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053-19 - Terraphase Engineering - Robinson Noble - Contract Amendment 5DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD Page 1 of 4 CITY OF PORT ORCHARD Authorization for Change Order No. 5 Date: March 26, 2024 Project: ESSB 6091 Foster Pilot Project Services Contract / Job # C053-19 Contractor: Terraphase Engineering, Inc. 2105 South C Street Tacoma, WA 98402 THIS CHANGE ORDER AUTHORIZES THE FOLLOWING CHANGES TO THE AGREEMENT: • A company name change from Robinson Noble, Inc to Terraphase Engineering, Inc. • Section 3 Terms: A time extension extending the Agreement termination date to June 30, 2025 • Section 4 Compensation: A Contract increase of $60,239, for a "TIME AND MATERIALS NOT TO EXCEED, as amended from $562,857 to $624,248 (inclusive of all amounts paid prior to the execution of this amendment). Revision of Exhibit E: Fee Schedule In all other respects the Underlying agreement between the parties shall remain in full force and effect, amended as set forth herein, but only as set forth herein. The Amendment is required due to revisions of the City's water demand and delays in the Foster Pilot Project processes. Contract History Amount Sales Tax Total Date Appvd b Original Contract $324,900.00 $0.00 $324,900.00 10-Se -19 Council Amendment 1 $0.00 $0.00 $0.00 03-Dec-20 PW Director Amendment 2 $0.00 $0.00 $0.00 15-Nov-21 PW Director Amendment 3 $138,957.00 $0.00 $138,957.00 08-Jun-22 Council Amendment 4 1 $100,000.001 $0.001 $100,000.00 13-Jun-23 council Amendment 5 1 $60,391.001 $0.001 $60,391.00 26-Mar-241 Council Total Contract $624,248.00 $0.00 $624,248.00 I have reviewed the Change Order information above and certify that to the best of my knowledge descriptions and costs are true and accurate. -;' �� �g.,t. /� Cont ctor Approval Signature Public Works Dire or Joseph E. Becker, Senior Principal Hydrogeologist Denis Printed Name & Title Printed Name Public Works Contracts Greater than $35,000: Change Orders that do not exceed 10%, with a maximum of $50,000, of either legally authorized budget limit or contract Approved amount established by City Council can be approved by the Public Works Director. Total Contract Amount shall reset to reflect new Council -approved contract totals authorized prior to the requested change order. $50,000-$100,000 require Mayoral Approval. $100,000 and over require Council Approval Attest: Public Works Contracts under $35,000, change orders that individually do not exceed $7,500 with an aggregate cap of $10,000. Public Works Contracts unbudeeted and under $7,500: All Change Orders that do not exceed an aggregate cap of $7,500 (Excluding underlying value), provided there are departmental funds available in the budget. All Departments: Mayor approves any and all Change orders that do not exceed 10% of either authorized budget limit or contract amount established by City Council. With a maximum aggregate amount of $100,000. Total Contract Amount shall reset to reflect new Council -approved contract totals authorized prior to the requested change order. Any individual Change order that is over $100,000 requires Council approval. rDocuSignl1ed by: �bb P4aA.bLSIA.IA. E3F5W Mayor DocuSigned by: City Clerk March 26, 2024 Council Approval Date DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD Page 2 of 4 Amendment No. 5 to Contract No. 053-19 CITY OF PORT ORCHARD PROFESSIONAL SERVICES AGREEMENT WITH Terraphase Engineering, Inc THIS AMENDMENT No. 5 to Contract No. 053-19 ("Amendment") is entered into between the City of Port Orchard, a Washington municipal corporation ("City" or "Port Orchard") and Terraphase Engineering, Inc, a Washington corporation ("Consultant"). City and Consultant are each a "Party" and together "Parties" to this Amendment. RECITALS: WHEREAS, on the September 10, 2019, the City executed a Professional Services Agreement for ESSB 6091 Foster Pilot Project Services with the Robinson Noble, Inc ("Underlying Agreement"); and WHEREAS, on December 3, 2020, November 15, 2021, June 8, 2022, and June 13, 2023 respectively, Amendments 1, 2, 3, and 4 were approved, extending the Underlying Agreement's termination date to December 31, 2024, and increasing the Agreement Time and Materials Not to Exceed to $562,857; and WHEREAS, the "Consultant" changed its entity name from Robinson Noble, Inc to Terraphase Engineering, Inc.; and WHEREAS, continuing services for the ESSB 6091 Foster Pilot Project are required by the City that will exceed the current value of the Underlying Agreement; and WHEREAS, the termination date of the underlying Agreement needs to be extended to allow time to complete the continuing work; and WHEREAS, the Consultant and the City have conferred and agreed to extend the termination date, Section 3 (Terms), of the agreement, as amended to June 30, 2025, and to increase the "Time and Materials Not to Exceed" amount, Section 4 (Compensation), of the agreement from $562,857 to $624,628 in anticipation of the continuing work; and WHEREAS, the parties wish to memorialize their agreement and so modify the Underlying Agreement; NOW, THEREFORE, in consideration of the mutual benefits accruing, it is agreed by and between the parties thereto as follows: Amendment No. 5 to Agreement between City of Port Orchard and Terraphase Engineering, Inc. Contract No. C053-19 Updated 4/2022 IBDR DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD Page 3 of 4 FIFTH AMENDMENT TO AGREEMENT: Amendment. a. The Consultant entity name is changed from Robinson Noble, Inc to Terraphase engineering, Inc. b. Section 3 Terms of the Agreement is hereby amended to read as follows: This agreement shall commence on September 10, 2019 ("Commencement Date") and shall terminate June 30, 2025, unless extended or terminated in writing as provided herein. c. Section 4 Compensation of the Agreement is hereby amended to read as follows: TIME AND MATERIALS NOT TO EXCEED. Compensation for these services shall not exceed $624,248, inclusive of all amounts paid prior to the execution of Amendment No. 5 to this Agreement, without written authorization and will be based on the list of billing rates and reimbursable expenses attached hereto as Exhibit "A thru E" (as revised). 2. Severability. The provisions of this Amendment are declared to be severable. If any provision of this Amendment is, for any reason, held to be invalid or unconstitutional by a court of competent jurisdiction, such invalidity or unconstitutionality shall not affect the validity or constitutionality of any other provision. 3. Entire Agreement. The written provisions and terms of this Amendment shall supersede all prior verbal statements of any officer or other representative of the parties, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner whatsoever, this Amendment. The entire agreement between the Parties with respect to the subject matter hereunder is contained in the Agreement and exhibits thereto, any prior executed amendments and this Amendment. Should any language in any of the Exhibits to the Agreement or prior amendments conflict with any language contained in this Amendment, then this Amendment shall prevail. Except as modified by this Amendment, all other provisions of the original Agreement and any amendments thereto not inconsistent with this Amendment shall remain in full force and effect. 4. Effective date. This Amendment shall be effective as of March 26,2024. DATED this 26th day of March, 2024. Amendment No. 5 to Agreement between City of Port Orchard and Terraphase Engineering, Inc. Contract No. C053-19 Updated 4/2022 IBDR DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD Page 4 of 4 C T„ORCHARD, WASHINGTON jQb� lnI GlA bt SIA.U. 7-9- Robert Putaansuu, Mayor $_Zj ,T,,o.ENTICATED: �jValn �i UJAUA t, Brandy Wallace, MMC, City Clerk 6 TO FORM: 2n37n1 F25520457_. Charlotte A. Archer, City Attorney CONSULTANT Signature Joseph E. Becker, Senior Principal Hydrogeologist Printed Name and Title Amendment No. 5 to Agreement between City of Port Orchard and Terraphase Engineering, Inc. Contract No. C053-19 Updated 4/2022 IBDR DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD jif terraphase e n i i g n e e r n g February 6, 2024 Ms. Jacki Brown Utility Manger City of Port Orchard, Public Works Department 216 Prospect Street Port Orchard, WA 98366 sent via email to jbrown@portorchardwa.gov Subject: Revised budget and change order request for ESSB 6091'Foster' Pilot Project Dear Jacki: EXHIBIT Page 1 Once again, the City's Foster pilot project requires time and consulting services beyond what was expected when preparing our last change order. The current contract runs through the end of this year and has an approved budget of $563,857. Based on my accounting, as of our last invoice (dated January 111h), we have approximately $71,089 left in the budget. To finish the project, we need to finalize the mitigation plan and complete the cost -reimbursement processing of the water right applications. Reason for Change Order The primary reason for this change order request is due to revisions to the City's water demand, which required re -accomplishing the groundwater modeling, revising the net -ecological -benefit (NEB) analysis, and revising the mitigation plan. This work, in addition to other delays, also is extending the time required to complete to project. Change Order Request The remaining work includes finalizing the mitigation plan, completing the revised NEB analysis and report, developing monitoring and compliance assurance conditions and provisions, writing the draft and final reports of examination (ROES) for the new and change water rights applications, continued stakeholder and Tribal outreach, and various project management tasks. The mitigation plan is being revised with the new impact numbers from the revised modeling, which are also driving the need for a revised NEB analysis. The scope of the remaining tasks is similar to what was previously defined but require additional time due to the increase in complexity of the project. Budget Request We will need extra budget to complete the work. Specifically, we request a budget increase of $60,391. This includes an increase of $30,382 for Terraphase's work, an increase of $25,566 for ESA, and an increase of $4,443 for WestWater. The extra budget for WestWater is to make up for a previous budget overrun on their part and to provide several thousand contingency dollars should their additional a services be required. Carollo already has a small contingency budget left, and therefore, no additional v increase is being requested for them at this time. I would also like to request that the fee schedule for 0 v L U v 2105 South C Street I Tacoma, Washington 98402 I www.terraphase.com DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD EXHIBIT Page 2 February 6, 2024 Ms. Jacki Brown, Utility Manger Revised budget and change order request for ESSB 6091 `Foster' Pilot Project the project be changed. The current contracted fee schedule follows Robinson Noble's January 2023 rates. I propose changing to the 2024 Terraphase fee schedule with a 15% discount, which is attached to this letter. The requested budget increase reflects this proposed fee schedule. Time Extension Request I believe we are close to finishing the mitigation plan; however, further consultation with the Tribes may require additional time. Once the mitigation plan is finished, the drafting of the ROES should progress relatively smoothly. Overall, I believe we can complete the project before the end of the year, to be on the safe side, I suggest extending the contract until June 30, 2025. Closing In summary, we are requesting a contract extension to June 30, 2025 and a budget increase of $60,391, bringing the total budget to $624,248. We are also requesting permission to use our current fee schedule with a 15% discount. Terraphase is grateful for the opportunity to offer our services on this important project. If you have any questions or comments regarding this submittal, please contact me at 253-970-3100 or via email. Sincerely, for Terraphase Engineering Inc. C Joseph E. Becker, LHG Senior Principal Hydrogeologist JEB Attachment: Terraphase Engineering 2024 Discounted Fee Schedule Page 2 of 2 Terraphase Engineering Inc. DocuSign Envelope ID: FF53EB7B-4B5E-47C2-B8E7-522AEC347BCD EXHIBIT Page 3 terraphase e n g l n e e r i n g 2024 Standard Schedule of Charges with15% Discount/15% ODC Standard Hourly Rate with Labor Classification Hourly Rate 10% Discount Senior Principal $303 $257.55 Principal Engineer/Scientist $286 $243.10 Senior Associate Engineer/Scientist $266 $226.10 Associate Engineer/Scientist $250 $212.50 Senior Project Engineer/Scientist $235 $199.75 Project Engineer/Scientist $219 $186.15 Senior Staff 2 Engineer/Scientist $202 $171.70 Senior Staff 1 Engineer/Scientist $183 $155.55 Staff 2 Engineer/Scientist $164 $139.40 Staff 1 Engineer/Scientist $144 $122.40 Senior Technician $149 $126.65 Technician 3 $129 $109.65 Technician 2 $109 $92.65 Technician 1 $91 $77.35 Senior Editor/Senior Project Coordinator $158 $134.30 Editor 2/Project Coordinator 2/Accountant 2 $140 $119.00 Editor 1/Project Coordinator 1/Accountant 1 $117 $99.45 Administrator/Project Assistant/Billing Specialist $98 $83.30 Labor Charges All time will be recorded and charged to nearest 0.1 hour. Expert testimony at trials, hearings and depositions will be billed at 150% of the standard hourly rate. For each day when testimony is provided, a minimum of 8 hours will be billed. Preparatory time will be billed at standard rates. Expenses Subcontractor fees and other direct costs, such as air travel, project supplies and rental equipment, etc. will be itemized and billed at our cost plus a fifteen percent handling charge. Vehicle mileage when itemized is billed at the standard government rate in effect at the time of travel (www.gsa.gov/mileage). Payment Payment is to be made to Terraphase Engineering Inc. as follows: Check Payments: Terraphase Engineering Inc. P.O. Box 102399 Pasadena, CA 91189-2399 Wire/ACH Payments: Terraphase Engineering Inc. JPMorgan Chase Bank Account Number Routing Number Payment is due within 30 days of receipt of invoice. A service charge of 1.5% per month or the allowable legal rate may be charged on amounts that are past due for more than 30 days. Annual Escalation Rates are subject to revision by annual calendar year escalation in January. Rates on invoices will reflect rates in effect at time of invoicing.