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PW15-284 - Original - KBA, Inc. - Central Ave S Pavement Preservation & Utility Improvements - 08/10/2015
�.-�. Records Managernent KENTk a Document W nseirva�ox ' r: rQa): CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: KBA, Inc. Vendor Number: JD Edwards Number Ir Contract Number: PW This is assigned by City Clerk's Office Project Name: Central Ave. S. Pavement Preservation and Utility Improvements Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract ❑ Other: Contract Effective Date: Termination Date: 9/1/16 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Eric Connor Department: Engineering Contract Amount: . $600,000.00 Approval Authority: (CIRCLE ONE) Department Director Mayor City Council Detail: (i.e. address, location, parcel number, tax id, etc.): The Consultant shall provide construction management services for the project. As of: 08/27/14 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Agreement Number: LA 8224 Firm/Organization Legal Name(do not use dba's): KBA,Inc, Address Federal Aid Number 11201 SE 8th St., Suite 160, Bellevue, WA 98004 STPUL-1071 (006) UBI Number Federal TIN or SSN Number 601-426-427 91-1581416 Execution Date Completion Date f wp7 ,t to t 2015 September 1,2016 1099 Form Required Federal Participation Yes No Q Yes ❑ No Project Title Central Ave. S. Pavement Preservation and Utility Improvements Description of Work The Consultant shall provide Construction Management services for the Project. The Project consists of pavement rehabilitation and overlay between Willis St. and the Green River Bridge including curb, gutter and sidewalk replacement,utility work, and traffic loop replacement. ❑ Yes Q No DBE Participation Total Amount Authorized: $582,700.00 ❑ Yes ❑/ No MBE Participation Management Reserve Fund: $ 0.00 ❑ Yes No WBE Participation Maximum Amount Payable: $582,700.00 Yes Q No SBE Participation Index of Exhibits Exhibit A Scope of Work Exhibit B DBE Partieipaticit N/A Exhibit C Preparation and Delivery of Electronic Engineering and Other Data Exhibit D Prime Consultant Cost Computations Exhibit E Sub-consultant Cost Computations Exhibit F Title VI Assurances Exhibit G Certification Documents Exhibit H N/A Exhibit I Alleged GOT18ttita ae4we N/A Exhibit 7 Consultant Claim Procedures Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 1 of 14 PoW.PddlImznls THIS AGREEMENT, made and entered into as shown in the `Execution Date"box on page one (1) of this AGREEMENT, between the City of Kent hereinafter called the "AGENCY," and the "Firm/ Organization Name"referenced on page one (1) of this AGREEMENT, hereinafter called the "CONSULTANT." WHEREAS,the AGENCY desires to accomplish the work referenced in"Description of Work" on page one(1) of this AGREEMENT and hereafter called the "SERVICES;" and does not have sufficient staff to meet the required connnitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS,the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to famish 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 SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub-consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. Il. General Scope of Work The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit"A" attached hereto and by this reference made a part of this AGREEMENT. The General Scope of Work was developed utilizing performance based contracting methodologies. III. 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 State, Federal, 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 SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 2 of 14 Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26, shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT,the amounts authorized to each firm and their certification number will be shown on Exhibit`B" attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is a DBE certified firm they must comply vrith the Commercial Useful Function(CUF)regulation outlined in the AGENCY's "DBE Program Participation Plan" and perform a minimum of 30% of the total amount of this AGREEMENT. It is recommended, but not required,that non-DBE Prime CONSULTANTS perform a minimum of 30% of the total amount of this AGREEMENT. The CONSULTANT, on a monthly basis, is required to submit DBE Participation of the amounts paid to all DBE firms invoiced for this AGREEMENT. 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— Preparation and Delivery of Electronic Engineering and other Data." 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 these SERVICES, 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 SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by(i) certified mail, return receipt requested, or (ii)by email or facsimile, to the address set forth below: If to AGENCY: If to CONSULTANT: Name: Eric Connor Name: Sam Schuyler Agency: City of Kent Agency: KBA,Inc. Address: 220 4th Ave. S. Address: 11201 SE 8th St., Suite 160 City: Kent State: WA Zip: 98032 City: Bellevue State: WA Zip: 98004 Email: econnor@kentwa.gov Email: ssebuyler@kbacm.com Phone: (253) 856-5533 Phone: (425) 455-9720 x103 Facsimile: (253) 856-5600 Facsimile: (425) 455-9732 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 titled"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, 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. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 3 of 14 V. Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor,materials, supplies, equipment, and incidentals necessary to complete SERVICES, specified in Section II, "Scope of Work". The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits "D" and"E" and by this reference made part of this AGREEMENT. A. Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT'S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate, and direct non-salary costs. 1. Direct(RAW) Labor Costs: The Direct(RAW) Labor Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2. Indirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as such on the books of the CONSULTANT in the normal everyday keeping of its books. Progress payments shall be made at the ICR rates shown in attached Exhibits "D" and `E" of this AGREEMENT. Total ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANT'S cost estimate and the ICR percentage is shown in Exhibits "D" and "E", attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT (prime and all sub-consultants) will submit to the AGENCY within six(6) months after the end of each firm's fiscal year, an ICR schedule in the format required by the AGENCY(cost category, dollar expenditures, etc.) for the purpose of adjusting the ICR rate for billings received and paid during the fiscal year represented by the ICR schedule. It shall also be used for the computation of progress payments during the following year and for retroactively adjusting the previous year's ICR cost to reflect the actual rate. The ICR schedule will be sent to Email: ConsultantRates cgwsdot.wa.gov. Failure to supply this information by either the prime CONSULTANT or any of their sub-consultants shall cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY's Project Manager and/or the Federal Government may perform an audit of the CONSULTANT'S books and records at any time during regular business hours to determine the actual ICR rate, if they so desire. 3. Direct Non-Salary Costs: Direct Non-Salary Costs 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 fees of sub-consultants. Air 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 WSDOT's Accounting Manual M 13-82, Chapter 10—Travel Rules and Procedures, and revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46."Travel Costs."The billing for Direct Non-Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. 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. All above charges roust be necessary for the services provided under this AGREEMENT. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 4 of 14 Revised 411012015 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT'S profit, is shown in attached Exhibits "D" and`E" of this AGREEMENT. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person-hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled"Termination of Agreement." 5, Management Reserve Fund(MRF): The AGENCY may desire to establish MRF 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 MRF is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the MRF shall be made in accordance with Section XIII, "Changes of Work." 6. 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 MIZE The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section X111, "Changes of Work."No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the ICR and calculated fee on a monthly basis during the progress of the work. Such billings shall be in a format approved by the AGENCY and accompanied by the monthly progress reports required under Section I11, "General Requirements" of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct(RAW) Labor, Direct Non-Salary, and allowable ICR Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed Direct (RAW) Labor costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles,Direct(RAW) Labor rates, and present duties of those employees performing work on the PROJECT at the time of the interview. C. 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, if applicable,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) calendar 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)working days after receipt of the final POSTAUDIT to begin the appeal process to the AGENCY for audit findings. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 5 of 14 D. Inspection of Cost Records: The CONSULTANT and their sub-consultants shall keep available for inspection by representatives of the AGENCY and the United States, for a period of six (6) years after receipt of final payment,the cost records and accotu is 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 AGREEMENT is initiated before the expiration of the six (6) year period,the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be performed on this AGREEMENT. The audit, if any,will be performed by the State Auditor, WSDOT's Internal Audit Office and/or at the request of the AGENCY's Project Manager. VI. Sub-Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit "A" attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written permission of the AGENCY. No penmission for subcontracting shall create,between the AGENCY and sub-consultant, any contract or any other relationship. Compensation for this sub-consultant SERVICES shall be based on the cost factors shown on Exhibit"E" attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub-consultant shall not exceed its maximum amount payable identified in each sub- consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, indirect cost rate, direct non-salary costs and fired fee costs for the sub-consultant shall be negotiated and substantiated in accordance with section V"Payment Provisions"herein and shall be memorialized in a final written acknowledgement between the parties. All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub-consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub-consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE's Prompt Payment laws as set forth in RCW 39,04.250 and RCW 39.76.011. The CONSULTANT, sub-recipient, or sub-consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the CONSULTANT to cant'out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. VII. Employment and Organizational Conflict of Interest 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 this 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 Agreement Number: LA 8224 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 6 of 14 Revised 411012015 Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT's 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 this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees,without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. VIII. Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub-consultants, subcontractors and successors in interest, agrees to comply with the following laws and regulations: • Title VI of the Civil Rights Act of 1964 • Civil Rights Restoration Act of 1987 (42 U.S.C. Chapter 21 Subchapter V § 2000d (Public Law 100-259) through 2000d-4a) • American with Disabilities Act of 1990 • Federal-aid Highway Act of 1973 (42 U.S.C. Chapter 126 § 12101 et. seq) (23 U.S.C. Chapter 3 § 324) • 23 CFR Part 200 • Rehabilitation Act of 1973 • 49 CFR Part 21 (29 U.S.C. Chapter 16 Subchapter V § 794) • 49 CFR Part 26 • Age Discrimination Act of 1975 • RCW 49.60,180 (42 U.S.C. Chapter 76 § 6101 et. seq.) In relation to Title V1 of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit"F" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit"F" 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 with or without cause 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 for actual hours charged and any appropriate fixed fee percentage at the time of termination of this AGREEMENT,plus any direct non-salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for any SERVICES completed after ten(10) days following receipt by the CONSULTANT of the notice to tenninate. 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 in paragraph two (2) of this section, 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. In the event of a termination for default,the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination,the amount of SERVICES originally required which was satisfactorily completed to Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Pius Fixed Fee Consultant Agreement Page 7 of 14 date of termination, whether that SERVICE 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 SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES 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 in paragraph two (2) of this section. 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 its employee's fault 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 and appropriate fixed fee percentage in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days,notify the AGENCY in writing, in the event of the death of any member, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT's supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth in the second and third paragraphs of this section. Payment for any part of the SERVICES 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 SERVICES 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 completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES 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 XIII "Extra Work." XI. Disputes Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing vAithin 10 days 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 judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit"T'. In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this 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 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. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 8 of 14 Revised 411012015 XII. Legal Relations The CONSULTANT, any sub-consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall defend, indemnify, and hold The State of Washington(STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by,the CONSULTANT or the CONSULTANT's agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable;provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused by or result from the concurrent negligence of(a)the CONSULTANT or the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and(b) the STATE and/or AGENCY, their agents, officers, employees, sub-consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT's negligence or the negligence of the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub-consultant, subcontractor and vendor, of any tier. The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT's agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whore the CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods,processes, designs, information or other items furnished or communicated to STATE and/or the AGENCY,their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets,patents,proprietary information,know-how, copyright rights or inventions resulting from STATE and/or AGENCY'S, their agents', officers' and employees'failure to comply with specific written instructions regarding use provided to STATE and/or AGENCY,their agents, officers and employees by the CONSULTANT, its agents, employees, sub-consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor. Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole discretion,by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT's own employees or its agents against the STATE and/or 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 This waiver has been mutually negotiated between the Parties. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 9 of 14 Unless otherwise specified in this 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 this 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 insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) in the aggregate for each policy period. C. Business auto liability insurance written under ISO Fonm CG 00 01 10 01 or equivalent providing coverage for any "Auto" (Symbol 1)used in an amount not less than a one million dollar ($1,000,000.00) combined single limit for each occurrence. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub- consultant and/or subcontractor as an additional insured(the "AIs"), with no restrictions or limitations concerning products and completed operations coverage. This coverage shall be primary coverage and non-contributory and any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT's and the sub-consultant's and/or subcontractor's insurer shall waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any tune. 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: Name: Eric Connor Agency: City of Kent Address: 220 4th Ave. S. City: Kent State: WA Zip: 98032 Email: econnor@kentwa.gov Phone: (253) 856-5533 Facsimile: (253) 856-6500 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, including that which may arise in reference to section IX "Termination of Agreement" of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional liability to third parties be limited in any way. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 10 of 14 Revised 411012015 The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. The AGENCY will pay no progress payments under section V"Payment Provisions"until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIII. Extra Work A. The AGENCY may at any time, by written order,make changes within the general scope of this 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 SERVICES under this AGREEMENT,whether or not changed by the order, or otherwise affects any other terms and conditions of this 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 this 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 this AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the section XI "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 gupplement to this AGREEMENT. XIV. Endorsement of Plans If applicable,the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV. Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVI. Certification of the Consultant and the Agency i Attached hereto as Exhibit"G-1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters -Primary Covered Transactions, Exhibit"G-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit"G-4" Certificate of Current Cost or Pricing Data. Exhibit"G-3" is required only in AGREEMENT's over one hundred thousand dollars ($100,000.00) and Exhibit"G-4"is required only in AGREEMENT's over five hundred thousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III "General Requirements"prior to its performance of any SERVICES under this AGREEMENT. Agreement Number: LA 8224 Local Agency A&E Professional Services Cost Plus Fixed Fee ConsultantAgreement Page 11 of 14 ae,4: .ri eianignis XVII. 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 a supplement to this AGREEMENT. XVIII. 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 AGREEMENT's contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. XIX. Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state or federal statutes ("State's Confidential Information"). The "State's Confidential Information" includes,but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers,financial profiles, credit card information, driver's license numbers,medical data, law enforcement records (or any other information identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security data, non-public Specifications, STATE and AGENCY non-publicly available data, proprietary software, State security data, or infonmation which may jeopardize any part of the project that relates to any of these types of information. The CONSULTANT agrees to hold the State's Confidential Information in strictest confidence and not to make use of the State's Confidential Information for any purpose other than the performance of this AGREEMENT, to release it only to authorized employees, sub-consultants or subcontractors requiring such information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish,transfer, sell, disclose, or otherwise make it known to any other party without the AGENCY's express written consent or as provided by law. The CONSULTANT agrees to release such information or material only to employees, sub-consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to the State's Confidential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY's option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State's Confidential Information; or(ii) returned all of the State's Confidential hformation to the AGENCY; or(iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the State's Confidential Information. As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following: the State's Confidential Information received in the performance of this AGREEMENT, the purpose(s) for which the State's Confidential Information was received; who received,maintained and used the State's Confidential Information; and the final disposition of the State's Confidential Information. The CONSULTANT's records shall be subject to inspection, review, or audit upon reasonable notice from the AGENCY. The AGENCY reserves the right to monitor, audit, or investigate the use of the State's Confidential Information collected,used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or investigating may include,but is not limited to, salting databases. Agreement Number: LA 8224 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 12 of 14 Revised 411012015 Violation of this section by the CONSULTANT or its sub-consultants or subcontractors may result in termination of this AGREEMENT and demand for return of all State's Confidential Information,monetary damages, or penalties. It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing such proprietary and/or confidential information shall be clearly identified and marked as "Confidential" and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT. The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or(b) as soon as such confidential or proprietary material is developed. "Proprietary and/or confidential information" is not meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third party that is not acting as an agent or representative for the other party; (iii) is independently developed by or for the other party; (iv) is publicly known; or(v) is generally utilized by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT. The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/ or confidential or otherwise exempt,unless such disclosure is required under applicable state or federal law. If a public disclosure request is made to view materials identified as "Proprietary and/or confidential information" or otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such records will be released to the requester miless the CONSULTANT obtains a court order from a court of competent jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure,the AGENCY will release the requested information on the date specified. The CONSULTANT agrees to notify the sub-consultant of any AGENCY communication regarding disclosure that may include a sub-consultant's proprietary and/or confidential information. The CONSULTANT notification to the sub-consultant will include the date that such records will be released by the AGENCY to the requester and state that unless the sub-consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure the AGENCY will release the requested information. If the CONSULTANT and/or sub-consultant fail to obtain a court order or other judicial relief enjoining the AGENCY by the release date,the CONSULTANT shall waive and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages, liabilities, or costs associated with the AGENCY's said disclosure of sub-consultants' information. XX. Records Maintenance During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6)years from the date of final payment to the CONSULTANT,the CONSULTANT shall keep, retain and maintain all "documents"pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all "documents" pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT's place of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall cooperate with AGENCY and assist in the production of all such documents. "Documents" shall be retained until all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past the six (6) year retention period. For purposes of this AGREEMENT, "documents"means every writing or record of every type and description, including electronically stored information("ESI"),that is in the possession, control, or custody of the CONSULTANT, including, without limitation, any and all correspondences, contracts,AGREEMENT `s, appraisals,plans, designs, data, surveys,maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records,telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts,notes, drafts, scribblings,recordings, visual displays,photographs, minutes of meetings, Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 13 of 14 tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or telephone conversations, and any and all other taped, recorded,written,printed or typed matters of any kind or description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the CONSULTANT, and every copy of any of the foregoing,whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original. For purposes of this AGREEMENT, "ESP'means any and all computer data or electronic recorded media of any kind, including Native Files", that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook, Word, Excel,Access, Publisher,PowerPoint,Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks,work computers, cell phones, laptops or any other electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub-consultant at home. Native files" are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and/or modified. The CONSULTANT shall include this section XX"Records Maintenance"in every subcontract it enters into in relation to this AGREEMENT and bind the sub-consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date"box on page one (1) of this AGREEMENT. f t�"�cr"3,-1/t-`' G' L�si�"�` c_✓ ° 1 L`Lr'-[..'�C 1 Signature KBA, inn/ Date Roger Smith, PE, Principal Z & d% r5 . Signature ,City'�f Ke t Date Any modication, change, or reformation of'this AGREEMENT shall require approval as to forma by the Office of the Attorney General. Agreement Number: LA 8224 Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 14 of 14 Revised 411012015 Client#:322877 KBAINC ACORD. CERTIFICATE OF LIABILITY INSURANCE D710112015 7I01/2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS 'RTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES iLOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT:If the certlflcate holder is an ADDITIONAL INSURED,the pollcy(les)must be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certlflcate holder In lieu of such endorsement(s). CONTACT PRODUCER NAME: Kibble &Prentice,a USI Co PR AIC,N,Ex :206 441-6300 _ we No: 610.362-8528 '.. 601 Union Street, Suite 1000 E-MAIL com.com Seattle,WA 98101 .AODREss pi,certrequest,@kpcom.com @k p INSURER!$)AFFORDING COVERAGE NAIC ft INSURER A:Travelers Indemnity Company of 25682 INSURED INSURER B;Catlin Insurance Company, Inc. 19518 KBA, Inc. INsuRER O:Charter Oak Fire Insurance Comp 25615 11000 Main Street INSURER D: Bellevue,WA 98004 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEWSSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. NSR TYPE OF INSURANCE ADDL SUB POII,,ICyy EFFr05110yJYM01 LIMITS `_TR I S WVD POLICY NVMBER MNlDni1'YY .A GENERAL LIABILITY 6808564X346 05/10/2015 EgAqCCMHHpOECTCTURppRENCE $1,000,000 �, X COMMERCIAL GENERAL LIABILITY PREA7(SEG Ea ocwi ante $1,000 000 CLAIMS-MADE ®OCCUR MED EXP(Any one person) $10 000 PERSONAL&ADV INJURY $1,000,000 GENERALAGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-CDMPIOp AGG s2,000,000 POLICY X PRO- LOC $ _ AUTOMOBILE LIABILITY BA857OX17A 0 511 012 01 5i�0 511 012 0 1 COMBINED S;NGLE LIMIT Ea ac 1,000,000 Ntlent X ANY.AUTO BODILY INJURY(Per person) $ ALLOWNED SCHEDULED BODILY INJURY(Peracsldeni) $ AUTOS _ AUTOS - NONOWNED PROPERTY➢AMAGE $ X HIRED AUTOS X AUTOS Pa_aeoldent S UMBRELLA LIAR OCCUR EACH OCCURRENCE $ __ EXCESS LIAB CLAJMS-MAOE AGGREGATE $ DED RETENTION$ $ ---- A WORKERS COMPENSATION 6808564X346 05/10/2015 05/10/201 WC -ATU- X DTH- ANO EMPLOYERS`LIABILITY YIN OFFICRPRIEEREXCTFRI ECUTIVE NIA (WA Stop Gap) E.L.EACH ACCIDENT $1,000000 (Mandatary in NH) E.L.DISEASE-EA EMPLOYEE $1,000,000 Ifyes,descrroe under E.L.DISEASE-POLICY LIMIT $2000,000 DESCRIPTION OF OPERATIONS below _ B Professional AED976310516 5/10@015051101201 $1,000,000perclaim Liability . $1,000,000 annl aggr. ',.. DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(Minch ACORD 101,Additional Remarks Schedule,if more space is required) RE:Project BP 914-146.01,LA#8224-Central Ave.S,Pavement Preservation and Utility Improvements. The General Liability and Automobile Liability policies include an automatic Additional Insured endorsement that provides Additional insured status to City of Kent,WA State,Agency,their officers,employees, agents and only when there is a written contract that requires such status,and only with regard to work performed on behalf of the named insured,The General Liability policy contains a special endorsement (See Attached Descriptions) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Kent THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Eric Connor ACCORDANCE WITH THE POLICY PROVISIONS, 220 4th Ave.S Kent,WA 98032 AUTHORIZED REPRESENTATIVE O 1988.2010 ACORD CORPORATION.All rights reserved. ACORD 25(2010/05) 1 of 2 The ACORD name and logo are registered marks of ACORD e DESCRIPTIONS (Continued from Page 1) with Primary and Noncontributory wording,when required by written contract.The General Liability, tmoblle Liability and Professional Liability policies include a Waiver of Subrogation endorsement in raeor of the Certificate Holder as referenced above. SAGITTA 25.3(2010105) 2 of 2 #S15713261/M15070674 i Policy 46808564X346 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, BLANKET ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following Is added to WHO IS AN INSURED INSURANCE (Section 111) for this Coverage (Section II): Part. Any person or organization that you agree in a B. The following is added to Paragraph a. of 4. "contract or agreement requiring insurance" to in- Other Insurance in COMMERCIAL GENERAL clude as an additional insured on this Coverage LIABILITY CONDITIONS (Section IV): Part, but only with respect to liability for"bodily in- However, if you specifically agree in a"contract or jury "property damage" or "personal injury" agreement requiring insurance"that the insurance caused, in whole or in part, by your acts or omis- provided to an additional insured under this Cov- sions or the acts or omissions of those acting on erage Part must apply on a primary basis, or a your behalf: primary and non-contributory basis,this Insurance a. In the performance of your ongoing opera- is primary to other insurance that is available to tions; such additional Insured which covers such addi- b. In connection with premises owned by or tional insured as a named Insured, and we will not rented to you;or share with the other insurance, provided that: c. In connection with "your work" and included (1) The "bodily Injury' or "property damage" for within the "products-completed operations which coverage Is sought occurs; and hazard". (2) The "personal injury" for which coverage is Such person or organization does not qualify as sought arises out of an offense committed; an additional insured for "bodily injury", "property after you have entered into that "contract or damage" or "personal injury" for which that per- agreement requiring insurance". But this insur- son or organization has assumed liability in a con- ance still is excess over valid and collectible other tract or agreement. Insurance,whether primary, excess, contingent or The insurance provided to such additional insured on any other basis, that is available to the insured is limited as follows; when the insured is an additional insured under d. This Insurance does not apply on any basis to any other insurance. any person or organization for which cover- C. The following Is added to Paragraph 8. Transfer age as an additional insured specifically is Of Rights Of Recovery Against Others To Us added by another endorsement to this Cover- in COMMERCIAL GENERAL LIABILITY CON. age Part. DITIONS (Section IV): e. This Insurance does not apply to the render We waive any rights of recovery we may have ing of or failure to render any "profassional against any person or organization because of services", payments we make for "bodily Injury", "property f. The limits of insurance afforded to the addi- damage" or "personal injury" arising out of "your tional insured shall be the limits which you work" performed by you, or on your behalf, under agreed in that "contract or agreement requir- a "contract or agreement requiring Insurance"with Ing insurance" to provide for that additional that person or organization. We waive these insured, or the limits shown in the Declara- rights only where you have agreed to do so as tions for this Coverage Part, whichever are part of the "contract or agreement requiring insur- less. This endorsement does not increase the ance" with such person or organization entered limits of insurance stated in the LIMITS OF, into by you before, and in effect when, the"bodily CG D3 8109 07 ©2007 The Travelers Comparles,Inc. Page I of 2 '.. Includes the copyrighted material of Insurance Services Office,Inc.,with its permission COMMERCIAL GENERAL LIABILITY injury" or "property damage" occurs, or tie "per- erage Part, provided that the "bodily injury" and sonal injury"offense is committed. "property damage" occurs, and the "persona[ in- D. The following definition is added to DEFINITIONS jury" is caused by an offense committed: (Section V): a. After you have entered into that contract or "Contract or agreement requiring insurance" agreement; means that part of any contract or agreement un- b. While that part of the contract or agreement is der which you are required,to include a person or in effect; and organization as an additional insured on this Cov- c. Before'the end of the policy period. Page 2 of 2 @ 2t7o7 The Travelers Companies,Inc. CG D3 81 09 07 Includes the copyrighted material of Insurance Services Office,Inc„witt Its permission Policy #BA8570X17A '... COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY, AUTO COVERAGE PLUS ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE—This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described In any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part,and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement,The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BLANKET ADDITIONAL INSURED H. AUDIO, VISUAL AND DATA ELECTRONIC B. EMPLOYEE HIRED AUTO EQUIPMENT—INCREASED LIMIT 6. EMPLOYEES AS INSURED I. WAIVER OF DEDUCTIBLE—GLASS D. SUPPLEMENTARY PAYMENTS — INCREASED J. PERSONAL PROPERTY LIMITS K. AIRBAGS E. TRAILERS—INCREASED LOAD CAPACITY L. AUTO LOAN LEASE GAP F. HIRED AUTO PHYSICAL DAMAGE M. BLANKET WAIVER OF SUBROGATION G. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES—INCREASED LIMIT A. BLANKET ADDITIONAL INSURED performing duties related to the conduct of The following is added to Paragraph A.1., Who Is your business. An Insured, of SECTION 1I—COVERED AUTOS 2. The following replaces Paragraph b. in B,5„ LIABILITY COVERAGE: Other Insurance, of SECTION IV — BUSI- Any person or organization who is required under NESS AUTO CONDITIONS: a written contract or agreement between you and le. For Hired Auto Physical Damage Cover- that person or organization, that is signed and age, the following are deemed to be cov- executed by you before the "bodily injury" or ered "autos"you own: "property damage" occurs and that Is in effect during the policy period, to be named as an addl- (1) Any covered "auto" you lease, hire, tional insured Is an "insured" for Covered Autos rent or borrow; and Liability Coverage, but only for damages to which (2) Any covered"auto" hired or rented by this insurance applies and only to the extent that your "employee" under a contract in person or organization qualifies as an "Insured" an "employee's" name, with your under the Who Is An Insured provision contained permission, while performing duties in Section 11. related to the conduct of your bust- B, EMPLOYEE HIRED AUTO ness. 1. The following is added to Paragraph A.1., However, any "auto"that is leased, hired, Who Is An Insured, of SECTION II — COV- rented or borrowed with a driver is not a ERED AUTOS LIABILITY COVERAGE: covered "auto", An "employee" of yours is an "insured" while C. EMPLOYEES AS INSURED operating a covered "auto" hired or rented The following is added to Paragraph A.1., Who Is under a contract or agreement in an "am_ An Insured, of SECTION II—COVERED AUTOS ployee's" name, with your permission, while LIABILITY COVERAGE: I CA T4 20 02 15 ©2015 The Travelers indemnity Company.All rights reserved. Page 1 of 3 Includes copyrighted materal of Insurance services Office,Inc.with Its pormission, COMMERCIAL AUTO Any"employee" of yours is an "insured"while us- (2) An adjustment for depreciation and physical ing a covered "auto"you don't own, hire or borrow condition wiI be made in determining actual in your business or your personal affairs. cash value in the event of a total"loss". D. SUPPLEMENTARY PAYMENTS — INCREASED (3) If a repair or replacement results in better LIMITS than like kind or quality, we will not pay for the 1. The following replaces Paragraph A.2.a.(2) of amount of betterment. SECTION II—COVERED AUTOS LIABILITY (4) A deductible equal to the highest Physical COVERAGE: Damage deductible applicable to any owned (2) Up to $3,000 for cost of bail bonds (in- covered "auto". cluding bonds for related traffic law viola- (5) This Coverage Extension does not apply to: tions) required because of an "accident" (a) Any "auto" that is hired, rented or bor- we cover. We do not have to furnish rowed with a driver; or these bonds. (b) Any "auto" that is hired, rented or bor- 2, The following replaces Paragraph A.2.a.(4) of rowed from your"employee". SECTION 11—COVERED AUTOS LIABILITY COVERAGE: G. PHYSICAL DAMAGE — TRANSPORTATION (4) All reasonable expenses incurred by the EXPENSES—INCREASED LIMIT "insured" at our request, including actual The following replaces the first sentence in Para- loss of earnings up to $500 a day be- graph A.4-a., Transportation Expenses, of cause of time off from work. SECTION III — PHYSICAL DAMAGE COVER- E. TRAILERS—INCREASED LOAD CAPACITY AGE: We will pay up to $50 per day to a maximum of The following replaces Paragraph C.1. of SEC- $1,500 for temporary transportation expense in- TION I—COVERED AUTOS: curred by you because of the total theft of a cov- 1. "Trailers" with a load capacity of 3,000 ered "auto" of the private passenger type. pounds or less designed primarily for travel H. AUDIO. VISUAL AND DATA ELECTRONIC on public roads. EQUIPMENT—INCREASED LIMIT F. HIRED AUTO PHYSICAL DAMAGE Paragraph CA.b, of SECTION III — PHYSICAL The following is added to Paragraph AA., Cover- DAMAGE COVERAGE is deleted. age Extensions, of SECTION III — PHYSICAL I WAIVER OF DEDUCTIBLE—GLASS DAMAGE COVERAGE; The following is added to Paragraph D., Deducti- Hired Auto Physical Damage Coverage ble, of SECTION III — PHYSICAL DAMAGE If hired "autos" are covered "autos" for Covered COVERAGE: Autos Liability Coverage but not covered "autos" No deductible for a covered "auto" will apply to for Physical Damage Coverage, and this policy glass damage if the glass is repaired rather than also provides Physical Damage Coverage for an replaced. owned "auto", then the Physical Damage Cover- J. PERSONAL PROPERTY age is extended to "autos" that you hire, rent or The following is added to Paragraph AA., Cover- borrow subject to the following: age Extensions, of SECTION Ili — PHYSICAL (1) The most we will pay for "loss" to any one DAMAGE COVERAGE: "auto" that you hire, rent or borrow is the Personal Property Coverage lesser of: We will pay up to $400 for "loss" to wearing ap- (a) $50.000; parel and other personal property which is: (b) The actual cash value of the damaged or (1) Owned by an "insured"; and stolen property as of the time of the (2) In or on your covered"auto" "loss"; or This coverage only applies in the event of a total (c) The cost of repairing or replacing the theft of your covered "auto" damaged or stolen property with other No deductibles apply 10 Personal Property cover- property of like kind and quality. age. Page 2 of 3 ©2015 The Travelers Indemnity Company.All fights reserved. CA T4 20 02 15 Includes copyrighted material of Insurance SerOcas Office,Inc,vrRh!is permission. COMMERCIAL AUTO K. AIRBAGS (2) Any, The following is added to Paragraph B.3., Exclu- (a) Overdue lease or loan payments at the sions, of SECTION III — PHYSICAL DAMAGE time of the"loss"; COVERAGE: (b) Financial penalties imposed under a Exclusion 3.a. does not apply to "loss" to one or lease for excessive use, abnormal wear more airbags in a covered "auto"you own that in- and tear or high mileage; Hate due to a cause other than a cause of loss" set forth In Paragraphs A.1.b. and A.1.c., but (c) Security deposits not returned by the les- only: sor, a. If that "auto" Is a covered "auto" for Compre- (d) Costs for extended warranties, Credit Life hensive Coverage under this policy; Insurance, Health, Accident or Disability b. The airbags are not covered under any war- Insurance purchased with the loan or ranty; and lease; and c. The airbags were not intentionally inflated. (a) Carry-over balances from previous loans or leases. We will pay up to a maximum of $1,000 for any one "loss", M. BLANKET WAIVER OF SUBROGATION L. AUTO LOAN LEASE GAP The following replaces Paragraph A.5., Transfer Of Rights Of Recovery Against Others To Us, The following is added to Paragraph A.4., Cover- of SECTION IV — BUSINESS AUTO CONDI- age Extensions, of SECTION III — PHYSICAL TIONS: DAMAGE COVERAGE: Auto Loan Lease Gap Coverage for Private 5. Transfer Of Rights Of Recovery Against Passenger Type Vehicles Others To Us In the event of a total"loss"to a covered "auto"of We waive any right of recovery we may have the private passenger type shown in the Schedule against any person or organization to the ex- or Declarations for which Physical Damage Cov- tent required of you by a written contract axe- erage Is provided, we will pay any unpaid amount cuted prior to any "accident" or "loss", pro- due on the lease or loan for such covered "auto" vided that the"accident" or"loss"arises out of less the following: the operations contemplated by such con- (1) The amount paid under the Physical Damage tract. The waiver applies only to the person or Coverage Section of the policy for that"auto"; organization designated in such contract. and i i i j i I CA T4 20 02 15 ©2015 The Travelers Indemnity Company.All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office,Inc.with its permission. Exhibit A Scope of Work Project No. STPUL-1071 (006) See attached. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit A Page 1 of 1 incanignaa KBA, Inc. July 16, 2015 EXHIBIT A SCOPE OF SERVICES Construction Management Services for City of Kent Central Ave. S. Pavement Preservation and Utility Improvements Federal Aid No. STPUL-1071(006) City of Kent Project No. 13-3004 KBA, Inc. (Consultant)will provide Construction Management (CM) services to the City of Kent (Agency), for the Project known as Central Ave. S. Pavement Preservation and Utility Improvements(Project). These services will include consultation, contract administration,field observation, documentation, material testing and specialty inspection services, as required during the construction phase of the Project, as detailed below. Project Description: The project consists of pavement rehabilitation and overlay between Willis St. and the Green River Bridge including curb, gutter and sidewalk replacement and utility work. Approximate quantities of major items are as follows: approximately 7,800 tons of hot mix asphalt, 14,000 square yards of planing asphalt concrete, 13,000 square yards of fabric reinforcement, 8,000 lineal feet of cement concrete curb and gutter, 6,500 square yards sidewalk and driveway, 4,000 tons of crushed surfacing, 2,500 lineal feet of 12"water main pipe and appurtenances to replace existing 6"water main, 9,000 lineal feet of cured-in-place sanitary sewer lining, utility adjustments, and traffic loop replacement. The Designer of Record on this project is the City of Kent(Designer). 1. CONSTRUCTION MANAGEMENT SERVICES A. Consultant Contract and Team Management— Provide overall day-to-day management of the consultant contract and team, including: 1. Decide on best modes and frequency of communication with Agency, and use them. Liaison and coordinate with Agency on a regular basis to discuss Project issues and status. 2. Manage Consultant Team, comprised of Consultant's staff and subconsultants. Organize and layout work for Consultant Team. 3. Review monthly expenditures and Consultant Team scope activities. Prepare and submit to Agency monthly, an invoice and progress report describing Consultant Team services provided that month. Prepare and submit reporting required by funding source(s), if any. Deliverables • Monthly invoices and progress reports B. Construction Phase Services — Contract Administration 1. Liaison with the Agency, construction contractor, appropriate agencies, property owners, and utilities. 2. Provide the Agency with brief monthly construction progress reports, highlighting progress and advising of issues which are likely to impact cost, schedule, or quality/scope. 3. Schedule Review: a. Review construction contractor's schedules for compliance with Contract Documents. S.\Projec1s\Contracts\Clien6Kent101 5 01 4-01 Central-AvaBVDraHs&NegotiationRecordsVn-hous Dmft LAG-CM\Fx-A-CenhalAve-CM-Scope-FINAL-2015-0722.docx 1 of 8 KBA, Inc. July 16, 2015 b. Monitor the construction contractor's conformance to schedule and require revised schedules when needed. Advise Agency of schedule changes. 4. Progress Meetings. Lead regular(usually weekly) progress meetings with the construction contractor, including Agency pre-briefing. Prepare weekly meeting agenda and meeting notes, and distribute copies to attendees. Track outstanding issues on a weekly basis. 5. Update CM Plan as needed to reflect changes in policy and/or procedure that occur during the Project, and orient CM Team to the changes. 6. Manage Submittal Process. Track and review, or cause to be reviewed by other appropriate party,work plans, shop drawings, samples, test reports, and other data submitted by the construction contractor, for general conformance to the Contract Documents. 7. Record of Materials. Provide Record of Materials indicating anticipated material approvals, material compliance documentation, and materials testing requirements. Maintain records of material compliance documentation received and advise of any known deficiencies. 8. Prepare weekly statement of working days and distribute to the Agency and Contractor. 9. Manage RFI (Request for Information) process. Track and review/evaluate, or cause to be reviewed/evaluated by other appropriate party, RFIs. Manage responses to RFIs. 10. Change Management. Evaluate entitlement, and prepare scope, impact, and independent estimate for change orders. Facilitate resolution of change orders. 11. Monthly Pay Requests. Prepare monthly requests for payment and/or review payment requests submitted by the construction contractor. Review with Agency and construction contractor, and recommend approval, as appropriate. 12. Evaluate construction contractor's Schedule of Values for lump sum items. Review the Contract Price allocations and verify that such allocations are made in accordance with the requirements of the Contract Documents. 13. Prevailing Wage Monitoring: a. Monitor Payroll Compliance. Review Statements of Intent to Pay Prevailing Wage against the Contract Document requirements. Collect, record, and check weekly certified payrolls and conduct on-site wage interviews, both at a frequency documented in the CM Plan. 14. Assist the Agency in the investigation of malfunctions or failures during construction. 15. Public Information. Provide information for Agency to prepare media communications and public notices on Project status. Provide information for Agency's inclusion into a Project website and/or newsletters, if requested. 16. Record Drawings. Review not less than monthly, the construction contractor's redline set of contract plans. Maintain a CM Team set of conformed drawings tracking plan changes, location of discovered anomalies and other items, as encountered by the CM team. Use these markups to check the progress of the Contractor-prepared Record Drawings. 17. Document Control. Establish and maintain document filing and tracking systems, following Agency guidelines and meeting funding agency requirements. Collect, organize, and prepare documentation on the Project. a. One hard copy of files will be kept in the Project field office. b. Electronic documentation will be stored in a Project Website, using SharePoint software, managed and hosted by the Consultant. The Agency will be provided with up to 2 licenses for their and the construction contractor's use of the SharePoint website during the Project. Consultant will provide one training session each for Agency and construction contractor users of the SharePoint system. S:^Projects\Cont2ets\CI!mtKent\015014-01 Central-Ave-S\Drzf[s&NegotiationRewrds`.In-houseDrafrs\LAG-CM1Ex-A-CeniralAve-CM-Scope-FINAL-2015-0722.docx 2 of 8 KBA Inc. July 16, 2015 18. Public Outreach. a. Prior to key Project milestones, Consultant will provide information for the Agency to prepare flyers and Project newsletters for distribution to the adjacent neighborhood and businesses. b. Consultant and Agency shall visit all adjacent businesses to gather contact information, establish relationships, and learn more about their business operations. c. Consultant shall establish and maintain a contact list for the purpose of distributing e-mail alerts. Consultant may be requested by Agency to prepare draft e-mail alerts that will be reviewed by Client before being sent to the listserv. d. Consultant shall develop and maintain, on a weekly interval, a comment spreadsheet log that tracks comments, questions, and action requests by residents, businesses and property owners. e. Consultant will prepare and distribute a Project Information Sheet that will be distributed to the Agency once per month. The format of the information sheet and the type of information to be contained in the report will be approved by the Agency prior to the start of construction. 19. To comply with Article XIX. Protection of Confidential Information of the LAG Agreement, maintain a log documenting the following:the State's Confidential Information received in the performance of this AGREEMENT;the purpose(s)for which the State's Confidential Information was received; who received, maintained and used the State's Confidential Information; and the final disposition of the State's Confidential Information. 20. Project Closeout. Prepare Letters of Substantial (including punch list), Physical, and Final Completion for Agency approval and signature. Prepare final pay estimate for Agency approval and processing. 21, Final Records. Compile and convey final Project records,transferring to the Agency for archiving at final acceptance of the Project. Records will consist of hard copy originals and electronic records on electronic storage medium. Deliverables • Monthly Construction Progress Reports • Schedule Review Comments • Meeting Agendas and Notes • Submittal Log • Record of Materials • RFI Log • Change Order(s) • Progress Pay Requests • Information for Project flyers for business and residents • E-mail distribution list for businesses and citizens • Weekly public comment/response spreadsheet log • Monthly Project Information Sheet • Certificates of Completion • Final records—hard copy and electronic C. Construction Phase Services — Field 1. Observe the technical conduct of the construction, including providing day-to-day contact with the construction contractor,Agency, utilities, and other stakeholders, and monitor for adherence to the Contract Documents. The Consultant's personnel will act in accordance with Sections 1-05.1 and 1-05.2 of the WSDOT/APWA Standard Specifications. I KBA, Inc. July 16, 2015 2. Observe material, workmanship, and construction areas for compliance with the Contract Documents and applicable codes, and notify construction contractor of noncompliance. Advise the Agency of any non-conforming work observed during site visits. 3. Prepare daily construction reports, recording the construction contractor's operations as actually observed by the Consultant; includes quantities of work placed that day, contractor's equipment and crews, and other pertinent information. 4. Interpret Contract Documents, in coordination with Designer. 5. Decide questions which may arise as to the quality and acceptability of material furnished, work performed, and rate of progress of work performed by the construction contractor. 6. Establish communications with adjacent property owners. Respond to questions from property owners and the general public. 7. Coordinate with permit holders on the Project to monitor compliance with approved permits, if applicable. 8. Prepare field records and documents to help assure the Project is administered in accordance with funding agency requirements. 9. Attend and actively participate in regular on-site meetings. 10. Take periodic digital photographs during the course of construction. Photographs to be labeled and organized as detailed in the CM Plan. 11. Punch List. Upon substantial completion of work, coordinate with the Agency and affected agencies, to prepare a 'punch list' of items to be completed or corrected. Coordinate final inspection with those agencies. 12. Testing. Conduct or cause to be conducted, materials and laboratory tests. Coordinate the work of the Field Representative(s) and testing laboratories in the observation and testing of materials used in the construction; document and evaluate results of testing; and inform Agency and construction contractor of deficiencies. 13. Specialty Inspection. Conduct or cause to be conducted, specialty inspection services for observation of the CIPP liner installation and related activities, to include daily inspection reports and photos. Deliverables • Daily Construction Reports with Project photos-submitted on a weekly basis • Punch List(s) • Test reports D. Assumptions 1. Budget: a. Staffing levels are anticipated in accordance with the attached budget estimate. Consultant services are budgeted for an approximate 14 month period, from August 10, 2015 into September 2016, with a 4 month work suspension period between November 1,2015 and March 1, 2016. This is intended to span the originally planned construction period of 180 working days, plus time allotted for Project setup and closeout. A certain amount of overtime for inspection services has been figured into the budget to use, if needed, during peak construction activities. b. Consultant will work up to the limitations of the authorized budget. If additional budget is needed to cover such instances as the following,Agency and Consultant will negotiate a supplement to this Agreement: I. The contractor's schedule changes, and/or requires inspection coverage of extra crews and shifts. S:Wmreats\ConVaclslClientVKef 015014A1 CmVal-AveS\Orars&NegotiationRewo a%ln-houseGraflsV G-CM\CIA-tA Ex-A-CentralAve-CrA-Scope-FINAL-2015-0722tlocx4 of 8 f l KBA, Inc. July 16, 2015 ii. The construction contract runs longer than the time period detailed above. iii. Adjustment of Consultant direct salary cost (DSC) rates and Indirect Cost Rate(ICR) percentage pursuant to the terms as outlined in Section V.A.2 of the LAG Agreement. iv. Any added scope tasks. v. The work is anticipated to be performed during daytime hours. Should night work be necessary, a 15 percent premium for labor will be applied to all night shift hours worked by Consultant's employees. c. If Consultant provides their own construction field office, Client will reimburse Consultant for all office costs, including lease and/or rental of space, equipment, utilities, mobilization, and insurance. If additional budget is needed to cover this expense, a Supplement to this Agreement will be negotiated. d. The budget allocations shown on Exhibit D is itemized to aid in Project tracking purposes only. The budget may be transferred between tasks or people, or between labor and expenses, provided the total contracted amount is not exceeded without prior authorization. e. The budget assumes that Consultant's standard forms, logs, and processes will be used on the Project SharePoint site. Any customization to meet specialized Agency requirements will be Extra Work. 2. Staffing: a. Consultant staff shown in the Estimate may not be available following the suspension period. Should this occur, Consultant will replace those staff not able to return with staff of equal or higher skill and qualifications. 3. Items and Services Agency will provide: a. Meeting arrangements and facilities for pre-bid and preconstruction meetings. Prepare and distribute meeting notes from pre-bid meeting(s), if any. b. If Agency provides the Field office, it shall include: i. workstations (desk, chair, and storage)for 3 staff ii. conference table and chairs iii, landline telephone for each full-time assigned staff[or IP phone system] iv. combination printer/copier/scanner machine with these capabilities: 11x17 size, color v. hi-speed data connection (minimum 2-GB upload speed) vi. miscellaneous office supplies vii. utilities and sanitary facilities c. Agency will be responsible for monitoring and reporting during the work suspension period. d. Retain Engineer of Record for shop drawing review. RFIs, design changes, and final record drawings. e. Coordination with and enforcement of utility franchise agreements and/or contracts and schedules for services related to this Project. f. Verify that the required permits, bonds, and insurance have been obtained and submitted by the construction contractor. Obtain all permits not required to be provided by construction contractor. g. Construction Survey. Provide project control survey and staking that is not already assigned to the construction contractor.. I ' I ' S:IProjeds\Contracls\CIIentkKent1015014-01 CentraFAveSIDmftsdNegoliationRemrds%ln-houseDmftslLAG-CMICM-L aEx-A-CenlratAve-CM-Scope-FINAL-2015-0 22.docx5 of 8 KBA, Inc. July 16, 2015 4. Scope: a. The SharePoint tool being used on this Project is proprietary to the Consultant(KBA, Inc.), and may not be used by any other party or on any other project without the written permission and involvement of KBA, Inc. b. Consultant will provide observation services for the days/hours that its' Inspector(s) personnel is/are on-site. The Inspector(s) will not be able to observe or report construction activities, or collect documentation, during the time they are not on-site. c. The Consultant's monitoring of the construction contractor's activities is to ascertain whether or not they are performing the work in accordance with the Contract Documents; in case of noncompliance, Consultant will reject non-conforming work and pursue the other remedies in the interests of the Agency, as detailed in the Contract Documents. The Consultant cannot guarantee the construction contractor's performance, and it is understood that Consultant shall assume no responsibility for proper construction means, methods, techniques, Project site safety, safety precautions or programs, or for the failure of any other entity to perform its work in accordance with laws, contracts, regulations, or Agency's expectations. d. Definitions and Roles. The use of the term"inspect"in relation to Consultant services is synonymous with "construction observation, and reference to the"Inspector" role is synonymous with"Field Representative,"and means: performing on-site observations of the progress and quality of the Work and determining, in general, if the Work is being performed in conformance with the Contract Documents; and notifying the Agency if Work does not conform to the Contract Documents or requires special inspection or testing. Where"Specialty Inspector"or"specialty inspection" is used, it refers to inspection by a Building Official or independent agent of the Building Official, or other licensed/certified inspector who provides a certified inspection report in accordance with an established standard. e. Because of the prior use of the Project site, there is a possibility of the presence of toxic or hazardous materials. Consultant shall have no responsibility for the discovery, presence, handling, removal or disposal of toxic or hazardous materials, or for exposure of persons to toxic or hazardous materials in any form at the Project site, including but not limited to asbestos, asbestos products, polychlorinated biphenyl (PCB), or other toxic substances. If the Consultant suspects the presence of hazardous materials,they will notify the Agency immediately for resolution. I. Review of Shop Drawings, samples, and other submittals will be for general conformance with the design concept and general compliance with the requirements of the contract for construction. Such review will not relieve the Contractor from its responsibility for performance in accordance with the contract for construction, nor is such review a guarantee that the work covered by the shop drawings, samples and submittals is free of errors, inconsistencies or omissions. g. Any opinions of probable construction cost provided by the Consultant will be on the basis of experience and professional judgment. However, since Consultant has no control over competitive bidding or market conditions,the Consultant cannot and does not warrant that bids or ultimate construction costs will not vary from these opinions of probable construction costs. h. Development of construction schedules and/or sequencing, and/or reviewing and commenting on contractor's schedules, is for the purpose of estimating number of days to complete a project, and for identifying potential schedule and coordination challenges and determining compliance with the construction contract. It is not a guarantee that a construction contractor will complete the Project in that sequence or timeline, as means and methods are the responsibility of the construction contractor. S:1Projects\ContractslClientUCent101501401 Centm4Ave-S1Drafts&NegotiationPecordsNn-houseDraksUAG-CM\Ex-A-CentmLAve-CIA-Scope-FINAL-201"722.docx 6 Of 8 KBA, Inc. July 16, 2015 I L Consultant is not responsible for any costs, claims or judgments arising from or in any way connected with errors, omissions, conflicts or ambiguities in the Contract Documents prepared by others. The Consultant does not have responsibility for the professional quality or technical adequacy or accuracy of the design plans or specifications, nor for their timely completion by others. j. RCW 4.24.115 is applicable to Consultant's services provided under this Agreement. k. Services provided by the Consultant under this Agreement will be performed in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances, in the same geographical area and time period. I. Agency agrees that Consultant will not be held liable for the completeness, correctness, readability, or compatibility of any electronic media submitted to Agency, after an acceptance period of 30 days after delivery of the electronic files, because data stored on electronic media can deteriorate undetected or can be modified without Consultant's knowledge. m. Consultant will not be liable for any damage to the field office premises or utilities provided by Agency, unless caused by Consultant's own negligence. n. Regarding Article XIX. Protection of Confidential Information, of the LAG Agreement, KBA will perform services under the following assumptions, and such assumptions are assumed acceptable to the AGENCY and the STATE: The AGENCY and/or the STATE will identify each and any item considered to be"State's Confidential Information" as "confidential", as detailed below. Any information received by CONSULTANT that is not so labeled, will be assumed by CONSULTANT to not be"State's Confidential Information". CONSULTANT will return all items pre-identified as State's Confidential Information, to the AGENCY, and will not be required to take any other steps to protect that information. H. OPTIONAL SERVICES All services not detailed above, are considered Optional Services,which, along with any other Extra Work requested by the Agency, will be performed only when a mutually negotiated Supplement to this Agreement is executed, specifying scope of services and budget. Potential Optional Services may include, but are not limited to the following: A. Restaking and/or changes to the one-time control and construction staking, as design changes or stakes or monuments are interfered with by construction contractor. B. Public Involvement Support: 1. Coordinate media releases and traffic advisory updates. 2. Develop and maintain Project website, updating Project progress monthly. 3. Provide periodic notification newsletters to affected property owners on upcoming work, and include contact numbers. C. Provide administrative and support services during construction which are not included in the above scope of services,which may include: 1. Investigations, meetings, and negotiations with the construction contractor involving claims and legal complaints, or a significant amount of defective or rejected work. A"significant amount"would be an item that might represent more than 2.5 percent of the total contract bid amount. 2. Additional work resulting from delinquency or insolvency of the construction contractor; or as a result of damage to the construction Project caused by fire, flood, earthquake or other acts of God, all exclusive of additional work resulting from litigation. S:\Projects\Contmc s\Client\Kent\015014-01 Central-Ave-StDztts&NegotiatlonRecordsNn-houseDmfts\LAG-CM\Ex-A-0entralAveLM-Scope-FINAL-2015-0]22.docx 7 of 8 KBA, Inc. July 16, 2015 3. Additional work resulting from strikes, walkouts, or other acts of trade or labor unions or work required to resolve disputes or goals involving minorities. Additional work resulting from significant delays or acceleration of the work by the construction contractor. 4. Assistance to legal, financial, or other consultants engaged by the Agency beyond the services previously described. S. Additional services resulting from changes in scope or design of the Project due to circumstances beyond the Consultants control. Changes include, but are not limited to, changes in size, complexity,the schedule, character of construction, or method of financing. D. Prepare additional copies of approved drawings, specifications, and other contract documents, either for bidding purposes, or as requested by the Agency. E. Provide record drawings. F. Drafting of Procedures, or Operations and Maintenance Manual(s). S9,Projects\ContradslClieniJCerrt1015�14-01 Central-AvaSOrafts&NegelationFecordsllo-hous DraftlLAG-CMIEx A-Centaa ve-CM-Scope-FINAL-2015-072 docx 8 Of 8 Exhibit Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include,but are not limited to, the following: I. Surveying, Roadway Design&Plans Preparation Section A. Survey Data N/A B. Roadway Design Files N/A C. Computer Aided Drafting Files N/A Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit C Page 1 of 4 D. Specify the Agency's Right to Review Product with the Consultant N/A E. Specify the Electronic Deliverables to Be Provided to the Agency See Exhibit A- Scope of Work. F. Specify What Agency Furnisbed Services and Information Is to Be Provided See Exhibit A- Scope of Work. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit C Page 2 of 4 Revised 1013012014 f i II. Any Other Electronic Files to Be Provided See Exhibit A- Scope of Work. III. Methods to Electronically Exchange Data On-going Project correspondence will be provided via e-mail and hard copy format during the life of the Project. Deliverables will be provided via hard copy, and electronic records on electronic storage medium at closeout. WSDOT Form 940-089 EF Exhibit C Page 3 of 4 A. Agency Software Suite Microsoft Office Suite B. Electronic Messaging System Microsoft Outlook C. File Transfers Format At project completion, hard copy records will be transferred to Client, and electronic records will be transferred via electronic storage medium(thumb drive or DVD). WSDO T Form 140-089 EF Exhibit C Page 4 of 4 P.w..H m1ml2nie Exhibit Prime Consultant Cost Computations See attached. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit D Page 1 of 1 l 11 pF' Nanim m ��i.�im m$m I � d:m YFI v"iG�2 Z� ,o �a9i e`vi�a$ia$ .9,n N"m m I N n a u+�NfN w 8my,j pZt°m'm aJ m a �N�YSm nmm moo XVAm � g3 R^F3 a a N a a a g F m o n N 0 vpayo5 y� n x w ¢ 1 a � m a w j m k UO1�EO�WId�dQ � o g8asv o 93 n - ugy ¢ CIS»SFXA — `�—¢m $," '•"s w»^�» m^ a E evYev — - a � Exhibit E Sub-consultant Cost Computations There isn't any sub-consultant participation at this time. The CONSULTANT shall not sub-contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI "Sub-Contracting" of this AGREEMENT. Ii Agreement Number: WSDOT Form 140-089 EF Exhibit E Page 1 of 1 Exhibit F 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 Rrith 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 this 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 this 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 the AGENCY, the 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,the 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 this AGREEMENT until the CONSULTANT complies, and/or; • Cancellation, termination, or suspension of this AGREEMENT, in whole or in part. 6. Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1)through (5) in every subcontract, 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 STATE, the AGENCY, or FIBVA 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 enter into such litigation to protect the interests of the STATE and/or the AGENCY and, in addition, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit F Page 1 of 1 Po;t . 4niV)19n4a Exhibit G Certification Documents Exhibit G-I(a) Certification of Consultant Exhibit G-t(b) Certification of Agency Official Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying Exhibit G-4 Certificate of Current Cost or Pricing Data I Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of KBA; Inc. whose address is 11201 SE 8th St., Suite 160, Bellevue, WA 98004 and that neither the above firm nor I have: 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 this 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 for me 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 tarnished 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. KBA, Inc. Consultant(Firm Name) n Signature(Authoriz of i'dal of Consultant) Date Roger Smith, Principal Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Exhibit G-1(b) Certification of I hereby certify that I am the: 0 Agency Official ❑ Other of the City of Kent and 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 firm 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 furnished to the 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. f Signature Date ,f j Agreement Number: LA 8224 wSDOT Form 140.089 EF Exhibit G Page 1 of 1 Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions 1. 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 (3) year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of 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 anti-trust 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(1)(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 and local) terminated for cause or default. 11. 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. KBA, Inc. Consultant(Firm Name) Z t' i Signature(Authorize&/Official of Consultant) Date Roger Smith, ?E, Principal Agreement Number_ LA 8224 WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Exhibit G-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 any employee of a Member of Congress in comnection with the awarding of any Federal contract,the malting 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 Federal contract, grant, loan or cooperative AGREEMENT. 2. If any fiwds 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 Form- LLL, `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 unposed 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 S 10,000.00, and not more than $100,000.00, 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 sub-contracts, which exceed$100,000, and that all such sub-recipients shall certify and disclose accordingly. KBA,Inc. Consultant(Firm Name) V Signature(Authorized fficial of Consultant) Date Roger Smith, PE, Principal Agreement Number: WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Exhibit G-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 2.101 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 Central Ave. S. Pavement Preservation & are accurate, complete, and current as of August 4, 2015 **. This certification includes the cost or pricing data supporting any advance AGREEMENT's and forward pricing rate AGREEMENT's between the offer or and the Government that are part of the proposal. Firm: KBA, Inc. P Signature Roger Smith, PE M Title Principal Date of Execution***: S� 1 *Identify the proposal,quotation,request for pricing adjustment, or other submission involved;giving the appropriate identifying number(e.g.project title.) *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. Agreement Nutnber: LA 8224 WSDOT Form 140-089 EF Exhibit G Page 1 of 1 oe,:�oa�mzm�nas Exhibit J 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 S1,000. 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 I 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 first 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: • Swnmation of hours by classification for each fine 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 detennine 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 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 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. If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit J Page 1 of 2 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 firm 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 claim(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 Public 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 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 Director 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 Claim(s) 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. Agreement Number: LA 8224 WSDOT Form 140-089 EF Exhibit J Page 2 of 2 f 1;�91 R 3s e�sm e gm o. Chu. o �m rA&6 5n g gzm �G zf ,—n N'n S m ,met vei W m g K i amo-Ps 2gu� e _ d z e ¢— Y � �c>�z ya ,«m�i', U EcR " � o°➢ � o - a I i �CEAtT Agenda Item: Consent Calendar - 7E 1p,xeHT? g TO: City Council DATE: August 4, 2015 SUBJECT: Consultant Agreement with KBA Inc. S. Central Construction Management -Authorize MOTION: Authorize the Mayor to sign a Consultant Services Agreement with KBA Inc., in an amount not to exceed $600,000, to provide construction management services for the f;entrai Avenue S. Project, subject to final terms and conditions acceptabile to the City Attorney and Public Works Director. SUMMARY: The Central Ave. S. Pavement Preservation and Utility Improvement Project is located on Central Ave S. between Willis Street and the Green River Bridge. This is a federally funded project that will provide pavement rehabilitation between Willis St. and the Green River Bridge. The project will also include rew curb, gutter, and sidewalk replacements, upgrades the existing 6" water main tE'a 12" main, and provides cures-in- place lining of the existing sanitary sewer main. This year has been a very productive year in the Publlc Works Department with over 10 projects anticipated to be under construction this summer and fall. The Construction Engineering section needs additional help to manage all of these projects. Therefore, it is necessary to hire a consultant for the Central Avenue project. Through our selection process and interview with three separate consultants we selected KBA, Inc. KBA, Inc. is a Construction Management firm based in Bellevue that specializes in managing Federally Funded Capital Improvement Projects in the Puget Sound Region. EXHIBITS: Consultant Services Agreement with KB4,Inc. RECOMMENDED BY: Public Works Committee YEA: Fincher, Ralph, Higgins NAY: BUDGET IMPACT: funding for this work is included in the federal grants and B&O funds. �p �®e�^ REQUEST ' SIGNATURE ffi W ns ri r.c-an Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) r"3 Approved by Oireetpaf Originator: Clne I tse`h Phone Ori inator : SSri(-I Date Sent: >.dt Date Required: `S (a Zoi Return Signed Document to: NancyYoshitake Contract Termination Date: VENDOR NAPE. Date Finance Notified: ��� ' [ /1 (Only required on contracts ��` 111 d®i ..1- 10 000 and over or on any Grant DATE OF COUNCIL APPROVAL: Date Risk Manager Notified: NIA (Required on Non-City Standard Contracts/Agreements) Has this Document been Specifically Account Number: Authorized in the Budget? YES Q NO Rqolci0 V\V o0 < Brief Explanation of Document: Continuation of pre-con services through August 7, 2015. No Change in Scope, only a change in the level of effort needed for this phase of work, as reflected in the revised estimate, attached as Exhibit A. All Contracts Must Be Routed Through The Law Department (This area to be completed by the Law Department) Received: b Approval of Law Dept.: 4 S Law Dept. Comments. c Date Forwarded to Mayor: ?— n Shaded Areas To Be Completed By Administration Staff ; Received: 77, Recommendations and Comments: RECEIVED x Disposition: t ; t 6— h-, U 2015 Date Returned: C"OF NT P:�cwu�oimsEoowmenrom=e mg�aeyesuor may sigaweaoa