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RH2 Engineering ~ C210088 CITY OF TIGARD, OREGON - CONTRACT SUMMARY FORM (THIS FORM MUST ACCOMPANY EVERY CONTRACT) Contract Title: ESA - On-Call Services: Utility Project Planning and Engineering; Development Plan Review Services Number: C210088____________ Contractor: RH2 Engineering Contract Total: NTE $250k per task order Contract Overview: On-Call Contract______________ 1.0 Utility Project Planning and Engineering 12.0 Development Plan Review Services Initial Risk Level: Extreme High Moderate Low Risk Reduction Steps: Following Risk Matrix. Any issues will be addressed on a project need basis at time PO is issued Risk Comments: Risk Signature: Contract Manager: Lori Faha Ext: 2759 Department: PW/Engineering Type: Personal Svc Professional Svc Public Imp General Svc Coop Purchase Other: Engineering Svs. Start Date: 2/1/2021 End Date: 1/31/2024 Quotes/Bids/Proposal: FIRM AMOUNT/SCORE QBS RFP 2021-06 (scoring in file) Account String: Fund-Division-Account Work Order – Activity Type Amount FY PO will determine NTE $250,000 per task order FY FY FY FY Approvals - LCRB Date: 1/26/2021 Department Comments: Department Signature: Purchasing Comments: Purchasing Signature: City Manager Comments: City Manager Signature: After securing all required approvals, forward original copy to the Contracting and Purchasing Office along with a completed Contract Checklist. CONTRACT NO. C210088 CITY OF TIGARD, OREGON PROFESSIONAL SERVICES AGREEMENT ON-CALL CIVIL ENGINEERING AND RELATED SERVICES UTILITY PROJECT PLANNING AND ENGINEERING DEVELOPMENT PLAN REVIEW SERVICES THIS AGREEMENT, made and entered into this 1st day of February, 2021, by and between the City of Tigard, a municipal corporation, hereinafter referred to as the "City," and RH2 Engineering, Inc, hereinafter referred to as the "Contractor." RECITALS WHEREAS, the City’s Fiscal Year 2020-2021 budget provides for On-Call Civil Engineering and Related services; and WHEREAS, the accomplishment of the work and services described in this Agreement is necessary and essential to the program of the City; and WHEREAS, the City desires to engage the Contractor to render professional Civil Engineering and Related services for On-Call services, and the Contractor 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. Scope of Services A. Contractor will perform professional services 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. B. Task Orders – Detailed statements of discrete work, tasks and the required time of performance for such work will be set forth by individual Task Order and must not exceed Two Hundred Fifty Thousand and No/100 Dollars ($250,000.00). 1. Task Orders may only be issued when the parties have negotiated all the material terms and conditions of the applicable services in advance, including without limitation the content required of such Task Order. 2. Task Orders must be in writing and must include a detailed scope of work, performance schedule stating applicable dates and time periods, Contractor’s staff that will be working on the Task Order work scope and a line item budget clearly stating labor and equipment costs consistent with this Agreement’s compensation terms. 3. Task Orders will be negotiated on a rotational basis. In the event the City and Contractor cannot reach a favorable agreement on the maximum compensation for a specific Task Order, the City may terminate negotiations and commence negotiations with the next Contractor for the rotational list for that category of service. 2. Effective Date and Duration This Agreement is effective upon the date of execution and expires on January 31, 2024, unless otherwise terminated or extended. The initial term of the contract shall be a period of three (3) years with the mutual option to renew for up to two (2) additional years. The total term of the contract cannot exceed five (5) years. All work under this Agreement must be completed prior to the expiration of this Agreement. 3. Compensation A. The maximum that Contractor may be paid per Task Order the “not to exceed” amount of Two Hundred Fifty Thousand and No/100 Dollars ($250,000.00) without prior written authorization. The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the standard of care that would ordinarily be used by similar professionals in this community in similar circumstances or other requirements of the Agreement. The actual amount to be paid to Contractor may be less than the “not to exceed” amount. The actual amount to be paid to Contractor may be less than that amount. B. Compensation for professional services as described in Exhibit A will be paid on an hourly rate based upon the Schedule of Rates in Exhibit B of this Agreement, which will 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. Standard reimbursable costs will be reimbursed without mark-up. C. Annual adjustment of hourly rates will be considered upon written request from Contractor. Approval of a request for rate increases is solely within the City’s discretion and under no circumstances is the City obligated to approve such a request. Rate increases are subject to the following limitations:  No increases will be granted before the one-year anniversary of the Agreement;  No more than one increase will be granted annually;  Rate increases may not exceed the then current average inflation rate for the Portland Metropolitan Area (as determined from the US Department of Labor statistics);  Rate increases cannot be retroactive. D. Contractor is entitled to receive progress payments for its work pursuant to any issued Task Order. The City will pay Contractor based on these invoices for acceptable work performed and approved until the “not to exceed” amount is reached. Thereafter, Contractor must complete work based on the Agreement without additional compensation unless there is a change to the scope of work. E. Any estimate of the hours necessary to perform the work is not binding on the City. Contractor remains responsible if the estimate proves to be incorrect. Exceeding the number of estimated hours of work does not impose any liability on the City for additional payment. F. Payment will be made upon receipt of billings based on the work completed. Contractor will submit billings to City periodically, but not more frequently than monthly. Payment by the City releases the City from any further obligation for payment to Contractor for service or services performed or expenses incurred as of the date of the statement of services. Payment will be made only for work actually completed as of the date of invoice. Payment will not be considered acceptance or approval of any work or waiver of any defects therein. G. Contractor must furnish certified cost records for all billings to substantiate all charges. Contractor’s accounts are subject to audit by the City. Contractor will submit billings in a form satisfactory to the City. At a minimum, each billing will identify the Task Order under which such work is performed, work completed during the billing period, percentage of work completed to date, and percentage of budget used to date for each task. Billings must also include Contractor’s employer identification number or social security number, as the City deems applicable. H. General Terms: 1) Contractor must make payments promptly, as due, to all persons supplying labor or materials for the performance of the work provided for in this Agreement. 2) Contractor may not permit any lien or claim to be filed or prosecuted against the City on any account of any labor or material furnished. 3) Contractor will pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. 4) Contractor will pay all contributions or amounts due the Industrial Accident Fund from the contractor or any subcontractor. 5) If Contractor fails, neglects, or refuses to make prompt payment of any claim for labor or services furnished to Contractor or a subcontractor by any person as such claim becomes due, City’s Finance Director may pay such claim and charge the amount of the payment against funds due or to become due the Contractor. The payment of the claim in this manner does not relieve Contractor or their surety from obligation with respect to any unpaid claims. 6) Contractor will 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 Contractor, of all sums that Contractor agrees to pay for the services and all moneys and sums that Contractor collected or deducted from the wages of employees pursuant to any law, contract, or agreement for the purpose of providing or paying for services. 7) Contractor 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. 8) Contractor must 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. 9) The City certifies that sufficient funds are available and authorized for this Agreement during the current fiscal year. Funding during future fiscal years is subject to budget approval by Tigard’s City Council. 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 the property of Contractor; however, the City may request, 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 has unlimited authority to use the materials received from Contractor in any way the City deems necessary. B. The City may make copies, for the use of and without cost to Contractor, of all of its maps, records, laboratory tests, or other data pertinent to the work to be performed by the Contractor 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 Contractor will 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 Contractor at no additional expense to the City, except as provided elsewhere in this Agreement. D. Upon completion of a project, copies of all materials generated in the course of the project shall be provided to the City in both reproducible hard-copy and original electronic format; and E. All materials and documents acquired or produced in conjunction with a project shall be delivered to and become the property of the City of Tigard, without restriction or limitation of their future use, provided that reuse of the materials other than as intended by this Agreement by the City or a party to which the City provides the materials will be without liability to the Contractor. 5. Assignment/Delegation Neither party may assign, sublet or transfer any interest in or duty under this Agreement without the written consent of the other and no assignment has any force or effect unless and until the other party has consented. If City agrees to assignment of tasks to a subcontract, Contractor is fully responsible for the acts or omissions of any subcontractors and of all persons employed by them. Neither the approval by City of any subcontractor nor anything contained herein creates any contractual relation between the subcontractor and City. The provisions of this Agreement are binding upon and will inure to the benefit of the parties to the Agreement and their respective successors and assigns. 6. Status of Contractor as Independent Contractor Contractor certifies that: A. Contractor acknowledges that for all purposes related to this Agreement, Contractor is an independent contractor as defined by ORS 670.600 and not an employee of City. Contractor is not entitled to benefits of any kind to which an employee of City is entitled and is solely responsible for all payments and taxes required by law. Furthermore, in the event that Contractor is found by a court of law or any administrative agency to be an employee of City for any purpose, City is entitled to offset compensation due, or to demand repayment of any amounts paid to Contractor under the terms of this Agreement, to the full extent of any benefits or other remuneration Contractor 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 Contractor or to a third party) as a result of said finding. B. Contractor is not an officer, employee, or agent of the City as those terms are used in ORS 30.265. 7. Conflict of Interest The undersigned Contractor 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 Contractor, either directly or indirectly, in connection with the letting or performance of this Agreement, except as specifically declared in writing. If this payment is to be charged against Federal funds, Contractor certifies that he/she is not currently employed by the Federal Government and the amount charged does not exceed his or her normal charge for the type of service provided. 8. Indemnification A. City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Agreement. Contractor represents that all of its work will be performed in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state, and local laws, it being understood that acceptance of a Contractor’s work by City will not operate as a waiver or release. Acceptance of documents by City does not relieve Contractor of any responsibility for design deficiencies, errors or omissions. B. Claims for other than Professional Liability. Contractor agrees to indemnify, defend, save, and hold harmless the City of Tigard, its officers, employees, and representatives from all claims, suits, or actions and all expenses incidental to the investigation and defense thereof, of whatsoever nature, including intentional acts to the extent resulting from or arising out of the activities of Contractor or its subcontractors, sub-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 is found to be illegal or invalid for any reason whatsoever, such illegality or invalidity does not affect the validity of the remainder of this indemnification. C. Claims for Professional Liability. Contractor agrees to indemnify, defend, save, and hold harmless the City of Tigard, its officers, employees, and representatives from all claims, suits, or actions and all expenses incidental to the investigation and defense thereof, to the extent arising out of the professional negligent acts, errors or omissions of Contractor or its subcontractors, sub- consultants, agents or employees in performance of professional services under this agreement. Any work by Contractor that results in a design of a facility that is not readily accessible to and usable by individuals with disabilities will be considered a professionally negligent act, error, or omission. D. As used in subsections B and C of this section, a claim for professional liability 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 provided by Contractor, regardless of the type of claim made against the City in performance of this Agreement. A claim for other than professional liability is a claim made against the City in which the City’s alleged liability results from an act or omission by Contractor unrelated to the quality of professional services provided by Contractor in performance of this Agreement. 9. Insurance Contractor and its subcontractors must maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance must cover risks arising directly or indirectly out of Contractor's activities or work hereunder, including the operations of its subcontractors of any tier. The policy or policies of insurance maintained by the Contractor must provide at least the following limits and coverages: A. Commercial General Liability Insurance Contractor will obtain, at Contractor’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 must include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried, and coverage must include Products-Completed Operations, Personal & Advertising Injury and Damage to Rented Premises. Coverage Limit General Aggregate $3,000,000 Each Occurrence $2,000,000 B. Professional Liability Contractor must obtain, at Contractor’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 Services. Combined single limit per claim may not be less than $2,000,000, or the equivalent. Annual aggregate limit may not be less than $3,000,000 and filed on a “claims-made” form. C. Commercial Automobile Insurance Contractor must also obtain, at Contractor’s expense, and keep in effect during the term of the contract, Commercial Automobile Liability coverage including coverage for all owned, hired, and non-owned vehicles on an “occurrence” form. The Combined Single Limit per occurrence may not be less than $2,000,000. If Contractor uses a personally-owned vehicle for business use under this contract, the Contractor will 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 may not be less than $2,000,000. D. Workers’ Compensation Insurance The Contractor, its subcontractors, if any, and all employers providing work, labor, or materials under this Contract that are subject employers under the Oregon Workers' Compensation Law must 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. Contractors who perform work without the assistance or labor of any employee need not obtain workers’ compensation coverage. All non- exempt employers must provide Employer's Liability Insurance with coverage limits of not less than $1,000,000 each accident. E. Additional Insured Provision All required insurance policies, other than Workers’ Compensation and Professional Liability, must name the City its officers, employees, agents, and representatives as additional insureds with respect to this Agreement. F. Extended Reporting Coverage If any of the required 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, if less than 24 months, the maximum time-period Contractor’s insurer will provide. Contractor will be responsible for furnishing certification of Extended Reporting coverage as described or continuous “claims-made” liability coverage for 24 months following contract completion. Continuous “claims- made” coverage will be acceptable in lieu of Extended Reporting coverage, provided its retroactive date is on or before the effective date of this contract. Coverage will be endorsed to provide a “per project” aggregate. G. Insurance Carrier Rating Coverages provided by the Contractor 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 Contractor is self-insured for commercial general liability or automobile liability insurance, Contractor must provide evidence of such self-insurance. 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, Contractor will furnish a Certificate of Insurance to the City. No contract is 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 below address prior to coverage expiration. J. Primary Coverage Clarification The parties agree that Contractor’s coverage is primary to the extent permitted by law. The parties further agree that other insurance maintained by the City is excess and not contributory insurance with the insurance required in this section. K. Cross-Liability Clause A cross-liability clause or separation of insureds clause will be included in all general liability, professional liability, pollution, and errors and omissions policies required by this Agreement. A certificate in form satisfactory to the City certifying to the issuance of such insurance will be forwarded to: City of Tigard Attn: Contracts and Purchasing Office 13125 SW Hall Blvd. Tigard, Oregon 97223 OR ContractsPurchasing@tigard-or.gov At the discretion of the City, a copy of each insurance policy may be required to be forwarded by an authorized representative of the issuing insurance company to the above address. Such policies or certificates must be delivered prior to commencement of the work. The procuring of such required insurance will not be construed to limit Contractor’s liability hereunder. Notwithstanding said insurance, Contractor is obligated for the total amount of any damage, injury, or loss caused by negligence or neglect connected with this Agreement. 10. Method & Place of Submitting Notice, Bills, and Payments All notices, bills and payments will 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 will be used to transmit notices, bills, payments, and other information: CITY OF TIGARD RH2 ENGINEERING, INC Attn: Joe Wisniewski Attn: Kyle Pettibone, PE Address: 13125 SW Hall Blvd Tigard, OR 97223 Address: 5335 Meadows Rd Ste 420 Lake Oswego, OR 97035 Phone: (503) 718-2433 Phone: (503) 446-2816 Email: joew@tigard-or.gov Email: kpettibone@rh2.com Notice will be deemed given upon deposit in the United States mail, postage prepaid, or when so faxed, upon successful fax. In all other instances, notices, bills and payments will be deemed given at the time of actual delivery. Changes may be made in the names and addresses of the person to who notices, bills, and payments are to be given by giving written notice pursuant to this paragraph. 11. Survival The terms, conditions, representations, and warranties contained in this Agreement survive the termination or expiration of this Agreement. 12. 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 will be effective unless and until it is made in writing and signed by both parties. 13. Termination Without Cause At any time and without cause, City has the right in its sole discretion to terminate this Agreement by giving notice to Contractor. If City terminates this Agreement pursuant to this paragraph, City will pay Contractor for services rendered to the date of termination. 14. Termination for Cause A. City may terminate this Agreement effective upon delivery of written notice to Contractor, 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 Contractor, its subcontractors, agents, and employees to provide the services required by this Agreement is for any reason denied, revoked, or not renewed. 4) If Contractor becomes insolvent, if voluntary or involuntary petition in bankruptcy is filed by or against Contractor, if a receiver or trustee is appointed for Contractor, or if there is an assignment for the benefit of creditors of Contractor. Any such termination of this Agreement under paragraph (A) will 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 Contractor, may terminate the whole or any part of this Agreement: 1) If Contractor fails to provide services called for by this Agreement within the time specified, or 2) If Contractor fails to perform any of the other provisions of this Agreement or 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 (10) days or such other period as City may authorize. The rights and remedies of City provided above related to defaults (including breach of contract) by Contractor are not exclusive and are in addition to any other rights and remedies provided by law or under this Agreement. If City terminates this Agreement under paragraph (B), Contractor will be entitled to receive as full payment for all services satisfactorily rendered and expenses incurred, provided, that the City may deduct the amount of damages, if any, sustained by City due to breach of contract by Contractor. Damages for breach of contract include those allowed by Oregon law, reasonable and necessary attorney fees, and other costs of litigation at trial and upon appeal. 15. Access to Records City will have access to such books, documents, papers and records of Contractor as are directly pertinent to this Agreement for the purpose of making audit, examination, excerpts and transcripts. 16. Hazardous Materials Contractor will comply with all federal Occupational Safety and Health Administration (OSHA) requirements and all Oregon safety and health requirements. In accordance with OSHA and Oregon OSHA Hazard Communication Rules, if any goods or services provided under this Agreement may release, or otherwise result in an exposure to, a hazardous chemical under normal conditions of use (for example, employees of a construction contractor working on-site), it is the responsibility of Contractor to provide the City with the following information: all applicable Safety Data Sheet, the identity of the chemical/s, how Contractor will inform employees about any precautions necessary, an explanation of any labeling system, and the safe work practices to prevent exposure. In addition, Contractor must label, tag, or mark such goods. 17. Force Majeure Neither City nor Contractor will 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, 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 will 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 will not be the basis for a claim for additional compensation. Each party will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon cessation of the cause, diligently pursue performance of its obligation under the Agreement. 18. Non-Waiver The failure of City to insist upon or enforce strict performance by Contractor 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. 19. Hours of Labor, Pay Equity In accordance with ORS 279B.235, the following are hereby incorporated in full by this reference: A. Contractor may not employ an individual for more than 10 hours in any one day, or 40 hours in any one week, except as provided by law. For contracts for personal services, as defined in ORS 279A.055, Contractor must pay employees at least time and a half pay for all overtime the employees work in excess of 40 hours in any one week, except for employees who are excluded under ORS 653.010 to 653.261 or under 29 U.S.C. 201 to 209 from receiving overtime. B. Contractor must give notice in writing to employees who work on a public contract, either at the time of hire or before commencement of work on the contract, or by positing a notice in a location frequented by employees, of the number of hours per day and days per week that the employees may be required to work. C. Contractor may not prohibit any of Contractor’s employees from discussing the employee’s rate of wage, salary, benefits or other compensation with another employee or another person and may not retaliate against an employee who discusses the employee’s rate of wage, salary, benefits or other compensation with another employee or another person. D. Contractor must comply with the pay equity provisions in ORS 652.220. Compliance is a material element of this Agreement and failure to comply will be deemed a breach that entitles City to terminate this Agreement for cause. 20. Non-Discrimination Contractor will comply with all federal, state, and local laws, codes, regulations, and ordinances applicable to the provision of services under this Agreement, including, without limitation: A. Title VI of the Civil Rights Act of 1964; B. Section V of the Rehabilitation Act of 1973; C. The Americans with Disabilities Act of 1990, as amended by the ADA Amendments Act (ADAAA) of 2008 (Pub L No 101- 336); and D. ORS 659A.142, including all amendments of and regulations and administrative rules, and all other applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. 21. Errors Contractor will 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. 22. Extra Work, Changes Only the City’s Project Manager for this Agreement may change or authorize additional work. Failure of Contractor to secure authorization for extra work constitutes a waiver of all right to adjust the contract price or contract time due to such unauthorized extra work and Contractor will not be entitled to compensation for the performance of unauthorized work. 23. Warranties Contractor guarantees that professional services will be performed to the professional skill and care ordinarily provided by firms practicing in the same or similar locality under the same or similar circumstances. Neither acceptance of the work nor payment therefore relieves Contractor from liability under warranties contained in or implied by this Agreement Any intellectual property rights delivered to the City under this Agreement and Contractor’s services rendered in the performance of Contractor’s obligations under this Agreement, will be provided to the City free and clear of any and all restrictions on or conditions of use, transfer, modification, or assignment, and be free and clear of any and all liens, claims, mortgages, security interests, liabilities, charges, and encumbrances of any kind. 24. Attorney’s Fees In the event an action, suit of proceeding, including appeal, is brought for failure to observe any of the terms of this Agreement, each party is responsible for that party’s own attorney fees, expenses, costs and disbursements for the action, suit, proceeding, or appeal. 25. Choice of Law, Venue The provisions of this Agreement are governed by Oregon law. Venue will be the State of Oregon Circuit Court in Washington County or the U.S. District Court for Oregon, Portland. 26. Compliance with State and Federal Laws/Rules Contractor will comply with all applicable federal, state and local laws, rules and regulations applicable to the work in this Agreement. 27. Conflict Between Terms In the event of a conflict between the terms of this Agreement and Contractor’s proposal, this Agreement will control. In the event of conflict 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 will control. In the event of an inconsistency between Exhibit A and Exhibit B, Exhibit A will control. 28. Audit Contractor will 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. Contractor 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. 29. 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 will not be impaired unless the illegal or unenforceable provision affects a significant right or responsibility, in which case the adversely affected party may request renegotiation of the Agreement and, if negotiations fail, may terminate the Agreement. 30. Compliance with Tax Laws Contractor represents and warrants that Contractor is, to the best of the undersigned’s knowledge, not in violation of any Oregon tax laws including but not limited to ORS 305.620 and ORS Chapters 316, 317, and 318. Contractor’s failure to comply with the tax laws of this state or a political subdivision of this state before the Contractor executed this Agreement or during the term of this Agreement is a default for which the City may terminate this Agreement and seek damages and other relief available under the terms of this Agreement or applicable law. IN WITNESS WHEREOF, City and Contractor have caused this Agreement to be executed by their duly authorized officials. Awarded by Tigard’s Local Contract Review Board at their January 26, 2021 meeting. CITY OF TIGARD RH2 ENGINEERING, INC Signature: _______________________________ Signature: ________________________________ Name: __________________________________ Name: __________________________________ Title: ___________________________________ Title: ___________________________________ Date: ___________________________________ Date: ___________________________________ Kyle Pettibone Director 1/29/2021 Steve Rymer City Manager 02/03/2021 EXHIBIT A SCOPE OF SERVICES The tasks below are intended to indicate the broad and diverse range of services the City may contract for and not necessarily the scope of a typical Task Order. A. PROJECT MANAGEMENT 1. Work scope and proposal development assistance for a particular Task Order. 2. Prepare and maintain the project schedule and manage consultant staff and subconsultants to meet schedule project milestones. 3. Schedule and conduct project meetings and prepare agendas and meeting notes. 4. Prepare monthly progress reports, invoices, and cost versus budget vs percent complete reports. B. CONCEPT PLANNING AND ENGINEERING 1. Research “as-built” records and other historical data. 2. Perform technical evaluations, literature research, field investigations, mathematical analyses, computer modeling, permitting agency coordination, and/or other work to determine current conditions and potential constraints and fatal flaws affecting the permitting or construction of a future project. 3. Identify and evaluate concept level project alternatives and prepare conceptual designs and cost estimates for future projects. 4. Create project design criteria and/or performance criteria for future projects. 5. Update existing infrastructure system master plans. 6. Participate/Lead public meetings to forward conceptual design and solicit public input. C. PRELIMINARY AND FINAL DESIGN 1. Prepare preliminary (30%, 60%) and final (90%) project designs, drawings, and specifications based upon City Standards, Oregon Department of Transportation (ODOT) Standards, Clean Water Services (CWS) Standards and/or other standards, including preparing supplemental general conditions and special provisions. Prepare Engineers Estimates and Bid Documents. 2. Perform specialized field investigations such as soil borings and other geotechnical investigations, water quality sampling, open channel flow measurements, pavement management surveys, pipeline condition assessments and leak studies, traffic and pedestrian studies, speed studies, signal timing evaluations, and contaminated soils investigations and plans. 3. Conduct design review meetings, document and distribute review comments, and revise designs, drawings, specifications, and contract documents as needed. 4. Perform field and topographic surveys to support concept designs and/or final design and drawing preparation. 5. Prepare environmental reviews and documentation, environmental permit application submittals, and permitting agency coordination. 6. Prepare documents and maps for right-of-way, easement, and property acquisitions, and assist with title work and negotiations. D. CONSTRUCTION ENGINEERING AND FIELD SERVICES 1. Perform surveying services as requested during construction. 2. Perform as-built surveys, establish final survey monuments per Washington County standards, and file official maps with the City or County as needed. 3. Provide on-site engineering and inspection support during construction, including field evaluation of specification compliance, submittal reviews, change order reviews, design revisions, billing and quantity reviews, construction management, and value engineering reviews. 4. Prepare hard copy and electronic as-built record drawings following construction completion. 5. Provide special inspections and testing services. E. INVESTIGATIONS, STUDIES, ANALYSES AND OTHER CONSULTING 1. Cost of service analyses (e.g., rate studies and evaluations). 2. Environmental studies, assessments, reports, and submittals such as wetland delineations, mitigation plans, and Joint Permit Applications, and contaminated soils or groundwater management plans. 3. Regulatory compliance studies and submittals such as those required for land use or environmental permitting. 4. Seismic and structural analyses. 5. Forensic investigations and analyses. 6. Computer applications support services (GIS, GPS, AutoCAD). 7. Groundwater. 8. Traffic flow and safety analyses. 9. Walking, bicycling, and transit compatibility analyses. 10. Graphics and visualizations. RATE LIST RATE UNIT Professional I $151 $/hr Professional II $166 $/hr Professional III $182 $/hr Professional IV $196 $/hr Professional V $211 $/hr Professional VI $224 $/hr Professional VII $240 $/hr Professional VIII $250 $/hr Professional IX $250 $/hr Control Specialist I $137 $/hr Control Specialist II $149 $/hr Control Specialist III $164 $/hr Control Specialist IV $178 $/hr Control Specialist V $189 $/hr Control Specialist VI $203 $/hr Control Specialist VII $218 $/hr Control Specialist VIII $227 $/hr Technician I $115 $/hr Technician II $125 $/hr Technician III $142 $/hr Technician IV $153 $/hr Technician V $167 $/hr Technician VI $183 $/hr Technician VII $198 $/hr Technician VIII $209 $/hr Administrative I $75 $/hr Administrative II $88 $/hr Administrative III $106 $/hr Administrative IV $125 $/hr Administrative V $143 $/hr CAD/GIS System $27.50 $/hr CAD Plots - Half Size $2.50 price per plot CAD Plots - Full Size $10.00 price per plot CAD Plots - Large $25.00 price per plot Copies (bw) 8.5" X 11"$0.09 price per copy Copies (bw) 8.5" X 14"$0.14 price per copy Copies (bw) 11" X 17"$0.20 price per copy Copies (color) 8.5" X 11"$0.90 price per copy Copies (color) 8.5" X 14"$1.20 price per copy Copies (color) 11" X 17"$2.00 price per copy Technology Charge 2.50%% of Direct Labor Mileage $0.560 price per mile (or Current IRS Rate) Subconsultants 15%Cost + Outside Services at cost RH2 ENGINEERING, INC. 2021 SCHEDULE OF RATES AND CHARGES Rates listed are adjusted annually. EXHIBIT B