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010-23 - KPFF Engineering - ContractDocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Agreement Number: 010-23 Firm/Organization Legal Name (do not use dba's): KPFF, Inc. Address Federal Aid Number 1601 5th Ave, Suite 1600, Seattle WA 98101 STPUL-9918(021) UBI Number Federal TIN or SSN Number 578063612 91-0755897 Execution Date Completion Date 12/31 /2025 1099 Form Required Federal Participation ❑ Yes ❑✓ No ❑✓ Yes ❑ No Project Title Port Orchard Bay St Pathway, Situational Study Description of Work Provide a feasibility assessment to connect the current westerly terminus of the Bay Street Pedestrian pathway at the Kitsap Transit Foot Ferry terminal at Sydney Avenue, with the easterly terminus of the Tremont Street Improvement Project. The proposed alignment of the Bay Street Pedestrian Pathway will run along the shoreline of Sinclair inlet where feasible. The Consultant will provide a focused, detailed analysis and alternatives of the proposed trail segment along the waterfront from Sydney Avenue to Port Orchard Boulevard, with a higher level examination of potential multi -use pathway cross -sections and alignments from Bay Street, along Port Orchard Boulevard, to Tremont Street. The connection may include multi -use pathway or a complete street improvement with sidewalks and bike lanes. ❑i Yes ❑ No DBE Participation Total Amount Authorized: $560,103.86 ❑i Yes ❑ No MBE Participation Management Reserve Fund: 0 ❑i Yes ❑ No WBE Participation ❑✓ Yes ❑ No SBE Participation Maximum Amount Payable: $560,103.86 Index of Exhibits Exhibit A Scope of Work Exhibit B DBE Participation Exhibit C Preparation and Delivery of Electronic Engineering and Other Data Exhibit D Prime Consultant Cost Computations Exhibit E Sub -consultant Cost Computations Exhibit F Title VI Assurances Exhibit G Certification Documents Exhibit H Liability Insurance Increase Exhibit I Alleged Consultant Design Error Procedures Exhibit J Consultant Claim Procedures Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 1 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD THIS AGREEMENT, made and entered into as shown in the "Execution Date" box on page one (1) of this AGREEMENT, between the City of Port Orchard , hereinafter called the "AGENCY," and the "Firm / Organization Name" referenced on page one (1) of this AGREEMENT, hereinafter called the "CONSULTANT." WHEREAS, the AGENCY desires to accomplish the work referenced in "Description of Work" on page one (1) of this AGREEMENT and hereafter called the "SERVICES;" and does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS, the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish consulting services to the AGENCY. NOW, THEREFORE, in consideration of the terms, conditions, covenants, and performance contained herein, or attached and incorporated and made a part hereof, the parties hereto agree as follows: I. General Description of Work The work under this AGREEMENT shall consist of the above -described SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub -consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. II. General Scope of Work The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit "A" attached hereto and by this reference made a part of this AGREEMENT. The General Scope of Work was developed utilizing performance based contracting methodologies. III. General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress, and presentation meetings with the AGENCY and/or such State, Federal, Community, City, or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days' notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub -consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 2 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26, shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will be shown on Exhibit `B" attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is a DBE certified firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY's "DBE Program Participation Plan" and perform a minimum of 30% of the total amount of this AGREEMENT. It is recommended, but not required, that non -DBE Prime CONSULTANTS perform a minimum of 30% of the total amount of this AGREEMENT. In the absents of a mandatory DBE goal, a voluntary SBE goal amount of ten percent of the Consultant Agreement is established. The Consultant shall develop a SBE Participation Plan prior to commencing work. Although the goal is voluntary, the outreach efforts to provide SBE maximum practicable opportunities are not. The CONSULTANT, on a monthly basis, shall enter the amounts paid to all firms (including Prime) involved with this AGREEMENT into the wsdot.diversitycompliance.com program. Payment information shall identify any DBE Participation. All Reports, PS&E materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C — Preparation and Delivery of Electronic Engineering and other Data." All designs, drawings, specifications, documents, and other work products, including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for these SERVICES, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occurring as a part of this SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by (i) certified mail, return receipt requested, or (ii) by email or facsimile, to the address set forth below: If to AGENCY: Name: Ian Smith Agency: City of Port Orchard Address: 216 Prospect Street City: Port Orchard State: WA Zip: 98366 Email: ismith@portorchardwa.gov Phone: 360.876.4991 Facsimile: IV. Time for Beginning and Completion If to CONSULTANT: Name: John McMillan, P.E. Agency: KPFF Consulting Engineers Address: 1601 5th Ave, Suite 1600 City: Seattle State: WA Zip: 98101 Email: John.McMillan@kpff.com Phone: 206-622-5822 Facsimile: 206-622-8130 The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized in writing by the AGENCY. All work under this AGREEMENT shall be completed by the date shown in the heading of this AGREEMENT titled "Completion Date." The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD, governmental actions, or other conditions beyond the control of the CONSULTANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established completion time. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Page 3 of 14 Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD V. Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed SERVICES rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES, specified in Section II, "Scope of Work". The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). The estimate in support of the Cost Plus Fixed Fee amount is attached hereto as Exhibits "D" and "E" and by this reference made part of this AGREEMENT. A. Actual Costs: Payment for all consulting services for this PROJECT shall be on the basis of the CONSULTANT'S actual cost plus a fixed fee. The actual cost shall include direct salary cost, indirect cost rate, and direct non -salary costs. Direct (RAW) Labor Costs: The Direct (RAW) Labor Cost is the direct salary paid to principals, professional, technical, and clerical personnel for the time they are productively engaged in work necessary to fulfill the terms of this AGREEMENT. The CONSULTANT shall maintain support data to verify the direct salary costs billed to the AGENCY. 2. Indirect Cost Rate (ICR) Costs: ICR Costs are those costs, other than direct costs, which are included as such on the books of the CONSULTANT in the normal everyday keeping of its books. Progress payments shall be made at the ICR rates shown in attached Exhibits "D" and "E" of this AGREEMENT. Total ICR payment shall be based on Actual Costs. The AGENCY agrees to reimburse the CONSULTANT the actual ICR costs verified by audit, up to the Maximum Total Amount Payable, authorized under this AGREEMENT, when accumulated with all other Actual Costs. A summary of the CONSULTANT'S cost estimate and the ICR percentage is shown in Exhibits "D" and "E", attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT (prime and all A&E sub -consultants) will submit to the AGENCY within six (6) months after the end of each firm's fiscal year, an ICR schedule in the format required by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the ICR rate for billings received and paid during the fiscal year represented by the ICR schedule. It shall also be used for the computation of progress payments during the following year and for retroactively adjusting the previous year's ICR cost to reflect the actual rate. The ICR schedule will be sent to Email: ConsultantRates@wsdot.wa.gov. Failure to supply this information by either the prime CONSULTANT or any of their A&E sub -consultants shall cause the AGENCY to withhold payment of the billed ICR costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY's Project Manager and/or the Federal Government may perform an audit of the CONSULTANT'S books and records at any time during regular business hours to determine the actual ICR rate, if they so desire. 3. Direct Non -Salary Costs: Direct Non -Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. (excluding Meals, which are reimbursed at the per diem rates identified in this section) These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and fees of sub -consultants. Air or train travel will be reimbursed only to economy class levels unless otherwise approved by the AGENCY. The CONSULTANT shall comply with the rules and regulations regarding travel costs (excluding air, train, and rental car costs) in accordance with WSDOT's Accounting Manual M 13-82, Chapter 10 — Travel Rules and Procedures, and revisions thereto. Air, train, and rental car costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFR) Part 31.205-46 "Travel Costs." The billing for Direct Non -Salary Costs shall include an itemized listing of the charges directly identifiable with the PROJECT. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the services provided under this AGREEMENT. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 4 of 14 Revised 02101/2021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT'S profit, is shown in attached Exhibits "D" and "E" of this AGREEMENT. This fee is based on the Scope of Work defined in this AGREEMENT and the estimated person -hours required to perform the stated Scope of Work. In the event the CONSULTANT enters into a supplemental AGREEMENT for additional work, the supplemental AGREEMENT may include provisions for the added costs and an appropriate additional fee. The Fixed Fee will be prorated and paid monthly in proportion to the percentage of work completed by the CONSULTANT and reported in the Monthly Progress Reports accompanying the billings. Any portion of the Fixed Fee earned but not previously paid in the progress payments will be covered in the final payment, subject to the provisions of Section IX entitled "Termination of Agreement." 5. Management Reserve Fund (MRF): The AGENCY may desire to establish MRF to provide the Agreement Administrator with the flexibility to authorize additional funds to the AGREEMENT for allowable unforeseen costs, or reimbursing the CONSULTANT for additional work beyond that already defined in this AGREEMENT. Such authorization(s) shall be in writing and shall not exceed the lesser of $100,000 or 10% of the Total Amount Authorized as shown in the heading of this AGREEMENT. The amount included for the MRF is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the MRF shall be made in accordance with Section XIII, "Extra Work." 6. Maximum Total Amount Payable: The Maximum Total Amount Payable by the AGENCY to the CONSULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT. The Maximum Total Amount Payable is comprised of the Total Amount Authorized, and the MRF. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIII, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT. B. Monthly Progress Payments: The CONSULTANT may submit billings to the AGENCY for reimbursement of Actual Costs plus the ICR and calculated fee on a monthly basis during the progress of the work. Such billings shall be in a format approved by the AGENCY and accompanied by the monthly progress reports required under Section III, "General Requirements" of this AGREEMENT. The billings will be supported by an itemized listing for each item including Direct (RAW) Labor, Direct Non -Salary, and allowable ICR Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed Direct (RAW) Labor costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, Direct (RAW) Labor rates, and present duties of those employees performing work on the PROJECT at the time of the interview. C. Final Payment: Final Payment of any balance due the CONSULTANT of the gross amount earned will be made promptly upon its verification by the AGENCY after the completion of the work under this AGREEMENT, contingent, if applicable, upon receipt of all PS&E, plans, maps, notes, reports, electronic data and other related documents which are required to be furnished under this AGREEMENT. Acceptance of such Final Payment by the CONSULTANT shall constitute a release of all claims for payment, which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit; all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) calendar days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. The CONSULTANT has twenty (20) working days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 5 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD D. Inspection of Cost Records: The CONSULTANT and their sub -consultants shall keep available for inspection by representatives of the AGENCY and the United States, for a period of six (6) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this AGREEMENT is initiated before the expiration of the six (6) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be performed on this AGREEMENT. The audit, if any, will be performed by the State Auditor, WSDOT's Internal Audit Office and/or at the request of the AGENCY's Project Manager. VI. Sub -Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit "A" attached hereto and by this reference made part of this AGREEMENT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written permission of the AGENCY. No permission for subcontracting shall create, between the AGENCY and sub -consultant, any contract or any other relationship. Compensation for this sub -consultant SERVICES shall be based on the cost factors shown on Exhibit "E" attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub -consultant shall not exceed its maximum amount payable identified in each sub - consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, indirect cost rate, direct non -salary costs and fixed fee costs for the sub -consultant shall be negotiated and substantiated in accordance with section V "Payment Provisions" herein and shall be memorialized in a final written acknowledgement between the parties. All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub -consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub -consultant payment, the CONSULTANT shall comply with all applicable sections of the STATE's Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT, sub -recipient, or sub -consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT -assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. VII. Employment and Organizational Conflict of Interest The CONSULTANT warrants that they have not employed or retained any company or person, other than a bona fide employee working solely for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the CONSULTANT, any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion, to deduct from this AGREEMENT price or consideration or otherwise recover the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen's Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 6 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a third party as a consequence of any act or omission on the part of the CONSULTANT's employees or other persons while so engaged on any of the work or services provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during the period of this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees, without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. VIII. Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, sub -consultants, subcontractors and successors in interest, agrees to comply with the following laws and regulations: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. Chapter 21 Subchapter V § 2000d through 2000d-4a) • Federal -aid Highway Act of 1973 (23 U.S.C. Chapter 3 § 324) • Rehabilitation Act of 1973 (29 U.S.C. Chapter 16 Subchapter V § 794) • Age Discrimination Act of 1975 (42 U.S.C. Chapter 76 § 6101 et. seq.) • Civil Rights Restoration Act of 1987 (Public Law 100-259) • American with Disabilities Act of 1990 (42 U.S.C. Chapter 126 § 12101 et. seq.) • 23 CFR Part 200 • 49 CFR Part 21 • 49 CFR Part 26 • RCW 49.60.180 In relation to Title VI of the Civil Rights Act of 1964, the CONSULTANT is bound by the provisions of Exhibit "F" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "F" in every sub -contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives issued pursuant thereto. IX. Termination of Agreement The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without cause upon ten (10) days written notice to the CONSULTANT. In the event this AGREEMENT is terminated by the AGENCY, other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT for actual hours charged and any appropriate fixed fee percentage at the time of termination of this AGREEMENT, plus any direct non -salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for any SERVICES completed after ten (10) days following receipt by the CONSULTANT of the notice to terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this section, then no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 7 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD date of termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which would have been made using the formula set forth in paragraph two (2) of this section. If it is determined for any reason that the CONSULTANT was not in default or that the CONSULTANT's failure to perform is without the CONSULTANT's or its employee's fault or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs and appropriate fixed fee percentage in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT's supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth in the second and third paragraphs of this section. Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT. X. Changes of Work The CONSULTANT shall make such changes and revisions in the completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereof changed or revised, the CONSULTANT shall make such revisions as directed by the AGENCY. This work shall be considered as Extra Work and will be paid for as herein provided under section XIII "Extra Work." XI. Disputes Any disputed issue not resolved pursuant to the terms of this AGREEMENT shall be submitted in writing within 10 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT; provided however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer's decision, that decision shall be subject to judicial review. If the parties to this AGREEMENT mutually agree, disputes concerning alleged design errors will be conducted under the procedures found in Exhibit "J". In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 8 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD XII. Legal Relations The CONSULTANT, any sub -consultants, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, regulations and all AGENCY policies and directives, applicable to the work to be performed under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall defend, indemnify, and hold The State of Washington (STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the CONSULTANT's agents, employees, sub consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY and their officers and employees against and hold harmless the STATE and the AGENCY and their officers and employees from claims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and/or the AGENCY may be legally liable; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT or the CONSULTANT's agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and (b) the STATE and/or AGENCY, their agents, officers, employees, sub -consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and or AGENCY may be legally liable, the defense and indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT's negligence or the negligence of the CONSULTANT's agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub -consultant, subcontractor and vendor, of any tier. The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT's agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, in performance of the Work under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or communicated to STATE and/or the AGENCY, their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions resulting from STATE and/or AGENCY'S, their agents', officers' and employees' failure to comply with specific written instructions regarding use provided to STATE and/or AGENCY, their agents, officers and employees by the CONSULTANT, its agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. The CONSULTANT's relation to the AGENCY shall be at all times as an independent contractor. Notwithstanding any determination by the Executive Ethics Board or other tribunal, the AGENCY may, in its sole discretion, by written notice to the CONSULTANT terminate this AGREEMENT if it is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52 RCW; or any similar statute involving the CONSULTANT in the procurement of, or performance under, this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT's own employees or its agents against the STATE and /or the AGENCY and, solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any immunity under the state industrial insurance law, Title 51 RCW. This waiver has been mutually negotiated between the Parties. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 9 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Unless otherwise specified in this AGREEMENT, the AGENCY shall be responsible for administration of construction contracts, if any, on the project. Subject to the processing of a new sole source, or an acceptable supplemental AGREEMENT, the CONSULTANT shall provide On -Call assistance to the AGENCY during contract administration. By providing such assistance, the CONSULTANT shall assume no responsibility for: proper construction techniques, job site safety, or any construction contractor's failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required, the following insurance with companies or through sources approved by the State Insurance Commissioner pursuant to Title 48 RCW. Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) in the aggregate for each policy period. C. Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing coverage for any "Auto" (Symbol 1) used in an amount not less than a one million dollar ($1,000,000.00) combined single limit for each occurrence. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub - consultant and/or subcontractor as an additional insured (the "AIs"), with no restrictions or limitations concerning products and completed operations coverage. This coverage shall be primary coverage and non-contributory and any coverage maintained by the AIs shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT's and the sub -consultant's and/or subcontractor's insurer shall waive any and all rights of subrogation against the AIs. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to: Name: Ian Smith Agency: City of Port Orchard Address: 216 Propsect Street City: Port Orchard State: WA Zip: 98366 Email: ismith@portorchardwa.gov Phone: 360.876.4991 Facsimile: No cancellation of the foregoing policies shall be effective without thirty (30) days prior notice to the AGENCY. The CONSULTANT's professional liability to the AGENCY, including that which may arise in reference to section IX "Termination of Agreement" of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT amount or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional liability to third parties be limited in any way. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 10 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. The AGENCY will pay no progress payments under section V "Payment Provisions" until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIII. Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of this AGREEMENT in the SERVICES to be performed. B. If any such change causes an increase or decrease in the estimated cost of, or the time required for, performance of any part of the SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of this AGREEMENT, the AGENCY shall make an equitable adjustment in the: (1) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify this AGREEMENT accordingly. C. The CONSULTANT must submit any "request for equitable adjustment," hereafter referred to as "CLAIM," under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of this AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the section XI "Disputes" clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A.) and (B.) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XIV. Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV. Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVI. Certification of the Consultant and the Agency Attached hereto as Exhibit "G-1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit "G-3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit "G-4" Certificate of Current Cost or Pricing Data. Exhibit "G-3" is required only in AGREEMENT's over one hundred thousand dollars ($100,000.00) and Exhibit "G-4" is required only in AGREEMENT's over five hundred thousand dollars ($500,000.00.) These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III "General Requirements" prior to its performance of any SERVICES under this AGREEMENT. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 11 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD XVII. Complete Agreement This document and referenced attachments contain all covenants, stipulations, and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as a supplement to this AGREEMENT. XVIII. Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to be an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and AGREEMENT's contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. XIX. Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowledge in connection with this AGREEMENT or its performance may consist of information that is exempt from disclosure to the public or other unauthorized persons under either chapter 42.56 RCW or other local, state or federal statutes ("State's Confidential Information"). The "State's Confidential Information" includes, but is not limited to, names, addresses, Social Security numbers, e-mail addresses, telephone numbers, financial profiles, credit card information, driver's license numbers, medical data, law enforcement records (or any other information identifiable to an individual), STATE and AGENCY source code or object code, STATE and AGENCY security data, non-public Specifications, STATE and AGENCY non -publicly available data, proprietary software, State security data, or information which may jeopardize any part of the project that relates to any of these types of information. The CONSULTANT agrees to hold the State's Confidential Information in strictest confidence and not to make use of the State's Confidential Information for any purpose other than the performance of this AGREEMENT, to release it only to authorized employees, sub -consultants or subcontractors requiring such information for the purposes of carrying out this AGREEMENT, and not to release, divulge, publish, transfer, sell, disclose, or otherwise make it known to any other party without the AGENCY's express written consent or as provided by law. The CONSULTANT agrees to release such information or material only to employees, sub -consultants or subcontractors who have signed a nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic, and managerial safeguards to prevent unauthorized access to the State's Confidential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTANT shall, at the AGENCY's option: (i) certify to the AGENCY that the CONSULTANT has destroyed all of the State's Confidential Information; or (ii) returned all of the State's Confidential Information to the AGENCY, or (iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the State's Confidential Information. As required under Executive Order 00-03, the CONSULTANT shall maintain a log documenting the following: the State's Confidential Information received in the performance of this AGREEMENT; the purpose(s) for which the State's Confidential Information was received; who received, maintained and used the State's Confidential Information; and the final disposition of the State's Confidential Information. The CONSULTANT's records shall be subject to inspection, review, or audit upon reasonable notice from the AGENCY. The AGENCY reserves the right to monitor, audit, or investigate the use of the State's Confidential Information collected, used, or acquired by the CONSULTANT through this AGREEMENT. The monitoring, auditing, or investigating may include, but is not limited to, salting databases. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 12 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Violation of this section by the CONSULTANT or its sub -consultants or subcontractors may result in termination of this AGREEMENT and demand for return of all State's Confidential Information, monetary damages, or penalties. It is understood and acknowledged that the CONSULTANT may provide the AGENCY with information which is proprietary and/or confidential during the term of this AGREEMENT. The parties agree to maintain the confidentiality of such information during the term of this AGREEMENT and afterwards. All materials containing such proprietary and/or confidential information shall be clearly identified and marked as "Confidential" and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEMENT. The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers confidential and/or proprietary in nature: (a) at the commencement of the term of this AGREEMENT; or (b) as soon as such confidential or proprietary material is developed. "Proprietary and/or confidential information" is not meant to include any information which, at the time of its disclosure: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third parry that is not acting as an agent or representative for the other party; (iii) is independently developed by or for the other party; (iv) is publicly known; or (v) is generally utilized by unaffiliated third parties engaged in the same business or businesses as the CONSULTANT. The parties also acknowledge that the AGENCY is subject to Washington State and federal public disclosure laws. As such, the AGENCY shall maintain the confidentiality of all such information marked proprietary and/ or confidential or otherwise exempt, unless such disclosure is required under applicable state or federal law. If a public disclosure request is made to view materials identified as "Proprietary and/or confidential information" or otherwise exempt information, the AGENCY will notify the CONSULTANT of the request and of the date that such records will be released to the requester unless the CONSULTANT obtains a court order from a court of competent jurisdiction enjoining that disclosure. If the CONSULTANT fails to obtain the court order enjoining disclosure, the AGENCY will release the requested information on the date specified. The CONSULTANT agrees to notify the sub -consultant of any AGENCY communication regarding disclosure that may include a sub -consultant's proprietary and/or confidential information. The CONSULTANT notification to the sub -consultant will include the date that such records will be released by the AGENCY to the requester and state that unless the sub -consultant obtains a court order from a court of competent jurisdiction enjoining that disclosure the AGENCY will release the requested information. If the CONSULTANT and/or sub -consultant fail to obtain a court order or other judicial relief enjoining the AGENCY by the release date, the CONSULTANT shall waive and release and shall hold harmless and indemnify the AGENCY from all claims of actual or alleged damages, liabilities, or costs associated with the AGENCY's said disclosure of sub -consultants' information. XX. Records Maintenance During the progress of the Work and SERVICES provided hereunder and for a period of not less than six (6) years from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain and maintain all "documents" pertaining to the SERVICES provided pursuant to this AGREEMENT. Copies of all "documents" pertaining to the SERVICES provided hereunder shall be made available for review at the CONSULTANT's place of business during normal working hours. If any litigation, claim or audit is commenced, the CONSULTANT shall cooperate with AGENCY and assist in the production of all such documents. "Documents" shall be retained until all litigation, claims or audit findings have been resolved even though such litigation, claim or audit continues past the six (6) year retention period. For purposes of this AGREEMENT, "documents" means every writing or record of every type and description, including electronically stored information ("ESI"), that is in the possession, control, or custody of the CONSULTANT, including, without limitation, any and all correspondences, contracts, AGREEMENT `s, appraisals, plans, designs, data, surveys, maps, spreadsheets, memoranda, stenographic or handwritten notes, reports, records, telegrams, schedules, diaries, notebooks, logbooks, invoices, accounting records, work sheets, charts, notes, drafts, scribblings, recordings, visual displays, photographs, minutes of meetings, Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 13 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD tabulations, computations, summaries, inventories, and writings regarding conferences, conversations or telephone conversations, and any and all other taped, recorded, written, printed or typed matters of any kind or description; every copy of the foregoing whether or not the original is in the possession, custody, or control of the CONSULTANT, and every copy of any of the foregoing, whether or not such copy is a copy identical to an original, or whether or not such copy contains any commentary or notation whatsoever that does not appear on the original. For purposes of this AGREEMENT, "ESI" means any and all computer data or electronic recorded media of any kind, including "Native Files", that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. ESI may include information and/or documentation stored in various software programs such as: Email, Outlook, Word, Excel, Access, Publisher, PowerPoint, Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers, backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops or any other electronic device that CONSULTANT uses in the performance of its Work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub -consultant at home. "Native files" are a subset of ESI and refer to the electronic format of the application in which such ESI is normally created, viewed, and /or modified. The CONSULTANT shall include this section XX "Records Maintenance" in every subcontract it enters into in relation to this AGREEMENT and bind the sub -consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date" box on page one (1) of this AGREEMENT. 1 Sig E DocuSi�g�nled by: � � W GlG"SML mayor 3B96492E3F5847D... Signature 1-16-2023 Date 3-1-2023 Date Any modification, change, or reformation of this AGREEMENTshall require approval as to form by the Office of the Attorney General. Agreement Number: 010-23 Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Page 14 of 14 Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Exhibit A See Attached Scope of Work Project No. Agreement Number: 010-23 Exhibit A -Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD BAY STREET PATHWAY WEST, SITUATIONAL STUDY SCOPE OF WORK Contents ProjectDescription................................................................................................................................... 2 Introduction.......................................................................................................................................... 2 Assumptions........................................................................................................................................ 4 Information Provided by the City..................................................................................................... 4 Task1: Project Management..................................................................................................................5 1.1 Contract Administration................................................................................................. 5 1.2 Project Management Plan............................................................................................... 5 1.3 Subconsultant Management........................................................................................... 5 1.4 Coordination Meetings................................................................................................... 6 Task2: Data Collection........................................................................................................................... 8 2.1 Data Collection................................................................................................................. 8 2.2 Survey................................................................................................................................9 Task 3: Public Involvement Support..................................................................................................11 3.1 Public Outreach Engagement Plan..............................................................................11 3.2 Project Advisory Committee........................................................................................11 3.3 Virtual Engagement.......................................................................................................12 3.4 Project Advertising and Public Engagement.............................................................13 Task4: Concept Planning.....................................................................................................................14 4.1 Basis of Design................................................................................................................14 4.2 Alternative Development............................................................................................14 4.3 Concept Plan Development..........................................................................................15 Task 5: Environmental Services.......................................................................................................... 22 5.1 Cultural Resources Services......................................................................................... 22 5.2 Environmental Strategy Support................................................................................. 23 Task 6: Geotech and Soil Evaluation Services.................................................................................. 24 6.1 Geotechnical Services.................................................................................................... 24 6.2 Hazardous Materials Review....................................................................................... 24 Task 7: Coastal Engineering Evaluation Services............................................................................27 7.1 Coastal Engineering Services....................................................................................... 27 Task8: WSDOT Coordination............................................................................................................. 28 8.1 WSDOT Coordination................................................................................................... 28 Task 9: Grant Application Support - (Optional Service)............................................................... 29 MUKILTEO 5T" STREET - SCOPE OF WORK i KPFF CONSULTING ENGINEERS FEBRUARY 2021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Project Description Introduction The Bay Street Pathway West Project Situational Study goals include providing a feasibility assessment to connect the current westerly terminus of the Bay Street Pedestrian pathway at the Kitsap Transit Foot Ferry terminal at Sydney Avenue, with the easterly terminus of the Tremont Street Improvement Project. The proposed alignment of the Bay Street Pedestrian Pathway will run along the shoreline of Sinclair inlet where feasible. The Consultant will provide a focused, detailed analysis and alternatives of the proposed trail segment along the waterfront from Sydney Avenue to Port Orchard Boulevard, with a higher level examination of potential multi -use pathway cross -sections and alignments from Bay Street, along Port Orchard Boulevard, to Tremont Street. (Refer to Figure 1 for the proposed multi -use pathway trail alignment feasibility study area) The connection may include multi -use pathway or a complete street improvement with sidewalks and bike lanes. The Consultant shall develop alternatives, support community outreach and engagement and assist the City in arriving at a preferred alternative. The alternatives developed by the CONSULTANT will incorporate current planned public and private development and projected future development within the project limits and the City's waterfront. (Refer to Figure 2) Schedule • NTP January 2023 • Alternatives presented to the public Q2 2023 • Preferred Alternative Selected by the City Q3 2023 • Concept design completed Q4 2023 • Design and Construction dependent on funding PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 2 KPFF CONSULTING ENGINEERS JANUARY 2023 of idL DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Key Stakeholders City of Port Orchard, local residents, local businesses, Kitsap Transit, Port Orchard Fire Department, Local Bicycle Community, Port of Bremerton, and Local Tribes. Assumptions The following are general project assumptions for the Scope of Work; other assumptions are found within the project tasks. 1. Project limits are the existing Bay Street Trail near the Kitsap Transit Foot Ferry (northern limit) to Tremont Street (southern limit). The overall corridor is approximately 1.5 miles in length. 2. Scope of the project improvements will be refined through an engagement process with a project steering committee, stakeholders, and City staff. 3. Alternative routing/treatment concepts shall be developed in partnership with the City and stakeholders. Feedback on alternatives shall be collected through a public engagement process. City staff shall make the final decision on a preferred alternative, considering input from the public, project steering committee and stakeholders. 4. A concept design shall be developed by the CONSULTANT upon selection of the preferred alternative by the City. 5. The City shall acquire Rights -of -Entry required access to property along the corridor and provide them to the CONSULTANT. Information Provided by the City 1. Record drawings for roadway, water, sewer, stormwater and lighting. 2. City CADD PS&E standards and survey standards for use by the CONSULTANT, unless authority for plan and survey standards are delegated to the CONSULTANT. 3. Relevant information for on -going and planned City and 3rd party redevelopment projects. 4. Utility agencies and contact person within the project limits. 5. Identification of known critical areas and issues within the project's limits. 6. Geotechnical Reports and bore log data of relevant past projects along and adjacent to the proposed project alignment. 7. Traffic counts and traffic collision data for the project area. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 4 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 1: Project Management The CONSULTANT shall provide overall project administration and management for the duration of the project. 1.1 Contract Administration The CONSULTANT shall develop and manage the project scope, schedule, and budget and execute contract administration activities as needed to complete the scope of work. Monthly invoices for work completed to date shall be submitted to the City with cost tracking at the Task Level. The CONSULANT may re -allocate budget between tasks and sub -consultants at the approval of the City to meet project needs. Deliverable(s): 1. Scope, schedule, and budget updates as warranted (electronic PDF). 2. Monthly progress report summary (electronic PDF). 3. Monthly invoices (electronic PDF). 1.2 Project Management Plan The CONSULTANT shall develop and maintain a simplistic Project Management Plan (PMP). The PMP shall include: • Project Team Org Chart and Contact List • Work Breakdown Structure • Change Management, Schedule Management and Risk Management Plans • Quality Control and Quality Assurance Procedures A Risk Registry and design issue log shall be maintained by the CONSULTANT. An electronic file sharing site shall also be developed and maintained by the CONSULTANT for project use. Deliverable(s): 1. PMP (living document) (electronic PDF or DOCX). 2. Risk Registry (living document) (electronic PDF or DOCX). 3. Design issue log (living document) electronic PDF or DOCX). 4. Electronic file sharing site. 1.3 Subconsultant Management The CONSULTANT shall prepare SUBCONSULTANT contracts and manage SUBCONSULTANTS to ensure accurate and timely implementation of the work plan and the appropriate coordination of work activities, including the review of all PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 5 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD SUBCONSULTANTS' work on various project elements. In addition, the CONSULTANT shall conduct reviews of SUBCONSULTANTS' progress and invoices. 1.4 Coordination Meetings The CONSULTANT shall schedule, attend, and host project meetings to support the project and facilitate communication. Project Management Meetings The CONSULTANT Project Manager (PM), Consultant Lead Engineer and the City PM shall have a monthly virtual meeting to discuss project issues, current status, and upcoming work for the duration of the project design phase, with an expected duration of 60 minutes. The CONSULTANT PM shall also attend five two-hour face-to-face meetings with various City staff to support the project, with virtual meetings assumed. Design Milestone Meetings CONSULTANT will schedule meetings with the City at project milestones noted below to coordinate the planning process. Meetings are assumed virtual and last ninety minutes each. • Kickoff • Early alternative layout • Concept Review • Preferred Alternative Presentation The project kickoff meeting shall be attended by the CONSULTANT PM, the Lead Engineer, Urban Designer, Structural Lead, Consultant Project Coordinator and the Active Transportation Lead. All other milestone meetings will be attended by the CONSULTANT PM and CONSULTANT LEAD ENGINEER only. City Council/Executive Committee Briefings The CONSULTANT PM will attend up to three (3) briefing sessions with City Engineering Staff or Council members. Assumption(s): 1. Briefings will occur prior to the public outreach meetings. Deliverable(s): 1. Meeting presentation material. 2. Meeting draft and final notes. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 6 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Third -Party Project Technical Coordination Meetings The CONSULTANT will attend up to four (4) 90-minute meetings with third parties relevant to the project to coordinate technical issues on the project, such as utility coordination needs, Right -of -Way coordination, and permitting coordination. Third parties may include utility providers and transit service providers in the corridor. Assumption(s): Meetings shall be technical in nature and require two CONSULTANT staff member per meeting. 2. The CONSULTANT shall develop exhibits and supporting material for each meeting. 3. City staff shall be invited to all technical coordination meetings. Deliverable(s): 1. Meeting agenda provided 2 business days ahead of scheduled meetings 2. Meeting presentation/coordination materials. 3. Meeting draft and final notes. Coordination with WSDOT is addressed within Task 8 of this scope of work PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 7 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Task 2: Data Collection 2.1 Data Collection The CONSULTANT shall review existing data, document the major findings, determine what additional data is needed, and conduct a site visit to review existing conditions. In addition, the CONSULTANT shall complete the following activities: • Collect and review utility GIS information. • Coordinate with the City and private utilities to ensure utility information is shown correctly within the plan set. • Collect existing record drawings within the project vicinity. • Collect proposed redevelopment planning documents and the current development plan sets from active relevant proposed development projects Assumption(s): 1. The existing conditions site visit shall occur after survey has been collected. 2. City will provide information in electronic PDF format, including traffic counts, transit information, and background records. 3. City will provide anticipated development plans for all developments within the project area. Deliverable(s): 1. Tech memo summary of project existing condition site visit. 2. Tech memo summary of utility coordination data revisions or updates. 3. Tech memo summary on anticipated redevelopment within the project vicinity 4. Electronic publication of collected records. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 8 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 2.2 Survey The CONSULTANT shall provide full topographic survey for the waterfront portion of the project from Sydney Avenue at the east terminus of the project limits to the intersection of SR 166/Port Orchard Boulevard (with topo survey collected four hundred feet south of this intersection along Port Orchard Boulevard). Survey shall extend 100 feet beyond side street curb returns. Within these areas: 1. The CONSULTANT shall utilize existing survey collected by WSDOT for proposed Fish Passage Culvert work near the intersection of Bay Street and Port Orchard Boulevard. 2. The CONSULTANT shall utilize existing survey collected by KPFF Consulting Engineers near the planned City Community Events Center redevelopment location. The CONSULTANT shall utilize Photogrammetry or lidar methods From SR 166/Port Orchard Boulevard to Tremont St along Port Orchard Boulevard to meet the standard of care for the concept planning study. The CONSULTANT shall collect right-of-way survey within the project vicinity. Monuments shall be located and used to establish rights -of -way for the project vicinity within 100 feet of alternative pathways. The CONSULTANT shall collect surface visual utility survey, including drainage and sewer utility measure -downs of accessible catch basins, manholes, inlets, and other drainage structures within the project vicinity. Information on non -visual underground utilities shall be collected by the CONSULTANT using GIS information, record drawings, 3rd party utility locates or other means. The CONSULTANT shall develop a Civil 3D basemap of the existing conditions per the City Standards and a Civil 3D existing condition Digital Terrain Model. Topo survey beyond the ROW limits shall be collected to existing building faces or 30 feet beyond the ROW without entry into private property by the CONSULANT using Photogrammetry or Lidar methods. Survey will be conducted to water edge and based on level of tide at time of survey. Parcel limits shall be reviewed against parcel limits identified in the Community Event Center project produced by KPFF Consulting Engineers for a local redevelopment project. Trees six (6") inches in diameter and larger will be surveyed. Trees will be labeled with trunk and dripline diameter and will be classified as coniferous or deciduous on the basemap survey. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 9 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Assumption(s) • Ground -Based Lidar or aerial survey methods will be utilized by the CONSULTANT for survey collection on private property within the corridor. • Civil 3D 2020 shall be the project's existing condition file format and mapping will conform to City standards provided by City. APWA standards will be used if the City does not have specific survey standards. • City will provide title block and associates information for the construction control sheet at least three (3) weeks prior to deliverable due dates. • Survey requiring confined space entry is beyond the scope of work. Manholes over 25 feet deep or full of debris/water may not be as -built since they may require confined space entry to access the manhole in order to accurately measure the depth (if needed). • Survey basemaps will be provided in U.S. Survey Feet NAD 83(2011) horizontal and NAVD 88 vertical datums, unless otherwise directed. • Through 811 service, the survey basemap will state the utility locate ticket number and list potential utility stakeholders in the vicinity. • CONSULTANT will rely upon a private 3rd party utility locator to place tone (paint) marks within the survey limits for conductible utilities within ROW. CONSULANT shall collect data of field marked conductible utility locates, as warranted, during survey data collection. • Establishment of parcel limits will not be made beyond GIS limits. If a TCE or right-of-way need is established in the concept design phase, the CONSULTANT shall note the issue for future project action during the project design phase. Property line and easement locations shown on survey basemap will be based on public record information and work prepared by KPFF Consulting Engineers on other nearby projects Parcel limit history along the waterfront has conflicting historic records. Survey parcel limits used by the team shall include parcel limits developed by other projects approved by the City. Deliverable(s): Existing Conditions survey in Civil 3D 2020 format in 2D and 3D with right-of- way limits. 2. Existing Surface DTM in Civil 3D 2020 format. 3. Horizontal and Vertical Control Drawings. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 10 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 3: Public Involvement Support 3.1 Public Outreach Engagement Plan The CONSULTANT shall lead the public engagement efforts for this project. The CONSULTANT shall work with City staff to develop and execute a Public Outreach Engagement Plan to meaningfully engage community members in the development of the preferred concept and overall project delivery. The Public Outreach Engagement Plan will identify a schedule for public involvement, key stakeholders, messaging, and intended outcomes. As part of this task, the CONSULTANT will review documentation of the previous City proposed trail system work within the project vicinity to assess past concerns and relevant issues. The CONSULTANT public engagement lead shall participate in weekly meetings with project staff during peak outreach periods. Assumption(s): 1. City staff will participate in development of the Public Engagement Plan. 2. The Plan will cover four key outreach periods: project notification, understanding existing needs and concerns, input on the design concept, and feedback on the preferred alternative. 3. The CONSULTANT PM and outreach lead will participate in four public engagement check -ins with the City. Deliverable(s): 1. Draft and Final Public Engagement Plan. 2. Meeting agendas and meeting summaries. 3.2 Project Advisory Committee The City Transportation Committee will serve as the Advisory Committee for the project to support project delivery and guide engagement opportunities with stakeholders. The City Transportation Committee is comprised of three council members, the City Mayor, City Director(s) and the City Engineer. The CONSULTANT shall coordinate with the Advisory Committee. The project advisory committee shall provide input to the project design and serve as a resource for the design team to vet concepts and approaches to project delivery. Assumption(s): PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 11 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD The design team shall formally brief the Advisor Committee on the project status, relevant issues, and design decisions requiring approval and input by the Advisory Committee: • One meeting before the alternatives are formally identified • One meeting before major public engagement events • One meeting before formal selection of the preferred alternative 2. The City's project manager will coordinate with Port of Bremerton and Kitsap Transit. The City's project manager will invite representatives to the City Transportation Committee meeting as necessary for development of the alternatives. Deliverable(s): 1. Advisory Committee Meeting Materials, Agendas and Notes. 3.3 Virtual Engagement CONSULTANT will develop survey content to support a virtual public engagement process, which will include one online open house. An informal public engagement survey will also be developed by the CONSULTANT to seek feedback on relevant project topics with the public. CONSULTANT will provide graphic and written materials to the City for posting on the City's project website throughout the course of the project and for open house content, council study sessions and meetings with businesses. Assumption(s): 1. City will maintain and host the project website and one virtual open house. 2. The City will host the survey on their website using the link provided by the CONSULTANT. 3. CONSULTANT will design the survey content for the City to review. 4. Survey questions will require limited narrative comment analysis and will primarily be multiple choice or rating -based. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 12 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 3.4 Project Advertising and Public Engagement The CONSULTANT shall prepare a hard copy mailer for all property owners on the corridor after NTP to communicate a project is coming, notify the public of engagement opportunities, and provide opportunities to communicate desires and needs to the design team. The CONSULTANT will participate in up to four listening sessions with residents along the corridor to understand key issues and concerns with the proposed alternative. The CONSULTANT will prepare one fact sheet about the project that will serve as an attachment for email communications and will be posted on the City's website. The CONSULTANT will provide language and graphics to City staff to distribute information on social media and via email listservs. The CONSULTANT will develop paper fliers and post in area businesses and community facilities advertising the project public engagement survey, including QR codes and links to the survey location. The CONSULTANT will write a press release to be shared with various media in Port Orchard advertising the survey. This press release would also include short releases for Facebook and Twitter. Assumption(s): City staff will lead social media outreach and distribute notice via its contact email distribution list and other established notification channels. 2. City staff will coordinate meetings with residents. 3. City staff will print and mail hard copy mailer and post cards. 4. Port Orchard communications staff will share the press release with appropriate media outlets. Deliverable(s): 1. Public outreach graphics. 2. Content for the flier, postcard, press release, and signs. 3. Documentation of materials delivery and public comments in an Excel or Word Document PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 13 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 4: Concept Planning 4.1 Basis of Design The CONSULTANT shall prepare a basis of design documenting design decisions, standards, and guidelines used in the design work and key assumptions in coordination with the City. Basis of design shall also include a summary of proposed known redevelopment by other projects within the project limits. Deliverable(s): 1. Basis of Design (living document). 4.2 Alternative Development The CONSULANT shall develop up to three alternatives to deliver a multi -use pathway or complete street improvements to improve accessible connection options from the Kitsap Transit Foot Ferry Terminal at Sydney Avenue to the northern terminus of Port Orchard Blvd at the intersection of Bay Street and Port Orchard Boulevard. The design shall assume a compact roundabout will be constructed within this intersection at a future date. The CONSULANT shall develop up to three alternatives to deliver a multi -use pathway or complete street improvements to provide an accessible connection from the northern terminus of Port Orchard Blvd to the intersection of Tremont Street West and Port Orchard Blvd. Concept work near downtown Port Orchard shall be advanced to a higher level of design than work along Port Orchard Blvd. The Alternative Development phase shall: 1. Evaluate opportunities to address stakeholder requests and concerns. 2. Identify design challenges and solutions. 3. Identify solutions to improve the quality of the walking and biking environment, including City identified goals for placemaking, urban design, and traffic calming opportunities. 4. Accommodate existing transit access at the Kitsap Foot Ferry Terminal at Sydney Avenue. 5. Coordinate design efforts with WSDOT vision for a future fish passage project on the East side of Port Orchard Boulevard, which may include significant structural work and estuary reconstruction. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 14 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 6. Planning level layout for a future single lane roundabout at the intersection of Port Orchard BLVD and Bay Street. 7. Identify potential utility impacts. Evaluate and report benefits and costs for each alternative with respect to the project goals. 9. Identify potential wall / structure locations and heights in the corridor with recommended wall types. 10. Focus on trail system termination / terminus 11. Evaluate safe crossing trail crossing SR 166 and Port Orchard Blvd integrated into the proposed roundabout layout, working in partnership with the City and WSDOT. Assumption(s): 1. Three workshops shall be held with the design team and the City to review the alternative treatments and routing. 2. A planning -level cost estimate shall be developed for the recommended project elements. Deliverable(s): 1. Alternative plan exhibits (Large Roll plots) 2. Planning -level cost estimates 3. Alternative Evaluation Memorandum 4.3 Concept Plan Development The CONSULTANT shall prepare a concept design package for the project's preferred alternative. The concept design package shall be developed to a planning level of detail (10% design level of advancement) and include plans noted below. Deliverable(s): 1. Draft and Final Concept Plans 4.3.1 General Plans The CONSULTANT shall develop and update a cover sheet and drawings index. The CONSULTANT shall document general notes, abbreviations, and symbols. The CONSULTANT shall develop survey control sheets for the project based on collected topographical survey, providing horizontal and vertical control for the project. Deliverable(s): 1. Cover sheet. 2. General notes and legend sheet. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 15 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 3. Survey control sheets. 4.3.2 Roadway/ROW Plans The CONSULTANT shall produce roadway paving plans for the project and include any pertinent ROW information in the alignment sheets. Assumption(s): 1. Plan sheets and profile sheets may be on separate plan sheets. 2. Pavement sections depths for inclusion into the project shall be provided to the CONSULTANT by the City. 3. Right of Way plans shall highlight required right-of-way and current ownership. Deliverable(s): 1. Roadway Paving / ROW Plans 2. Profiles 3. Typical Sections 4. Round About Intersection Detail at Port Orchard BLVD and Bay Street 5. Key detail sheets 4.3.3 Channelization and Signage Plans The CONSULTANT shall develop channelization and signage plans for the project. Assumption(s): 1. City roadway signage within the corridor shall be replaced. 2. Other agency or private signage will be reused unless otherwise provided by their respective owner(s). Deliverable(s): 1. Channelization and Signage Plans. 4.3.4 Structural Plans The CONSULTANT shall develop structural engineering concept plans for proposed project elements. Assumption(s): 1. Structures may include retaining walls, in water seawalls and piers Deliverable(s): 1. Structural Design Concept Plans 4.3.5 Stormwater Evaluation PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 16 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD The CONSULTANT shall prepare a planning level Stormwater evaluation report for the project. The Stormwater evaluation report shall document the applicable regulations facing the project. Elevations critical to project delivery shall be documented. The evaluation shall focus on identification of required stormwater investments, estimated drainage system costs and next steps to obtain stormwater compliance. The focus of the report shall be technical and the narrative is expected to be brief, utilizing tables, maps, schematic sketches/ details, and bullets whenever possible. The draft stormwater evaluation report shall be turned in at the conclusion of the alternative evaluation process. A high-level summary of stormwater implementation for alternatives considered by the project shall be provided and used as part of the alternative evaluation process. Upon receiving City comments, the CONSULTANT shall formally reply to received comments via written response. A stormwater evaluation report shall be produced and submitted to the City upon completion of the project planning efforts. Deliverable(s): 1. Draft and Final stormwater evaluation report. 2. Draft stormwater report comment responses. 4.3.6 Illumination Analysis and Design Memo The CONSULTANT will evaluate existing illumination in the corridor and develop recommendations for trail illumination, including coordination with PSE and other franchise utilities. Lighting evaluation will be consistent with WSDOT and City of Port Orchard standards. The analysis will be completed using AGi 32 software. The CONSULTANT will develop a cost estimate of the recommendations. The CONSULTANT will submit an Existing Conditions memo summarizing the existing conditions lighting analysis, and a recommendations memo summarizing recommended illumination design and lighting levels along the trail corridor. Assumption(s): 1. Consultant will work with the City and Stakeholders to develop proposed trail illumination standards, lighting fixtures and specifications. Deliverable(s): 1. Existing lighting analysis memo with light level exhibits. 2. Memo addressing recommended illumination design and lighting levels along the trail corridor. 4.3.7 Landscape & Urban Design Memo The CONSULTANT shall develop landscape and urban design memo, to support the preferred alternative concept, including: PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 17 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD • Planting palette and photo cut sheets for a variety of planting conditions including trees, shrubs, and groundcover options. • Urban design elements within the project footprint, including placemaking elements, pedestrian amenities and biking facilities • Urban design/placemaking elements such as: sidewalk paving patterns and finish treatments, site furnishings, decorative lighting elements, wayfinding signage, trail identity features, and public art opportunities. • Illustrative plan graphics and sections, up to five (5) graphics, which will also be utilized to support public outreach. Assumption(s): 1. Landscape and Urban Design Memo will include variations in response to location and land use (and will address downtown Port Orchard limits only) 2. Conceptual urban design shall identify unique areas along the shared -used path for pedestrian and bike amenities including hard and softscape. These areas may be used for resting, and/or trail mixing zones and will be identified in the conceptual design. 3. Arborist services and sign design are outside the project scope. Deliverables: 1. Urban Design and Landscape Memo 4.3.8 Transportation Analysis The CONSULTANT shall provide planning level transportation analysis services to inform the development of the Port Orchard BLVD trail alternatives and to support project advancement for a preferred alternative. The analysis will evaluate the existing intersection operations and use the City's travel forecasts to evaluate future traffic operations at the Tremont Street SW/Port Orchard BLVD, High Street/Port Orchard BLVD, and Bay Street/Port Orchard BLVD intersections including a high-level roundabout evaluation at the Bay Street/Port Orchard BLVD intersection. The transportation analysis shall review and analyze historical crash data for the last five (5) years at intersections and mid -block street segments within the study area. Using this data, the CONSULTANT will analyze the frequency, types, and rates and locations of crashes. The CONSULTANT shall also produce a summary report that will evaluate each of the three developed corridor alternatives and describe the project's likely traffic impacts of the preferred alternative for the Port Orchard BLVD as well as recommend next steps regarding WSDOT coordination. Assumption(s): 1. City shall supply consultant with existing and future travel forecasts for the study intersections. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 18 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 2. City shall provide collected traffic data within the project vicinity and collision history. Deliverable(s): 1. Draft and Final Transportation Analysis memo 4.3.9 Engineer's Estimate The CONSULTANT shall deliver an estimate for construction costs for alternatives. The estimate shall include a basis of estimate, documenting key assumptions and cost estimating methodology. A more detailed estimate shall be prepared for the preferred alternative. Assumption(s): In providing opinions of cost, financial analyses, economic feasibility projections, and schedules for the project, the CONSULTANT shall have no control over cost or price of labor and materials, unknown or latent conditions of existing equipment or structures that might affect operation or maintenance costs, competitive bidding procedures and market conditions, time or quality of performance by operating personnel or third parties, and other economic and operational factors that might materially affect the ultimate project cost or schedule. The CONSULTANT, therefore, shall not warranty that the actual project costs, financial aspects, economic feasibility, or schedules shall not vary from CONSULTANT's opinions, analyses, projections, or estimates. 2. Budget -level cost estimates shall include appropriate contingency factors to account for project uncertainties that cannot be explicitly accounted for at the project's various engineering stages. Risks that have been identified shall be listed along with potential cost and schedule impacts. 3. The effort to prepare quantities for the estimate unit cost items and lump sums shall be provided under the respective design discipline task using the City's standard measurements. 4. All "soft costs' to be included within the cost estimate, such as City -procured items, and City self -preformed work will be provided to the CONSULTANT two weeks before the estimate due date. 5. Quantities shall be developed from engineered drawings to the maximum extent feasible. 6. Basis of estimate shall be limited to an executive summary of four pages maximum, with supporting appendix material as needed. 7. City shall provide direction on what edition of WSDOT Standard Specifications to use as the basis for the budget -level cost estimate bid items developed by the CONSULTANT Deliverable(s): 1. Estimate in excel or PDF format with notes provided on basis of estimate. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 19 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 4.3.10 Constructability Review The CONSULTANT shall develop a constructability review report for the preferred alternative. The report shall address, at minimum, the following: • Identification of major constructability challenges • Potential in -water or near -water work restrictions or work windows • Maintenance of traffic, work zone recommendations/considerations Deliverable(s): 1. Constructability Review Report 4.3.11 Concept Design Summary Report The CONSULTANT shall prepare a Concept Design Summary Report to signify the completion of the project's planning phase milestone. The summary report shall include: • Executive summary of the proposed project purpose and need • Identified project needs • Recommended project scope • Next steps • Public outreach summary • Project construction cost estimate summary • Right of Way need identification • Project Risk Findings The project concept design sheets shall be included as a project appendix Other project submittals may be included as project appendix materials at the option of the City. Deliverable(s): 1. Draft and Final Concept Design Summary Report 4.3.12 Quality Management The CONSULTANT shall prepare the Quality Management Plan, and conduct thorough quality reviews and checks for each submittal. This task covers senior reviews of major work deliverables, including the concept design work. The project quality manager shall be responsible for ensuring that they are completed and documented. Such reviews shall be performed after deliverables are assembled and before their submittal to the City. Quality control efforts and reviews shall encompass the work performed by the CONSULTANT and its SUBCONSULTANTS. Routine checking of calculations, plan sheets, and other work, done as peer review on the various discipline items, is included in the scope of the individual task. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 20 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Deliverable(s): 1. Quality Management Plan (electronic PDF). 2. Quality Management documentation (electronic PDF). 3. Submittal Comment Logs, with notes of action taken and responses. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 21 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 5: Environmental Services 5.1 Cultural Resources Services The CONSULTANT will prepare a cultural resources literature review for the project, including the following components: Background research: The CONSULTANT will conduct a search on Washington Department of Archaeology and Historic Preservations (DAHP) WISAARD system to identify recorded historic built environment, historic register listed properties, archaeological sites, cemeteries, and previously completed cultural resources assessments in proximity to the project location. The CONSULTANT will review relevant correspondence between the project proponent, stakeholders, and DAHP. The CONSULTANT will review pertinent environmental, archaeological, ethnographic, and historical information appropriate to the project location from a variety of available resources. The CONSULTANT will create a Project in WISAARD and obtain a DAHP Project Tracking Number. 2. Information Requests: With the City's permission, the CONSULTANT will contact the cultural resources staff of tribes that may have an interest in or information regarding the project location via email to request any Tribal knowledge regarding archaeological or cultural resources within or near the project location that the Tribe would like to share. This is an information request only and does not take the place of any formal government -to -government consultation that may be required. The CONSULTANT will include the City project manager on these requests. 3. Cultural resources literature review report: The CONSULTANT will prepare a technical memo presenting the results of background research, methods, expectations, and management recommendations. The report will provide supporting documentation of findings, including historical maps and photographs, and will conform to DAHP reporting standards. This report will include recommendations for additional work that may need to be scoped. Report will be provided electronically in PDF format. This task includes one round of consolidated comments from the client prior to the submission of the final report to DAHP. The CONSULTANT will assist the client in submitting the cultural resources assessment and any associated documentation to DAHP, via their WISAARD system. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 22 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Assumption(s): 1. This scope does not include preparation of Section 106 or GEO 21-02 compliance documents, a field survey assessment, or preparation of an Inadvertent Discovery Plan or Archaeological Resources Monitoring Plan. 2. No meetings with clients or stakeholders will be required. 3. This scope does not include documentation of resources on DAHP archaeological sites or isolate forms, historic property inventory forms, or evaluating resources for potential significance under local, state, and/or national historic registers. Deliverable(s): 1. Draft and final cultural resources literature review report 5.2 Environmental Strategy Support The CONSULTANT shall provide environmental strategy support for the program, which will include providing to the Agency a two- to three -page memorandum containing summary -level desktop information related to existing environmental conditions in the 1.5-mile study area and federal, state, and local environmental permitting and approval information. Environmental conditions information will be limited to the existing land use, Comprehensive Plan and zoning designations, Shoreline Master Plan designations, parks/recreation areas, and mapped critical areas. Permitting and approval information will include potential federal, state, and local approvals and permits that could be needed related to land use, parks/recreation areas, and mapped critical areas, and their triggers. Approvals may include NEPA, Section 404/401, SEPA, Hydraulic Project Approvals, Section 4(f)/6(f), shoreline permits, and critical areas permits. Assumption(s): 1. GIS analysis or report graphics are included in this scope. 2. Environmental review will be on a corridor level and will not evaluate alignment alternatives. 3. This analysis will use existing resources, including City maps, Comprehensive Plan, and municipal code. No fieldwork will be completed as part of this scope, nor will any new data be collected. 4. The technical memo shall be an internal planning document for the City and will not be submitted to any state or federal agency. 5. This scope does not include preparation of SEPA/NEPA documentation, preparation of permit applications, or consultation with agencies. The Environmental Strategy support will require 18 months of invoicing and other project administration. Deliverable(s): 1. Draft and Final Environmental Memorandum PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 23 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 6: Geotech and Soil Evaluation Services 6.1 Geotechnical Services The CONSULTANT shall evaluate the existing geotechnical and paving issues within the corridor and produce design criteria recommendations for use in planning level project development. Key tasks include: The City shall identify any known soil / foundation challenges to the CONSULTANT. Key tasks include: • Conduct office study/search for available geotechnical data and review of available geotechnical data and identification of known issues. • Perform a site reconnaissance, assuming 2 geotechnical engineers. • Geotechnical Engineer will provide general commentary on the geotechnical components of the project based on the soil information we are able to obtain. • Prepare a Draft and Final Soil and Geology Report. Assumption(s): 1. The soils within the project corridor are not contaminated. 2. The site reconnaissance is limited to observation of existing topography and features; no excavation, subsurface exploration or lab testing will be conducted during the site reconnaissance. 3. Interpretation of geotechnical challenges and risk will not be supported by geotechnical calculations or rigorous evaluations during this phase of work. 4. Recommendations related to retaining structures will be limited to recommendations for wall and structure types based on existing information. Actual design of the structures will be performed in a future project phase. Deliverable(s): 1. Draft and Final Soil and Geology Report. 6.2 Hazardous Materials Review The CONSULTANT shall provide planning level environmental strategy support for the program with a moderate -level environmental hazardous materials risk -evaluation of the project vicinity to identify and evaluate the potential presence of subsurface contaminants that may be encountered during the various stages of project development and construction. Results of the hazardous materials environmental assessment shall be presented in a technical memo. The memo shall include the following: PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 24 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD • Obtain and review readily accessible environmental records for the project corridor and adjacent properties. The search includes the project corridor and other properties within an eighth of a mile to a mile radius from the Project Area, based on type of regulatory database listing, WSDOT guidance, and ASTM standards. • Obtain and review historical aerial photographs, topographic maps, and Sanborn Fire Insurance maps for the project vicinity, and city directories for the streets included in the project corridor itself. • Review existing technical documents and reports available from Ecology and EPA, or as provided by the City or KPFF, concerning previous environmental investigations for the project site and/or adjacent properties. • Conduct a visual reconnaissance of the project site to observe current land uses and activities pertaining to the potential for subsurface contaminants to adversely impact the project site. If there are properties being considered for right-of-way acquisition, these will be included as part of the visual reconnaissance. However, the reconnaissance will be limited to features readily observed from public access corridors and shall not include entering private properties or viewing conditions within buildings. The site reconnaissance will include noting the presence and approximate locations of environmental conditions or associated physical features identified during the environmental records review. • Evaluate the resulting data with respect to potential impacts of subsurface contaminants on development, construction, and potential property acquisitions of the corridor project. Prepare a technical memorandum in accordance with the local agency and WSDOT requirements for a "mid -level" hazardous materials environmental assessment. Assumption(s): 1. Hazardous materials environmental assessments are not considered to be a Phase I Environmental Site Assessment (ESA) that adheres to the American Society for Testing and Materials (ASTM) standards. If the hazardous materials environmental assessment reveals issues that could impact the project site, more detailed investigations, which may include Phase I ESAs or Phase II ESAs, may be recommended. 2. The hazardous materials technical memo will not include assessment of existing conditions for environmental resources such as: cultural and built environment historic resources, land use, natural resources and critical areas, sensitive receptors for air quality and noise, parks and recreation areas, visual resources, Tribal Boundaries, Tribal owned parcels along the corridor, and/or general demographic information. PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 25 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 3. The site reconnaissance conducted will be limited to features readily observed from public access corridors, and shall not include entering private properties or viewing conditions within buildings (i.e., "windshield survey'). 4. The hazardous materials technical assessment shall be an internal planning document for the City and will not be submitted to any state or federal agency. 5. One round of review of the hazardous materials environmental assessment will be required. Deliverable(s): 1. Draft and Final Hazardous Materials Assessment Technical Memo PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 26 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 7: Coastal Engineering Evaluation Services 7.1 Coastal Engineering Services The CONSULTANT shall evaluate the existing coastal engineering issues within the project vicinity against potential project alternatives. The CONSULTANT shall develop a written evaluation memo of the existing coastal site conditions, potential challenges facing the project related to coastal/marine influence, and written recommendations on design parameters relative to construction locations near the body of waters. The CONSULTANT shall also include with the written memo identified risks and challenges facing up to three project alternatives and shall develop recommendations for potential in -water or near water structure types. Assumption(s): 1. City shall notify the CONSULTANT of any known challenges within the project vicinity. Deliverable(s) 1. Draft and Final Coastal Engineering Project Memo, including written coastal engineering recommendations on risks/challenges facing project delivery PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 27 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Task 8: WSDOT Coordination 8.1 MOT Coordination The CONSULTANT shall support the City's project delivery coordination with WSDOT and support the following activities: Coordination with WSDOT regarding a WSDOT delivered fish passage project near the intersection of Bay Street and Port Orchard Blvd. This will include review, comment, and coordination with WSDOT staff regarding WSDOT developed plans and vision for a WSDOT delivered fish passage project within the overall project study. Formal coordination with Olympic Region regarding preliminary approval of the Consultant designed and City delivered roundabout within the intersection of Bay Street and Port Orchard Blvd. Compatibility review between WSDOT and Port Orchard long term vision within the intersection of Bay Street and Port Orchard Blvd, and Bay Street itself. The Consultant shall provide WSDOT coordination effort not addressed in other tasks including: Conversion and adoption of WSDOT produced plans, surveys and CADD files into civil 31) usable files for project use. Conversion and adoption of proposed WSDOT design build contractor's produced plans, surveys and CADD files into civil 31) usable. Briefing and communication of City goals and vision to WSDOT local programs and the WSDOT fish passage team leadership. Assumption(s): 1. WSDOT's fish passage program will construct significant modifications to Bay Street before the Bay Street Trail is constructed. 2. The Consultant shall not coordinate directly with any WSDOT design build contractor without approval of WSDOT and City staff. 3. The team will meet virtually with WSDOT eight times over the course of the study. Deliverable(s) 1. Meeting notes and materials for all WSDOT meetings. 2. Incorporation and adoption of WSDOT provided materials PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 28 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Task 9: Grant Application Support - (Optional Service) Reserved PORT ORCAHRD BAY STREET TRAIL STUDY - SCOPE OF WORK 29 KPFF CONSULTING ENGINEERS JANUARY 2023 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Exhibit B DBE Participation This project has a stated UDBE goal of 16%. See Attached UDBE / DBE Inclusion Plan prepared by KPFF Consulting Engineers Agreement Number: 010-23 Exhibit B - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD KPFF Consulting Engineers UDBE INCLUSION PLAN Port Orchard Bay Street Trail Situational Study 1- Voluntary Participation Targets This project, which has been awarded to CONSULTANT, has a mandatory UDBE goal of 16.0% documented within the City of Port Orchard's Bay Street Pathway West, Situation Study Request for Proposal. This goal is based on a percentage of the total contract value of this project, inclusive of subsequent changes, of the assumed scope of work. This project has federal funding. KPFF Inc. recognizes the importance of inclusion and equality in the engineering and construction industry. KPFF Inc. commits to reach out to small and diverse businesses to help Washington State and local agencies meet or exceed the Underutilized Disadvantaged Business Enterprises (UDBE) goals. KPFF Inc. acknowledges that it has the education and training programs to communicate to its employees the expected employee behaviors and performance relative to implementing the State and Federally Funded Contract Inclusion Plan. 2 - Diverse Business Subcontractors CONSULTANT anticipates utilizing the following certified small and diverse firms as subcontractors/suppliers on this project: Blue Coast Coastal Engineering 3.1% Furtado & Associates Survey Services 14.9% HWA Geosciences Geotechnical Engineering 6.3% x Sub Total 21.2% 0% 0% 3.1% Total 24.3 % CONSULTANT will utilize the following efforts to meet or exceed the voluntary exclusion goals: • Provide opportunities for the above listed firms to perform all services required by the project related to the scope of work and qualifications noted in the table above • Provide other consultants who qualify for small and diverse firms opportunities for work related to the project not currently identified within the project scope or request qualifications information. DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD For the work anticipated to be contracted on the Port Orchard Bay St Pathway project. 3 - Strategies In general, CONSULTANT will work to meet the goal by utilizing the following methods: Provide opportunities for the above listed firms to perform all services required by the project related to the scope of work and qualifications noted in the table above If additional opportunities arise not currently identified within the project scope, we will reach out to qualified small and diverse firms for any additional services before reaching out to other firms. 4 - Mentoring and Training CONSULTANT will work to further mentoring, training, and capacity building programs by utilizing the following methods: Provide sub consultants leadership roles within the project, including significant face to face relationship building opportunities with the City of Port Orchard, WSDOT, other stakeholders and KPFF team members Provide opportunities for the above listed firms to perform all services required by the project related to the scope of work and qualifications noted in the table above 5 - Prompt Payment and Dispute Resolution CONSULTANT will ensure prompt payment of all subcontractors and return retainage by using the following methods: • KPFF's utilizes the commercial accounting software BST-10, a fully integrated accounting platform. Once KPFF receives and processes payments from a client, BST will automatically initiate payment for all sub - consultants on the next Friday. • KPFF's Chief Financial Officer is responsible for ensuring prompt payment on all contracts and ensuring our accounting and automatic payment process is performing as expected. • KPFF's project manager is responsible for contacting sub consultants who report outstanding invoices if prompt payments have been made by KPFF but not received or reported as received by sub consultants. If payment is contested or other disputes arise, CONSULTANT will resolve disputes by utilizing the following methods: • All disputes between sub consultants and KPFF are addressed in face-to- face communications, with a goal of resolving issues fairly. We want to treat others as we would like to be treated. If this effort does not resolve a topic, non -binding mediation will be used. Our proposed dispute handling process with sub consultants is noted below. DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD The Subconsultant shall make no claim against KPFF without first providing KPFF with a written notice of damages and providing KPFF thirty (30) days to cure before an action is commenced. KPFF shall make no claim against Subconsultant without first providing Subconsultant with a written certification from an independent professional, licensed and practicing in the field of Subconsultant and in the state where the Project is located, stating the basis for the alleged claim. This certificate shall be provided by KPFF not less than thirty (30) days prior to the presentation of any claim. 6 — MSVWBE Outreach To date, CONSULTANT has utilized the following methods to perform outreach to the UDBE community and inform firms of the opportunity to work as subcontractors/subconsultants on the project: KPFF contacted over four professional service firms directly via phone and email when developing a proposal to the City issued project RFP once an opportunity for collaboration was identified. Firms who meet the professional qualifications with the availability to meet the project needs in terms of staffing and who confirmed an interest to join a KPFF primed team joined our team. KPFF has long term relationships with many UDBE firms and continues to reach out to this community through several networking events, participation in ASCE, APWA and ACEC community events and uses these events as opportunities to build relationships within the UDBE community. In the future, CONSULTANT anticipates utilizing the following methods to perform outreach to UDBE subcontractors/subconsultants and inform them of upcoming opportunities on the project: KPFF participates in various industry meet and greets and networking opportunities, including UDBE inclusion events to develop new teaming opportunities with potential new sub -consultants met at these events. We encourage UDBE firms that are new to us to reach out with potential opportunities and place value in fostering these new relationships. KPFF also regularly utilizes the local (City of Seattle, King County), State (Washington State Office of Minority and Women's Business Enterprises), and federal tools (dsbs.sba.gov) to identify qualified firms and contacts firms directly when a client needs additional services. KPFF has long term relationships with many UDBE firms and continues to reach out to this community through several networking events, participation in ASCE, APWA and ACEC community events and uses these events as opportunities to build relationships within the MSVWBE community. CONSULTANT anticipates utilizing the following methods to ensure that small businesses have enough time and information to provide it with bids or statements of qualifications: DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD KPFF participates in various industry meet and greets and networking opportunities, including UDBE inclusion events to develop new teaming opportunities with potential new sub -consultants and existing sub - consultants at these events. We encourage UDBE firms that are new to us to reach out with potential opportunities and place value in fostering these new relationships. KPFF regularly meets with new and existing qualified sub -consultants to identify opportunities for partnership and strengthen relationships. CONSULTANT anticipates utilizing the following methods to ensure small businesses understand the schedule and project processes and can learn ways to enhance their capabilities: • We share contract information, such as Request for Proposals, directly with our sub consultants when forming a teaming arrangement, and go over schedule requirements, expectations, and project roles. CONSULTANT anticipates utilizing the following methods to create subcontract packages that create opportunities and allow for the participation of small and diverse businesses: • Provide opportunities for the above listed firms to perform all services required by the project related to the scope of work and qualifications noted in the table above • Provide opportunities for potential additional work outside the current scope of work to other qualified UDBE firms before reaching out to other UDBE firms. 7 — Diversity Expert CONSULTANT will utilize the following individuals as experts on diverse businesses and to help manage the processes listed in this plan: CONSULTANT offers the following diversity expert resources: A KPFF project coordinator with diverse business participation reporting experience and experience in Diversity Compliance Management Systems (DCMS) reporting. The project coordinator will have the support of other project coordinators also familiar in diversity business processes and practices. This project coordinator is Carinna Lee currently who has experience reporting participation on similar projects with similar sized agencies. DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD 8 — Past Performance CONSULTANT has completed the following projects that achieved diverse business participation in the past five years. A few examples below. The table below shows our inclusion performance on current public agency projects. Table 1 — MSVWBE Inclusion Performance on Current WSDOT Contracts Project Name Owner %of Final Contract Total MWBE Utilization Amount Dollars Spent Mercer Avenue West Seattle Department 14% DBE $12,373,900 $1,732,346 of Transportation Greenlake AAC Seattle Department 19%WMBE $436,239 $81,914 of Transportation Montlake Hub Capital Seattle Department 47% WMBE $696,111 $328,629 Improvements of Transportation Rainier Transit Plus Seattle Department 25%WMBE $197,189 $50,914 Multimodal Corridor of Transportation Federal Way Transit Sound Transit 20% S/DBE $1,780,000 $356,000 Center Achieved NAVFAC NW Land/ US Navy 39.2% DBE $4,356,273 $1,707,659 Water Interface DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Exhibit C Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include, but are not limited to, the following: I. Surveying, Roadway Design & Plans Preparation Section A. Survey Data AutoCAD 2020 Civil 3d 2020 Horizontal Control: Washington State Plane Coord NAD 83/11 Vertical Control: North American Vertical Datum of 1988 (NAVD-88) Survey data shall be provided using a Computer Aided Drafting (CAD) File submittal. B. Roadway Design Files AutoCAD/Civil 3d 2020 file format Upon request, Roadway design files shall be electronically submitted using an "e-transmit" submittal process. C. Computer Aided Drafting Files AutoCAD/Civil 3d 2020 file format Agreement Number: 010-23 Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 4 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD D. Specify the Agency's Right to Review Product with the Consultant The Agency reserves the right to review Consultant work at milestone submittal dates, as noted in the project scope of work and other mutually agreeable times. E. Specify the Electronic Deliverables to Be Provided to the Agency Electronic versions of deliverables (reports, plans, drawings) shall be provided to the agency as noted in the scope of work. F. Specify What Agency Furnished Services and Information Is to Be Provided As noted in the project scope. Agreement Number: 010-23 Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 2 of 4 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD IL Any Other Electronic Files to Be Provided As needed to support the project delivery III. Methods to Electronically Exchange Data Data shall be transfered via a file sharing site, such as Microsoft Sharepoint as a first preference. Email, while not preferred, shall be acceptable if time is of the essence. Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 3 of 4 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD A. Agency Software Suite City of Port Orchard software suite is Microsoft Office. Operating system shall be Windows platform. PDF review sessions shall be on Bluebeam Revu. B. Electronic Messaging System The City of Port Orchard shall uses microsoft outlook email. All emails are subject to public records request. C. File Transfers Format See previous materials. Exhibit C - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 4 of 4 DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Exhibit D See Attached Prime Consultant Cost Computations Agreement Number: 010-23 Exhibit D - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD I II DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD m ?m DocuSign Envelope ID: C3943A6B-6979-4 D33-87E3-OAC FOB FEBODD Exhibit E Sub -consultant Cost Computations If no sub -consultant participation at this time. The CONSULTANT shall not sub -contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI "Sub -Contracting" of this AGREEMENT. Agreement Number: 010-23 Exhibit E - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD w w w u u N u u A w u u D O - n o? 2 R MO N 2 a aL N 3 m jF � m �a N 2 u N O 2 ti O O G � Iw �� }N DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD W DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ----- - - - - - - DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit F - Title VI Assurances Appendix A & E APPENDIX A During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1. Compliance with Regulations: The contractor (hereinafter includes consultants) will comply with the Acts and the Regulations relative to Non-discrimination in Federally -assisted programs of the U.S. Department of Transportation, (Title of Modal Operating Administration), as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. 2. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21. [Include Modal Operating Administration specific program requirements.] 3. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, or national origin. [Include Modal Operating Administration specific program requirements.] 4. Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the (Title of Modal Operating Administration) to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the Recipient or the (Title of Modal Operating Administration), as appropriate, and will set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the Non- discrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the (Title of Modal Operating Administration) may determine to be appropriate, including, but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or b. cancelling, terminating, or suspending a contract, in whole or in part. 6. Incorporation of Provisions: The contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the (Title of Modal Operating Administration) may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. Local Agency A&E Professional Services Cost Agreement Number Plus Fred Fee Consultant Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit F - Title VI Assurances Appendix A & E APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non -Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); • Federal -Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal -aid recipients, sub -recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). Local Agency A&E Professional Services Agreement Number Negotiated Hourly Rate Consultant Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit G Certification Documents Exhibit G-1(a) Certification of Consultant Exhibit G-1(b) Certification of Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying Exhibit G-4 Certificate of Current Cost or Pricing Data Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of KPFF, Inc. whose address is 1601 Fifth Avenue, Suite 1600, Seattle WA 98101 and that neither the above firm nor I have: a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure this AGREEMENT; b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (if any); I acknowledge that this certificate is to be furnished to the City of Port Orchard and the Federal Highway Administration, U.S. Department of Transportation in connection with this AGREEMENT involving participation of Federal -aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. KPFF, Inc Consultant (Firm Name) W�r 1 /� 1 / 16/2023 Signa* (Authorized Official of Consultant) Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Exhibit G-1(b) Certification of City of Port orchard I hereby certify that I am the: ❑,/ To be filled in by City Staff ❑ Other of the City of Port Orchard , and City of Port Orchard or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this AGREEMENT to: a) Employ or retain, or agree to employ to retain, any firm or person; or b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind; except as hereby expressly stated (if any): I acknowledge that this certificate is to be furnished to the and the Federal Highway Administration, U.S. Department of Transportation, in connection with this AGREEMENT involving participation of Federal -aid highway funds, and is subject to applicable State and Federal laws, both criminal and civil. Signature Date Agreement Number: Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions I. The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals: A. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; B. Have not within a three (3) year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State anti-trust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and D. Have not within a three (3) year period preceding this application / proposal had one or more public transactions (Federal, State and local) terminated for cause or default. II. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. KPFF, Inc. Consultant (Firm Name) 1-16-2023 (Authorized Official of Consultant) Date Agreement Number: Exhibit G -Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02101/2021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal contract, grant, loan or cooperative AGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit Standard Form - LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000.00, and not more than $100,000.00, for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier sub -contracts, which exceed $100,000, and that all such sub -recipients shall certify and disclose accordingly. KPFF, Inc. Consultant (Firm Name) 1-16-2023 Signa/t re (Authorized Official of Consultant) Date Agreement Number: Exhibit G -Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 02101/2021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit G-4 Certificate of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in section 2.101 of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403-4) submitted, either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer's representative in support of Bay St Pathway, Situational Study * are accurate, complete, and current as of January 16th, 2023 **. This certification includes the cost or pricing data supporting any advance AGREEMENT's and forward pricing rate AGREEMENT's between the offer or and the Government that are part of the proposal. Firm: KPFF, Inc. rCh')U; �; - .. 1-16-2023 Title Date of Execution***: *Identify the proposal, quotation, request for pricing adjustment, or other submission involved, giving the appropriate identifying number (e.g. project title.) **Insert the day, month, and year, when price negotiations were concluded and price AGREEMENT was reached. ***Insert the day, month, and year, of signing, which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to. Agreement Number: 010-23 Exhibit G - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit H Liability Insurance Increase To Be Used Only If Insurance Requirements Are Increased The professional liability limit of the CONSULTANT to the AGENCY identified in Section XII, Legal Relations and Insurance of this Agreement is amended to $ The CONSULTANT shall provide Professional Liability insurance with minimum per occurrence limits in the amount of $ Such insurance coverage shall be evidenced by one of the following methods: • Certificate of Insurance. • Self-insurance through an irrevocable Letter of Credit from a qualified financial institution. Self-insurance through documentation of a separate fund established exclusively for the payment of professional liability claims, including claim amounts already reserved against the fund, safeguards established for payment from the fund, a copy of the latest annual financial statements, and disclosure of the investment portfolio for those funds. Should the minimum Professional Liability insurance limit required by the AGENCY as specified above exceed $1 million per occurrence or the value of the contract, whichever is greater, then justification shall be submitted to the Federal Highway Administration (FHWA) for approval to increase the minimum insurance limit. If FHWA approval is obtained, the AGENCY may, at its own cost, reimburse the CONSULTANT for the additional professional liability insurance required. Notes: Cost of added insurance requirements: $ • Include all costs, fee increase, premiums. • This cost shall not be billed against an FHWA funded project. • For final contracts, include this exhibit. Agreement Number: 010-23 Exhibit H - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 1 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit I Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant's alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 Potential Consultant Design Error(s) is Identified by Agency's Project Manager At the first indication of potential consultant design error(s), the first step in the process is for the Agency's project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Local Programs Engineer should be informed and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project, to be responsible for the remaining steps in these procedures.) Step 2 Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the Director of Public Works or Agency Engineer's concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include: all decisions and descriptions of work; photographs, records of labor, materials and equipment. Step 3 Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manager and any personnel (including sub -consultants) deemed appropriate for the alleged design error(s) issue. Step 4 Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant's alleged design error(s), there are three possible scenarios: • It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Public Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant's agreement with the agency for the services on the project in which the design error took place. The agency is to provide LP, through the Region Local Programs Engineer, a summary of the settlement for review and to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. • There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Agreement Number: 010-23 Exhibit I - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 2 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Step 5 Forward Documents to Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Local Programs Engineer to LP for their review and consultation with the FHWA. LP will meet with representatives of the agency and the consultant to review the alleged design error(s), and attempt to find a resolution to the issue. If necessary, LP will request assistance from the Attorney General's Office for legal interpretation. LP will also identify how the alleged error(s) affects eligibility of project costs for federal reimbursement. • If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed upon resolution. LP, in consultation with FHWA, will identify the amount of federal participation in the agreed upon resolution of the issue. • If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. Agreement Number: 010-23 Exhibit I - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 2 of 2 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOB FEBODD Exhibit J Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $1,000. If the consultant's claim(s) are a total of $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step 1 Consultant Files a Claim with the Agency Project Manager If the consultant determines that they were requested to perform additional services that were outside of the agreement's scope of work, they may be entitled to a claim. The first step that must be completed is the request for consideration of the claim to the Agency's project manager. The consultant's claim must outline the following: • Summation of hours by classification for each firm that is included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Timeframe of the additional work that was outside of the project scope; • Summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; and • Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will met with the Director of Public Works or Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds. If the Agency project manager, Director of Public Works or Agency Engineer, WSDOT Local Programs (if applicable), and FHWA (if applicable) agree with the consultant's claim, send a request memo, including backup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. Agreement Number: 010-23 Exhibit J - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 1 of 2 DocuSign Envelope ID: C3943A6B-6979-4D33-87E3-OACFOBFEBODD Step 3 Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency's summation of hours by classification for each firm that should be included in the claim; • Any correspondence that directed the consultant to perform the additional work; • Agency's summary of direct labor dollars, overhead costs, profit and reimbursable costs associated with the additional work; • Explanation regarding those areas in which the Agency does/does not agree with the consultant's claim(s); • Explanation to describe what has been instituted to preclude future consultant claim(s); and • Recommendations to resolve the claim. Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Programs and FHWA regarding final settlement of the claim. If the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 Informing Consultant of Decision Regarding the Claim The Director of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rationale utilized for the decision. Step 6 Preparation of Supplement or New Agreement for the Consultant's Claim(s) The agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. Agreement Number: 010-23 Exhibit J - Local Agency A&E Professional Services Cost Plus Fixed Fee Consultant Agreement Revised 0210112021 Page 2 of 2