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ATC Associates ~ 0 CITY OF TIGARD, OREGON AGREEMENT FOR SERVICES RELATED TO ASH AVENUE SANITARY SEWER REIMBURSEMENT DISTRICT NO.35 THIS AGREEMENT made and entered into this 17th of June, 2005 by and between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and ATC Associates, Inc., hereinafter called Consultant. RECITALS WHEREAS, Consultant has submitted a bid or proposal to City to provide specific services; and WHEREAS, Consultant is in the business of providing specific services and is aware of the purposes for which City requires the services; and WHEREAS, City and Consultant wish to enter into a contract under which City shall purchase the services described in Consultant's bid or proposal; THEREFORE, The parties agree as follows: 1. SERVICES TO BE PROVIDED Consultant agrees to provide services related to boring for the O'Mara Edgewood Santiary Sewer District 31 as detailed in Exhibit A—Scope of Services and by this reference made a part hereof. 2. EFFECTIVE DATE AND DURATION Consultant shall initiate services upon receipt of City's notice to proceed, together with an executed copy of this Agreement. This Agreement shall become effective upon the date of execution and shall expire, unless otherwise terminated or extended, on July 30, 2005. All services shall be completed prior to the expiration of this Agreement. 3. COMPENSATION City agrees to pay Consultant an amount not exceeding four thousand five hundred and (00-99)/100 dollars ($4,500) for performance of those services described herein, which payment shall be based upon the following applicable terms: A. Payment will be made in installments based on Consultant's invoice, subject to the approval by the City, and not more frequently than monthly. Payment shall be made only for work actually completed as of the date of invoice. B. Payment by City shall release City from any further obligation for payment to Consultant, for services performed or expenses incurred as of the date of the invoice. Payment shall not be considered acceptance or approval of any work or waiver of any defects therein. C. Consultant shall make payments promptly, as due, to all persons supplying labor or materials for the prosecution of this work. D. Consultant shall not permit any lien or claim to be filed or prosecuted against the City on any account of any labor or material furnished. E. Consultant shall pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. F. If Consultant fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to Consultant or a subconsultant by any person as such claim becomes due, City may pay such claim and charge the amount of the payment against funds due or General Services Agreement—Pacific Water Resources,Inc. Ash Avenue San Sew Ext Reimbursement District No.35(File No.0564) Page 1 of 6 to become due the Consultant. The payment of the claim in this manner shall not relieve Consultant or their surety from obligation with respect to any unpaid claims. G. Consultant shall pay employees at least time and a half pay for all overtime worked in excess of 40 hours in any one work week except for individuals under the contract who are excluded under ORS 653.010 to 653.261 or under 29 USC sections 201 to 209 from receiving overtime. H. Consultant shall promptly, as due, make payment to any person, co-partnership, association or corporation, furnishing medical, surgical, hospital care or other needed care and attention incident to sickness or injury to the employees of Consultant or all sums which Consultant agrees to pay for such services and all moneys and sums which Consultant collected or deducted from the wages of employees pursuant to any law, contract or agreement for the purpose of providing or paying for such service. I. The City certifies that sufficient funds are available and authorized for expenditure to finance costs of this contract. 5. ASSIGNMENT/DELEGATION Neither party shall assign or transfer any interest in or duty under this Agreement without the written consent of the other and any attempted assignment or transfer without the written consent of the other party shall be invalid. 6. SUBMITTING BILLS AND MAKING PAYMENTS All notices and bills shall be made in writing and may be given by personal delivery, mail or fax. Payments may be made by personal delivery, mail, or electronic transfer. The following addresses shall be used to transmit notices,bills,payments, and other information: Contract Manager for City Contract Manager for Consultant City of Tigard Company: ATC Associates,Inc. Attn: Vannie T.Nguyen,P.E.,CIP Engineering Mgr Attn: Fritz Leonard, Senior Project Manager 13125 SW Hall Blvd.,Tigard,Oregon 97223 Address: 11825 SW Greenburg Road,Suite 2B Phone: (503)639-4171 ext.2460 Phone: 503-684-0525 Fax: 503-624-0752 Fax: 503-624-0415 Email Address: vannie@ci.tigard.or.us Email Address: leonard38@atc-enviro.com, 7. TERMINATION The parties agree that any decision by either party to terminate this Agreement before 30th of July, 2005 shall be accompanied by thirty (30) days written notice to the other party prior to the date termination would take effect. There shall be no penalty for early termination. If City terminates the contract pursuant to this paragraph, it shall pay Consultant for services rendered prorated to the date of termination. 8. ACCESS TO RECORDS City shall have access to such books, documents, papers and records of Consultant as are directly pertinent to this Agreement for the purpose of making audit, examination, excerpts and transcripts. 9. FORCE MAJEURE Neither City nor Consultant shall be considered in default because of any delays in completion and responsibilities hereunder due to causes beyond the control and without fault or negligence on the part of the parties so disenabled, including but not restricted to, natural disaster, war, civil unrest, volcano, earthquake, fire, flood, epidemic, quarantine restriction, area-wide strike, freight embargo, unusually severe weather or delay of subConsultant or supplies due to such cause; provided that the General Services Agreement-09-11-03 Rev.-09/17/03 parties so disenabled shall within ten (10) days from the beginning of such delay, notify the other party in writing of the cause of delay and its probable extent. Such notification shall not be the basis for a claim for additional compensation. Each party shall, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and shall, upon cessation of the cause, diligently pursue performance of its obligation under the Agreement. 10. NON-DISCRIMINATION Consultant agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statues, rules, and regulations. Consultant also shall comply with the Americans with Disabilities Act of 1990, ORS 659.425, and all regulations and administrative rules established pursuant to those laws. 11. INDEMNITY/HOLD HARMLESS Consultant shall defend, indemnify and hold harmless City, City's officers, employees, agents and representatives from and against all liability, claims, demands,judgments, penalties, and causes of action of any kind or character, or other costs or expenses incidental to the investigation and defense thereof, of whatever nature, resulting from or arising out of the activities of the Consultant or its subconsultants, agents, or employees under this contract, except, however, that the foregoing shall not apply to liability that arises out of City's negligence. 12. INSURANCE Consultant shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of Consultant's activities or work hereunder. The policy or policies of insurance maintained by the Consultant shall provide at least the following limits and coverages: A. Commercial General Liability Insurance Consultant shall obtain, at Consultant's expense, and keep in effect during the term of this contract, Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit General Aggregate 1,000,000 Products-Completed Operations Aggregate 1,000,000 Personal & Advertising Injury 1,000,000 Each Occurrence 1,000,000 Fire Damage (any one fire) 50,000 Medical Expense(any one person) 5,000 B. Business Automobile Liability Insurance If Consultant will be delivering any goods or services which require the use of a vehicle, Consultant shall provide City a certificate indicating that Consultant has business automobile liability coverage for all owned, hired, and non-owned vehicles. The Combined Single Limit per occurrence shall not be less than $1,000,000. Said insurance shall name City as an additional insured and shall require written notice to City thirty (30) days in advance of General Services Agreement-09-11-03 Rev.-09/17/03 cancellation. If Consultant hires a carrier to make delivery, Consultant shall ensure that said carrier complies with this paragraph. C. Workers' Compensation Insurance The Consultant and all employers providing work, labor or materials under this Contract that are either subject employers under the Oregon Workers' Compensation Law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject workers or employers that are exempt under ORS 656.126. Out-of-state employers must provide Oregon workers' compensation coverage for their workers who work at a single location within Oregon for more than 30 days in a calendar year. Consultants who perform work without the assistance or labor of any employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of not less than $500,000 each accident. D. Insurance Carrier Rating All coverage provided by the Consultant must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carner(s) with an unacceptable financial rating. E. Certificates of Insurance As evidence of the insurance coverage required by the contract, the Consultant shall furnish a Certificate of Insurance to the City. No contract shall be effected until the required certificates have been received and approved by the City. The procuring of such required insurance shall not be construed to limit Consultant's liability hereunder. Notwithstanding said insurance, Consultant shall be obligated for the total amount of any damage, injury, or loss caused by negligence or neglect connected with this contract. 20. ATTORNEY'S FEES In case suit or action is instituted to enforce the provisions of this contract, the parties agree that the losing party shall pay such sum as the court may adjudge reasonable attorney fees and court costs, including witness fees (expert and non-expert), attorney's fees and court costs on appeal. 21. COMPLIANCE WITH STATE AND FEDERAL LAWS/RULES Consultant shall comply with all applicable federal, state and local laws, rules and regulations, including, but not limited to, the requirements concerning working hours, overtime, medical care, workers compensation insurance, health care payments, payments to employees and subConsultants and income tax withholding contained in ORS Chapter 279, the provisions of which are hereby made a part of this agreement. 22. CONFLICT BETWEEN TERMS It is further expressly agreed by and between the parties hereto that should there be any conflict between the terms of this instrument in the proposal of the contract, this instrument shall control and nothing herein shall be considered as an acceptance of the terms of proposal conflicting herewith. 23. SEVERABILITY In the event any provision or portion of this Agreement is held to be unenforceable or invalid by any court of competent jurisdiction, the validity of the remaining terms and provisions shall not be affected to the extent that it did not materially affect the intent of the parties when they entered into the agreement. General Services Agreement-09-11-03 Rev.-09/17/03 24. COMPLETE AGREEMENT This Agreement, including the exhibits, is intended both as a final expression of the Agreement between the parties and as a complete and exclusive statement of the terms. In the event of an inconsistency between a provision in the main body of the Agreement and a provision in the Exhibit, the provision in the main body of the Agreement shall control. In the event of an inconsistency between Exhibit A and Exhibit B, Exhibit A shall control. No modification of this Agreement shall be effective unless and until it is made in writing and signed by both parties. No waiver, consent, modification, or change of terms of this Agreement shall bind either party unless in writing and signed by both parties. Such waiver, consent,modification, or change if made, shall be effective only in specific instances and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. Consultant, by the signature of its authorized representative, hereby acknowledges that Consultant has read this Agreement, understands it and agrees to be bound by its terms and conditions. IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Consultant has executed this Agreement on the date hereinabove first written. CONSULTANT ATC Associates, Inc. By: Company Name P " Nam t ee&Title of thorize Rep'resentatiNM Sign Nat& Date CITY OF TIGARD U-A�4-"wqn� By: Vannie T. 4g4yj1i, P.E. CIP Engineering Manager Date Q...'jor� • -- off-. By: A f P. Duenas,P.E, City Engineeri*g Date General Services Agreement-09-11-03 Rev.-09/17/03 0 • EXHIBIT A SCOPE OF SERVICES Scope of Services will be as outlined in the attached Proposal for Borings from ATC Associates, Inc. dated June 10, 2005. General Services Agreement-09-11-03 Rev.-09/17/03 EXHIBIT B CONSULTANT'S PROPOSAL General Services Agreement-09-11-03 Rev.-09/17/03 11825 SW Greenburg Road, Suite 2B Tigard,Oregon 97223 (:VJ%TC www.atc-enviro.com ASSOCIATES INC 503.684.0525 fax 503.624.0415 June 10,2005 Ms.Vannie Nguyen City of Tigard Engineering Department 13125 SW Hall Boulevard Tigard,Oregon 97223 RE: Proposal for Borings O'Mara Edgewood Sanitary Sewer District#31 Tigard,Oregon Dear Ms.Nguyen: ATC Associates, Inc. (ATC) is pleased to submit this proposal to perform borings for the O'Mara Edgewood Sanitary Sewer District#31. This proposal outlines our understanding of the project and presents the proposed scope of services and associated fees. PROJECT INFORMATION We received verbal project information from you including a general description of the existing roadway at the subject site. ATC understands that collected information concerning soil conditions will be used in the design and construction bid phase of a sewer reimbursement project. The proposal was prepared based the boring location map faxed on June 8, 2005. PROPOSED SCOPE OF SERVICES We propose to core pavement and drill a total of 3 soil test borings, located in the vicinity of the proposed manhole locations identified on the site map provided by The City of Tigard on June 8, 2005. The test borings will be advanced to a maximum depth of 16 feet depending on the proposed depth of the manhole vertical depths. We will perform our fieldwork with as minimum an impact as possible on the sites and residents. The borings will be advanced using hollow stem auger drilling equipment in accordance with current American Society for Testing and Materials (ASTM) methods and specifications. Soil samples will be collected using a two-inch diameter Standard Penetration Test(SPT) sampler. The Proposal For Evaluation of Soil Conditions O'Mara Edgewood Sanitary Sewer District#31 Tigard,Oregon SPT sampler will be driven 18 inches into undisturbed soil using a 140-pound hammer free-falling a distance of approximately 30 inches. Soil samples will be collected from the SPT sampler at 2.5- foot centers to an approximate depth of 10 feet bgs, and at 5-foot centers thereafter to the boring termination depth. Field personnel will monitor the drilling operations, log the test borings, and record the penetration resistances of the sampler. Test boring depths may be adjusted based on the actual soils encountered. After completion, the test borings will be backfilled with auger cuttings and existing pavements will be patched with cold mix asphalt and compacted. At the completion of the drilling operations, soil samples will be returned to our laboratory where our geotechnical engineer will examine and select samples for laboratory testing. Prior to the start of drilling activities, ATC will arrange for the marking of public utilities. In addition,due to the fact that the proposed boring locations are entirely within City of Tigard right-of- ways,ATC will arrange for traffic control services at each location to ensure public safety. An ATC Geologist will observe the drilling procedures and classify site soils in accordance with the Unified Soil Classification System (ASTM D-2488). The following geologic and hydrogeologic information will be recorded on soil boring logs: • Thickness of asphalt • Thickness of road sub-base(base rock) • Soil types by depth • Depth that groundwater is encountered during drilling and at completion • Blowcounts for each 6 inches of penetration into undisturbed soil • Soil recovery(inches) We anticipate the following laboratory testing services on this project. The testing will be performed in general accordance with applicable ASTM standards. • Soil classification that includes grain size analyses (sieves), Atterberg Limits (plasticity indices and liquid limit), and moisture content. Four (4) soil classifications will be performed for purposes of identification and characterization. DELIVERABLES ATC will use the information obtained from the field exploration and laboratory testing program to evaluate the subgrade soils at the site. From these determinations,we will develop an opinion on the condition of the moisture content and slope stability component of the subsurface soils. A written report containing our findings will be prepared and sealed by a Geotechnical Professional Engineer registered in the State of Oregon. The following information will be provided: • A summary of the information provided to us; • The results of the field explorations and laboratory testing conducted and a brief summary of our test procedures; The assessment of site environmental conditions or the presence of petroleum impact in the soil,rock, and groundwater of the site is beyond the scope of this investigation. However, we will report our observations in regard to the presence of solid waste and/or deleterious materials in the subsurface at the soil test boring locations. ATC Associates,Inc. 2 City of Tigard June 10,2005 Proposal For Evaluation of Soil Conditions O'Mara Edgewood Sanitary Sewer District#31 Tigard,Oregon FEE ESTIMATE AND COMPENSATION Based on the scope of services described above, ATC estimates our fees for the field exploration, laboratory testing, and associated slope stability evaluation to be $ 4,500. This estimate is considered a not-to-exceed amount; therefore, we will contact your office if additional costs become necessary. Our fee breakdown is presented on the attached Fee Estimate and we invoice projects on a monthly basis. Each month we will provide you with an invoice for our services performed during the past month. SCHEDULE ATC expects the coring and drilling to take approximately one day to complete at the site commencing on June 23rd. By June 28th,lab analysis will be complete and report issued by July 86'. AUTHORIZATION If this proposal is acceptable, please execute the enclosed proposal acceptance sheet and return it to our office at your earliest convenience. This proposal is valid for 60 days from the proposal date unless extended in writing. Any exceptions to this proposal or ATC's Terms and Conditions including special requirements or other required changes should be listed. ADDITIONAL SCOPE OF SERVICES We understand the purpose of our scope of services presented above is to observe and document the subsurface soil conditions. If requested, we are available to provide assistance in discussing the soil conditions during the bidding phase of the sewer construction project. CLOSING We appreciate your consideration of us for these services and are looking forward to working as your geotechnical consultant on this project. Please contact us with any questions you may have regarding this proposal. Sincerely, ATC Associates,Inc. Bruce A.Wolle,M.S.E.,P.E. !FritUJzLnard Senior Geotechnical Engineer Senior Project Manager ATC Associates,Inc. 3 City of Tigard June 10,2005 JUN-21-2005 TUE 09: 19 AM AT SSOC I RTES FAX NO. 51,;,6240415 P. 02 CERTIFICATE OF INSURANCEData:(MM/DD/YY) 5121/2005 LDckt4n G'OmpaniUS of HOII$t Ull PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION 5847 San Felipe,Suite 320 ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE H(3-260.Tx 77057 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR HOG-260-1055(Fax) ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. F:26-•502-1055(Fax) INSURERS AFFORDING COVERAGE INSURED: Insurer A: Commerce &Induslr AIG) ATC Croup Sorvices Inc. InSUrer B: American Homo Assurance Co. ATC Associates Inc. 11625 SW Greenburg Road,#2D Insurer C: American International Specially Lines Insurance Colnpany Tigard,OR 97223Insurer d: - COVERAGES !rHE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURFI) NAMED ABOVE FOR THE POLICY f'LRIOD IN)ICATEp. NOIWITHSTANDING ANY REQUIRr-MENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH R17-SPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,T1 1E INSURANCE AFFORDED BY TI4E POLICIES DESCRIBED HEREIN IS SUBJECT'TO ALL TI IE TERMS, EXCI-USIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY DE EXHAUSTED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE POLICY NUMBER EFFECTIVE DATE —4KA]IUN GENERAL LIABILITY DATE LIMITS EACH OCCURRFNCE s 1,000,000 _ A X CUMNICRGIAL GENERAL LIABILITY FIRE DAMAGE IaNr oNc FiRE> - - � 500,000` X OCCURxENCC -- --- 417-87-02 06/01/2005 06/01/2006 MED EXP rPER P(I.^ xru Iticwr)rn $ T 10,000 PERSONA(.&ADV INJURY $ 1,000,000 ISOr6Ra1C0 00011001 -- GENERAL AGGRCGATE $ 2,000,()00 CENT AGGREGATC:LIMITAPPLICS FI=R PRODUGTSICOMP.Oh, $ 2,000,000 AGG PROJECT AUTOMOBILE LIABILITY _X n;1YAUTD _ COMBINED SINGLE LIMIT $ 1,000,000 - - — ____ tEncH nGCILiENTj A ALL OWNFO AUTOS 505-36-20(AOS) 06/01/2005 0E/01/200( A SCI IFnULED AUTOS — r _ -_ SOS-45-48 (FL, GA& NY) 06101!2005 06/01/2006 A_ -X I�iREI)nuTps. 505-45-49(MA) 06/01/2005 06/01/2006 A X NONOWNEDAUTOS 505-36-81 (TX) 00/01/2005 06/01/2006 EXCESS LIABILITYfUMBRELLA t"ACH OCCURRENCE $ 5,000,000 —�- )( UCCI;F:RENCE EGU 7549087 06/01/2005 06/01/2006 AGGREGATE CLAifdIS ADE ----" - — � $ 5,000,000 WORKERS'COMPENSATION WORKERS'COMPENSA1ION STA'I"UTORY B EMPLOY( RS LIABILITY WC-3288489 (A05) 06/01/2005 06/01/2006 EL EACIIACCIDENT and _- $ 1,000,000 j — WC-3288490 (CA) 06/01/2005 06/01/2006 FL DISEASE-CA EMPLOYEE $ -- -- $ 1,000,000 E!.DISEASE POLICY LIM17 $^ 1,000,000 ERL'MAR OTHER Professional/Pollution 1956079 06/01/2005 06/01/2006 EACH CLAIM $ 1,000,000 Liability-Claims Made AGGREGATE $ 1,000,000 I<S; DESCRIPTION OF FOPERATIONSILOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT PROVISIONS: CHL-CI< uOX � ANBLKFT WAIVkR OF SU13ROGATION IS GRANTED IN FAVOR OF CCXTIFICATE HOLDER ON ALL POLICIES WITH RFSPECT TO LIABILITY ARISING OUT OF OPERATION PERI''URMF.D DY • OR ON OFHAL F Of-NAMED INSURED WI]ERC AND TO THC EXTENT REQUIRF.r/BY WRI I TF.N CONTRACT. CE14YII-KATE I ICLOGK IS NAML-O AS AN ADDITIONAL INSURED ON ALL POLICIES(CXCEPT FOR WOkK@RS'COMP7EL AND POLLUTION/PROFESSIONAL LIABILITY)WITH RESPCCT TO I-IAnILITY ARISING our OF OPFRATIONS PFRFORMLD BY OR ON BEHALF OF NAMED JNSUkL'D WHERE ANO TO THE EXTENT REQUIR(LO BY WRIT'I EN CONTRACT, UMkIRF(LA LIMIT ARF EXCESS OF GENERAL LIABILITY,AUTOMOBILE LIA131UTY AND FMPLOYLR'5 LIABILITY. jyA�OAulnna{I❑uuroU In lavof of Trio City of 1'Ipard,Oropan,Ile otlicmLa,Jlrocl�ora wp/"PID.yeas Ian all ppllcles except Wweere'Cao,f vneutlo,dEL*nd Proressiu,,.IlPoledion)rl,uru and to the oylorA np„Ir„J Uy ----L CI_RTIFICATE HOLDER: CA IELLATION: SHOULD ANY OF INC ABOVE DESCRIBED POLICIFS BE CANCELLED EFOHE T NC EXPIRATION DATE TI"IElREOr,TI IG ISSUING INSURER W II L ENDEAVOR 1'0 MAIL 30'DAYS WRITTFN NOTICE TO THC CERTIFICATE 1401 DER NAMED TO TFIC LFF'I'.BUT FAILURE TO OO SO SHALL IMPOSE NO OOI.IGATION OR LIABILITY OF ANY KIND UPON 71 IC INE URER,ITS Elly 01Tigard AGENTS OR REI''RCSFN'r.ATIVCS."EXCEPT 10 DAYS NOTICE FOR NONPAYMEN r, 13125 Southwest Hall Boulevard AUTHORIZED RCPRESENTATIVJ Tigard, OR 97223