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GeoPacific Engineering, Inc ~ C140021 CITY OF TIGARD,OREGON CONTRACT SUMMARY FORM (FOR. MUST ACCOMPANY EACH CONTRACT FOR AUTHORIZATION) Contract Title: Fanno Creek Trl Geotechnical Obs. &Tesg Svs. Number: P'-;� tin )r � Contractor: GeoPacific Engineering, Inc. Contract Total: $4,270 Contract Overview: GeoPacific Engineering, Inc.will provide geotechnical construction monitoring services,including installation of a new retaining Nall and trail,wall backfill, and concrete testing for new drivewa�Ts Type: ❑ Purchase Agreement Start Date: _8/1/13 End Date: _6_/30/14 ❑ Personal Service ❑ Public Improvement LCRB Award: Direct Appt. Department: PW Engineering_ ❑ IGA ® Other: Eng. Sys. Agreement Contract Manager: Kim McMillan Quotes/Bids/Proposal: FIRM AMOUNT/ CORE GeoPacific $4,270.00 Account String: Fund-Division account '10�ork Order Number—Activio, Ti-2e Amount 420-8000-56005 92024-140 $4,270.00 Approvals Department Comments: Direct A tract under$20,000 Department Signature: 4� 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 Number(2,M002 I CITY OF TIGARD,OREGON ENGINEERING SERVICES AGREEMENT GEOTECHNICAL OBSERVATION AND TESTING SERVICES—FANNO CREEK TRAIL AND WALL THIS AGREEMENT, made and entered into this 1" day of August, 2013, by and between the City of Tigard, a municipal corporation, hereinafter referred to as the "City," and GeoPacific Engineering,Inc.,whose authorized representative is Scott Hardman,and having a principal being a registered engineer of the State of Oregon,hereinafter referred to as the "Engineer." RECITALS WHEREAS,the City's Fiscal Year 2013-2014 budget provides for geotechnical engineering services for the Fanno Creek Trail and Wall project;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 1, 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 30,2014,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 1 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 1 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 Four Thousand Two Hundred Seventy and No/100 Dollars ($4,270.00)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. Paiment 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 actually 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 furnish or acquire for the City the professional and technical services based on the hourly rate schedule as described in Exhibit 1 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 satisfactory 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 21Page 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. 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, on 3 mil minimum thickness mylar as well as diskette 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 maps, 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 nor anything contained herein shall be deemed to create any contractual relation between the subcontractor and City. 31Page 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 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 certifies that it currently has a City business tax receipt or will obtain one prior to delivering services under this Agreement. G. Engineer is not an officer, employee, or agent of the City as those terms are used in ORS 30.265. 7. Indemnity 4 1 P a g c 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 shall defend, save and hold harmless the City of Tigard,its officers, agents,and employees 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-consultants, agents or employees under this contract. If any aspect of this indemnity shall be found to be illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of this indemnification. C. Claims for Professional Liability. Engineer shall defend, save and hold harmless the City of Tigard, its officers, agents, and employees 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 design 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 provided by Engineer,regardless of the type of claim made against the City. A claim for other than professional responsibility 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. 8. Insurance Engineer and its subcontractors shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of 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: 51Page 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(1996 ISO or equivalent). This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit General Aggregate $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 Medical Expense (Any one person) 5,000 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 an error, omission or any negligent acts. Combined single limit per claim shall not be less than $1,000,000, or the equivalent. Annual aggregate limit shall not be less than $2,000,000 and filed on a"claims-made" form. C. Commercial Automobile Insurance Engineer shall also obtain, at architect'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. 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 limits of not less than $100,000 each accident. 61Pagc E. Additional Insured Provision All policies aforementioned, other than Professional Liability, shall include the City its officers, directors, and employees 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 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 Coverage provided by the Engineer must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carrier(s)with an unacceptable financial rating. H. 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 effected until the required certificates have been received and approved by the City. The certificate will specify and document all provisions within this contract. A renewal certificate will be sent to the address below ten days prior to coverage expiration. I. Primary Coverage Clarification The parties agree that Engineer's coverage shall be 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. J. 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. The City reserves the right to request a copy of each insurance policy,certified as a true copy by an authorized representative of the issuing insurance company, or at the discretion of City,in lieu thereof,a certificate in form satisfactory to City certifying to the issuance of such insurance. If the City requests such copies they shall be forwarded to: City of Tigard Attn: Contracts and Purchasing Office 13125 SW Hall Blvd Tigard,Oregon 97223 71Pagc Such policies or certificates must be delivered prior to commencement of the work. Thirty days cancellation notice shall be provided City by certified mail to the name at the address listed above in event of cancellation or non-renewal of the insurance. 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 services 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 services 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 81Page 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 eliminate 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 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 Payments 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 GEOPACIFIC ENGINEERING,INC. Attn: Kim McMillan,Engineering Mgr. Attn:Scott Hardman Address: 13125 SW Hall Blvd. Address: 14835 SW 72"d Avenue Tigard,Oregon 97223 Portland,Oregon 97224 Phone: (503) 718-2642 Phone: (503) 598-8445 Fax: (503) 684-7297 Fax: (503) 941-9281 Email: kitn@—tio_ard-oL.gov Email: (Contact person's email) 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. 91Pagr 13. McWer 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. 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 nor Engineer shall be considered in default because of any delays in completion and responsibilities hereunder due to causes beyond the control and without fault or negligence on the part of the parties so disenabled, including but not restricted to, 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 with 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. 10 1 Page 18. Extra(Changes)Work Only the City'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. 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 City 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. Industrial Accident Fund Payment Engineer shall pay any and all contributions or amount due the Industrial Accident Fund form that Engineer or subcontractors incur during the performance of this Agreement. 26. Complete Agreement This Agreement and attached exhibit(s) constitutes the entire Agreement between the parties. No waiver,consent,modification,or change of terms of this Agreement shall bind either party 111 Page 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 acknowledges that he/she has read this Agreement,understands it and agrees to be bound by its terms and conditions. IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Architect has executed this Agreement on the date hereinabove first written. CITY OF T GARD G OP I N E I G, NC. A' l By W' By:Authorized Contractor Representative Date Date 121 Page I j EXHIBIT 1 DUTY OF ENGINEER The Engineer shall render professional engineering services as described below: 1. Preconstruction Meetings,Submittal Review,Engineering Consultation Services 2. Subgrade Observations—Retaining Wall and Trail 3. Retaining %all Backfill 4. Concrete Field Sampling,Slump,Air Content(Assumes Four Separate Pours) 5. Laboratory Testing 6. Administration and Reporting 13 P a g c EXHIBIT 2 ENGINEER'S PROPOSAL 14 G Ps Real-World Geotechnical Solutions Investigation•Design •Construction Support July 31,2013 Proposal No. P-4588 Jeff Peck City of Tigard Public Works Department 13125 SW Hall Boulevard Tigard, Oregon 97223 Via email with hard copies mailed Subject: Proposal for Geotechnical Observation and Testing Services Fanno Creek Trail and Wall Tigard, Oregon GeoPacific Engineering, Inc. (GeoPacific) is pleased to present this proposal for geotechnical construction monitoring services on the project. The project involves installation of a new retaining wall and trail, wall backfill, and concrete testing for new driveways. We estimate the cost for geotechnical monitoring services for the project will be as summarized on the following page. We prepared this cost estimate to reflect our understanding of the project requirements and GeoPacific's anticipated role in geotechnical-related project elements. However, uncertainty exists as to the construction phasing, construction methods and sequence the contractor will follow in performing the work, all of which have a direct effect on the construction schedule and the cost for geotechnical services during construction. The costs for various tasks outlined herein could vary from those estimated, in the event that actual conditions differ significantly from those assumed herein. If the construction schedule requires that our representative be on-site for time durations other than those estimated herein,we will contact you immediately to discuss potential budget impacts. Based on the above-described level of effort, we estimate a budget for geotechnical construction monitoring of$4,270 (see attached cost estimate). This estimate is based on an assumed cost for each site visit. However, our invoicing will be in accordance with the attached Standard Fee Schedule, and we will bill on a time and expense basis, only for work performed. Upon acceptance of this proposal,please sign below and return a copy to GeoPacific Engineering, Inc. at your earliest convenience. Please note the Limit of Liability section on Page 2 of the General Conditions. If you agree with this limit and the other conditions outlined,please sign below. Otherwise,please call to discuss this concept or any other aspect of our planned scope of work. 14835 SW 72"d Avenue Tel(503)598-8445 Portland,Oregon 97224 Fax(503)941-9281 July 31, 2013 Proposal No. P-4588 Cost Estimate—Construction Monitoring Services Fanno Creek Trail and Retaining Wall Tigard,Oregon Total Task Units Estimated Average Cost Estimated Numberper Unit Cost Preconstruction meeting, Engineer 6 140 840 submittal review, engineering Hours consultation Subgrade Observations— Engineer 1 350 350 Retaining Wall and trail Visits Technician 3 180 540 Visits Retaining Wall Backfill Technician 5 180 900 Visits Concrete Field Sampling, Technician 4 200 800 Slump,Air Content(Assumed Visits 4 Separate Pours Laboratory Testing Proctor 1 200 200 Concrete 12 20 240 Admin/Reporting Each 1 400 400 Totall $4,270 P4588-Fano Creek Trail_CMS proposal—Tigard 3 GEOPACIFIC ENGINEERING,INC. GEOPACIFIC ENGINEERING, INC. GENERAL CONDITIONS FOR GEOTECHNICAL SERVICES July 31,2013 GeoPacific Engineering, Inc.(GeoPacific),an Oregon Corporation,and Client agree that the following general conditions shall apply to the services provided by GeoPacific. STANDARD OF CARE GeoPacific Engineering,Inc.will perform its professional services in accordance with that degree of care and skill ordinarily exercised by similarly qualified geoscience professionals currently practicing in this area under similar conditions. No warranties or other representations are expressed or implied. CLIENT FURNISHED INFORMATION AND OBLIGATIONS The Client is responsible to provide GeoPacific a description of the property, its location,and the locations of any underground utilities,facilities or structures on or adjacent to the property which could impact our work.GeoPacific,its owners,employees,subcontractors and agents will not be responsible for any damages to buried utilities or subterranean structures which are not specifically identified to GeoPacific. The Client also must advise GeoPacific of the location and nature of any known or suspected hazardous materials that may exist on the property. SITE ACCESWRIGHT OF ENTRY The Client must advise GeoPac,prior to commencement of our services of any special requirements for entry,work permits,security clearances, licenses,or any other required permissions. If the property is not owned by the Client,the Client shall obtain permission for right-of entry for the purpose of performing our services. SURFACE AND SUBSURFACE DISTURBANCE GeoPacific Engineering, Inc.will take reasonable precautions to minimize surface and subsurface disturbance. In the normal course of exploratory work some surface disturbance may occur,the restoration of which is not part of this Agreement, unless specifically provided in the scope of services and budget for work. UNANTICIPATED CONDITIONS OR HAZARDOUS MATERIALS Subsurface conditions may vary from those encountered at the locations where surveys or explorations are made by GeoPacific. Because the data,interpretations and recommendations of GeoPacific Engineering, Inc.are based solely on the information available to GeoPacific Engineering, Inc.,limitations on the available data will result in some level of uncertainty,and therefore risk,with respect to the interpretation of environmental,geologic and geotechnical conditions, despite the use of due professional care. The discovery of unanticipated conditions or hazardous materials constitutes a changed condition mandating an appropriate renegotiation of the scope of services and budget or termination of services. The discovery of unanticipated hazardous materials also may make it necessary for GeoPacific to take immediate measures to address health and safety. GeoPacific Engineering, Inc. shall notify Client as soon as practically possible should hazardous materials be encountered. Client agrees to compensate GeoPacific for the additional cost of services necessary to protect the health and safety of the public and GeoPacific Engineering,Inc.'employees. INDEMNIFICATION FOR HAZARDOUS MATERIALS AND RELEASE OF POLLUTANTS Client agrees that any hazardous materials, including asbestos,present at the work site prior to and during the performance of this Agreement were not generated, stored or disposed by GeoPacific. The exploration for and assessment of hazardous materials by GeoPacific are done on behalf of the Client. To the fullest extent permitted by law,the Client shall defend,indemnify and hold harmless GeoPacfic, its owners,employees,subcontractors and agents, from any and all liability, loss,costs, damage or expenses(including attorneys'fees and costs upon mediation,trial, arbitration and appeal)arising out of or in connection with(1)any-pollution-related claims or damages at the site,and (2)the performance of any professional services of GeoPacific Engineering, Inc.that result in alleged exacerbation of existing environmental pollution or contamination,or result in any newly caused or created pollution or contamination. This indemnification will not apply to claims, damages, losses or expenses to the extent they are a result of negligent acts by GeoPacific Engineering, Inc_under this Agreement or to the extent new pollutants are introduced solely by GeoPacific. REPORTING OF HAZARDOUS SUBSTANCE RELEASES The Client is responsible for reporting releases of hazardous substances when such reports are required by government agencies. The Client agrees to defend,indemnify and hold GeoPacific harmless for any claims due to Client's failure to comply with hazardous substance release reporting requirements. JOB SITE CONDUCT AND SAFETY GeoPacific Engineering, Inc.will be responsible for its professional activities on the job site. This will not relieve the Client,Owner,or construction contractors of their obligation to maintain a safe job site. Neither GeoPacific Engineering, Inc.'s professional activities nor the presence of its employees or subcontractors shall be construed to imply responsibility for job site safety. SAMPLE RETENTION AND DISPOSAL Non hazardous samples will be discarded 30 days after they are obtained unless prior arrangements are made to store or deliver the samples. Samples containing hazardous materials that are regulated under federal,state,or local environmental laws will be returned to the site. _General Conditions Standard 1 GEOPACIFIC ENGINEERING,INC. INSTRUMENTS OF SERVICE Reports,field data, laboratory data, analyses,calculations,estimates,designs and other documents prepared by GeoPacific as instruments of service shall remain the property of GeoPacific. GeoPacific will retain pertinent records relating to the services performed for a period of ten years following submission of the report. Copies of the instruments of service will be made available to the Client on request at a reasonable fee. Reuse of any instruments of service by the Client on extensions of this project or on other projects without GeoPacific's written permissions will be at the Client's risk. Client agrees to defend, indemnify and hold harmless GeoPacific from claims,damages and expenses arising out of such reuse. BILLING AND PAYMENT Billing for services will be submitted monthly. Payment is due on receipt of the invoice unless otherwise agreed in writing. A service charge of one and one-half percent(1.5%)per month will be added to unpaid accounts due over 30 days. Expenses incurred in preparation and/or foreclosure of any lien or collecting delinquent amounts including,but not limited to GeoPacific's staff time and attorneys'fees and costs at arbitration,trial and appeal. If invoices are overdue by 30 days or more,GeoPacific reserves the right to temporarily halt services and/or hold work products. GeoPacific will not be responsible for delays or damages resulting from cessation of services or withholding of work products, in cases where invoices are overdue. TERMINATION OF SERVICES This Agreement may be terminated by either party upon at least seven(7)days written notice in the event of substantial failure by the other party to perform in accordance with the terms and conditions through no fault of the terminating party. Such termination shall not be effective if that substantial failure has been remedied before expiration of the period specified in the written notice. In the event that the Client requests early termination of our services,GeoPacific reserves the right to complete such analyses and records as are necessary to place its files in order and complete a report on the services performed to date. Charges for these termination activities shall be in addition to all charges incurred up to the date of termination. INSURANCE GeoPacific maintains Workers'Compensation Insurance as required by state and federal laws. GeoPacific also maintains comprehensive general,auto,and professional liability insurance. Certificates are available upon request. CONSEQUENTIAL DAMAGES GeoPacific shall not be liable for consequential damages, including loss of use or loss of profits,or indirect damages, regardless of whether such claim is based upon alleged breach of contract,willful misconduct,strict liability,breach of warranty or negligent act,error or omission,whether professional or nonprofessional. DISPUTES Any dispute,controversy or claim arising out of or relating to this Agreement shall be mediated. Oregon law shall apply and jurisdiction for this disputes shall be in the courts of Oregon. ASSIGNS Neither the Client nor GeoPacific may delegate,assign, sublet or transfer the duties,interests or responsibilities set forth in this Agreement without the written consent of the other party. SEVERABILITY The Client and GeoPacific have entered into this Agreement of their own free will,to communicate to one another mutual understandings and responsibilities. Any element of the Agreement later held to violate a law or regulation shall be deemed void,and remaining provisions shall continue in force. Client and GeoPacific shall in good faith attempt to replace any invalid or unenforceable provision with one that is valid and enforceable,and which comes as close as possible to expressing the intent of the original provision. THIRD PARTY BENEFICIARIES There are no third party beneficiaries. GeoPacific's services are provided solely for the Client. NO FIDUCIARY DUTY There is no fiduciary responsibility from GeoPacific to the Client. LIMIT OF LIABILITY General Liability: In the performance of this Agreement and subject to the limits,terms and conditions of property damage and public liability coverage,GeoPacific agrees to indemnify and hold Client harmless from GeoPacific's proportional share of liability resulting from its negligence and any breech of contract compared to that of other persons or entities which results in damage to the Client. GeoPacific shall not be responsible for any loss,damage, or liability beyond GeoPacific's available insurance proceeds. GeoPacific shall not be responsible for Client's negligence nor the negligence of third parties. Professional Liability. Inconsideration of relative opportunities for financial reward from this project for the parties to this Agreement,Client agrees that the maximum aggregate amount of its recovery from GeoPacific or its employees due to any and all claims of professional negligence and breach of contract arising out of GeoPacific's performance under this Contract shall be limited to$50,000 or the amount of GeoPacific's fees for the services provided under this Agreement,whichever is more, unless a higher limit with commensurate compensation is specifically negotiated. General Conditions Standard 2 GEOPACIFIC ENGINEERING,INC. �Pff it STANDARD SCHEDULE OF CHARGES—2013 PERSONNEL HOURLY RATE Principal Engineer $ 140 Senior Geologist 95 Environmental Scientist 80 Staff Geologist/Engineer 75 Senior Technician 65 Technician 59 Administrative Assistant 60 Support Staff 50 Hours worked in excess of 8 per day, in excess of 40 hours per week, or that are worked on a Saturday, Sunday or national holidays will be billed at 140% of the regular rates when these overtime hours are requested by the Client or are reasonably necessary to meet job schedules. Expert witness, deposition, or trial services provided at two times the standard hourly rate,with 4-hour minimum. Time spent in either local or inter-city travel, when in the interest of this contract,will be charged in accordance with the foregoing schedule. EQUIPMENT AND OUTSIDE SERVICES RATE Automotive Mileage $0.60/mile Nuclear Density Gauge Included in Technician Hourly Rate Slope Inclinometer(per day) 150 Asphalt/Concrete Coring Machine(per day) 150 Per Diem Expense(per day) 100 Outside Laboratory Services Cost+ 10% Drilling, Excavator and Other Outside Services Cost+ 10% LABORATORY TESTING RATE(PER TEST) Moisture Content(ASTM D2216) $ 15 Moisture Content/Dry Density(ASTM D2216) 35 Grain Size Distribution(ASTM D1140, D422) 135 No. 200 Wash Sieve Only(ASTM D1140, D422) 50 Combined Sieve and Hydrometer(ASTM D1140, D422) 180 Atterberg Limits(ASTM D4318) 110 Organic Content(ASTM D2974) 60 Moisture-Density Relationship(Proctor;ASTM D1557, D698) 200 California Bearing Ratio(CBR;ASTM D1883) 200 one-point method California Bearing Ratio(CBR; ASTM D1883) 350 three-point method Sand Equivalent(ASTM D2419) 85 Unconfined Compression(ASTM D2166) 110 Rice Density of Asphalt Concrete(ASTM D2041) 100 Asphalt Extraction/Gradation 240 Concrete Compressive Strength(ASTM C39, C1231) 20 Sample Preparation Hourly Schedule of Charges 2012 Rates subject to change without notice