HomeMy WebLinkAbout1997-048 Contract - OTAK Inc
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ENGINEERING SERVICES CONTRACT
Engineering services contract made on the date specified below in Recital A between
the City and Engineer as follows:
Recitals:
A. The foUowing information applies to this contract
CITY: CllY OF ASHLAND ENGINEER:
City Hall OTAK, Inc.
20 E. Main St. 17355 SW Boones Ferry Road
Ashland, Oregon 97520 Lake Oswego, OR 97035
(503) 482-3211
FAX: (503) 488.5311 Telephone: 503-635-3618
FAX: 503-635-5395
Date of this agreement: '8: RFP date: 2/7/97
MAY 22,1997 Proposal date: 3/10/97
'2.3. COntracting officer: ASSISTANT CIlY ADMINISTRATOR
'2.4. Project: ASHLAND CREEK FLOOD RESTORATION PROJECT
'6.1. Engineer's representative: LARRY MAGURA
'8.3. Maximum contract amount: $149,578
B. On the date noted above, City issued a request for proposals (RFP) for
engineering services needed by City for the project described above. Engineer
submitted a proposal in response to the RFP on the date noted above.
C. After reviewing Engineer's proposal and proposals submitted by other offerors,
City selected Engineer to provide the services covered by the RFP.
City and Engineer agree as follows:
1. Rela1ionship between City and EnQineer: Engineer accepts the relationship of trust
and confidence established between Engineer and City by this contract. Engineer
covenants with the City to perfor'r1'l S9I'Vices and duties in conformance to and
consistent with the standards generally recognized as being employed by
professionals of engineer caliber in the locality of the project. Engineer further
covenants to cooperate with City, City's representatives, contractors, and other
interested parties in furthering the interests of City with respect to the project. In order
to promote successful completion of the project in an expeditious and economical
manner, Engineer shaU provide professional engineering services for City in all phases
of the project to which this contract applies, serve as City's professional engineering
representative for the project, and give professional engineering consultation and
PAGE 1-ENGINEERING SERVICES AGREEMENT (g;\tri<<1~\__.5221
OS/22/97 14: 18
'6'503 488 5311
CITY HALL-ADMIN.
141 003/010
advice during the tel1Tl of this contract. Engineer acknowledges that City i5 relying en
Engineer to provide professional engineering services in a manner that is consistent
with the Interests of City.
2. Definitions: Genera1ly words, terms and phrases used in this contract shall have
the meaning ascribed to them in the conStruction industry, unless the context Clearly
indicates otherwise. As used in this contract:
2.1. -Contract documents- shall mean this contract, written authorizations
under subsection 5.4, written assignments under subsection 5.2, written amendments
to this contract, schedules established under subsection 5.4 and exhibits incorporated
in other contract documents.
2.2. .City- means the City of Ashiand, Oregon.
2.3. "Contracting officer" means the person specified in Recital A above or that
person's designee.
2.4. nproject" means the project described in Recital A.
2.5. "Work- or -Services. shal mean aD labor, materials, plans, specifications,
construction contract documents, opinions, reports, and other engineering services
and prodUcts which Engineer is required to provide under this contract.
3. Imm.: The term of this contract shall commence on the date specified in Recital A
above and end on completion of all services required by this contract unless sooner
terminated as provided in this contract.
4. AuthoritY of contracting Officer: The contracting officer shall have the authority to
act on behalf of City in the adrnnistration and interpretation of this contract. Subject
to the limitations on authorization of assignments under subsection 5.2, the contractin,~
officer shall have complete authority to authorize services, the contracting Officer shall
have complete authority to authorize services, transmit instructions, receive
information, interpret and define City's policies and make other decisions with respect
to Engineers services.
5. Engineering Services:
5.1. Engineer shall provide services to City that are described in Exhibit 1
which is attached to and incorporated in this contract.
5.2. In addition to the services described in Exhibit 1, the parties may agree to
have Engineer provide other discrete services that are necessary for completion of the
project. Such services will be initiated by written essignments as follows:
PAGE 2-ENGINEERING SERVICES AGREEMENT 19:\1ti8II\MhcrMk\eontreet.5221
OS/22/97 14: 18
'5'503 488 5311
CITY HALL-ADMIN.
III 004/010
5.2.1. Assignments under this subsection Should be used only for
services that are beyond the scope of the services described in Exhibit 1.
No assignment is necessary to authorize services that are customarily
provided in conjunction with, or are ancUlary to, the services described in
Exhibit 1.
5.2.2. Assignments which cover services that will cost less than
$15,000 may be inttiated by the contracting officer. Assignments that
cover services which will cost more than $15,000 must be approved by
the City Administrator.
5.2.3. Each assignment s,hall specify the duties of Engineer, the
objective of the B$Signment, the scope of the assignment and the
estimated cost of the services.
5.2.4. Each assignment shall be signed by both parties.
5.2.5. Each assignment shall incorporate and be subject to the
provisions of the contract documents unless the assignment specifically
provides otherwise.
5.3. In connection with the services described in Exhibit 1 and services
authorized by assignments under subsection 5.2, Engineer shall:
5.3.1. Consult appropriate representatives of City to clarify and
define City's requirements relative to the services.
5.3.2. Review available data relatlve to the services.
5.3.3. ldenttfy data which is not available and is needed to fulfill
the services, and act as City's representative in obtaining such data.
5.3.4. Prepare monthly progress reports to the contracting Officer
on the status of services.
5.3.5. Cooperate with other consultants retained by City in the
exchange 01 information needed for completion of the services and the
project.
5.4. The services described in Exhibit 1 are divided into discrete work
elements. Engineer shall commence performance of services within five days after
receMng written authorization from the contracting officer for work elements described
in Exhibit 1 or assignments made under subsection 5.2. Engineer shall perform the
services as expeditiously as is consistent with professional skill and care and the
orderly progress of the project. Upon request of City, Engineer shall submit for City's
approva4, a schedule for the performance 01 work elements described in Exhibit 1 and
PAGE 3-ENGINEERING SERVICES AGREEMENT kI:\triIfI\-"cr.ek\~anlr.ct.522J
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'6'503 488 5311
CITY BALL-ADMIN.
~005/010
assigrvnents made under subsection 5.2. each schedule shaU Include allowance for
periods 01 time required for City's review and approval of Engineer's services. Each
schedule. approved by City. shaH become a part of this contract.
5.5. Engineer shall perform the S8Nices as an independent contractor in
accordance with generally accepted standards in Engineer"s profession. Engineer
Shall be responsible for the professional quality, technical accuracy and the
coordination of all services performed by Engineer. Engineer shaft, without additionaJ
compensation, correct or revise any error or deficiencies in the services that are
caused by Engineer's negligence. City's review, approval, acceptance of, or payment
for. any of the services shall not be construed to waNe any of City's rights under thi$
contract or of any cause of action arising out of Engineer's services. In the event of
any breach of this contract by Engineer or negligent performance of any of the
services, City's cause of action against Engineer shaU not be deemed to accrue until
City discovers such breach or negligence, or should have, with reasonable diligence,
discovered such breach or negligence. The preceding sentence sha!1 not be
construed. however. to allow City to prosecute an action against Engineer beyond the
maximum time limitation provided by Oregon Jaw.
6. Assignment of Enoine~tt.P-<<sonnel:
6.1. The services covered by this contract shail be rendered by, or under the
supervision of the parson specified in Recital A above, who shall act as Engineer"s
representative in all communications and transadions with City.
6.2. Engineer will endeavor to honor reasonable specific requests of City with"
regard to asSignment of Engineer's employees to perform services if the requests are
consistent with sound business and professional practices.
7. Responsibilities of C~:
7.1. City will cooperate fully with Engineer to achieve the objectives of this
contract.
7.2. City will provide information, documents, materials and services that are
within the possession or control of City and are required by Engineer for perfcrmance
of the services.
7.3. City will arrange for access to, and make all provisions for Engineer to
enter upon, public and private property as required fer Engineer to perform the
services.
7.4. city will provide aU permits nece558ry for completion of the project.
7.5. The contracting officer will act as liaison between City, Engineer. public
agencies, and others involved in the project.
PAGE ~ENGINEERING SERVICES AGREEMENT (g:\&rith\atl<<eek\eon1ract.522)
OS/22/97 14:20
'l!SOJ 488 5311
CITY HALL-ADMIN.
~006 '010
7.6. City shall perform SUCh other functions as are required by written
assignments under subsection 5.2.
8. Payment:
8.1. City shall pay Engineer for services and reimburse Engineer for expenses
incurred by Engineer in performance of services in accordance with a payment
schedule to be submitted by Engineer and accepted by City, No reimbursement will
be made for expenses that are not specifically itemized in this payment schedule
without prior appro\lal by the contracting officer.
B.2. engineer shaD submit monthly invoices to City for Engineer'S services
within ten days after the end of the month covered by the invoice.
B.3. Total payments under this contract or any amendments shall not exceed
the sum specifted in Recital A above.
8.4. This contract shall supersede previous Purchase Orders issued for this
project (Nos. 3278 and 3363).
9. Comcliance with Law:
9.1. This centract win be govemed by and construed in accordanC$ with laws
of the State of Oregon, Engineer shall promptly observe and comply with all present
and future laws, orders, regulations, rules SAd ordinances of federal, state, City and
city governments with respect to the services including, but not limited to, provisions ,of
ORS 279.312, 279.314, 279.316 and 279.320.
9.2. Pursuant to ORS 279~316(2) any person employed by Engineer who
performs werk under this contract shall be paid at least time and a half pay for all
overtime in excess of 40 hours in anyone week, except for persons who are exc/udecl
or exempt from overtime pay under ORS 653.010 to 653.261 or under 29 U.S.C.
Sections 201 10 209.
9.3. Engineer is a "subject employe~ as defined in ORS 656.005 and shall
comply with ORS 656.017. Prior to commer;1cing any work, Engineer shall certify to
City that Engineer has workers' compensation coverage required by ORS Chapter
656. If Engineer is a carrier insured empl~. Engineer shall provide City with a
certiftcate of insurance. If Engineer is a ser~~~~ed employer, Engineer shall provide
City with a certification from the Oregon Dep,aronent of Insurance and Finance as
evidence of Engineer'S status.
10. Ownership of Documents: All docume~. prepared by Engineer pursuant to this
contract shall be the property of City. To ~ extent permitted by law, City shall, within
the limits of the Oregon Tort Claims Act, d~, indemnify and hold harmless
Engineer, its consultants, agents and em ,ees against air damage:s, claims,
PAGE 5-ENGINEERING SERVICES AGREe ENT (1I:\triIh'-'-wk\oGlnWR:.522)
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expenses and losses arising out of any reuse of plans, specifications and other
documents prepared by Engineer without prior written authorization of Engineer.
11. Re&Ords:
11.1. Engineer shall develop and maintain complete books of account and
other records on the services which are adequate for evaluating Engineer's
performance. Engineer shall maintain records In such a manner as to provide a clear
distinction between the expenditures and revenues related to the project and the
expenditures and revenues related to Engineer's other business.
11.2. Engineer's books and records shall be made available for inspection by
City at reasonable times, to verify Engineer's compliance with this contract. City shall
have the right to request an audit of EngJneer's books and records by a certified
public accountant retained by City.
12. Indemnmcqtion: Engineer shall defend, indemnify and save City, its officers.
agents, and employees harmless from any and all claims, actions, costs, judgments,
damages or other expenses resulting from injury to any person Qncluding injury
resulting in death.) or damage to property (including loss or destruction). of
whatsoever nature arising out of or incident to the negligent performance of this
contract by Engineer Qncluding but not limited to, the negligent acts or omissions of
Engineer's employees, agents, and others designated by Engineer to perform work or
services attendant to this contract). Engineer shall not be held responsible for any
daims, actIons, costs, judgments. damages or other e.xpenses, directly and
proximately caused by the negligence of City.
13. IlJsurance:
13.1. Engineer shall. at its own expense, at all times during the term of this
contract, maJntain in force:
13.1.1. A comprehensive general liability poUcy including coverage
for contractual liability for obligations assumed under this contract,
blanket contractual liability, products and completed operations and
owner., and contractor's protective Insurance;
13.1.2. A professional errors-and omissions liability policy; and
13.1.3. A comprehensive automobile liabnity policy including
owned and non-owned automobiles.
13.2. The coverage under each liability Insurance pOlicy shall be equal to or
greater than the limits for claims ~ade under the Oregon Tort Claims Act with
minimum coverage of $500,000 per occurrence (combined single limit for bodily injury
PAGE 6-ENGINEERING SERVICE~ AGREa:;MENT 18;\tri.t1\.M:rnlt\oor4r8ct.522J
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and property damage claims) or $500,000 per occurrence for bodily injury and
$100,000 per occurrence for property damage.
13.3. Liability coverage shall be provided on an .occurrence" basis. .Claims
madeu coverage will not be acceptable, except for the coverage required by
subsection 13.1.2.
13.4. Certificates of insurance acceptable to the City shall be filed with City
prior to the commencement of any work by Engineer. Each certificate shall state that
coverage afforded under the policy cannot;'be cancelled or reduced in ooverage
cannot be made until at least 30 days prior written notice has been given 10 City. A
certificate which states merely that the issuing company -will endeavor to mail" written
notice is unacceptable.
14. Dm!tult:
14. 1. There shall be a defautt under this contract if either party tails to perform
any act or obligation required by this cont~ct within ten days after the other party
gives written notice specifying the nature of the breach with reasonable particularity. H=
the breach specified in the notice is of suct1 a nature that it cannot be completely
cured within the ten day period, no default:sharl occur if the party receiving the notice
begins performance of the act or 'obligation within the ten day period and thereafter
proceeds with reasonable diligence and in ,good faith to effect the remedy as soon as
practicable. '
14.2. Notwithstanding subsection 14.1. either party may deClare a default by
written notice to the other partyt without al~ng an opportunity to cure, if the other
party repeatedly breaches the terms of this contract.
14.3. tf a default occurs, 'the party ihjUJred by the default may elect to terminate
this contract and pursue any equitable or "gal rights and remedies available under
Oregon law. All remedies shall be cumulato/e.
14.4. Any litigation arising out of ,thiS contract shaD be conducted in Circuit
Court or District Court of the State of ore~1iI for Jackson County.
15, Termination without Cause:
15.1. In addition to the right to terr'T)111ate this contract under subsection 8.4 or
subsection 14.3, City may terminate by gi\1ng Engineer written notice sixty days prior
to the termination da1e. i;
II
15.2. In addition to the right to tem1i~ate this contract under subsection 14. ~ I
Engineer may complete such analyses and records as may be necessary to place its
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PAGE 7-ENGINEERING SERVICES AGREEME~T 1G:\triIh\____\~D~6221
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files in order and, where considered necessary to protect its professional reputation, to
complete a report on the services performed to date of tennination.
15.3. If City terminates the centrad under subsection 15.2, Engineer shall be
paid for all fees earned and costs incurred prior to the termination date. Engineer
shall not be entitled to compensated for lost profits.
16. Notices: Any notice required to be given under this contract or any notice
required to be given by law shall be in writing and may be given by personal delivery
or by registered or certified mail, or by any other manner prescribed by law.
16.1. Notices to City shal' be addressed to the contracting officer at the
address provided for the City in RecitaJ A above.
16.2. Notices to Engineer shall be addressed to the engineer's representative
at the address provided fer the Engineer in ReCital A above.
17. Assignment City and Engineer and the respective successors, administrators,
assigns and legal representatives of each are bound by this contract to the other party
and to the partners. successors, administrators, assigns and legal representatives of
the other party. Engineer shall not assign ,or subcontract Engineer's rights or
obligations under this contract without prior written consent of City, Except as stated
in this section, nothing in this contract shaJl be construed to give any righ~ or benefits
to anyone other than City and Engineer.
18. Modification: No modification of this contract shall be valid unless in writing and
signed by the parties.
ENG[NEER - OTAK. Inc.
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ASHLAND CREEK RESTORATION PROJECT
PROJECT TASK SUMMARY
Otak Ilt'ojoct Number L 1844
TASK
1.
2,
J.
4.
S.
HSCBIPTION
E.dy Action Ph.le
Topo Survoy' Fiold Data
Hydt'Otogtc Analysis
Prepare Bllselino Hydremlic Model
P<<m..nenl Channel Ilbprovemenll i. Park
6.
Cbnnel Improvwnonta Downtu-aem of Winburn Way
~
n= 7. )feats Mcetlng~
- ~-- --o-;--c_:~I!\~~_i __-_
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8,
9.
10.
Bnvironmentol Evaluation
PC'Ilparation ot Iloport of FindingsJ 8.ecomme'ld~tiOllll
Travel and Per Diem
TOTAL
OrAl< BlSBMAN
16.707 ]0.812
2,140
9,193
11,131
6,3 1 J 1,160
7,'14 506
4.314 3,600
- -
--
488
8~%7
4,/00
78.t87
8,000
1,610
2,400
28.148
CDA MARQlJESS
10,803 I;JH
15,100
9,975
].~20
2.510
16.701
16.435
<=
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TOTAL
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39.657
17,.'"
9.1'3
17,131
7t47)
8.140
17.889
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14)'57
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CERTIFICATE OF LIABILITY INSURANCE
Ext:
DATI: :IIII11IDDlYVI
OS/22/199/
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
COMPANIES AFFORDING COVERAGE
COMPANY HH}iart'fCi'rd'!'iis'lirance
A
"H:>ULCt-~ (~03) 293-8325
. D. Fulwiler & Company,
5603 SW Hood
P.o. Box 69508
Portland, OR 97201
Attn: Patti Hughes
INSURED
FAX (503) 293-5418
Inc.
3008
Otak Inc, Otak Architects PC,
Otak Engineering & Otak Vancouver
ATTN: Patti Kool
po Box 1379
lake Oswego, OR 97035
COMPANY .H.H.Siifecoliisurance'H'tompaii}iH
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COMPANY
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'$
PRODUCTS - COM PlOP AGG : $
PERSONAL & ADV INJURY : $
:$
. FIRE DAMAGE (Anyone fire) : $
: MED EXP (Anyone person) : $
EACH OCCURRENCE
. 1,OOO!000
. H. H H~' <>.<>.<>. 'HO()()
1,OOO,O()0
H'HH~~H()O(),<?<>.<>.
. 3()O, 000
10 000
HHt?,H(iU k
~ lJ0 if.;
fi --~"~""-'=~',~-,
If
COVERAGES
THIS IS TO ~ERT FY THA~ THE POLl~IES OF INS.J~A~CE LISTED BELOW HAVE SEE'IIISSUE::l TO TtiE INSURE<) NAM
!N!: CA.T;::D NOTWI-...5TAII.I:lING ANY REQlJIRE'J1EII. T -ERM OR CCNC'ITION OF ANY ::=->....-R'O'CT OR OTHER DOC.J
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREI
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
A
COMMERCIAL GENERAL LIABILITY
CLAIMS MADE : X : OCCUR
52SBKDW5364
12/09/1996
12/09/1997
CO
LTR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE POLICY EXPIRATION
DATE (MMIODNY) DATE (MMlDDNY)
AUTOMOBILE LIABILITY
X ANY AUTO
ALL OWNED AUTOS
A SCHEDULED AUTOS 52UENJS4780
X HIRED AUTOS
X NON-OWNED AUTOS
COMBINED SINGLE LIMIT
$
1 000 000
12/09/1996
12/09/1997
BODILY INJURY
(Per person)
$
BODILY INJURY
(per accident)
$
PROPERTY DAMAGE
$
GARAGE LIABILITY ' AUTO ONLY - EA ACCIDENT :$
ANY AUTO I' .. ..!',-,r." '. . .
EACH ACCIDENT: $
AGGREGATE : $
EXCESS LIABILITY EACH OCCURRENCE $ 10 000 000
A X UMBRELLA FORM 52XHUJS2915 12/09/1996 12/09/1997 AGGREGATE $ 10 000 000
OTHER THAN UMBRELLA FORM
WORKERS COMPENSATION AND X
EMPLOYERS' LIABILITY 500,000
B WC2145117J 03/30/1997 . 03/30/1998 EL EACH ACCIDENT $
THE PROPRIETOR!
PARTNERs/EXECUTIVE EL DISEASE - POLICY LIMIT $ 500 000
OFFICERS ARE: EL DISEASE - Ell. EMPLOYEE $ 500,000
PWSf!ESSIONAl LIABILITY $2,000,000 Per Claim/Aggregate
C Claims Made Form NPC136408708 10/06/1996 10/06/1997 $50,000 Deductible
DESCRIPTION OF OPERATIONSlLOCATIONSlVEHICLESlSPECIAL ITEMS
e: Ashland Creek Restoration Project - l7844 Otak #
ertificate holder is recognized as additional insured with respects to referenced project.
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)?::::r:::::::~~ij('r?)r:(:::::?:({(?:??rrr:{'f:'f)f?'r!'}f(t:f::'::::::(fff:ft\q
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
City of Ashland
City Hall (fax# 541-488-5320)
Attn: Greg Scoles (assistant city admin.)
20 East Main Street
Ashland, OR 97520
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
~ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMP ITS AGENTS OR REPRESENT VES.
AUTHORIZED REPRESENTA
Janice Pierce
K
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ACORD 26-6 (1/85)
:>ACORD CORPORATION 198