KBA, Inc for 228th St SW Corridor Improvements - Hwy 99 Enhancements Phase IIINo.
CONTRACT ROUTING FORM
(City Clerk Use Only)
Z Originator: Rob English Routed by: Megan Luttrell
r OF Department/Divisiom Engineering - Public Works Date: 04/16/2015
a
Name of Cons ultant/Contractor: KBA, Inc.
u) CONTRACT TITLE:
Lo 228th St. SW Corridor Improvements/Hwy. 99 Enhancements (Phase III)
Type of Contract: (GR) Grants (1) Intergovernmental Agreement
(S) Purchase of Services (W) Public Works
LLJ M
Z Bid/RFP Number:
O
V Effective Date:
U Has the original City contract boilerplate language been modified?
If yes, specify which sections have been modified:
pDescription
C) of Services.
Total Amount of Contract: $ 493,500.00
Budqet # 112.200.68.595.33.41.00
J
~ Budget #
W
Q Budget #
U
Z Are there sufficient funds in the current budget to cover this contract?
a
LL
Remarks:
Authorization Level: Council
uJ
[� 1. Project Manager
[] 2. Risk Management/Budget
Z 3. City Attorney
2 d 4. Consultant/Contractor
' F] 5. Other
Completion Date:
()Yes �) No
Amount:
Amount:
Amount:
+� Yes O No
✓❑ 6. City Council Approval
Date (it applicable)
7. Mayor
8. City Clerk
(L) Lease Agreement
❑ (0) Other
04/07/2015
Local Agency A&F Professional Services
Cost Plus Fixed Fee Consultant Agreement
Agreement Number:,,,,,
Firm/Organization Legal Name (do not use dba's):
KBA, Inc.
Address
Remit to Address
11000 Main Street, Bellevue, WA 98004
Same
UBI Number
Federal TIN or SSN Number
601-426-427
91-1581416
Execution Date
Completion Date
1/-,21- c,.2 6' /_6"
December 31, 2016
1099 Form Required
Federal Participation
❑ Yes 0 No
0 Yes ❑✓ No
Description of Work
This construction Project improves 228th Street SW, SR 99 MP 44.54 — MP 44.80, Intersection of SR 99, and
76th Avenue West by constructing a new easterly leg of 228th Street SW at SR 99 and revising the SR 99/76th
Avenue West intersection, including two new traffic signal systems, signal interconnect and illumination
systems, HMA paving, ADA compliance sidewalks and ramps, retaining walls, stormwater detention vault,
drainage improvements, erosion control measures, channelization improvements, pedestrian railing, fencing,
driveway entrances, and utility adjustments. This Project also improves the existing lighting along SR 99 from
220th SW to 212th ST SW by removing existing street lights and poles and replacing them with new street and
pedestrian lighting.
❑ Yes 0 No DBE Participation
Total Amount Authorized: $448,636.00
❑ Yes ❑i No MBE Participation
Management Reserve Fund: $ 44,864.00
❑i Yes ❑ No WBE Participation
❑i Yes ❑ No SBE Participation
Maximum Amount Payable: $493,500.00
Index of Exhibits
Exhibit A Scope of Work
Exhibit B -DBE Pa-rkeip0i tm 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 Liability lastifenee laeFe N/A
Exhibit I N/A
Exhibit J Consultant Claim Procedures
Agreement Number:
Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 1 of 14
Revised 1013012014
THIS AGREEMENT, made and entered into as shown in the "Execution Date" box on page one (1) of this
AGREEMENT, between the ,
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
commitment 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 furnish consulting services to
the AGENCY.
NOW, THEREFORE, in consideration of the terms, conditions, covenants, and performance contained herein,
or attached and incorporated and made a part hereof, the parties hereto agree as follows:
I. General Description of Work
The work under this AGREEMENT shall consist of the above -described 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.
II. 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:
Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 2 of 14
Revised 1013012014
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 with 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:
Name: Robert English, City Engineer
Agency: City of Edmonds
Address: 121 Fifth Avenue North
City: Edmonds State: WA Zip: 98020
Email: Robert.English@edmondswa.gov
Phone: 425-771-0220
Facsimile:
IV. Time for Beginning and Completion
If to CONSULTANT:
Name: Sam Schuyler, Project Manager
Agency: KBA, Inc.
Address: 11000 Main Street
City: Bellevue State: WA Zip: 98004
Email: sschuyler@kbacm.com
Phone: 425-455-9720 xll l
Facsimile: 425-455-9732
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:
Local AgencyA&E Professional Services Cost Pius Fixed Fee Consultant Agreement Page 3 of 14
Revised 1013012014
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 ecfi.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits
"D" and ' B" and by this reference made part of this A GR F" ME.NT.
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@wsdot.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 must be necessary for the services provided
under this AGREEMENT.
Agreement Number:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 4 of 14
Revised 1013012014
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 "Term-timition of Agreement."
5. Management Reserve Fund (KW): 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 XDI,
"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 MRF. The Maximum Total Amount Payable does not. include payment for Extra Work as stipulated in
Section XIII, "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 III, "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 perfonning 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 refiind 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 POST AUDIT to
begin the appeal process to the AGENCY for audit findings.
Agreement Number:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 5 of 14
Revised 1013012014
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 accounts pertaining to this AGREEMENT and all items related to or bearing upon
these records with the following exception: if any litigation, claim or audit arising out of, in connection with,
or related to this 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 permission 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 fixed 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 carry 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 fall 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:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement
Revised 1013012014
Page 6 of 14
Compensation Act on behalf of said employees or other persons while $o 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 helshe 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
(42 U.S.C. Chapter 21 Subchapter V § 2000d
through 2000d-4a)
• Federal -aid Highway Act of 1973
(23 U.S.C. Chapter 3 § 324)
• Rehabilitation Act of 1973
(29 U.S.C. Chapter 16 Subchapter V § 794)
• Age Discrimination Act of 1975
(42 U.S.C. Chapter 76 § 6101 et. seq.)
• Civil Rights Restoration Act of 1987
(Public Law 100-259)
• American with Disabilities Act of 1990
(42 U.S.C. Chapter 126 § 12101 et. seq.)
• 23 CFR Part 200
• 49 CFR Part 21
• 49 CFR Part 26
• RCW 49.60.180
In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "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 terminate. If the accumulated payment made to the CONSULTANT prior to Notice
of Termination exceeds the total amount that would be due when computed as set forth 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:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 7 of 14
Revised 1013012014
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 shal 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 within
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 "J". 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:
Local AgencyA&E Professional Services Cost Plus Fixed Fee ConsultantAgreement
Revised 1013012014
Page 8 of 14
XII. Legal Relations
The CONSULTANT, any sub-consultmits, 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 maybe legally liable; and provided ftrther 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 whom 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:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 9 of 14
Revised 1013012014
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 Form CG 00 0110 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 time.
All insurance shall be obtained from an insurance company authorized to do business in the State of Washington.
The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the
execution of this AGREEMENT to:
Name: Robert English, City Engineer
Agency: - City of Edmonds
Address: 121 Fifth Avenue North
City: Edmonds State: WA Zip: 98020
Email: Robert.English@edmondswa.gov
Phone: 425-771-0220
Facsimile:
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 AGENCYpursuant to Exhibit H. In no case shall the CONSULTANT's professional
liability to third parties be limited in any way.
Agreement Number:
LocalAgencyA&EProfessional Services Cost Plus Fixed Fee ConsultantAgreement Page 10 of 14
Revised 1013012014
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 M "Disputes" clause. However, nothing
in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed.
E. Notwithstanding the terms and conditions of paragraphs (A.) and (B.) above, the maximum amount payable for
this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement
to this AGREEMENT.
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
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 inAGREEMENT'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:
Local AgencyA&E Professional Services Cost Plus Flxed Fee Consultant Agreement
Revised 1013012014
Page 11 of 14
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 information 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 tennination 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 Information 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:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 12 of 14
Revised 1013012014
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•AGREENIENT 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, whichever is. "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 far the other
party; (Hi) 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 unless 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. "Documments" shallbe 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:
LocalAgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 13 of 14
Revised 1013012014
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, "ESI" 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 AGREMIENT 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.
Signature I<riste A��B tty, President
KBA, I r-
Signature
City of Edmonds
Date
Date
Any modification, change, or reformation of this AGREEMENT shall require approval as to form by the Office
of the Attorney General.
Agreement Number:
Local AgencyA&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 14 of 14
Revised 1013012014
Exhibit A
Scope of Work
Project No.
Agreement Number:
WSDOT Form 140-089 EF Exhibit A f Page 1 of 1
Revised 1013012014
KBA, Inc.
March 19, 2015
EXHIBIT A
SCOPE OF SERVICES
Construction Management Services
for
228th Street SW Corridor Improvements and SR99 Illumination Phase III Projects
City Contract No. E7AC/2005 & E2AD/C405 / Federal Aid Nos. STPUL/HSIP 2502(001),
HISP 0099(124) & TIB No. 8-1-139(002)-1
KBA, Inc. (Consultant) will provide Construction Management services to the City of Edmonds (Client), for
the Project known as 228th Street SW Corridor Improvements and SR99 Illumination Phase 111
("Project' j. These services will include contract administration, on site field inspection and observation,
documentation, and materials testing, as required and requested by Client during the construction of the
Project, as detailed below.
Project Description: This construction Project improves 228th Street SW, SR 99 MP 44.54 — MP 44.80,
Intersection of SR 99, and 76th Avenue West by constructing a new easterly leg of 228th Street SW at
SR 99 and revising the SR 9986th Avenue West intersection, including two new traffic signal systems,
signal interconnect and illumination systems, HMA paving, ADA compliance sidewalks and ramps,
retaining walls, stormwater detention vault, drainage improvements, erosion control measures,
channelization improvements, pedestrian railing, fencing, driveway entrances, and utility adjustments.
This Project also improves the existing lighting along SR 99 from 2200, SW to 2121h ST SW by removing
existing street lights and poles and replacing them with new street and pedestrian lighting. The Designers
of Record on these Projects are Perteet, Inc. and KPG (Designer).
Consultant will provide Matt Jainga to perform field inspection and Roy Lopez for contract administration
services unless the Project is delayed or suspended to the extent they must be assigned to a different
project, in which case Consultant will provide staff of similar experience and skills.. Consultant shall not
assign another employee to perform field inspection or contract administration services without prior
written approval of Client. Consultant will submit a proposed personnel change to the Client for review
and approval if Matt Jainga or Roy Lopez are no longer available due to Project delay or suspension, or
they leave employment with Consultant. Upon request by Client, Consultant will replace any personnel
from Project team within one week of Client's submittal of a written request to remove an employee from
the Project team.
Consultant personnel providing services on the Project shall address and respond to the public in
accordance with Section 10.1, "General Code of Conduct", of the City's Personnel Policies.
I. CONSTRUCTION MANAGEMENT SERVICES
A. Consultant Contract and Team Management. Consultant will provide overall
management of the consultant contract and team, including:
1. Decide on best modes and frequency of communication with Client and Designer, and use
them. Liaison and coordinate with Client on a regular basis to discuss Project issues and
status.
2. Manage Consultant Team, comprised of Consultant's staff and Subconsultant(s).
3. Review monthly expenditures and Consultant Team scope activities. Prepare and submit to
Client monthly, an invoice and progress report describing Consultant Team services provided
that month. Prepare and submit reporting required by funding source(s), if any.
4. Consultant will provide a spreadsheet breakout by percentage with each monthly invoice
based on Contractor's prior month pay estimate. Client will use this to distribute Consultant
invoice charges between each Bid Schedule (A-G) accordingly throughout the duration of the
S:1ProjeclslContractslCllentlEdmondslBP-14132 Edmonds-228thSt-ConldonDrafls&NegoOatonRecords'Jn-houseDrWts%Ex A-Scope-Edmonds226th-FINAL-20160310,docx 1
of 9
KBA, Inc. March 19, 2015
project. City will review and approve the format of Consultant's invoice prior to the start of
work.
Deliverables
• Monthly invoices, progress reports, and percentage breakout spreadsheets
B. Preconstruction Services
1. Consultant will review Contract Documents to familiarize team with Project requirements.
2. Client will prepare a preconstruction agenda and conduct the Pre -Construction Meeting. The
Pre -Construction Meeting will be separated into two segments covering general administration
and utility coordination.
3. Consultant will review the agenda, take notes during the meeting, and develop a list of action
items to complete. Consultant will also review federal contract requirements with the Contractor
and prepare and distribute meeting notes to attendees.
4. Consultant will conduct a site visit to become acquainted with the Project site and take
preconstrriction photos. The photos shall be provided to the Client for review prior to the start
of construction.
Deliverables
Ok Preconstruction Conference notes and distribution of meeting notes to all attendees via email
Pre -construction photos
C. Construction Phase Services — Contract Administration
1. Consultant will provide the Client with brief monthly construction progress reports,
highlighting progress and advising of issues which are likely to impact cost, schedule, or
quality/scope.
2. Progress Meetings.
a) Consultant will prepare weekly progress meeting agenda and meeting notes, distribute
copies to attendees, and track outstanding and completed issues on a weekly basis.
b) Client will lead progress meetings.
3. Consultant will provide cursory review of Client -inspector prepared Inspector Daily Reports
(IDRs) to confirm the IDRs are signed and meet LAG requirements.
4. Consultant will prepare monthly draft Contractor progress payments and submit to Client for
review and payment. Each progress payment shall be supported by completed and
approved field note records in accordance with the WSDOT LAG Manual.
5. Consultant will review (within 5 working days) the Contractor's initial GPM Schedule against
allowable working days, key utility coordination dates, procurement of long lead items and
Project milestone dates and provide a memo of reviews. Consultant will also review the
schedule sequencing and activity duration to check if they are reasonable. Any
discrepancies, conflicts or unreasonable work durations will be brought to the attention of the
Contractor and Client.
6. Consultant will review (within 3 working days) Contractor's monthly updates to the CPM
Schedule and notify Client and Contractor of discrepancies, conflicts or unreasonable work
durations.
S-.TruiectslConlraclsiGHent\Edmonds'BP-14132 Edmonds-22BIhSt-Cor ldorlDrafts&NegogaUonRecordsllnfiouseDraflslEx-A-Smpe-Edmonds22BlY�-FINAL-20ir-0319.docx2
Of 9
KBA, Inc.
March 19, 2015
7. Consultant will 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.
8. In accordance with the WSDOT Construction Manual, Consultant will monitor Contractor and
Subcontractor's employment documentation for adherence to contract requirements.
Monitoring will include:
a) Maintaining Employment Documentation Log that will track the following items, B through
F.
b) Collecting, reviewing and approving (or rejecting) Requests to Sublet, WSDOT Form 421-
012.
c) Collecting Certified Payrolls and reviewing selected payrolls to verify that they meet
contract wage requirements. Provide updates on missing payrolls at the weekly progress
meeting.
d) Collecting and reviewing L&I form Statements of Intent to Pay Prevailing Wages.
e) Collecting and reviewing L&I form Affidavits of Wages Paid.
f) Collecting and reviewing Certifications for Federal -Aid Projects, WSDOT Form 420-004.
9. Client will prepare construction Change Orders and Change Order Directives. Consultant will
review Contractor price quotes, Client prepared Change Orders and supporting
documentation for Change Orders. If requested by Client, Consultant will prepare
independent cost estimates to evaluate Change Order pricing in accordance with the
WSDOT LAG Manual. Consultant will maintain the change order log and files for WSDOT
review and verify the following documents are in each file:
a) Fully executed Change Order(s).
b) Client Written Authorization to Proceed with Change Order work or executed Change
Order Directive(s).
c) Change Order Pricing.
d) Independent Cost Estimate (if requested by Client).
e) Force Account records (if needed).
f) Schedule analysis for extra working days.
10. Consultant will prepare and maintain, on a weekly interval, a potential Change Order list for
unpaid, Client -requested, or disputed work. The list will include the following:
a) Dates for when work was completed.
b) Description of work.
c) Force account estimate of work.
d) Client Authorization date (if owner requested).
11. Consultant will prepare and maintain a Submittals Log and Record of Materials (ROM) that will
be provided to the Contractor at the weekly coordination meeting. Consultant shall actively
track status of submittals based on information provided by Client. Client will assign review of
submittals.
12. Consultant will prepare and maintain, on a weekly interval, a Request for Information (RFI) log
that will be provided at the weekly coordination meeting with the Contractor. Consultant shall
actively track status of RFIs based on information provided by Client.
13. Consultant will collect and review submitted Disadvantage Business Enterprise (DBE) reports,
and prepare and maintain, on a quarterly interval, a DBE log that tracks payments to DBE
contractors. The log shall be maintained in accordance with current WSDOT guidelines.
Consultant shall submit Contractor's quarterly DBE report to WSDOT Local Programs.
S.lProjactsXContracte CllenhEdmondsM3P-14-132 Edmonds-228HFSt-CorridoMrafts&NegotlegonRecordsUn-house rafts\Ex-AScope-Edmonds228ttrFINAL-2015-0319.docx 3
of 9
KBA, Inc.
March 19, 2015
14. Consultant will prepare and maintain, on a weekly interval, a Force Account Log that tracks by
number and date, all force account work performed by Contractor.
15. Consultant will assist the Client in the investigation of malfunctions or failures of
materials/parts incorporated into the Project during construction.
16. Document Control. Maintain document filing and tracking systems, following Client
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.
17. 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 purposes) 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.
Deliverables
• Monthly Construction Progress Reports
• Meeting Agendas and Notes
• Weekly tracking logs for Submittals, RFIs, force account payments, potential change orders,
and certified payrolls
• Quarterly DBE tracking log
• Memo of review of initial schedules and monthly update memos
• Log documenting State's Confidential Information received, if needed
D. Construction Phase Services — Field — all to be performed by Consultant, unless noted
otherwise
1. Observe the technical conduct of the construction, including providing day-to-day contact with
the construction Contractor, Client, utilities, and other stakeholders, and monitor for
adherence to the Contract Documents. The Consultant's personnel will act in accordance
With Section 1-05.2 of the Standard Specifications.
2. Observe material, workmanship, and construction areas for compliance with the Contract
Documents and applicable codes, and notify construction Contractor of noncompliance.
Promptly notify the Client of any non -conforming work observed during site visits.
3. Prepare complete field notes and Inspector Daily Reports (IDRs) in general compliance with
Client, WSDOT, and Federal requirements. Consultant shall provide Client with completed
IDRs by Friday of each work week The IDRs shall include, at a minimum, a description of the
work performed by the Contractor and Subcontractors, approximate quantities of materials
installed, log of equipment and staff used, traffic control observations, weather condition, and
any observed problems or construction issues.
4. Maintain records of materials and quantities incorporated into the Project including but not
limited to all gravel, rock, concrete tickets and their respective Manufacturing Certificate of
Compliance, and asphalt delivery tickets. Obtain scaleman's certification from Asphalt batch
plant.
5. Observe Contractor's work and ascertain whether or not the Project is built in substantial
conformance to the Contract Documents.
6. Prepare field note records and documents td help assure the Project is administered in
accordance with funding agency requirements.
s:lProjectslContractslCllenllEdmonds%BP-14-132 Edmonds-220thSt CorddoADrafls&NegollallonRecords\In-houseDrafts)Ex-A-Scope-Edmonds220th-FINAL-2015-0318.docx4
of 9
KBA, Inc.
March 19, 2015
7. Monitor daily the Contractor's traffic control procedures and implementation of the approved
. traffic control plans.
8. Monitor the Contractor's temporary erosion and sediment control procedures and systems and
promptly notify the Contractor and Client if erosion or sediment problems are observed within
the Project limits.
9. Monitor the Contractor's compliance with all permits provided to Consultant by Client.
10. Provide daily Project construction photos of traffic control set-up and work activities during the
course of construction. Photographs will be in digital format and cataloged by date.
11. Material testing coordination, as required under the ROM and WSDOT Construction Manual,
with material testing Subconsultant.
12. In accordance with the WSDOT Construction Manual, use WSDOT form 424-003 and conduct
employee interviews and prepare Employee Interview Report for the Contractor and all
Subcontractors.
13. Review the Contractor's construction record drawings on a weekly interval in accordance with
the Contract Provisions. Track and record field changes on drawings and use this information
to verify the Contractor's construction record drawings.
14. Interpret Contract Documents, in coordination with Designer.
15. 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.
16. Establish communications with adjacent property owners. Respond to questions from
property owners and the general public.
17. Coordinate with permit holders on the Project to monitor compliance with approved permits, if
applicable.
18. Attend and actively participate in weekly construction meetings and/or regular on -site
meetings.
19. Punchlist. Upon substantial completion of work, Consultant will contribute, and Client will
coordinate with affected agencies to prepare a punchlist of items to be completed or
corrected. Client will coordinate final inspection with those agencies.
Deliverables:
IDRs with photos, on a weekly basis
Field Note Records
Contractor Employee Interview Reports
• Non -Conformance Reports
• Copy of ROM, monthly
E. Materials — to be performed by Consultant
1. Review, approve, conditionally approve, and/or reject Request for Approval of Material (RAM)
submitted by the Contractor and shall update the Record of Materials (ROM) accordingly.
The ROM will also be updated as test results are obtained.
2. Inspection and acceptance of materials and conduct testing in accordance with the LAG
Manual and the WSDOT Construction Manual.
3. Coordinate concrete tests with testing Subconsultant for adherence to Contract requirements.
Tests to be performed could include: slump, air entrainment and compressive strength.
S:1Projects\Contracts%Cgen6EdmondslBP-14132 Edmonds-22BMt-Conidor\Drafts&NegotaUonRecordsUn-houseD:ells-x-A-Scopa-Edmonds22BOrFlNAL-2015-031g.docx5
Of 9
KBA, Inc.
March 19, 2015
4. Assist with inspection and coordinate testing of Hot Mix Asphalt for adherence to Contract
requirements.
5. Prepare and maintain, on a weekly interval, a ROM report that will be provided at the weekly
project progress meetings. The report should include, at a minimum, the following
information:
a) Date of material test
b) Material tested
c) Type of test performed
d) Test results
e) Status if test results do not meet contract. specifications. Consultant shall promptly notify
Client and Contractor of a failed test reselIt.
6. At the conclusion of the Project, the Consultant will prepare:
a) Certification of Materials to be signed by the Client.
Deliverables:
ROM update reports
Test Results
Certification of Materials
F. Project Completion
1. Consultant will review the Consultant maintained Project records to verify that they are
complete.
2. Consultant and Client will coordinate with WSDOT Local Programs regarding a final review of
Project records and documentation. Consultant will attend follow-up meetings with Client and
WSDOT Local Programs, if the final review identifies missing documentation that requires an
additional review(s) by Local Programs.
3. The Client will issue letters of Substantial, Physical and Final Completion.
4. The Client will prepare the Final Pay Estimate and Voucher.
G. Public Outreach
1. Consultants Inspector will attend one Public Open House prior to commencement of
construction.
2. Prior to key Project milestones, Consultant will provide information for the City to prepare
flyers and Project newsletters for distribution to the adjacent neighborhood and businesses.
3. Consultant and Client shall visit all adjacent businesses to gather contact information,
establish relationships, and learn more about their business operations.
4. Consultant shall establish and maintain a contact list for the purposes of distributing email
alerts. Consultant may be requested by Client to prepare draft e-mail alerts that will be
reviewed by Client before being sent to the listserv.
5. 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.
6. Consultant will prepare and distribute a Project Information Sheet that will be distributed to
the Client twice per month. The format of the information sheet and the type of information to
be contained in the report will be approved by the Client prior to the start of construction.
S:1ProjedslContradslCIlentEdmonds\BP-14-132 Edmonds-228thSt CorddwSDrags&NegodaOonRewrds\In-houseDraftslEX AScope-Edmonds22Bth-FINAL-2015A310.docx6
Of 9
KBA, Inc. March 19, 2015
Deliverables
Information for Project flyers for businesses and residents
E-mail distribution list for businesses and citizens
Weekly public commentfresponse spreadsheet log
Project Information Sheet, twice per month
H. Assumptions
1. Budget:
a. Staffing levels are anticipated in accordance with the attached budget estimate, Exhibit
D. Consultant services are budgeted for an approximate 11 month period, beginning
mid -April 2015 through mid -March, 2016. This is intended to span the originally planned
construction duration of 185 working days, plus time allotted for Project setup and
closeout. Additional time has been included in the estimate for Consultant's Inspector
between June and October 2015. No Night Shift work has been figured into the budget.
A weather suspension is anticipated to begin in late 2015 and continue into 2016.
Consultant services during the weather suspension will be provided as directed by Client.
b. Consultant will provide services up to the limits of the authorized budget. If additional
budget is needed to cover such instances as the following, Client and Consultant will
negotiate a supplement to this Agreement:
I. The Contractor's schedule requires inspection coverage of overtime hours, extra
crews and shifts.
ii. The level of effort changes from what is estimated in the attached Exhibit D.
iii. Adjustment of Consultant Indirect Cost Rate (ICR) percentage pursuant to the terms
as outlined in Section V.A.2 of the LAG Agreement.
iv. The construction contract runs longer than the time period detailed above.
v. Any added scope tasks.
A. 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.
c. The budget allocations shown on Exhibit D, are itemized to aid in Project tracking
purposes only. If approved by Client, the budget may be transferred between labor and
expenses, provided the total contracted amount is not exceeded without prior
authorization.
d. The budget assumes that Client's standard forms, logs; and processes will be used.
2. Items and Services Client will provide:
a. Resident Engineer services for the Project, who will lead the CM team activities.
b. Meeting arrangements and facilities for preconstruction and weekly progress meetings.
c. Dedicated city office space for consultant CM team by April 20, 2015, to include:
I. desk, chair, and storage for two staff
ii. server for the Project, with backup, firewall
iii. unrestricted access to, and supplies for, a combination printer/copier/scanner
machine with these capabilities: 11 x17 size, color
iv. hi -speed data connection (minimum 2-GB upload speed)
v: miscellaneous office supplies
vi. utilities and sanitary facilities
S:\Projects\Contracts\Cllent\Edmonds%BP44132 Edmonds-225thSFCorridor%Drafts&Nego6atlonRecordsMn-houseDrafls\Etc A-Scope-Edmonds22Bth-FINAL2015-0319,docx7
of 9
KBA, Inc. March 19, 2015
d. Retain Engineer of Record for shop drawing review, RFls, 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.
3. Scope:
a. Consultant will provide observation services for the days/hours that its' Inspector(s)
personnel istare 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.
�. 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 C€lent, 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
Client's expectations.
c. 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 Client 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 agerit of the Building Official, or other IIcensed/certified
inspector who provides a certified inspection report in accordance with an established
standard.
d. 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 Client immediately for resolution.
e. 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.
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.
S:\Projeds\Contracts\CllenCEdmondslSP-14-132 Edmonds-228[hSt-ConidWDrafts&Negotla9onRecordslln-houseDraflslEx-A-Scope-Edmonds22Blh-FINAL-2o16-0319.docx$
Of 9
KBA, Inc. March 19, 2015
g. 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.
h. 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.
i. 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.
j. Because data stored on electronic media can deteriorate undetected or can be modified
without Consultant's knowledge, Client agrees that Consultant will not be held liable for
the completeness, correctness, readability, or compatibility of any electronic media
submitted to Client, after an acceptance period of 30 days after delivery of the electronic
files.
k. Consultant will not be liable for any damage to the field office premises or utilities
provided by Client, unless caused by Consultant's own negligence.
I. 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.
11. OPTIONAL SERVICES
All services not detailed above, are considered Optional Services, which, along with any other Extra Work
requested by the Client, will be performed only when a mutually negotiated Supplement to this Agreement
is executed, specifying scope of services and budget.
S:\Projecls\Contracts\Cllent\Edmonds\BP-14132 Edmonds-228thSl-Condor\Drafts&NegotladonRecordsUn-houseDralls\Ex A Scope-Edmonds228grFINAL-2015-0319.docx9
of 9
Exhibit C
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:
WSDOT Form 140-089 EF Exhibit C Page 1 of 4
Revised 1013012014
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
N/A
F. Specify What Agency Furnished Services and Information Is to Be Provided
N/A
Agreement Number:
WSDOT Form 140-089 EF Exhibit C Page 2 of 4
Revised 1013012014
II. Any Other Electronic Files to Be Provided
Deliverables iciciiti fled in Exhibit A - Scope of Services will be saved on Client server and provided in hard
copy format during the project. Agency will be provided with hard copy files at Project closeout.
M. Methods to Electronically Exchange Data
On -going Project correspondence will be provided via e-mail during the life of the Project. Deliverables will
be provided via hard copy at closeout.
WSDOT Form 140-089 EF Exhibit C Page 3 of 4
Revised 1013012014
A. Agency Software Suite
Microsoft Office Suite
B. Electronic Messaging System
Microsoft Outlook
C. File Transfers Format
E-mail and hard -copies during life of Project.
WSDOT Form 140-089 EF Exhibit C Page 4 of 4
Revised 1613012014
Exhibit D
Prime Consultant Cost Computations
Agreement Number:
WSDOT Form 140-089 EF Exhibit D Page 1 of 1
Revised 1013012014
�v N M .� rn•a
m rn .� N �•a m
lO lO
lL lL ll
IL I I I I t I I I I IL
N
0I
iL �t0
L�2 "'
N
O
Z
O
Z
O
Z
O
O
O
La
N
N� m M a
M a
•N
•W
N
< O a
a O V
m
m
iD m
Q
•- N t0 I� M
'M
Q
O IS
N
Q
M a
M
O V
T
O O
T
T
[O tD
Q
N m � m V
R
Q
• u0-i �
W
Q
O N N N O I,�I I N I� .- ml•nI I N IN
N IW O 1!�! I I N IW d'NI l I N
L/1 N .O
2 U U
0 0 0
H F- F-
O O m 0 6
N IL' 9 q q
N d' •� to to V3 b? Vi
m m E
cUU,
iaaC)
..-
y
o
'U
S
E
c .a
N
�
E
C
i
N W
m C O
.¢
Y
41
, o
m
m
t
°•3a E
Y
E �,�ama
Y [qff YONeiJ
a_1Oi uUj
��'in
J
VJ
C
�.in C
W
ll
--a--
- O- O
m N (NO m
O !� A
W S
s
W
m
- V mm0 •
m--'V
<O
n al �g W;s N
m N
s O ^ m
1I
Fm W W
M 1�N
cp M
14 o c0
Oi
O
u')
Z
N
.I.
a� rn N
nim Nrh�c,��m
I^
m o
i O rn m
m
P
�
m ti v W
�n
C'i
r m
"i t0
O
cT
Q
rt7 m �A 1� V t0
m m m V N
•N T
m m
N m m
N W
m
i0
N
[r0 N I6 N
?
m N
m m V
N m
�
m n
v m a
Co m
V
Q
i0
N
'T
N '
M
n
N
M
N�
O aT
M
o rn m N at _�
�a n b
imp� N m
N b
•O
;0
�
rn
M
�
�
40-
a
H
IA
e
�
u O
pp W�p pp mm
ID V V 4N'1 O V
N
Mn W
m E
o
a O c U in
jy
li
o
l'o
@
e
o
U
0
Lu
= c
E
W
c0
t t
•`-OUmhm
m
iW
J
N
-E
n
a
F
E o
•,e iqa � n,io
Pii
d=
v�O
O
Exhibit E
Sub -consultant Cost Computations
Agfeement Number:
WSDOT Form 940-089 EF Exhibff E J Page 9 of 9
Revfsed 1013012014
E�
1,
d
N
60
o w o a
vi�o«w ornt` ch
=1
M00
�mn IN
��o
o
�p o roo o
Nm b
co
co
Ism
u,
rr,
w
u
b
Ng
ti
'n
"•.
i,,.�
3
b a1
C13�
A As
bc
xW
(�c3y-iS
7 6�
�t U�QC7�k�
ij
m:rinU{S�1k�fC7
A�4
p
N
O
T
NW
N
)
\
(D
§
)
B
N
\
�
�
\ )
�
\ \�� C%j
� �\§
■ ]2&
7/®g#
■ gq
p:
,
A
\
/§
k�����
§
/\
�
�7 AN
R�§9A a)
a o /
\0§Kg )\ / ]
§ «�j
&34�f\§\ cojk§\\2 8 q
2NMM�2K3
��WH¥wew
Exhibit F
Title Vl Assurances
During the performance of this AGREEMEN T, the CONSULTANT, for itself, its assignees, and successors
in interest agrees as follows:
1. Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non-
discrimination in federally assisted programs of the AGENCY, Title 49, Code of Federal Regulations,
Part 21, as they may be amended from time to time (hereinafter referred to as the "REGULATIONS"),
which are herein incorporated by reference and made a part of this AGREEMENT.
2. Non-discrimination: The CONSULTANT, with regard to the work performed during 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 (FE WA) 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 FHWA may direct as a means
of enforcing such provisions including sanctions for non-compliance.
Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with,
litigation with a sub -consultant or supplier as a result of such direction, the CONSULTANT may request
the AGENCY 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:
WSDOT Form 140-089 EF Exhibit F
Revised 1013012014
Page 1 of 1
Exhibit G
Certification Documents
Exhibit G-1(a) Certification of Consultant
Exhibit G-1(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
Agreement Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
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
11000 Main Street, 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 fiunished to the City of Edmonds
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)
Signature (A on Official of Consultant)
Kristen A. , President
--1`%•- 2e) -5
Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
Page 1 of 1
Exhibit G-1(b) Certification of AGENCY OFFICIAL
I hereby certify that I am the:
0 Agency Official
❑ Other
of the Local Agency of the City of Edmonds , and the Consultant firm, KBA, Inc.
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 Ru ished to the City of Edmonds
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.
Signature
Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
Page 1 of 9
Exhibit G-2 Certification Regarding Debarment, Suspension and Other
Responsibility Matters - Primary Covered Transactions
I. 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)
Signature (Au onz cial of Consultant)
Kristen A. e , President
Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
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, a officer or employee of Congress, or any employee of a Member of Congress in connection
with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan,
the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment,
or modification of Federal contract, grant, loan or cooperative AGREEMENT.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for
influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress,
an officer or employee of Congress, or an employee of a Member of Congress in connection with this
Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit
Standard 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 imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required
certification shall be subject to a civil penalty of not less than $10,000.00, 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)
Signature (Authorized 0" al o nnsu ant)
Kristen A. Betty, Pr�si'i t
Date
Agreement Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
Page 1 of 1
Exhibit G-4 Certificate of Current Cost or Pricing Data
This is to certify that, to the best of my kmwledge 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 the 228th St SW Corridor & SR 99 Mumin. * are accurate, complete, and current
as of March 19, 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.
L
Signature Kristen A e re Went
Date of Execution***: 3
Title
*Identify the proposal, quotation, request for pricing adjustment, or other submission involved, giving the appropriate R1ou1i fying 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 Number:
WSDOT Form 140-089 EF Exhibit G
Revised 1013012014
Page 1 of 1
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 $1,000. If the consultant's claim(s) are a total
of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the
Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s)
that total $1,000 or less.
This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential
claim by the consultant.
Step 1 Consultant Files a Claim with the Agency Project Manager
If the consultant determines that they were requested to perform additional services that were outside
of the agreement's scope of work, they may be entitled to a claim. The 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:
• Summation of hours by classification for each firm that is included in the claim;
• Any correspondence that directed the consultant to perform the additional work;
• Timeframe of the additional work that was outside of the project scope;
• Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with
the additional work; and
• Explanation as to why the consultant believes the additional work was outside of the agreement
scope of work.
Step 2 Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation
After the consultant has completed step 1, the next step in the process is to forward the request to the
Agency's project manager. The project manager will review the consultant's claim and will met with the
Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the
FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's
recommendation for federal participation in the claim to the WSDOT 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:
WSDOT Form 140-089 EF Exhibit J Page 1 of 2
Revised 1013012014
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 Pubic Works or Agency Engineer shall review and administratively approve or disapprove
the claim, or portions thereof, which may include getting Agency Council or Commission approval (as
appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain
concurrence from WSDOT 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:
WSDOT Form 140-089 EF Exhibit J Page 2 of 2
Revised 1013012014
AM-7603
4. J.
City Council Meeting
Meeting Date: 04/07/2015
Time: Consent
Submitted By: Robert English
Department: Engineering
Type: Action
Information
Subject Title
Authorization for Mayor to sign a Local Agency Agreement for Construction Management Services for
the 228th Corridor Project and the SR99 Ph 3 Lighting Improvements.
Recommendation
Authorize Mayor to sign the Agreement.
Previous Council Action
On March 24, 2015, the City Council reviewed this item and recommended it be placed on the April 7th
consent agenda for approval.
Narrative
The City issued a Request for Qualifications in November, 2014 to hire a consultant to support city staff
with field inspection, contract administration, material testing and federal -aid documentation for the 228th
Corridor Improvement Project and the SR99 Phase 3 Lighting Improvements. The City received
statement of qualifications from four engineering firms and the Selection Committee chose KBA, Inc.
based on their qualifications, experience and approach to provide services during construction.
The City has negotiated a consultant fee of $448,636 to complete the construction support services and
the required material testing. A management reserve of $44,864 is included in the contract ($493,500
total) for additional work that may be authorized by City to address unforeseen conditions or construction
related issues. The key tasks within the scope of work provide for construction administration, field
inspection, public outreach, schedule review and the review and approval of materials, submittals,
requests for information (RFI's), certified payrolls and DBE requirements. The contract will be funded by
the project budgets for the 228th Corridor Improvements and the SR99 Phase 3 Lighting. The project
budgets are comprised of federal transportation grants, State Transportation Improvement Board (TIB)
grant, City of Mountlake Terrace and stormwater, sewer and water utility funds.
Attachments
KBA Agreement
Form Review
Inbox Reviewed By Date
Engineering (Originator) Megan Luttrell 04/02/2015 10:07 AM
Public Works Phil Williams 04/02/2015 05:27 PM
Packet Page 373 of 959
M
CONTRACT ROUTING FORM
Z Originator: Rob English Routed by:
O a Department/Division: Engineering - Public Works Date:
Name of Cons ultant/Contractor: KBA, Inc.
CONTRACT TITLE:
c I Supp. 1 - 228th Corridor Imp. & SR99 Phase 3
Type of Contract: (GR) Grants (1) Intergovernmental Agreement
F' {S) Purchase of Services � (VV) Public Works
Z —
W
11' Bid/RFP Number:
Z
O
V Effective Date: Completion Date:
QHas the original City contract boilerplate language been modified? OYes No
If yes, specify which sections have been modified:
pDescription
C7 of Services.
1.
Total Amount of Contract: $ 493,500.00
Budget# I 112.000.68.595.331141.00 Amount:
FQ„ Budget # Amount:
Q -
QBudget # Amount:
Q Z Are there sufficient funds in the current budget to cover this contract? 0 Yes O No
Z Remarks:
LL
Authorization Level: Mayor
iw
1. Project Manager 6. City Council Approval
Q 2. Risk Management/Budget Date (if applicable)
Z 3. City Attorney ❑✓ 7. Mayor
0 ✓ 4. Consultant/Contractor 8. City Clerk
5. Other
(City Clerk Use Only)
Megan Luttrell
02/09/2016
(L) Lease Agreement
(0) Other
adF&
Washington State
wif Department of Transportation
Supplemental Agreement
Organization and Address
KBA, Inc.
Number 1
11201 SE 8th Street, Suite 160
Bellevue, WA 98004
Original Agreement Number
City #06500
Phone: 425-455-9720
Project Number
Execution Date
Completion Date
#E7AC/2005 & E2AD/C405
4/21/15
December 31, 2016
Project Title
New Maximum Amount Payable
228th St SW Corridor Imp & SR 99 Illumination
$ 493,500.00
Description of Work
Federal Aid #STPUL/HSIP 2502(001, HISP 0099(124) and TIB #8-1-139(002)-2: This is a zero dollar Supplement to release a
portion of the authorized Management Reserve to add additional materials testing services needed. There is no increase to the
Maximum Amount Payable. This is a change in level of effort only, with no change to Scope.
The Local Agency of City of Edmonds
desires to supplement the agreement entered into with KBA. Inc.
and executed on 4121/15 and identified as Agreement No. 06500
All provisions in the basic agreement remain in effect except as expressly modified by this supplement.
The changes to the agreement are described as follows:
Section 1, SCOPE OF WORK, is hereby changed to read:
No change.
Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the number of calendar days for
completion of the work to read: No change.
41�
Section V, PAYMENT, shall be amended as follows.
Budget moved from authorized Management Reserve to Subconsultant expense, in the amount of
511.354.00.
as set forth in the attached Exhibit A, and by this reference made a part of this supplement.
If you concur with this supplement and agree to the changes as stated above, please sign in the appropriate spaces
helnw nnri return to this office for final action_
By. Kristen A. Betty, KBA, Inc. By
C_70�__
onsuIt t Si re
DOT Form 140-063 EF
Revised 9/2005
uate�
67 49,
EXHIBIT A - SUMMARY OF PAYMENTS
Basic Agreement
Supplement 1
Total
Direct Salary Cost
$
146,866
$
$
146,866
Overhead
(Including Payroll Additives)
$
186,372
$
-
$
186,372
Direct Non -Salary Costs
$
10,652
$
-
$
10,652
Subconsultants
$
60,686
$
11,354
$
72,040
Fixed Fee
$
44,060
$
-
$
44,060
Management Reserve
$
44,864
$
(11,354)
$
33,510
TOTAL
$
493,500
$
-
$
493,500
No.
CONTRACT ROUTING FORM
(City Clerk Use Only)
FZ Originator: tob English Routed by: Megan Luttrell
O Dona rimentlDivision• gineering - Public Works Date: 04/29/2016
CL
Name of Consultant/Contractor: KBA, Inc.
vvi CONTRACT TITLE:
o ! 228th St. SW Corridor Improvements & SR99 Illumination
Type of Contract:1-1 (GR) Grants
(1) Intergovernmental Agreement
Z
Z
� (S) Purchase of Services
FV/1 (VV) Public Works
w
f'
Z
Bid/RFP Number:
O
v
Effective Date:
Completion Date:
I—
Has the original City contract boilerplate language been modified? ()Yes No
I.-
If yes, specify which sections have been modified:
OZ
Description
C)
of Services:
Total Amount of Contract: $ 493,500.00
(L) Lease Agreement
11 (0) Other
Budget # 112.000.68.595.33041.00 Amount:
rn
J
Budget # Amount:
w
� i I
QBudget # Amount:
QAre there sufficient funds in the current budget to cover this contract? L'J Yes O No
Z Remarks:
Authorization Level: ayor
wl
1. Project Manager
Q 2. Risk Management/Budget
Z 3. City Attorney
O ✓ 4. Consultant/Contractor
N 5. Other
❑ 6. City Council Approval
Date (l! applicable)
0 7. Mayor
8. City Clerk
12/31/2016
MWashington State
. Adw
Department of Transportation
Supplemental Agreement
Organization and Address
KBA, Inc.
Number 2
11201 SE 8th Street, Suite 160
Bellevue, WA 98004
Original Agreement Number
City #06500
Phone: 425-455-9720
Project Number
Execution Date
Completion Date
#E7AC/2005 & E2AD/C405
4/21/15
December 31, 2016
Project Title
New Maximum Amount Payable
228th St SW Corridor Imp & SR 99 Illumination
$ 493,500.00
Description of Work
Federal Aid #STPUL/HSIP 2502(001, HISP 0099(124) and TIB #8-1-139(002)-2: This is a zero dollar Supplement to release a
portion of the authorized Management Reserve to add additional materials testing services needed and extend KBA's effort on
the project. There is no increase to the Maximum Amount Payable. This is a change in level of effort only, with no change to
Scope.
The Local Agency of
City of Edmonds
desires to supplement the agreement entered into with KBA. Inc.
and executed on 4/21/15 and identified as Agreement No. 06500
All provisions in the basic agreement remain in effect except as expressly modified by this supplement.
The changes to the agreement are described as follows:
Section 1, SCOPE OF WORK, is hereby changed to read:
Nome.
Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the number of calendar days for
completion of the work to read: No change.
Section V, PAYMENT, shall be amended as follows:
Budget moved from authorized Management Reserve to Subconsultant expense, in the amount of $5,228.00
with an additional $28,282.00 moved from Management Reserve to KBA's budget, for a total release of $33,510.00
as set forth in the attached Exhibit A, and by this reference made a part of this supplement.
If you concur with this supplement and agree to the changes as stated above, please sign in the appropriate spaces
below and return to this office for final action.
By:
Kristen A. Betty, KBA, Inc.
Ct)tazig6ture
DOT Form 140-063 EF
Revised 9/2005
By: 1 l t J K (_
Approvin Authority Signature
7
Date �� 8(
Hynd, Linda
From:
Luttrell, Megan
Sent:
Thursday, December 01, 2016 9:27 AM
To:
Hynd, Linda
Subject:
FW: Contract 06500 Expiration Warning
Attachments:
KBA Inc 06500.pdf
Importance:
High
Please extend the expiration on this contract to 6/30/17.
Thank you!
Megan Luttrell
Administrative Assistant
Engineering Division I City of Edmonds
121 51h Ave N I Edmonds, WA 98020
P: 425.771.0220 1 F: 425.672.5750
me an.luttrell@edmondswa. ❑v
From: Ifadmin@edmondswa.go[mailto:lfadmin@edmondswa.gov]
Sent: Thursday, December 01, 2016 7:02 AM
To: contracts.en
Subject: Contract 06500 Expiration Warning
Importance: High
Good Morning,
The following contract will be expiring 30 days from now:
Contract Number: 06500
Title: 228th Corridor Improvements/Hwy 99 Phase 3 Projects
Execution Date: 4/27/2015
Expiration Date: 12/31/2016
If you have any questions, please contact the City Clerk.
Thank you,
Information Services
City of Edmonds
EXHIBIT A - SUMMARY OF PAYMENTS
Basic Agreement
Supplement 1
Supplement 2
Total
Direct Salary Cost
$
146,866
$ -
$
10,539
$
157,405
Overhead
(Including Payroll Additives)
$
186,372
$ -
$
14,582
$
200,954
Direct Non -Salary Costs
$
10,652
$ -
$
-
$
10,652
Subconsultants
$
60,686
$ 11,354
$
5,228
$
77,268
Fixed Fee
$
44,060
$ -
$
3,161
$
47,221
Management Reserve
$
44,864
$ (11,354)
$
(33,510)
$
-
TOTAL
$
493,500
$ -
$
33,510
1 $
493.SBQ
AA
p Eb����
r tS90
CONTRACT ROUTING FORM
Z Originator: Rob English
O Department/Division: Engineering - Public Works
a
Name of Cons ultant/Contractor: KBA, Inc.
CONTRACT TITLE
W 228th Street SW Corridor
No.
(City Cleric Use Only)
Routed by: Megan Luttrell
Date: 12/19/2016
Type of Contract: (GR) Grants (1) Intergovernmental Agreement 1-1 (L) Lease Agreement
f" (S) Purchase of Services (W) Public Works ❑ (0) Other
Z 11/11 W
Z Bid/RFP Number:
10
U Effective Date:
uHas the original City contract boilerplate language been modified?
If yes, specify which sections have been modified:
pDescription
C) of Services:
Total Amount of Contract: $ 493,500.00
Budget # 112.000.68.5985.33.41.00
CO
J --
~ Budget #
W
-
-
C
Q Budget #
V
Completion Date:
OYes G. No
Amount:
Amount: '
Amount:
QAre there sufficient funds in the current budget to cover this contract?
Z Remarks: y g p
� This contract is only extending the expiration date.
Authorization Level: Mayor
W
1. Project Manager
2. Risk Management/Budget
Z 3. City Attorney
N 4. Consultant/Contractor
5. Other
0 Yes O No
6. City Council Approval
Date (if applicable)
❑✓ 7. Mayor
❑ 8. City Clerk
06/30/2017
Luttrell, Megan
From: Sharon Cates <sharon@lighthouselawgroup.com>
Sent: Monday, December 19, 2016 1:06 PM
To: Luttrell, Megan
Subject: RE: KBA Supplement for Review
Attachments: 4319_001.pdf
Hi Megan,
I've reviewed the attached KBA Inc. Supplemental Agreement No. 3 and it is approved as to form.
Best regards,
Sharon
Sharon Cates
1100 Dexter Avenue N., Suite 100
Seattle, WA 981M
Phone: (206) 273-7440
E-mail, sharon@tihthouselaw rou .com
From: Megan Luttrell <me an.luttrell edmondswa. ov>
Date: Monday, December 19, 2016 at 11:03 AM
To: Sharon Cates Brabec <Sharon@lighthouselawgroup.cnm>
Subject: KBA Supplement for Review
Hi Sharon,
I have attached a Supplemental Agreement with KBA for the 2281h St. SW Corridor Improvement Project for your review.
Please approve as to form upon your approval.
Thank you much!
Megan Luttrell
Administrative Assistant
Engineering Division I City of Edmonds
121 5th Ave N I Edmonds, WA 98020
P: 425.771.0220 1 F: 425.672.5750
megan.luttrell@edmondswa.gov
From: SysAdmin
Sent: Monday, December 19, 2016 10:56 AM
To: Luttrell, Megan
Subject: Attached Image
All
� Washington State
v// Department of 7�ansportation
Supplemental Agreement
Number 3
Original Agreement Number
City #06500
Project Number
#E7AC/2005 & E2AD/C405
Project Title
228th St SW Corridor Imp & SR 99 Illumination
Organization and Address
KBA, Inc.
11201 SE 8th Street, Suite 160
Bellevue, WA 98004
Phone: 425-455-9720
Execution Date Completion Date
4/21/15 6/30/17
New Maximum Amount Payable
$493,500.00
Description of Work
Federal Aid # STPUL/HSIP 2502(001), HISP 0099(124) and TIB #8-1-139(002)-2: This is a zero dollar Supplement to extend the
Completion Date to from December 31, 2016 to June 30, 2017. There is no increase to the Maximum Amount Payable.
The Local Agency of City of Edmonds _
desires to supplement the agreement entered in to with KBA, Inc.
and executed on .4/21/15 and identified as Agreement No. 06500
All provisions in the basic agreement remain in effect except as expressly modified by this supplement.
The changes to the agreement are described as follows:
Section 1, SCOPE OF WORK, is hereby changed to read:
No change.
II
Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the,
completion of work to read: 6/30/17.
Section V, PAYMENT, shall be amended as follows:
No change.
If you concur with this supplement and agree to the changes as stated above, please sign in the Appropriate
spaces below and return to this office for final action.
y:.
Consultant Sig ure 'Approvi ng Authority Signature
Date
DOT Form 140-063
Revised 09/2005 6 9��
of EVX104��
CONTRACT ROUTING FORM
71"
Z Originator: Rob English Routed by
O Department/Division: Engineering - Public Works Date:
P
a
p� Name of Cons ultant/Contractor: KBA, Inc.
0 C
0) CONTRACT TITLE:
o Supplement #4 for 228th Corridor Improvements
(City Cleric Use Only)
Megan Luttrell
06/07/2017
i
Type of Contract: (GR) Grants
(1) Intergovernmental Agreement
(L) Lease Agreement
Z
Z
(S) Purchase of Services
(W) Public Works
(0) Other
W
Z
Bid/RFP Number:
i V
Effective Date
Com letion Date
12/31 /2017
p
UHas
V the original City contract boilerplate language been modified? OYes No
I.- If yes, specify which sections have been modified:
pDescription
V of Services: This supplement is only extending the completion date, no other changes to the contract.
Total Amount of Contract: $ 493,500.00
1 Budget # 112.000.68.595.33.41.00
N
J
Budget #
W
a Budget #
C'
Z Are there sufficient funds in the current budget to cover this contract?
Z u_ Remarks:
V —1 Authorization Level: Mayor
W
1. Project Manager
2. Risk Management/Budget
Z 3. City Attorney
0 C]J 4. Con sultant/Contractor
5. Other
Amount:
Amount:
Amount:
lJ Yes ®No
❑ 6. City Council Approval
Date (if applicobre)
7. Mayor
8. City Clerk
Washington State
Aft
MiDepartment of Transportation
Supplemental Agreement
Number- _ 4
Original Agreement Number
City #06500
Project Number
#E7AC/2005 & E2AD/C405
Organization and Address
KBA, Inc.
11201 SE 8th Street, Suite 160
Bellevue, WA 98004
Phone: 425-455-9720
Execution Date
4/21/15
Project Title New Maximum Amount Payable
228th St SW Corridor Imp & SR 99 Illumination $493,500.00
Completion Date
12/31/17
Description of Work
Federal Aid # STPUL/HSIP 2502(001), HISP 0099(124) and TIB #8-1-139(002)-2: This is a zero dollar Supplement to extend the
Completion Date from June 30, 2017 to December 31, 2017. There is no increase to the Maximum Amount Payable.
The Local Agency of Citv_ofEdmonds
desires to supplement the agreement entered in to with Inc.
and executed on 4/21/15 and identified as Agreement No. 06500
All provisions in the basic agreement remain in effect except as expressly modified by this supplement.
The changes to the agreement are described as follows:
Section 1, SCOPE OF WORK, is hereby changed to read:
No change.
Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the
completion of work to read: 12/31AT
Section V, PAYMENT, shall be amended as follows:
No change.
If you concur with this supplement and agree to the changes as stated above, please sign in the Appropriate
spaces below and return to this office for final action.
By: -V,
Consultant Signature
By: 7bo�-'s I a k � --- -�
_ ■cry 7
7 - /2-3i-i 7
DOT Form 140-063
Revised 09/2005
Luttrell, Megan
From:
Beth Ford <beth@lighthouselawgroup.com>
Sent:
Friday, June 02, 2017 2:24 PM
To:
Luttrell, Megan
Cc:
Sharon Cates
Subject: Re: KBA Supplement for 228th Corridor Improvement Project
Importance: High
Megan,
I approve this agreement as to form. Let me know if you need anything else from me.
Beth Ford
Lighthouse Law Group PLLC
1100 Dexter Avenue N., Suite 100
Seattle, WA 98109
Phone: (206) 273-7440
Email: beth(cD-lighthouselawgroup.com
Confidentiality notice:
Unless otherwise indicated, all information in this e-mail message is confidential and may be subject to attorney -client or other privilege.
It is intended solely for the individual or entity to whom it is addressed. If you are not the intended recipient, please be advised that any
dissemination, distribution or copying of this e-mail is strictly prohibited. If you have received this message in error, please notify Beth
Ford immediately via e-mail or telephone and delete this message in its entirety. Unintended transmission shall not constitute a waiver
of confidentiality or any applicable privilege. Thank you.
On Jun 1, 2017, at 1:55 PM, Luttrell, Megan wrote:
Hi Beth,
Can you please review the attached agreement and approve as to form? The contract expires at the end of the month so
it would be good to get this executed as quickly as possible.
Thankyou!
Megan Luttrell
Administrative Assistant
Engineering Division I City of Edmonds
121 5th Ave N I Edmonds, WA 98020
P:425.771.0220 1 F:425.672.5750
megan.lutirell@edmondswo.gov
<Supp-4-2017-0531.pdf>
�� or �t�tirota
Nc asao
CONTRACT ROUTING FORM
(City Clerk Use Only)
Z Originator: Rob English Routed by: Megan Luttrell
Department/Division: Engineering - Public Works Date: 12/21/2017
VName of Cons ultant/Contractor: I KBA
w CONTRACT TITLE:
o Supp 5-228th St. SW Corridor Improvements & SR99 Illumination
Type of Contract: ❑ (GR) Grants (1) Intergovernmental Agreement (L) Lease Agreement
Z � (S) Purchase of Services (W) Public Works (0) Other
Z -
w
Bid/RFP Number:
Z
VEffective Date:
L) Has the original City contract boilerplate language been modified?
I.- If yes, specify which sections have been modified
pDescription
v of Services: This contract is a time extension only.
Completion Date: 06/30/2018
OYes O No —
Total Amount of Contract: $ 493,500.00
V
Budget # 112.000.68.595.33A 1.00 Amount:
Budget # Amount:
0
QBudget # Amount:
Z Are there sufficient funds in the current budget to cover this contract? Yes No
Zif: Remarks:
Authorization Level: Mayor
w
Etc
8 1. Project Manager
�- 2. Risk Management/Budget
Z 3. City Attorney
0 ✓ 4. Consultant/Contractor
N 5. Other
6. City Council Approval
Date (lf applicable)
0 7. Mayor
8. City Clerk
AR
� V&shiington State
W// Department of 7YansportaVon
Supplemental Agreement
Organization and Address
Number 5
KBA, Inc.
11201 SE 8th Street, Suite 160
Bellevue, WA 98004
Original Agreement Number
City #06500
Phone: 425455-9720
Project Number
Execution Date Completion Date
#E7AC/2005 & E2AD/C405
4/21/15 6/30/18
Project Title
New Maximum Amount Payable
228th St SW Corridor Imp & SR 99 Illumination
$493,500.00
Description of Work
Federal Aid # STPUL/HSIP 2502(001), HISP 0099(124) and TIB #8-1-139(002)-2.
This is a zero dollar Supplement to extend the Completion Date from December 31, 2017 to June 30, 2018. There is no increase to
the Maximum Amount Payable.
The Local Agency of City of Edmonds
desires to supplement the agreement entered in to with RBA Inc.
and executed on 4/21/I 5 and identified as Agreement No, 06500.
All provisions in the basic agreement remain in effect except as expressly modified by this supplement.
The changes to the agreement are described as follows:
Section 1, SCOPE OF WORK, is hereby changed to read:
No change.
11
Section IV, TIME FOR BEGINNING AND COMPLETION, is amended to change the
completion of work to read:
Section V, PAYMENT, shall be amended as follows:
No change.
If you concur with this supplement and agree to the changes as stated above, please sign in the Appropriate
spaces below and return to this office for final action.
By: Kris Overleese. President
Consuitant Signature
DOT Form 140-063
Revised 09/2005
7tl16
G6/v — /3
Department of TframperbWldon
City of Edmonds
Federal Aid Project Number Agreement Number
STPUL/fISIP - 2502(001) LA-7331
Local Agency Agreement Supplement
Supplement Number I
5
No. 20.205
)g of Federal Domestic Assistance)
The Local Agency requests to supplement the agreement entered into and executed on March 9, 2011
All provisions in the basic agreement remain in effect except as modified by this supplement.
The change to the agreement are as follows:
Project Description
Name 228th St. SW Corridor Improvments Length 0.6 miles
Termini SR-99 to 76th Ave W
Description of Work ✓ No Change
Reason for Supplement
Transfer unspent federal funds from the Right of Way phase to the Design Phase.
Are you claiming indirect cost rate? []Yes ✓ No Project Agreement End Date 5/1/19
Does this change require additional Right of Way or Easements? II Yes ✓ No Advertisement Date: 315115
f Estimate of Fundinn
Type of Work
YP
(�)
( 2) (3)
(4)
(5)
Previous
Estimated Total
Supplement
Estimated Agency
Estimated Federal
A reement/Su I.
project Funds
Funds
Funds
:PE
o/a a.Agency
0.00
b. Other
0.00
Federal Aid
c.Other
0.00
Participation
Ratio for PE d. State
0.00
e 1 PE Cost Estimate
0.00
0.00
0.00
0.00
0.00
Right of Way
f. Aaeny
0.00
9 r
0.00
Federal Aid h
0.00
Participation
Ratio for RW i. S
0.00
'. Total RM CastEstimate fia+h+i
0.00
0.00
0.00
0.00
0.00
Construction
Contract
0.00
J. Other
0.00
m, Other s �� "i~'�
�% t✓dts/�
N
- A
0.00
Federal Aid n. Other �� S i
I t o
0.00
Participation
Ratio for CN . AgencY I KA
0.00
p. State I
-
0.00
Total CN Cost Estimatek + +n+o
0.00
0.00
0.00
0.00
0.00
r Tot Pro'e C Estimate
0.00
0.00
0.00
0.00
0.00
i ne Local A ency turtner stipulates that pursuant to said Title 23, regulations and policies and procedures, and as a
condition to yment of trederal funds obligated, it accepts and will comply with the applicable pro v'sions.
Agency 0 c al Was ington St� [department of ansportation
By By '
Title Maya Director, Local Pro ram MAY-3 0 2017
ate Executed
DOT Form 140-041 -*" 707 Page 1
Revised 05/2015 Co n/ - 13
�-v 5- NZ/
Agency Supplement Number
City of Edmonds 5
Federal Aid Project Number Agreement Number CFDA No. 20.205
STPUL/HSIP - 2502(001) LA-7331 (Catalog of Federal Domestic Assistance)
VI. Payment and Partial Reimbursement
The total cost of the project, including all review and engineering costs and other expenses of the State, is to be paid
by the Agency and by the Federal Government. Federal funding shall be in accordance with the Federal Transportation
Act, as amended, 2 CFR Part 200. The State shall not be ultimately responsible for any of the costs of the project. The
Agency shall be ultimately responsible for all costs associated with the project which are not reimbursed by the Federal
Government. Nothing in this agreement shall be construed as a promise by the State as to the amount or nature of federal
participation in this project.
The Agency shall bill the state for federal aid project costs incurred in conformity with applicable federal and state laws.
The agency shall minimize the time elapsed between receipt of federal aid funds and subsequent payment of incurred
costs. Expenditures by the Local Agency for maintenance, general administration, supervision, and other overhead
shall not be eligible for federal participation unless a current indirect cost plan has been prepared in accordance with
the regulations outlined in 2 CFR Part 200 - Uniform Admin. Requirements, Cost Principles and Audit Requirements for
Federal Awards, and retained for audit.
The State will pay for State incurred costs on the project. Following payment, the State shall bill the Federal Government
for reimbursement of those costs eligible for federal participation to the extent that such costs are attributable and properly
allocable to this project. The State shall bill the Agency for that portion of State costs which were not reimbursed by the
Federal Government (see Section IX).
VII. Audit of Federal Consultant Contracts
The Agency, if services of a consultant are required, shall be responsible for audit of the consultant's records to determine
eligible federal aid costs on the project. The report of said audit shall be in the Agency's files and made available to the
State and the Federal Government.
An audit shall be conducted by the WSDOT Internal Audit Office in accordance with generally accepted governmental
auditing standards as issued by the United States General Accounting Office by the Comptroller General of the United
States; WSDOT Manual M 27-50, Consultant Authorization, Selection, and Agreement Administration; memoranda of
understanding between WSDOT and FHWA; and 2 CFR Part 200.501 -Audit Requirements.
If upon audit it is found that overpayment or participation of federal money in ineligible items of cost has occurred, the
Agency shall reimburse the State for the amount of such overpayment or excess participation.
IX. Payment of Billing
The Agency agrees that if payment or arrangement for payment of any of the State's billing relative to the project (e.g.,
State force work, project cancellation, overpayment, cost ineligible for federal participation, etc.) is not made to the State
within 45 days after the Agency has been billed, the State shall effect reimbursement of the total sum due from the regular
monthly fuel tax allotments to the Agency from the Motor Vehicle Fund. No additional Federal project funding will be
approved until full payment is received unless otherwise directed by the Director, Local Programs.
Project Agreement End Date - This date is based on your projects Period of Performance (2 CFR Part 200.309).
Any costs incurred after the Project Agreement End Date are NOT eligible for federal reimbursement. All eligible costs
incurred prior to the Project Agreement End Date must be submitted for reimbursement within 90 days after the Project
Agreement End Date or they become ineligible for federal reimbursement.
Vill. Single Audit Act
The Agency, as a subrecipient of federal funds, shall adhere to the federal regulations outlined in 2 CFR Part 200.501 as
well as all applicable federal and state statutes and regulations. A subrecipient who expends $750,000 or more in federal
awards from all sources during a given fiscal year shall have a single or program -specific audit performed for that year in
accordance with the provisions of 2 CFR Part 200.501. Upon conclusion of the audit, the Agency shall be responsible for
ensuring that a copy of the report is transmitted promptly to the State.
XVII. Assurances
Local Agencies receiving Federal funding from the USDOT or its operating administrations (i.e., Federal Highway
Administration, Federal Transit Administration, Federal Aviation Administration) are required to submit a written policy
statement, signed by the Agency Executive and addressed to the State, documenting that all programs, activities and
services will be conducted in compliance with Section 504 and the Americans with Disabilities Act (ADA).
DOT Form 140-041 Page 2
Revised 05/2015
t TA C44MEPr-iAdft
/
Washington State
�� Department of Trtensportatlon
Federal Aid Nubmer : STPUL/HSIP - 2502(001)
Agreement Number: LA-7331
Project Title : 228th St. SW Corridor Improvements
Supplement Number: 5
Type of Work
Estimate of Fund
in
(1)
PREVIOUS AGREEMENT/
SUPPLEMENT
(2)
SUPPLEMENT
(3)
ESTIMATED TOTAL
PROJECT FUNDS
(4)
ESTIMATED
AGENCYFUNDS
(5)
ESTIMATED
FEDERALFUNDS
P.E. a. Agency: (STP/86.5%)
86.5%/100% b. Consultant (STP/86.5%)
=ederal Aid c. Agency (HSIP/100%)
d Consultant (HSIP/100%)
e. State (STP/86.5%)
f State (Agency)
g Total PE Cost Est. (a thru f)
$25,250
$25,250
$3,414
$21,836
1 $327,250
$327,250
$44,248
$283,002
$35,000
$35,000
$35,000
$155,000
$23,059
$178,059
$178,059
$2,500
$2,500
$338
$2,162
$3,500
$3,500
$3,500
$548,500
$23,059
$571,559
$51,500
$520,059
Right of Way h Agency (STP/86.59/)
16.50101100°% i Consultant (STP/86.5%)
itateAid j Acquisition (STP/86.5°%)
larticipation k Acquisition (HSIP/100%)
I Consultant (HSIP/100%)
m State
;atiofor RW n Total R/W Cost Est. (h thru m)
$25,200
$25,200
$3,423
$21.777
$100,995
$100,995
$13,715
$87,280
$138,805
$138,805
$18,862
$119,943
$329,860
$26,931
$356,791
$356,791
$66,764
-$49,990
$16,774
$16,774.00
$661,624
($23,059)
$638,565
$36,000
$602,565
;onstruction o Contract (HSIP/100%)
p Contract (non -participating)
q Consultant (HSIP/100°%)
00% r Consultant (non -participating)
ederal Aid s Agency (HSIP/100%)
t Agency (non -participating)
u State (HSIP/100°%)
articipation v State (non -participating)
atio for CN x Total Const. Cost Est. (k thru p)
$3,204,064
-$110,000
$3,094,064
$3,094,064
$2,086,482
$2,086,482
$2,086,482
$368,948
$0
$368,948
$368,948
$240,279
$240,279
$240,279
$71,339
$110,000
$181,339
$181.339
$46,461
$46,461
$46,461
$3,025
$3,025
$3,025
$1,975
$1,975
$1,975
$6,022,573
$0
$6,022,573
$2,375,197
$3,647,376
r.Total Project Cost Estimate (e+j+q)
$7,232,697
$0
$7,232,697
$2,462,697
$4,770.000
C� IGa r h1�. (Poi&—,r 'FILf
AN&
Washington State
w. Department of Transportation
Mr. Phil Williams
Public Works Director
City of Edmonds
121 51h Avenue N
Edmonds, Washington 98020
Dear Mr. Williams:
Transportation Building
310 Maple Park Avenue S.E.
P.O. Box 47300
Olympia, WA 98504-7300
360-705-7000
June 13, 2017 TTY. 1-800-833-6388
www.wsdot,wa.gov
RA%e.%.FF1vEi0
JUN 19 201?
ENGINEERING DIVISIC)N
City of Edmonds
2281h St SW Corridor Improvements
STPUL-HSIP-2502 (001)
FUND AUTHORIZATION
Enclosed for your information and file is a copy of Supplement Number 5 to Local
Agency Agreement LA-7331 for the subject project between the state and your
agency.
This supplement transfers funds from RW to PE and within your RW and CN Phases
as per your request. All costs exceeding those shown on this agreement are the sole
responsibility of your agency.
As a condition of authorization you must show continuous project progress through
monthly billings, until your project is complete. Failure to show continuous progress
may result in your project becoming inactive per 23 CFR 630.106(a) (5) and subject to
de -obligation of all federal funds and agreement closure.
You may proceed with the administration of this project in accordance with your
WSDOT approved Certification Acceptance agreement.
Sincerely,
Stephanie ax
Interim Director
Local Programs
ST:jg:ac
Enclosure
cc: Mehrdad Moini, Northwest Region Local Programs Engineer, MS NB82-121
- 70 7'�;-
(-n1V -/ -3-
6-30-iy/V 5`/-