Shannon & Wilson, Inc ~ C160033 CITY OF TIGARD,OREGON-CONTRACT SUMMARY FORM
(THIS FORMMUS T ACCOMPANY EVERY CONTRACT
Contract Title: Geotechnical Services and Site Assessment
Dgay Dell.Creek / 118`°Court& 115`'Avenue Numbet: c.160033
Contractor: Shannon&Wilson, Inc. Contr-a,ct Total: $9.898.00
Contract Overview. Provide Geotechnical Services includtng Etnetgencp Response,Field
Reconnaissance:Evaluation of Conceptual Landslide 1liitioa.tion Alternatives and
provide a Stunmaa Letter Report
Initial Risk Level• ❑ Extreme ❑ High ❑Moderate 0 Low
Risk Reduction Steps:
Risk Comments:
Risk Signaxutt:
Contract Managet: Lon Faha Ext 2.759 Department: PW/Engineering
Type: ❑ Purchase Agreement ❑ Personal Service ❑ General Service ❑ Public Improvement
❑ IGA 0 Other: Engineering Svs. Start Date: 12/31/15 End Date: 6/30/16
Quotes/Bids,/Proposal; FIRM A oiTNT/Scorn
Shannon&Wilson,Inc. S9-898.00
Account String. Fund-Division-Account Work Order—artiviiiX T=e Amount
FY 15 16 500-8000-56005 94016-130 $9,89800
A ro als- LCRB Date:
Department Comments: Ditect Appoint:contract under$20,000
Department Signature:
Purchaong Comments:
Purchasing Signature: `
Qty Manager Comm 4f II'
City Manager Signature:
After securing all required approvals,forward original copy to the Contracting and Purchasing Office along with a
completed Contract Checklist.
Contract Number La 003,3
CITY OF TIGARD,OREGON
ENGINEERING SERVICES AGREEMENT
GEOTECHNICAL SERVICES AND SITE ASSESSMENT—
DERRY DELL CREEK 118TH CT&115TH AVE
THIS AGREEMENT, made and entered into this 31st day of December, 2015, by and between
the City of Tigard, a municipal corporation, hereinafter referred to as the "City," and Shannon &
Wilson, Inc, and having a principal being a registered engineer of the State of Oregon, hereinafter
referred to as the "Engineer."
RECITALS
WHEREAS, the City's 2015-2016 fiscal year budget provides for Geotechnical services for the
Derry Dell Creek project between 1186i Ct and 1156' Ave, and
WHEREAS, the accomplishment of the work and services described in this Agreement is necessary
and essential to the public works improvement program of the City; and
WHEREAS, the City desires to engage the Engineer to render professional engineering services for
the project described in this Agreement, and the Engineer is willing and qualified to perform such
services;
THEREFORE, in consideration of the promises and covenants contained herein, the parties
hereby agree as follows:
1. Engineer's Scope of Services
The Engineer shall perform professional engineering services relevant to the Project in
accordance with the terms and conditions set forth herein, and as provided in Exhibit A,
which is attached hereto and by this reference made a part of this Agreement.
2. Effective Date and Duration
This agreement shall become effective upon the date of execution and shall expire, unless
otherwise terminated or extended,upon completion of the work or June 30, 2016,whichever
comes first. All work under this Agreement shall be completed prior to the expiration of
this Agreement.
3. Engineer's Fee
A. Basic Fee
1) As compensation for Basic Services as described in Exhibit A of this Agreement, and
for services required in the fulfillment of Paragraph 1, the Engineer shall be paid on
an hourly rate based upon the "Schedule of Rates" in Exhibit B of this agreement,
which shall constitute full and complete payment for said services and all
expenditures which may be made and expenses incurred, except as otherwise
expressly provided in this Agreement. The Basic Fee shall not exceed the amount of
Nine Thousand Eight Hundred Ninety Eight and No/100 Dollars ($9,898.00)
without prior written authorization.
2) The parties hereto do expressly agree that the Basic Fee is based upon the Scope of
Services to be provided by the Engineer and is not necessarily related to the
estimated construction cost of the Project. In the event that the actual construction
cost differs from the estimated construction cost, the Engineer's compensation will
not be adjusted unless the Scope of Services to be provided by the Engineer changes
and is authorized and accepted by the City.
B. Payment Schedule for Basic Fee
Payments shall be made upon receipt of billings based on the work completed. Billings
shall be submitted by the Engineer periodically, but not more frequently than monthly.
Payment by the City shall release the City from any further obligation for payment to the
engineer for service or services performed or expenses incurred as of the date of the
statement of services. Payment shall be made only for work actuall;,completed as of the
date of invoice. Payment shall not be considered acceptance or approval of any work or
waiver of any defects therein.
C. Payment for Special Services
Only when directed in writing by the City, the Engineer shall f»+-nish or acquire for the
City the professional and technical services based on the hourly rate schedule as
described in Exhibit B of this contract for minor project additions and/or alterations.
D. Certified Cost Records
The Engineer shall furnish certified cost records for all billings pertaining to other than
lump sum fees to substantiate all charges. For such purposes, the books of account of
the Engineer shall be subject to audit by the City. The Engineer shall complete work
and cost records for all billings on such forms and in such manner as will be satisfactor;
to the City.
E. Contract Identification
The Engineer shall furnish to the City its employer identification number, as designated
by the Internal Revenue Service, or social security number,as the City deems applicable.
F. Payment—General
1) Engineer shall pay to the Department of Revenue all sums withheld from employees
pursuant to ORS 316.167.
2) Engineer shall pay employees at least time and a half pay for all overtime worked in
excess of 40 hours in any one 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.
3) Engineer shall promptly, as due, make payment to any person, co-partnership,
association or corporation, furnishing medical, surgical and hospital care or other
needed care and attention incident to sickness or injury to the employees of Engineer
or all sums which Engineer agrees to pay for such services and all moneys and sums
which Engineer 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.
4) The City certifies that sufficient funds are available and authorized for expenditure to
finance costs of this contract.
5) Engineer shall make payments promptly, as due, to all persons supplying services or
materials for work covered under this contract. Engineer shall not permit any lien or
claim to be filed or prosecuted against the City on any account of any service or
materials furnished.
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6) If Engineer fails,neglects or refuses to make prompt payment of any claim for labor,
materials, or services furnished to Engineer, sub-consultant or subcontractor by any
person as such claim becomes due, City may pay such claim and charge the amount
of the payment against funds due or to become due to the Engineer. The payment
of the claim in this manner shall not relieve Engineer or their surety from obligation
with respect to any unpaid claims.
4. Ownership of Plans and Documents: Records
A. The field notes, design notes, and original drawings of the construction plans, as
instruments of service, are and shall remain, the property of the Engineer; however, the
City shall be furnished, at no additional cost, one set of previously approved
reproducible drawings as well as storage device such as thumb drive or sd card in
"DWG" or "DXF" format, of the original drawings of the work. The City shall have
unlimited authority to use the materials received from the Engineer in any way the City
deems necessary.
B. The City shall make copies, for the use of and without cost to the Engineer, of all of its
snaps, records, laboratory tests, or other data pertinent to the work to be performed by
the Engineer pursuant to this Agreement, and also make available any other maps,
records,or other materials available to the City from any other public agency or body.
C. The Engineer shall furnish to the City, copies of all maps, records, field notes, and soil
tests which were developed in the course of work for the City and for which
compensation has been received by the Engineer at no additional expense to the City
except as provided elsewhere in this Agreement.
5. Assignment/Delegation
Neither party shall assign, sublet or transfer any interest in or duty under this Agreement
without the written consent of the other and no assignment shall be of any force or effect
whatsoever unless and until the other party has so consented. If City agrees to assignment of
tasks to a subcontract, Engineer shall be fully responsible for the acts or omissions of any
subcontractors and of all persons employed by them, and neither the approval by City of any
subcontractor not anything contained herein shall be deemed to create any contractual relation
between the subcontractor and City.
6. Engineer is Independent Contractor
A. The City's project director, or designee, shall be responsible for determining whether
Engineer's work product is satisfactory and consistent with this agreement,but Engineer
is not subject to the direction and control of the City. Engineer shall be an independent
contractor for all purposes and shall be entitled to no compensation other than the
compensation provided for under Section 3 of this Agreement.
B. Engineer is an independent contractor and not an employee of City. Engineer
acknowledges Engineer's status as an independent contractor and acknowledges that
Engineer is not an employee of the City for purposes of workers compensation law,
public employee benefits law, or any other law. All persons retained by Engineer to
provide services under this contract are employees of Engineer and not of City.
Engineer acknowledges that it is not entitled to benefits of any kind to which a City
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employee is entitled and that it shall be solely responsible for workers compensation
coverage for its employees and all other payments and taxes required by law.
Furthermore, in the event that Engineer is found by a court of law or an administrative
agency to be an employee of the City for any purpose, City- shall be entitled to offset
compensation due, or to demand repayment of any amounts paid to Engineer under the
terms of the agreement, to the full extent of any benefits or other remuneration
Engineer receives (from City or third party) as a result of said finding and to the full
extent of any payments that City is required to make (to Engineer or to a third party) as a
result of said finding.
C. The undersigned Engineer hereby represents that no employee of the City or any
partnership or corporation in which a City employee has an interest, has or will receive
any remuneration of any description from the Engineer, either directly or indirectly, in
connection with the letting or performance of this Agreement, except as specifically
declared in writing.
D. If this payment is to be charged against Federal funds, Engineer certifies that he/she is
not currently employed by the Federal Government and the amount charged does not
exceed his/her normal charge for the type of service provided.
E. Engineer and its employees, if any, are not active members of the Oregon Public
Employees Retirement System and are not employed for a total of 600 hours or more in
the calendar year by any public employer participating in the Retirement System.
F. Engineer shall obtain, prior to the execution of any performance under this Agreement,
a City- of Tigard Business License. The Tigard Business License is based on a calendar
year with a December 31st expiration date. New businesses operating in Tigard after
June 30th of the current year will pay a pro-rated fee though the end of the calendar year.
G. Engineer is not an officer, employee, or agent of the City as those terms are used in ORS
30.265.
7. Indemnity
A. The City has relied upon the professional ability and training of the Engineer as a
material inducement to enter into this Agreement. Engineer represents to the City that
the work under this contract will be performed in accordance with the professional
standards of skill and care ordinarily exercised by members of the engineering profession
under similar conditions and circumstances as well as the requirements of applicable
federal, state and local laws, it being understood that acceptance of an Engineer's work
by the City shall not operate as a waiver or release. Acceptance of documents by City
does not relieve Engineer of any responsibility for design deficiencies, errors or
omissions.
B. Claims for other than Professional Liability. Engineer agrees and shall indemnify,
defend, save and hold harmless the City- of Tigard, its officers, employees, agents, and
representatives from all claims, suits, or actions and all expenses incidental to the
investigation and defense thereof, of whatsoever nature, including intentional acts
resulting from or arising out of the activities of Engineer or its subcontractors, sub-
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consultants, agents or employees in performance of this contract at both trial and appeal
level, whether or not a trial or appeal ever takes place including any hearing before
federal or state administrative agencies.. If any aspect of this indemnity shall be found to
be illegal or invalid for any reason whatsoever, such illegality or invalidit;-shall not affect
the validity of the remainder of this indemnification.
C. Claims for Professional Liability. Engineer agrees and shall indemnify, defend, save and
hold harmless the City of Tigard, its officers, employees, agents, and representatives
from all claims, suits, or actions and all expenses incidental to the investigation and
defense thereof, arising out of the professional negligent acts, errors or omissions of
Engineer or its subcontractors, sub-consultants, agents or employees in performance of
professional services under this agreement. Any work by Engineer that results in a
design of a facility that is not readily accessible to and usable by individuals with
disabilities shall be considered a professionally negligent act, error or omission.
D. As used in subsections B and C of this section, a claim for professional responsibility is a
claim made against the City in which the City's alleged liability results directly or
indirectly, in whole or in part, from the quality of the professional services prodded by
Engineer, regardless of the type of claim made against the City in performance of this
contract. A claim for other than professional responsibilit; is a claim made against the
City in which the City's alleged liability results from an act or omission by Engineer
unrelated to the quality of professional services provided by Engineer in performance of
this contract.
8. Insurance
Engineer and its subcontractors shall maintain insurance acceptable to City in fixll force and
effect throughout the term of this contract. Such insurance shall cover risks arising directly or
indirectly out of Engineer's activities or work hereunder, including the operations of its
subcontractors of any tier. Such insurance shall include provisions that such insurance is
primary insurance with respect to the interests of City and that any other insurance maintained
by City is excess and not contributory insurance with the insurance required hereunder.
The policy or policies of insurance maintained by the Engineer and its subcontractors shall
provide at least the following limits and coverages:
A. Commercial General Liability Insurance
Engineer shall obtain, at Engineer'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 (CG 2010 1185 or equivalent). This coverage shall
include Contractual Liability insurance for the indemnity provided under this contract. The
following insurance gill be carried:
Coverage Limit
General.kggregate $3,000,000
Products-Completed Operations Aggregate $2,000,000
Personal&Advertising Injury $1,000,000
Each Occurrence $2,000,000
Fire Damage (Any one fire) $50,000
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B. Professional Liability
Engineer shall obtain, at Engineer's expense, and keep in effect during the term of this
contract, Professional Liability Insurance covering any damages caused by any actual or
alleged negligent act, error or omission in the rendering of or failure to render Professional
Serx-ices. Combined single limit per claim shall not be less than $2,000,000, or the
equivalent Annual aggregate limit shall not be less than$3,000,000 and filed on a"claims-
made"form.
C. Commercial Automobile Insurance
Engineer shall also obtain, at Engineer's expense, and keep in effect during the term of the
contract (Symbol 1 or Symbols 8 and 9 as applicable) Commercial _automobile Liability
coverage on an"occurrence" form including coverage for all owned,hired,and non-owned
vehicles. The Combined Single Limit per occurrence shall not be less than$2,000,000.
If Contractor operates a personally-owned vehicle for business use under this contract, the
Contractor shall obtain, at Contractor's expense, and keep in effect during the term of the
contract, business automobile liability coverage for all owned vehicles on an "occurrence"
form. The Combined Single Limit per occurrence shall not be less than$2,000,000.
D. Workers' Compensation Insurance
The Engineer, its subcontractors, if any, and all employers providing work, labor or
materials under this Contract are 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.
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. Engineers 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
Emits of not less than$1,000,000 each accident.
E. Additional Insured Provision
All policies aforementioned, other than Workers' Compensation and Professional Liability,
shall include the City its officers, employees, agents and representatives as additional
insureds with respect to this contract. Coverage will be endorsed to provide a"per project"
aggregate.
F. Extended Reporting Coverage
If any of the aforementioned liability insurance is arranged on a "claims-made" basis,
Extended Reporting coverage will be required at the completion of this contract to a
duration of 24 months or the maximum time period the Engineer's insurer will provide
such if less than 24 months. Engineer will be responsible for furnishing certification of
E:tended Reporting coverage as described or continuous "claims-made" liability coverage
for 24 months following contract completion. Continuous "claims-made" coverage-A ill be
acceptable in lieu of Extended Reporting coverage, provided its retroactive date is on or
before the effective date of this contract. Coverage vi-M be endorsed to provide a "per
project"aggregate.
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G. Insurance Carrier Rating
Coverage provided by the Engineer must be underwritten by an insurance company
deemed acceptable by the City. All policies of insurance must be written by companies
having an A.M. Best rating of"A VII" or better, or equivalent. The City reserves the right
to reject all or any insurance carrier(s)with an unacceptable financial rating.
H. Self-Insurance
The City understands that some Contractors may self-insure for business risks and the City
will consider whether such self-insurance is acceptable if it meets the minimum insurance
requirements for the type of coverage required. If the Contractor is self-insured for
commercial general liability or automobile liability insurance the Contractor must provide
evidence of such self-insurance. The Contractor must provide a Certificate of Insurance
showing evidence of the coverage amounts on a form acceptable to the City. The City
reserves the right in its sole discretion to determine whether self-insurance is adequate.
I. Certificates of Insurance
As evidence of the insurance coverage required by the contract,the Engineer shall furnish a
Certificate of Insurance to the City. No contract shall be effective until the required
Certificates of Insurance have been received and approved by the City. The certificate will
specify and document all provisions within this contract and include a copy of Additional
Insured Endorsement. A renewal certificate will be sent to the address below prior to
coverage expiration.
J. Independent Contractor Status
The service or services to be rendered under this contract are those of an independent
contractor. Contractor is not an officer, employee or agent of the City as those terms are
used in ORS 30.265.
K. Primark Coverage Clarification
The parties agree that Engineer's coverage shall be primary to the extent permitted by lain.
The parties further agree that other insurance maintained by the City is excess and not
contributory insurance with the insurance required in this section.
L. Cross-Liability Clause
A cross-liability clause or separation of insureds clause will be included in all general liability
and commercial automobile policies required by this contract.
A certificate in form satisfactory to the City certifying to the issuance of such insurance will be
forwarded to:
City of Tigard
Mtn: Contracts and Purchasing Office
13125 SW Hall Blvd
Tigard,Oregon 97223
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At the discretion of the City, a copy of each insurance policy, certified as a true copy by an
authorized representative of the issuing insurance company may be required to be forwarded to
the above address.
Such policies or certificates must be delivered prior to commencement of the work.
The procuring of such required insurance shall not be construed to limit Engineer's liability
hereunder. Notwithstanding said insurance,Engineer shall be obligated for the total amount of
any damage,injury,or loss caused by negligence or neglect connected with this contract.
9. Termination Without Cause
At any time and without cause, City shall have the right in its sole discretion, to terminate this
.agreement by giving notice to Engineer. If City terminates the contract pursuant to this
paragraph,it shall pay Engineer for sen-ices rendered to the date of termination.
10. Termination With Cause
A. City may terminate this Agreement effective upon delivery of written notice to Engineer,
or at such later date as may be established by City,under any of the following conditions:
1) If City funding from federal, state, local, or other sources is not obtained and
continued at levels sufficient to allow for the purchase of the indicated quantity of
services. This Agreement may be modified to accommodate a reduction in funds.
2) If Federal or State regulations or guidelines are modified, changed, or interpreted in
such a way that the services are no longer allowable or appropriate for purchase
under this Agreement.
3) If any license or certificate required by law or regulation to be held by Engineer, its
subcontractors, agents, and employees to provide the seri.-ices required by this
Agreement is for any reason denied,revoked, or not renewed.
4) If Engineer becomes insolvent, if voluntary or involuntary petition in bankruptcy is
filed by or against Engineer, if a receiver or trustee is appointed for Engineer, or if
there is an assignment for the benefit of creditors of Engineer.
Any such termination of this agreement under paragraph (A) shall be without prejudice
to any obligations or liabilities of either party already accrued prior to such termination.
B. City, by written notice of default (including breach of contract) to Engineer, may
terminate the whole or any part of this Agreement:
1) If Engineer fails to provide services called for by this agreement within the time
specified herein or any extension thereof,or
2) If Engineer fails to perform any of the other provisions of this Agreement,or so fails
to pursue the work as to endanger performance of this agreement in accordance with
its terms, and after receipt of written notice from City, fails to correct such failures
within ten days or such other period as City may authorize.
3) If Engineer fails to elitninate a conflict as described in Section 14 of this agreement.
The rights and remedies of City provided in the above clause related to defaults (including
breach of contract)by Engineer shall not be exclusive and are in addition to any other rights
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and remedies provided by law or under this Agreement. If City terminates this Agreement
under paragraph (B), Engineer shall be entitled to receive as full payment for all services
satisfactorily rendered and expenses incurred, an amount which bears the same ratio to
the total fees specified in this Agreement as the services satisfactorily rendered by
Engineer bear to the total services otherwise required to be performed for such total fee;
provided, that there shall be deducted from such amount the amount of damages,if any,
sustained by City- due to breach of contract by Engineer. Damages for breach of
contract shall be those allowed by Oregon law, reasonable and necessary attorney- fees,
and other costs of litigation at trial and upon appeal.
11. Non-Waiver
The failure of City to insist upon or enforce strict performance by Engineer of any of the
terms of this Agreement or to exercise any rights hereunder, should not be construed as a
waiver or relinquishment to any extent of its rights to assert or rely upon such terms or rights
on any future occasion.
12. Method and Place of Giving Notice, Submitting Bills and Making Pa3ments
All notices,bills and payments shall be made in writing and may be given by personal delivery,
mail, or by 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:
CITY OF TIGARD SHANNON&WILSON,INC
Attn:Lori Faha Attn: David Higgins
Address: 13125 SAX'Hall Blvd. Address: 3990 Collins Way Ste 100
Tigard, Oregon 97223 Lake Oswego OR 97035
Phone: (503) 718-2759 Phone: (503)210-4750
Email: lorif a,tjgmd-or.gov Email: djh&shanwil.com
and when so addressed, shall be deemed given upon deposit in the United States mail,postage
prepaid, or when so faxed, shall be deemed given upon successful fax. In all other instances,
notices, bills and payments shall be deemed given at the time of actual delivery. Changes may
be made in the names and addresses of the person to whom notices,bills and payments are to
be given by giving written notice pursuant to this paragraph.
13. Merger
This writing is intended both as a final expression of the Agreement between the parties with
respect to the included terms and as a complete and exclusive statement of the terms of the
Agreement. No modification of this Agreement shall be effective unless and until it is made in
writing and signed by both parties.
14. Professional Services
The City requires that services provided pursuant to this agreement shall be provided to the
City by an Engineer, which does not represent clients on matters contrary to City interests.
Further, Engineer shall not engage services of an engineer and/or other professional who
individually-, or through members of his/her same firm, represents clients on matters contrary
to City interests.
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Should the Engineer represent clients on matters contrary to City interests or engage the
services of an engineer and/or other professional who individually, or through members of
his/her same firm, represents clients on matters contrary to City interests, Engineer shall
consult with the appropriate City representative regarding the conflict.
After such consultation, the Engineer shall have seven (7) days to eliminate the conflict to the
satisfaction of the City. If such conflict is not eliminated within the specified time period, the
agreement may be terminated pursuant to Section 10 (B -3) of this agreement.
15. Force Majeure
Neither City not Engineer shall be considered in default because of any delays in completion
and responsibilities hereunder due to causes beiond the control and without fault or
negligence on the part of the parties so disenabled, including but not restricted to, an act of
God or of a public enemy-, civil unrest, volcano, earthquake, fire, flood, epidemic, quarantine
restriction, area-wide strike, freight embargo, unusually severe weather or delay of
subcontractor or supplies due to such cause; provided that the parties so disenabled shall
within ten 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.
16. Non-Discrimination
Engineer agrees to comply with all applicable requirements of federal and state civil rights and
rehabilitation statues, rules, and regulations. Engineer also shall comply a ith the Americans
with Disabilities Act of 1990, ORS 659A.142, and all regulations and administrative rules
established pursuant to those laws.
17. Errors
Engineer shall perform such additional work as may be necessary to correct errors in the work
required under this Agreement without undue delays and without additional cost.
18. Extra (Changes) Work
Only the Cit;'s Project Manager may authorize extra (and/or change) work. Failure of
Engineer to secure authorization for extra work shall constitute a waiver of all right to
adjustment in the contract price or contract time due to such unauthorized extra work and
Engineer thereafter shall be entitled to no compensation whatsoever for the performance of
such work.
19. Governing Law
The provisions of this Agreement shall be construed in accordance with the provisions of the
laws of the State of Oregon. Any action or suits involving any question arising under this
Agreement must be brought in the appropriate court of the State of Oregon.
20. Compliance With Applicable Law
Engineer shall comply with all federal, state, and local laws and ordinances applicable to the
work under this Agreement,including those set forth in ORS 279A,279B,and 279C.
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21. 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 said terms of said
proposal conflicting herewith.
22. Access to Records
Cit; shall have access to such books, documents, papers and records of Engineer as are
directly pertinent to this Agreement for the purpose of making audit, examination, excerpts
and transcripts.
23. Audit
Engineer shall maintain records to assure conformance with the terms and conditions of this
.agreement, and to assure adequate performance and accurate expenditures within the contract
period. Engineer agrees to permit City, the State of Oregon, the federal government, or their
duly authorized representatives to audit all records pertaining to this Agreement to assure the
accurate expenditure of funds.
24. 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.
25. Representations and Warranties
Engineer represents and warrants to the City that:
A. Engineer has the power and authority to enter into and perform this Agreement.
B. This Agreement, when executed and delivered, is a valid and binding obligation of
Engineer, enforceable in accordance with its terms.
C. Engineer (to the best of Engineer's knowledge, after due inquiry), for a period of no
fewer than six calendar years (or since the firm's inception if less than that) preceding the
effective date of this Agreement, faithfully has complied with:
1) All tax laws of this state, including but not limited to ORS 305.620 and ORS
chapters 316, 317, and 318;
2) Any tax provisions imposed by a political subdivision of this state that applied to
Engineer, to Engineer's property, operations, receipts, or income, or to Engineer's
performance of or compensation for any work performed by Engineer;
3) Any tax provisions imposed by a political subdivision of this state that applied to
Engineer, or to goods, services, or property,whether tangible or intangible,provided
by Engineer; and
4) Any rules, regulations, charter provisions, or ordinances that implemented or
enforced any of the foregoing tax laws or provisions.
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D. Any intellectual property rights or such delivered to the Citi-under this Agreement, and
Engineer's services tendered in the performance of Engineer's obligations under this
Agreement, shall be provided to the City free and clear of any and alltestrictions on or
conditions of use, transfer, modification, or assignment, and shall be free and clear of
any and all liens, claims, mortgages, security interests, liabilities, charges, and
encumbrances of any kind.
26. Compliance with Tax Laws
A. Engineer must, throughout the duration of this Agreement and any extensions, comply
with all tax laws of this state and all applicable tax laws of any political subdivision of the
State of Oregon. For the purposes of this Section, "tax laws" includes all the provisions
described in subsection 25.C. 1) through 4) of this Agreement.
B. Any violation of subsection A of this section shall constitute a material breach of this
Agreement. Further, any violation of Engineer's warrants-, in subsection 25.0 of this
Agreement, that the Engineer has complied with the tax laws of the State of Oregon and
the applicable tax laws of any political subdivision of this state also shall constitute a
material breach of this Agreement. Ani violation shall entitle the City to terminate this
Agreement, to pursue and recover any and all damages that arise from the breach and the
termination of this Agreement, and to pursue any or all of the remedies available under
this Agreement,at law,or in equity,including but not limited to:
1) Termination of this Agreement,in whole or in part;
2) Exercise of the right of setoff, and withholding of amounts otherwise due and owing
to Engineer,in an amount equal to State's setoff right,without penalty;and
3) Initiation of an action or proceeding for damages, specific performance, declaratory
or injunctive relief. The City shall be entitled to recover any and all damages
suffered as the result of Engineer's breach of this Agreement, including but not
limited to direct, indirect, incidental and consequential damages, costs of cure, and
costs incurred in securing a replacement Engineer.
These remedies are cumulative to the extent the remedies are not inconsistent, and the City
may pursue any remedy or remedies singly, collectively, successively, or in any order
whatsoever.
27. 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
Exhibits, 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 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. Engineer, by the signature of its authorized representative, hereby
12 1 Pu::L
ESA Template—Revised 10/7/2015
acknowledges that he/she has read this Agreement, understands it and agrees to be bound b;
its terms and conditions.
IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized
undersigned officer and Engineer has executed this Agreement on the date hereinabove first written.
CITY OF TIGARD SHANNON&WILSON,INC
�. 1�:G(.,ti.f
S:Authorized Representative By:Authorized Contractor Representative
Date Date
13 t
ESA Template - Revised 10/7/2015
EXHIBIT A
SCOPE OF SERVICES
The Engineer shall render professional engineering services as described below:
Task 1 —Emergency Response
Engineer met with Public Works staff at City Hall at 2 p.m. on December 29, 2015,
and following the meeting made an emergency site visit with staff to obsen e conditions of the
landslide located at 118 'Ct and 115`"..kve.
Task 2 —Field Reconnaissance
On December 30,2015,a Shannon&Wilson engineering geologist performed a field
reconnaissance of the landslide at 13800 SW 118th Court and of conditions along the Derry Dell
Creek channel between 118th Court and SW 115th Avenue. Contractor mapped the extent of the
landslide, groundwater seepage, and associated landslide features. Contractor also walked the Derry
Dell Creek channel between 118th Court and SAX' 115th Avenue with a member of Cit;-Public
Works staff and observed and mapped hazards. Contractor will compare the condition of current
hazards with photos taken during a reconnaissance made from the 2014 proposal.
Task 3 —Evaluation of Conceptual Landslide Mitigation Alternatives
Contractor will review-field exploration data,topographic survey, and engineering analysis
performed during the 2009 geotechnical investigation,in addition to observations and mapping of
recent landslide features described in Task 2 to evaluate the current conditions. As part of this
evaluation, contractor will consider both short-and long-term mitigation alternatives and provide
final design and construction cost estimates for each alternative. The conceptual evaluation will also
consider access from both SW 118th Court and Derry Dell Creek. Cost estimates may be used to
compare costs of short- and long-term alternatives and consider timing and sequence of landslide
repair and construction of Derry Dell Creek improvements
Task 3 Assumptions
No additional explorations will be performed as part of the conceptual
mitigation alternatives evaluation.
• Final design of preferred short or long-term mitigation alternatives is not
included in this scope of services
• Contractor assumes one meeting with the City of Tigard to discuss
conceptual alternatives before completing the summary letter report
Task 4 — Summary Letter Report
Contractor will provide a draft and final letter report that sun-nnarizes their field reconnaissance,
engineering evaluations, conceptual recommendations,and design and construction cost estimates.
Estimated Cost
Engineers services will be performed on a time and materials basis in accordance with their 2016
Schedule of Fees. Estimated costs to complete the scope of services will be$9,898. The estimate will
not be exceeded without prior vnitten authorization.A breakdown of costs for each task is shown in
the Cost Estimate table. If additional services, site visits, analyses, or consultation outside the scope
141Pa«t
ESA Template—Revised 10/7/2015
defined herein are deemed appropriate, engineer will so recommend and seek city's authorization for
the additional costs before proceeding.
Schedule
Verbal request was made to contractor on December 29,2015. Delivery of draft letter report due by
January 15, 2016. Contractor will keep city informed of progress and schedule as work progresses
and work closely with the city to develop conceptual mitigation alternatives.
ESA Template—Revised 10/7/2015
EXHIBIT B
ENGINEER'S PROPOSAL
1G11- � ryc
ESA Template—Revised 10/7/2015
AU.SKA
SHANNON &WILSON, INC. COLDIZRDIO
FLORIDA
N SSOURI
OREGON
WASHINGTON DC
W.SH:N,3TOf:STA"i E
VIISCONS N
December 31, 2015
City of Tigard Public Works
Attn: Lori Faha,PE
13125 SW Hall Boulevard
Tigard, Oregon 97223
RE: SCOPE OF GEOTECHNICAL SERVICES FOR
13800 SW 118TH COURT LANDSLIDE EMERGENCY RESPONSE
AND DERRY DELL CREEK HAZARD RECONNAISSACNE,
TIGARD, OREGON
Dear Ms. Faha:
Shannon&Wilson, Inc., is pleased to submit this scope of services to the City of Tigard for
geotechnical services related to emergency response to the landslide at 13800 SW 118111 Court
and a hazard reconnaissance of Derry Dell Creek between 118th Court and SW 115th Avenue.
Shannon&Wilson previously performed a geologic evaluation of the landslide at 13800 SW
118th Court,under subcontract to WHPacific, Inc., and we were part of a design team lead by
ESA Vigil-Agrimis that responded to a City request for proposals to evaluate improvements to
Derry Dell Creek between 118th Court and SW 115th Avenue. Our findings and
recommendations to mitigate the landslide at 13800 SW 118th Court were detailed in our
Geotechnical Investigation Report, submitted to WHPacific and dated March 31, 2009; Shannon
&Wilson emailed you a copy of this letter on December 29, 2015. The Shannon&Wilson and
ESA Vigil-Agrimis proposal to evaluate improvements to Derry Dell Creek between 118th Court
and SW 115th Avenue was provided to the City in March 2014.
We understand that the mitigation measures recommended in our March 31, 2009,report for
13800 SW 118th Court were not implemented, and improvements were limited to the City
extending downspouts to the Derry Dell Creek channel. We also understand that the City
awarded the Derry Dell Creek improvement project to the Shannon&Wilson and ESA Vigil-
Agrimis team in 2014,but a contract for services was not provided, and the project was
postponed.
3990 COLLINS WAY,SUITE 100
LAKE OSWEGO,OREGON 97035-3480
PHONE:(503)210-1750
FAX:(503)210-4890
www.shannonvAson.com 24-1-03993-001
Ms. Lori Faha, PE SHANNON&WILSON. INC.
City of Tigard Public Works
December 31, 2015
Page 2 of 4
The City was informed by a neighboring resident that a portion of the landslide at SW 118th
Court had slid into Derry Dell Creek within the last couple of weeks. At your request, Shannon
&Wilson made a site visit with you and several other City Public Works staff on December 29,
2015, to observe the landslide. During the site visit, Shannon&Wilson staff notified you that
the landslide has increased in size since our 2009 evaluation, and there is a high risk that it may
expand into the backyard of the 13800 SW 118th Court residence. Based on site observations,
we concluded it would be difficult to access the landslide area with heavy equipment from 118'
Court and that access from Derry Dell Creek trail is more favorable but may require permitting
to work near the creek channel.
During the site visit, we also discussed the condition of Derry Dell Creek between 118th Court
and SW 115th Avenue, and Public Works staff members informed us that conditions have
worsened in that area over the last few years. We understand that the City of Tigard Capital
Improvement Plan has scheduled construction of improvements to Derry Dell Creek for 2019 but
is considering advancing that schedule if necessary to address hazards and repair the landslide.
Due do access constraints,we understand that landslide repair at SW 118th Court may be delayed
until work on Derry Dell Creek also occurs.
Based on our discussions,you have requested this scope of services and cost estimate for our
emergency response site visit, completed December 29, 2015,to evaluate conceptual short- and
long-term mitigation alternatives for the landslide, to perform a hazard reconnaissance of Derry
Dell Creek between SW 118th Court and SW 115th Avenue, and to provide a letter summarizing
our findings and recommendations, including our opinion of urgency to mitigate the landslide
and address hazards. Our proposed scope, estimated cost, and schedule are detailed as follows.
SCOPE OF SERVICES
Task 1 —Emergency Response
Shannon&Wilson met with Public Works staff at City Hall at 2 p.m. on December 29, 2015,
and following the meeting made an emergency site visit with staff to observe conditions of the
landslide.
SW 118th Court&Derry Dell_Scope.docx 24-1-03993-00!
Ms. Lori Faha, PE SHANNON 6WILSON,INC.
City of Tigard Public Works
December 31, 2015
Page 3 of 4
Task 2—Field Reconnaissance
On December 30, 2015, a Shannon& Wilson engineering geologist performed a field
reconnaissance of the landslide at 13800 SW 118th Court and of conditions along the Derry Dell
Creek channel between 118th Court and SW 115th Avenue. We mapped the extent of the
landslide, groundwater seepage, and associated landslide features. We also walked the Derry
Dell Creek channel between 118th Court and SW 115th Avenue with a member of City Public
Works staff and observe and map hazards. We will compare the condition of current hazards
with photos taken during a reconnaissance made for our 2014 proposal.
Task 3—Evaluation of Conceptual Landslide Mitigation Alternatives
We will review field exploration data, topographic survey, and engineering analysis performed
for our 2009 geotechnical investigation, in addition to observations and mapping of recent
landslide features described in Task 2 to evaluate the current conditions. As part of this
evaluation,we will consider both short-and long-term mitigation alternatives and provide final
design and construction cost estimates for each alternative. The conceptual evaluation will also
consider access from both SW 118th Court and Derry Dell Creek. Cost estimates may be used to
compare costs of short- and long-term alternatives and consider timing and sequence of landslide
repair and construction of Derry Dell Creek improvements.
Task 3 Assumptions:
➢ No additional explorations will be performed as part of the conceptual mitigation
alternatives evaluation.
Final design of preferred short- or long-term mitigation alternatives is not included in
this scope of services.
Y We assume one meeting with the City to discuss conceptual alternatives before
completing our summary letter report.
Task 4—Summary Letter Report
Shannon& Wilson will provide a draft and final letter report that summarizes our field
reconnaissance, engineering evaluations, conceptual recommendations, and design and
construction cost estimates.
SW 118th Court&Derry Dell_Scope.docx 24-1-03993-001
Ms. Lori Faha,PE SHANNON�,, Aftt -r �i tt,4r
City of Tigard Public Works
December 31,2015
Page 4 of 4
ESTIMATED COST
Our services will be performed on a time-and-materials basis in accordance with the attached
2016 Schedule of Fees. We estimate that our costs to complete the scope of services described
herein will be$9,898. This estimate will not be exceeded without prior written authorization. A
breakdown of costs for each task is shown on the attached Cost Estimate table. If additional
services, site visits, analyses, or consultation outside the scope defined herein are deemed
appropriate, we will so recommend and seek your authorization for the additional costs before
proceeding.
SCHEDULE
We have already begun to provide services based on your verbal request made December 29,
2015. We plan to deliver our draft letter report by January 15,2015. We will keep you informed
of our progress and schedule as our work progresses and work closely with you to develop
conceptual mitigation alternatives.
We look forward to working with you on this project. If you have questions or wish to further
discuss the scope of services and cost estimate,please contact me at(503)210-4781. The
opportunity to be of service to you is appreciated.
Sincerely,
SHANNON & WILSON,INC.
David J. Higgins, CEG �~ Rishenark"Piao,PE, GE
Associate I Engineering Geologist Vice President I Geotechnical Engineer
DM"P/amn
Enclosures: 2016 Schedule of Fees
Cost Estimate
SW 118th Court&Derry Dell_Scope.docx 21-1-03993-001
�l 1 SHANNON INC
aEO &
2016 Schedule of Fees
BILLING RATES
Lake Oswego, Oregon, Branch
BILLING TITLE TYPICAL PROJECT ROLE HOURLY RATE
Office Services I Word Processing/Clerical $60
Office Ser iaPs;II Word Processing/Clerical $05.
Office Services III Administrative/Project Assistant $75
Office Serric%IV Administrative/Project Assistant ?�85
Office Services V Administrative/Project Assistant $100
Senior"Cifflie Services P.dministiative> ProjectAssistant kilo
Technical Services I Laboratory/Field Assistant $70
Technical Services II Laboratory/Field Observation $75
Technical Services III Laboratory/Drafting/Field Observation $90
Technical Seivices IV Laboratory/Grafting/Field Observation $100
Senior Technical Services Drafting/Field Observation $110
Professional I Engineering/Geology Staii $80 .
Professional II Engineering/Geology Staff $90
Professional III Engineering/Geology Staff $100
Professional IV Engineering/Geology Staff $110
Senior Professional I Senior Engineer;Geologist $120
Senior Professional II Senior Engineer/Geologist $135
Senior Professional III Senior Engineer/Geologist $150
Associate Associate-Engineer/Geologist $165
Seniei Associate Associate-Engineer/Geologist ?190
Vice President Officer-Engineer/Geologist $205
Senior Vir.a President Officer-Engineer/Geologist $-?20
Invoices will be issued monthly. Preparation of invoice backup by client request such as timesheet or receipt
copies,field reports,or progress summaries will accrue additional administrative labor cost.
Outside services such as drilling and test pit contractors,geophysical,or other special consultants shall be
charged at our cost plus markup of 5 percent.
Specialized field equipment will be charged at daily,weekly,or monthly rental rates in accordance with our
established equipment rental rate sheet.
Laboratory testing will be charged on a unit priced basis in accordance with our established laboratory testing
schedule.
Travel and per diem costs shall be in accordance with published Federal rates.
Field vehicle(4WD Pickup)costs will be charged at$0.575 per mile.
In-house reproduction costs will be charged at$0.10 for black and white copies/prints and$1.00 for color
copies/prints. Large-format plots will be$2.00 each.
Expert testimony hourly rates will be doubled for time spent actually providing expert testimony.
I:\Quality Standards(QAQC)\PDX SP\SP24-QP02_ProposaIs-AM N\Templates&Forms\2016 Billing Rates 5%Markup.doc
Revised December 2015
X111 SHANNON 6WI�SON$INC.
NTS
2015 Schedule of Fees
LABORATORY RATES
Lake Oswego, Oregon, Branch
LABORATORY TEST ASTM DESIGNATION UNIT COST
Sample Handling and Preparation(hourly rate) - $110
Sample Storage Beyond Final S&W Report
(monthly per box ofjars,bag,shelbytube,or core box) $5
GENERAL INDEX TESTS
Visual-Manual Identification D2488 $15
Moisture Content D2216 $i5
Density&Moisture Content of Undisturbed Sample D2937 $40
Atterberg Limits $150
Nonplastic Soil D4318 $8o
If Sieving Required:additional cost $35
Specific Gravity of Fine-grained Soil D854 $go
Organic Content* D2974 $80
PARTICLE-SIZE TESTS
Sieve Analysis(includes wash) D691.3 $125
Sieve with Hydrometer Analysis D422 $225
Material Finerthan No.20o Sieve D2140 $75
COMPACTION TESTS
Standard or Modified Proctor(4 points) D6g8/D2557 $��5
Each Additional Test/Check Point $6o
CONSOLIDATION TESTS
Consolidation Test D2435 $450
Swell or Collapse of Cohesive Soil(1 specimen) D4546 $46o
STRENGTH TESTS
Direct Shear Test(3 points)* D3o8o $430
Additional Point(residual shear) $240
Unconfined Compression Test,Soil or Rock* D23.66/ D7012Method C $115
Rock Stress/Strain Measurements:additional cost D7012 Method C $50
Triaxial(UU,CU,CD)* D285o J D4767 Quoted
Rock Point Load Test* D5731 $40
Torvane or Pocket Penetrometer D4648/D2558 $25
'MODULUS TESTS
Compacted CBR(California Bearing Ratio) D2883 $590
PERMEABILITY TESTS
Constant Head,Granular Soil D2434 $36o
Flexible Wall,Undisturbed or Remolded D5o84 $330-$390
CORROSIVITY TESTS
pH $25
Resistivity $75
Chloride Content $6o
Sulfate Content - $6o
Sulfide Content $70
Oxidation-Reduction Potential(Redox) $65
*Outside laboratory test. A shipping charge may be applied.
Note: Please contact Lab Manager at(503)23.0-4750 if you would like prices fortests not listed.
I:\Quality Standards(QAQQ)PDX SP\SP24-QPo7_Lab-AEH�Temp1ates&Forms\2o15 Lab Rates.doc
Revised December 2014
M11 SHANNON 6WILSONSILNC.
NTS
2016 Schedule of Fees
EXPENDABLE MATERIALS, EQUIPMENT RENTAL, & SOFTWARE CHARGES
Lake Oswego, Oregon, Branch
EXPENDABLE MATERIALS UNIT PRICE
Oibpcsable Bailer
Sample Jars(12 Jars/box) $20.00/box
Dynamio'Cone.Fpnetrom 'ter+,hares $2.r; /Cone I
Core box(cardboard) $24.00/box
^ore bo (wouci) Quoted
Level C-standard(tyvek,respirator,eye shields,gloves,ear plugs) $25.00/day
Love[C-plus s(splash!'esistanl tyvek. rFspirator.eve.shields.gloves,Par plup,:) $
Level D-standard(gloves,eye shields,ear plugs) $5.00/day
S,9' +d,+:gravel,0,19cretr:or BentunrtP 1,12.0(j.-I nag
PVC pipe(piezometers, 1-to 2-inch dia.) $0.75/foot
Decors water $+7j.00/5-gallor7
Field kit(hand tools,torvanes, lens,etc.) $5.00/day
FIELD EQUIPMENT RENTAL Daily rate unless noted.Rates discounted for longer periods. DAILY RATE
Pile PDA`est ecluipmsri> $250,,.')C1/pile
Crosshole Sonic Logging(CSL)equipment $400.00
Water!evil meter J& $20.00
Conductivity/ph meters $25.00
Multirneter 1jehi, Cond-. pll,DC's,00P+w it f�,Flow-Thru Cell w 7 5.0Q
Nuclear gauge(densometer) $50.00
j GPS mappaig system, $40.01)
Pressure transducer readout $40.00
Pressure Trarsducer with data logger $80.00
125 gallon polytank $25.00
Inciinorrieter s}s'tena(pry be-cable-readout; '.:1:00 00
Laser Range Finder $30.00
P.M. (tne+er) $90,00 i
Dynamic Cone Penetrometer $100.00
Hand agger or vane shear tester
r Vibration monitoring equipment $50.00
Point`ozid tester $40.001
Deep submersible pump $100.00
�IrallJ i suhmersihie pump $^-•0.0:?
Waterra Surge Block $20.00
Dames I-Moore<<-til sampler wfl.h zings
GeoKon GK403 readout $50.00
:tingle Gas:�Aeter
Draeger(per tube) $10.00
Geol'urrtr,2.per istallm pump W0.00
INDUSTRY-SPECIFIC TECHNICAL SOFTWARE HOURLY RATE
Slope Vv slope stahilriy analysis" $' Ori
Seep W(seepage/aquifer analysis) $15.00
L Pile'Pile day;igW $Iblt o
Group 6.0(group pile design) $15.00
GRLWEAP 2005!;pitv oriving crii.eria)
SHAKE 2000(seismic site response) $15.00
L14100',-a)011!seismic site response) $1:i.60
MSEW 2.0(Retaining wall design) $15.00
Fist %(finite difference analyses
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