing return air path back through corridors to elevator lobby,which we
assume is grandfathered as existing building/system condition It would not be allowed
for new construction under current codes
II. ADDITIONAL SERVICES
A. These services shall only be provided if authorized or requested by the client.
I. Limited construction review services to include answering field questions, submittal
review and one final site visit to verify installation.
2. Change in the project design scope that is not caused by errors or omissions on the part
of Engineering Economics,Inc.(EEI),will be billed on a time-and-expense basis.
3. Make modifications or changes during the construction document phase which are
inconsistent with the approval or instruction originally given.
4. Attend meetings or site visits not already defined under basic services.
5. Provide hfe-cycle,operating, and energy cost analysis. Providing NREC compliance
forms and reports for WSEC.
6. Provide value engineering services after completion of the construction documents.
7. Commissioning,start-up,testing and balancing services.
F1_2006➢rolects1306280-Kent Cory Hall 41hJhHVACTIDspOwslE&1 SOW 10-3-06KCH41hJtrjdndoc Engineering Economics Inc
David Gilmore
Kent City Hall-4th Floor Remodel
October 3,2006
Page 3
III. FEE
A. Design Fee-EEI is to provide the labor included in this letter on a time-and-expense(T&E)
basis to the estimated amount not-to-exceed $7,500 for design services.
B. Construction Review Fee:Optional limited construction review services,if authorized,is
estimated at not-to-exceed(II.A 1 above)$1,200.
Services shall be billed according to the following hourly rates:
Project Manager $140/hour
Mechanical Engineer $100/hour
CAD Production Specialist $ 80/hour
IV. TERMS AND CONDITIONS
This letter will be an attachment to the final agreement,which will reference the scope of work
described herein,and our Standard Terms and Conditions.
Our fee estimate and estimated project schedule are attached as part of this agreement.
Thank you for giving us this opportunity to provide our services.If you have any questions,please do not
hesitate to call
Sincerely,
Engineering Economics Inc
Jeffrey Nichols,PE
JN bh:cs
Attachment
F12006 Pra/ectr1306180-KeN City Hall 41hJlr HVAC rl Dsgn1DocsTE1 SOW 10-3-06 KCH 4#hJbldn doc Engineering Economics Inc
Engineering Economics Inc
Engineer's General Terms and Conditions
1. Representatives and Notices
A Engineer shall designate a Project Manager who will be responsible to manage and direct Engineer's performance of
Services All instructions, requests for changes, and formal notices from Client to Engineer shall be directed by
Client's Representative, in writing,to the Project Manager Engineer's Project Manager shall have authority to act
for Engineer in all matters concerning the Project
B. Client shall designate a Representative to whom all of Engineer's requests for instructions, changes, and formal
notices will be directed Client's Representative shall have authority to act for Client in all matters concerning the
Project
C. All notices, instructions, change orders, and other formal communications shall be made in writing and shall be
deemed effective as of the date and time of receipt
D. The provisions of this general paragraph do not preclude the transmission of routine correspondence, drawings,
messages,and information pursuant to the Project
2. Client-Furnished Data
Client shall provide at no cost to Engineer, necessary drawings,surveys, physical site data, and other pertinent information
required for the performance of Services,and Engineer shall be entitled to rely on same
3. Existing Conditions
A. Engineer shall have no responsibility or liability for the identification,removal, or disposal of any toxic substances.
Client will defend, indemnify, and hold harmless Engineer from any claim, suit or Lability whatsoever, including
but not limited to all payments, expenses,or costs involved, arising from or alleged to have arisen out of or related
to the presence of toxic substances or alleged toxic substances on the Project
B. The parties acknowledge that, in order to perform the Services, Engineer may be required to make certain
assumptions relating to the operation of existing building systems Unless expressly included in the Engineer's
Scope of Service, Engineer shall have no responsibility or liability for the correct operation of existing budding
systems,such as, but not limited to, main air distribution systems, plumbing systems, fire pumps and fire sprinkler
distribution systems, electrical service equipment and risers, lighting, fire alarm systems, and any other existing
equipment systems.
4. Preparation and Delivery of CAD Documents
A Unless otherwise negotiated in writing, Client shall provide all title blocks, floor plans, site plans, sections and
elevations,required for the preparation of construction documents in an ACAD(ACAD DWG)format.
B. Client shall update floor plans, site plans, sections and elevations, as the project progress,and in accordance with a
mutually agreed upon schedule for these updates In no event will any updates to the aforementioned documents be
accepted any later than three days prior to the final deadline Updates shall be in an electronic format and shall be
accompanied by a scaled hard copy(blueprint)with any revised areas clearly identified.
C. If included in the project scope, Engineer will update drawings to reflect Contractor mark-ups of the As-Built
conditions Engineer is not responsible for verifying the accuracy of the As-Built documents
5. Plans,Specifications,and Drawings
A. Engineer shall submit plans, specifications,and drawings to Client for approval. Client's approval shall be indicated
by a signature of Client's Representative following the word "approved" and the date of the approval, all of which
shall be conspicuously displayed on each plan,specification,or drawing approved If not approved,client shall note
any comments,changes or special requirements in writing and submit to Engineer Client shall review and approve
all plans, specifications,or drawings within thirty (30)days after receipt of same,unless otherwise agreed upon in
writing In the event written approval or other appropriate response is not received within thirty days, the plans,
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specifications or drawings shall be deemed approved The Services shall subsequently be performed in
conformance with the plans,specifications,and drawings as approved
B. Engineer shall furnish to Client no later than thirty (30) days after Engineer's receipt of final payment, or upon
termination of this Agreement,the original plans,specifications,and drawings,except one record copy of each to be
retained by Engineer The plans, specifications,and drawings are neither intended nor represented to be suitable for
reuse by Client,or others,on extensions of the Project or on any other project Any reuse without specific written
approval and adaptation by Engineer shall be at Client's sole risk, without liability to Engineer, and Client shall
indemnify and hold Engineer harmless from all loss,cost,damage,and expense including attorney's fees
C. Unless otherwise negotiated, all electronic CAD files sent between Client and Engineer shall be in an ACAD
(ACAD DWG) format Upon completion of the project a set of electronic files and one hard copy of the final
packages shall be delivered to Client Upon Client's receipt of this final package, Engineer shall have no further
responsibility for these documents.
6. Changes
Client may, from time to time, change or modify the Scope of Services by instructing Engineer to perform Additional
Services or may direct the omission of Services previously ordered Engineer may perform such changes, and Engineer's
compensation and schedule for performance shall be equitably adjusted Compensation for such changes shall be on an
hourly basis in accordance with Engineer's Standard Hourly Rate Schedule or other method as agreed upon at the time the
change is requested
7. Scheduling and Progress Reports
A Engineer shall,if requested by Client,prepare and submit to Client an estimated schedule for the performance of the
Services,
B. On or before the fifth (5th) day of each calendar month while performing the Services,Engineer shall, if requested
by Client, prepare and submit to Client a progress report indicating any approved changes made during the
preceding month and estimating the total charges to complete the Services
8. Responsibility
A The Engineer will perform all Services in accordance with the standard of care, skill, and diligence normally
provided by a professional engineer in the performance of the same or similar services In the event the Engineer
fails to provide such standards of care, skill, and diligence, Engineer shall, at its own cost, correct Engineer's
defective plans,specifications or other Services.
B. Since the Engineer has no control over the cost of labor, materials, or equipment, or over a contractor's method of
determining prices, or over competitive bidding or market conditions, Engineer's opinions of probable construction
cost, if any, are to be made on the basis of Engineer's experience and qualifications Such opinions represent
Engineer's best judgment as an Engineer familiar with the construction industry Engineer does not guarantee that
proposals, bids, or final construction costs will not vary from opinions of probable cost prepared by Engineer If
Client wishes greater assurance as to the construction cost,Client shall employ an independent cost estimator
9. Services During Construction
Engineer shall not be responsible for the construction means, method, techniques, sequences, or procedures, or safety
precautions (including, without limitation, OSHA compliance), or related programs, nor for the acts or omissions of any
constructor of the Project or any of the constructor's agents, employees or subcontractors, nor for the acts or omissions of
material or equipment manufacturers or suppliers,nor for the acts or omissions of any other engineer on the Project
10. Billing and Invoicing
A Progress billings shall be rendered monthly to the Client and shall be due and payable not more than thirty(30)days
after receipt by Client Past due amounts shall accrue interest at the rate of one and one-half percent(1-1/2%) per
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month Invoices shall be accompanied by such data as may be required to support the invoices,when requested by
the Client
B. Client's payment of Engineer's final invoice shall constitute a release of all claims by Client against Engineer except
for any claim specifically reserved by Client in writing at the time of final payment
C. Engineer shall be entitled to suspend performance of Services if invoices are unpaid for 60 days or longer.
11. Sales and Similar Taxes
Engineer's compensation does not include sales,use,excise or similar taxes Consequently, in addition to the compensation
set forth, the amount of any present or future sales, use, excise or other similar tax applicable to Services shall be paid by
Client,or in lieu thereof Client shall provide Engineer with tax-exemption evidence acceptable to the taxing authorities.
12. Suspension and Termination
A. Client shall have the right to suspend or terminate all or a portion of the Services at any time upon prior written
notice to Engineer In the event of termination, Engineer shall be paid Engineer's compensation for all Services
performed up to the termination date,plus reasonable termination expenses,if any
B. This Agreement may be terminated by either party upon seven (7)days' written notice should the other party fail
substantially to perform in accordance with its terms through no fault of the party initiating the termination.
C. In the event Client shall delay or suspend the work without termination, Engineer shall be entitled to terminate its
performance of the Services upon the expiration of six(6)months following the date of such delay or suspension
D. In the event performance of the Services is suspended, Engineer's compensation shall be equitably adjusted to
reflect such suspension Engineer shall advise Client of the compensation adjustment resulting from the suspension
of Services The compensation adjustment will be based on Engineer's ability to reasonably relocate personnel, and
any materials or equipment during the suspension period
E. If the financial condition of Client at any time does not,in the judgment of Engineer,justify continuance of Services
on the terms of payment agreed upon, Engineer may require adequate assurance of Client's ability to pay for
Services performed In the event such reasonable assurance is not timely received by Engineer, it shall be entitled to
cease further performance of this Agreement and shall receive reimbursement for its reasonable and proper
cancellation charges In the event of bankruptcy or insolvency of Client or in the event any proceeding is brought
against Client, voluntarily or involuntarily, under the bankruptcy or insolvency laws, Engineer shall be entitled to
cease further performance of this Agreement at any time during the period allowed for filing claims against the
estate and shall receive reimbursement for its reasonable and proper cancellation charges,
13. Indemnification and Insurance
A Engineer agrees to indemnify Client from and against all damage,loss,claim,or injury(including death)to persons
and to property caused by Engmeer's negligent acts,errors,or omissions in connection with the work
B. Engineer shall procure and maintain Worker's Compensation, Employers' Liability, and Comprehensive General
Liability insurance as required by law.
C. Copies of the Engineer's insurance certificates will be furnished to the Client upon written request.
D. Cost of all other insurance required by the Client in the performance of Services will be charged to Client's account.
14. Limitations of Liability
A. Engineer's liability on property damage claims of any kind, whether based on contract, warranty, tort, including
negligence or otherwise,for any loss or damage arising out of,connected with,or resulting from this Agreement, or
from the performance or breach thereof,or from all services covered by or furnished under this Agreement,shall in
no case,exceed the cost of reperforming the Service to the same extent as the original, or the sum of$50,000 or
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Engineer's Compensation paid pursuant to this Agreement,whichever is greater,and shall terminate one year after
completion of Services required under this Agreement
B. In no event,whether on contract, warranty, or tort, including negligence or otherwise, shall Engineer be liable for
special, incidental,exemplary or consequential damages including,but not limited to,loss of profits or revenue,loss
of use of any equipment,cost of capital,cost of purchased power,cost of substitute equipment,facilities or services,
downtime costs, or claims of customers of Client for such damages If Client is furnishing Engineer's services or
materials to a third party by contract,Client shall obtain from such third party a provision affording Engineer and its
suppliers the protection of the preceding sentence.
C. In no event shall Engineer be liable for any loss or damage whatsoever arising from its failure to discover or repair
latent defects,or defects inherent in the design of the building or equipment.
D. Engineer's liability for any loss or damage shall not include loss or damage caused by defects not observable by
Engineer,or units or parts returned to use against the advice of Engineer
E. The invalidity, in whole or part,of any of the foregoing paragraphs will not affect the remainder of such paragraph
or any other paragraph of this article.
is. Successors and Assigns
This Agreement shall be binding upon and inure to the benefit of the respective successors, executors, administrators, and
assigns of Engineer and Client
16. Non-Waiver
The failure by either party, at any time,to enforce or to require strict compliance or performance of any of the provisions of
this Agreement shall not constitute a future waiver of such provisions and shall not affect or impair in any way its rights at
any time to enforce said provisions or to avail itself of such remedies as it may have for any breach of such provision
17. Governing Law
The terms of this Agreement shall be construed and interpreted under,and all respective rights and duties of the parties shall
be governed by,the laws of the State of Washington
i
18. No Other Agreements; No Third Party Beneficiaries
All negotiations, proposals, and agreements prior to the date of this Agreement are merged and superseded by this
Agreement This Agreement constitutes the entire Agreement between the parties and no changes, modifications or
amendments to this Agreement shall be valid unless agreed to by the parties in writing and signed by their authorized
officers. This Agreement shall not be construed as granting any rights to any third party based on the theory of third party
beneficiary or otherwise.
19. Binding Arbitration
In the event conflicts arise under this Agreement between EEI and Client,both parties agree that all disputes arising out of,or
relating to,this Agreement shall be submitted to non-binding mediation unless the parties mutually agree otherwise In the
event that non-binding mediation is unable to resolve these conflicts, both parties farther agree to resolve their disputes
through binding arbitration, as allowed by the laws governing the State of Washington, and pursuant to the Construction
Industry Arbitration Rules of the American Arbitration Association,such arbitration proceedings to be conducted in Seattle,
Washington.
END OF DOCUMENT
Page 4 of 4 Engineering Economics Inc.
Terms and Conditions—Long Form
EXHIBIT B
INSURANCE REQUIREMENTS FOR
CONSULTANT SERVICES AGREEMENTS
Insurance
The Contractor shall procure and maintain for the duration of the Agreement, insurance
against claims for injuries to persons or damage to property which may arise from or in
connection with the performance of the work hereunder by the Contractor, their agents,
representatives, employees or subcontractors.
A. Minimum Scope of Insurance _.
Contractor shall obtain insurance of the types described below:
1. Automobile Liability insurance covering 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 shall be written on ISO
occurrence form CG 00 01 and shall cover liability arising from
premises, operations, independent contractors, products-completed
operations,personal injury and advertising injury, and liability
assumed under an insured contract. The Commercial General Liability
insurance shall be endorsed to provide the Aggregate Per Project
Endorsement ISO form CG 25 03 11 85. There shall be no
endorsement or modification of the Commercial General Liability
insurance for liability arising from explosion, collapse or underground
property damage. The City shall be named as an insured under the
Contractor's Commercial General Liability insurance policy with
respect to the work performed for the City using ISO additional
insured endorsement CG 20 10 11 85 or a substitute endorsement
providing equivalent coverage.
3. Workers' Compensation coverage as required by the Industrial
Insurance laws of the State of Washington.
4. Professional Liability insurance appropriate to the Consultant's
profession.
B. Minimum Amounts of Insurance
Contractor shall maintain the following insurance limits:
1. Automobile Liability insurance with a minimum combined single limit
for bodily injury and property damage of $1,000,000 per accident.
2. Commercial General Liability insurance shall be written with limits no
less than $1,000,000 each occurrence, $1,000,000 general aggregate
and a$1,000,000 products-completed operations aggregate limit.
EXHIBIT B (Continued )
3. Professional Liability insurance shall be written with limits no less
than $1,000,000 per claim and $1,000,000 policy aggregate limit.
C. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain,the following provisions
for Automobile Liability and Commercial General Liability insurance.
- 1. The Contractor's insurance coverage shall be primary insurance as respect the City.
Any Insurance, self-insurance, or insurance pool coverage maintained by the City
shall be excess of the Contractor's insurance and shall not contribute with it.
2. The Contractor's insurance shall be endorsed to state that coverage shall not be
cancelled by either party, except after thirty (30) days prior written notice by certified
mail, return receipt requested, has been given to the City.
3. The City of Kent shall be named as an additional insured on all policies (except
Professional Liability) as respects work performed by or on behalf of the contractor
and a copy of the endorsement naming the City as additional insured shall be attached
to the Certificate of Insurance. The City reserves the right to receive a certified copy
of all required insurance policies. The Contractor's Commercial General Liability
insurance shall also contain a clause stating that coverage shall apply separately to
each insured against whom claim is made or suit is brought, except with respects to
the limits of the insurer's liability.
D. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of not less than
AN IL
II.
E. Verification of Coverage
Contractor shall furnish the City with original certificates and a copy of the amendatory
endorsements, including but not necessarily limited to the additional insured
endorsement, evidencing the insurance requirements of the Contractor before
commencement of the work.
F. Subcontractors
Contractor shall include all subcontractors as insureds under its policies or shall furnish
separate certificates and endorsements for each subcontractor. All coverages for
subcontractors shall be subject to all of the same insurance requirements as stated herein
for the Contractor.
Client#: 5584 ENGECO
ACORD-. CERTIFICATE OF LIABILITY INSURANCE 09/14/060m)
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Van Gilder Insurance Corp. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
700 Broadway,Suite 1000 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
Y. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Denver, CO 80203
303 837-8500 INSURERS AFFORDING COVERAGE
INSURED INSURERA Hartford Casualty Insurance Co
Engineering Economics, Inc. INSURER B XL Specialty Insurance Company
780 Simms Street, Suite 210
INSURER C
Golden, CO 80401
INSURER D
INSURER E
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS
LTR DATE MM/DDm DATE MM/DDm
A GENERAL LIABILITY 34SBALU5457 08/01/06 08/01/07 EACH OCCURRENCE $1000000
X COMMERCIAL GENERAL LIABILITY FIRE DAMAGE(Any one fire) s300�000
CLAIMS MADE I-XI OCCUR MED EXP(Any one person) $10 000
PERSONAL&ADV INJURY $1 000 000
GENERAL AGGREGATE $2 000,000
GEN'L AGGREGATE LIM ITAPPLIES PER PRODUCTS -COMP/OPAGG $2 000,000
POLICY JE PRO-
CT LOC
A AUTOMOBILE LIABILITY 34UECRC1462 08/01/06 08/01/07 COMBINED SINGLE LIMIT $1 ODU 000
ANY AUTO (Ea accident)
ALL OWNED AUTOS BODILY INJURY
SCHEDULED AUTOS (Perperson) $
X HIRED AUTOS
BODILY INJURY $
X NON-OWNEDAUTOS (Per accident)
PROPERTY DAMAGE $
(Per accident)
GARAGE LIABILITY AUTO ONLY-EA ACCIDENT $
ANY AUTO EA ACC $
OTHER THAN
AUTO ONLY AGO $
A EXCESS LIABILITY 34SBALU5457 08/01/06 08/01/07 EACH OCCURRENCE s5,000,000
X OCCUR CLAIMS MADE AGGREGATE $5 000 000
DEDUCTIBLE
X RETENTION $10000 $
----WORKERS CGMPENSATiOWAND -- --- - — -- WC STATU- OTY._
EMPLOYERS'LIABILITY Y IT
EL EACH ACCIDENT $
I EL DISEASE-EA EMPL OYEE $
EL DISEASE -POLICY LIMIT 1$
B OTHER Professional DPR9417761 09/11/06 09/11/07 $1,000,000 per claim
Liability $2,000,000 annl aggr.
Claims Made
DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS
The Certificate Holder is listed as an Additional Insured, under General
Liability and Automobile only, with respect to their interest in work performed by the insured as per written specified
contracts on a Primary and Non-Contributory basis.
CERTIFICATE HOLDER ADDn10NAL INSURED;INSURER LETTER CANCELLATION
SHOULD ANYOF TH E ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
City of Kent, Parks&Recreation Facilities DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30_DAYSWRtiTEN
Attn: R. Givens NOTICETOTHE CERTIFICATE HOLDER NAMED TOTH E LEFT,BUTFAILURE TODOSOSHALL
220 4th Avenue South IMPOSE NO OBLIGATION OR LIAR ILITYOF ANY KIND UPON THE INSURE R,ITS AGENTS OR
Kent,WA 98032 REPRESENTATIVES
AUTHORIZED REPRESENTATIVE
ACORD 25S(7197)1 of 1 #S465354/M465123 BCP 0 ACORD CORPORATION 1988