AG 12-116x�TURrr To: f�,� r' �.�� � y1 i l�:c' :� ExT: ��"� D 2
CITY �F FEDER.AL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT/DIV: PUBLIC WORKS / S �L�' ��
L. ORIGINATING STAFF PERSON: �� � � °�� y�� � � � EXT: � � � � 3. DATE REQ. BY: � -Z �J � L'
TYPE OF DOCUMENT (CHECK ONE):
CONTRACTOR SELECTION DOCUMENT �E.G.� RFB � °�n $FQ�
� PUBLIC WORKS CONTRACT � SMALL OR LIMITED PUBLIC WORKS CONTRACT
�PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ CONTRACT AMENDMENT (AG#}: ❑ INTERLOCAL
❑ OTHER _
PROJECT NAME:
NAME OF CONTRACTOR: �L � 4..TC-
ADDRESS: � � � t� TELEPHONE I S�11
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SIGNATURE NAME' �f��� W►/ i/1 TITLE:�f"t_.gi �,��--
EXHIBITS AND ATTACHMENT5: �SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL
OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITYTO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
CFW LICENSE #�1 101o73l pt� pei BL, EXP. 12/31/� UBI #�.0 2(!O ��1 �i N , EXP. / /
TERM: COMMENCEMENT DATE: V pnr� S i4 hG,�'���- COMPLETION DATE: � Z I .3 I�J �o
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TOTAL COMPENSATION: $� �*� �� `LO '(�j V (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES i'ITLES AND HOLIDAY RATES�
REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED: ❑ YES ❑ NO IF YES,
PAID BY: ❑ CONTRACTOR ❑ CITY
❑ PURCHASING: PLEASE CHARGE TO: '7 U I' 3 � f71�' �v �' S� Z^ ������
10. DOCUMEIYT / CONTRACT REVIEW
PROJECT MANAGER
�ZI�?-� DIVISION MANAGER
� DEPUTY DIRECTOR
�'( DIRECTOR
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11. COUNC[LAPPROVAL (IF APPLICABLE)
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COMMITTEEAPPROVALDATE: ���
12. CONTRACT SIGNATURE ROUTING
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: ��� �I12 _
❑ ATTACH: SIGNATURE AUTHORITY, INSURAMCE CERTIFICATE, LICENSES, EXHIBITS
,0 LAW DEPT
��IGNATORY (MAYO= OR DIRECTOR)
I�EITY CLERK
�ASSIGNED AG #
,�SIGNED COPY RETURNED
❑ RETURN ONE ORIGINAL
COMMENTS:
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�INITIAL / DATE SIGNED
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AG# �2�
DATE SENT: SS"�I' I7-
DATE REC'D: �� Z�L /1 Z-
IrtITIAL / DATE APPROVED
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COUNCIL APPROVAL DATE: N/ i'�
11
� CITY �OF
"�.. Federal Way
CITY HALL
33325 8th Avenue South
Federaf Way, WA 98003-6325
(253) 835-7000
www. ciryofiederaJway com
PROFESSIONAL SERVICES AGREEMENT
FOR
FRESHWATER BENTHIC TAXONOMY OF MACROINVERTEBRATE SAMPLES
This Professional Services Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal
corporation ("City"), and Rhithron Associates, Inc., a Montana corporation ("Contractor"). The City and Contractor
(together "Parties") are located and do business at the below addresses which shall be valid for any notice required under
this Agreement:
RHITHRON ASSOCIATES, INC.: CITY OF FEDERAL WAY:
Wease Bollman Dan Smith
33 Fort Missoula Road 33325 8`'' Ave. S.
Missoula, MT 59804 Federal Way, WA 98003-6325
(406) 721-1977 (telephone) (253) 835-2756 (telephone)
(406) 721-2028'(facsimile) (253) 835-2709 (facsimile)
wbollman rhithron.com daniel.smith cit offederalwa .com
The Parties agree as follows:
1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall be
the date of mutual execution, and shall continue until the completion of the Work, but in any event no later than December
31, 2016 ("Term"). This Agreement may be extended for additional periods of time upon the mutual written agreement of
the City and the Contractor.
2. SERVICES. The Contractor shall perform the services more specifically described in Exhibit "A", attached
hereto and incorporated by this reference ("Services"), in a manner consistent with the accepted professional practices for
other similar services within the Puget Sound region in effect at the time those services are performed, performed to the
City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or his or her
designee. The Contractor warrants that it has the requisite training, skill, and experience necessary to provide the Services
and is appropriately accredited and licensed by all applicable agencies and governmental entities, including but not limited
to obtaining a City of Federal Way business registration. Services shall begin immediately upon the effective date of this
Agreement. Services shall be subject, at all times, to inspection by and approval of the City, but the making (or failure or
delay in making) such inspection or approval shall not relieve Contractor of responsibility for performance of the Services
in accordance with this Agreement, notwithstanding the City's knowledge of defective or non-complying performance, its
substantiality or the ease of its discovery.
3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other
party thirty (30) days written notice at its address set forth above. The City may terminate this Agreement imxnediately if
the Contractor fails to maintain required insurance policies, breaches confidentiality, or materially violates Section 12; and
such may result in ineligibility for further City agreements.
4. COMPENSATION.
4.1 Amount. In return for the Services, the City shall pay the Contractor an amount not to exceed a
maximum amount and according to a rate or method as delineated in Exhibit "B", attached hereto and incorporated by this
reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for herein shall
remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit "B", the Contractor shall be
solely responsible for the payxnent of any taxes imposed by any lawful jurisdiction as a result of the performance and
payment of this Agreement.
4.2 Method of Payment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form
PROFESSIONAL SERVICES AGREEMENT - 1- 4/2011
� CITY OF
''�.... Federal
CITY HALL
W �� 33325 8th Avenue South
FederaE Way, WA 98003-6325
(253) 835-7000
�vww ciryoffederahvay com
specified by the City, including a description of what Services have been performed, the name of the personnel
performing such Services, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final
bill upon completion of all Services. Payrnent shall be made on a monthly basis by the City only after the Services have
been performed and within thirty (30) days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Services do not meet the requirements of this Agreement, the Contractor will correct or modify
the work to comply with the Agreement. The City may withhold payment for such work until the work meets the
requirements of the Agreement.
4.3 Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under this
Agreement for any future fiscal period, the City will not be obligated to make payments for Services or amounts incurred
after the end of the current fiscal period, and this Agreement will terminate upon the completion of all remaining Services
for which funds are allocated. No penalty or expense shall accrue to the City in the event this provision applies.
5. INDEMNIFICATION.
5.1 Contractor Indemnification. The Contractor agrees to release, indemnify, defend, and hold the City, its
elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from any and all
claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries,
damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by
any and all persons or entities, including, without limitation, their respective agents, licensees, or representatives; arising
from, resulting from, or in connection with this Agreement or the acts, errors or oxnissions of the Contractor in
performance of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court
of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for
damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent
negligence of the Contractor and the City, the Contractor's liability hereunder shall be only to the extent of the
Contractor's negligence. Contractor shall ensure that each sub-contractor shall agree to defend and indemnify the City, its
elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the extent and on the
same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or acceptance of any of
Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification.
5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives
any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the
purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the
amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts,
disability benefit acts or any other benefits acts or programs. The Parties acknowledge that they have mutually negotiated
this waiver.
53 Citv Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its officers,
directors, shareholders, partners, employees, agents, representatives, and sub-contractors harmless from any and all
claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments, awards, injuries,
damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation expenses to or by any
and all persons or entities, including without limitation, their respective agents, licensees, or representatives, arising from,
resulting from or connected with this Agreement to the extent solely caused by the negligent acts, errors, or omissions of
the City.
5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement
with respect to any event occurring prior to such expiration or termination.
6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection with
the performance of the services or work by the Contractor, their agents, representatives, employees or subcontractors for
the duration of the Agreement and thereafter with respect to any event occurring prior to such expiration or termination as
follows:
PROFESSIONAL SERVICES AGREEMENT - 2- 4/2011
CITY OF
"�...�. Federal
CITY HALL
��� 33325 8th Avenue South
Federaf Way, WA 98003-6325
(253) 835-7000
www crtyoffederalway com
6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such forms
and with such carriers who have a rating that is satisfactory to the City:
a. Commercial general liability insurance covering liability arising from premises, operations,
independent contractors, products-completed operations, stop gap liability, personal injury, bodily injury, death, property
damage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than
$1,000,000 for each occurrence and $1,000,000 general aggregate.
b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to the
laws of the State of Washington;
c. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a
minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for
bodily injury, including personal injury or death, and property damage.
d. Professional liability insurance with limits no less than $1,000,000 per claim and $1,000,000
policy aggregate for damages sustained by reason of or in the course of operation under this Agreement, whether
occurring by reason of acts, errors or omissions of the Contractor.
6.2. No Limit of Liabilitv. Contractor's maintenance of insurance as required by the agreement shall not be
construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's
recourse to any remedy available at law or in equity. T'he Contractor's insurance coverage shall be primary insurance as
respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the
Contractor's insurance and shall not contribute with it.
6.3. Additional Insured, Verification. The City sha11 be named as additional insured on all commercial
general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide certificates
of insurance for all commercial general liability policies attached hereto as Exhibit "C" and incorporated by this reference.
At City's request, Contractor shall furnish the City with copies of all insurance policies and with evidence of payment of
premiums or fees of such policies. If Contractor's insurance policies are "claims made," Contractor shall be required to
maintain tail coverage for a minimum period of three (3) years from the date this Agreement is actually ternunated or
upon project completion and acceptance by the City.
6.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement.
7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this
Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Contractor may
be grounds for immediate termination. All records submitted by the City to the Contractor will be safeguarded by the
Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing records in case of
any public records disclosure request.
8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs,
design specifications, records, files, computer disks, magnetic media or material which may be produced or modified by
Contractor while performing the Work shall belong to the City upon delivery. The Contractor shall make such data,
documents, and files available to the City and shall deliver all needed or contracted for work product upon the City's
request. At the expiration or termination of this Agreement, all originals and copies of any such work product remaining
in the possession of Contractor shall be delivered to the City.
9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which suff'iciently
and properly reflect all direct and indirect costs related to the performance of the Work and maintain such accounting
procedures and practices as may be deemed necessary by the City to assure proper accounting of all funds paid pursuant
to this Agreement. These records shall be subject, at all reasonable times, to inspection, review or audit by the City, its
authorized representative, the State Auditor, or other governmental officials authorized by law to monitor this Agreement.
10. INDEPENDENT CONTRACTOR The Parties intend that the Contractor shall be an independent contractor
and that the Contractor has the ability to control and direct the performance and details of its work, the City being
interested only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay
PROFESSIONAL SERVICES AGREEMENT - 3- 4/2011
CITY OF
'�...�. Fed�ral
CITY HALL
��� 33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
�vww crryo�federalway com
Contractor sick leave, vacation pay or any other benefit of employment, nor to pay any social security or other tax which
may arise as an incident of employxnent. Contractor shall take all necessary precautions and shall be responsible for the
safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection
necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any
loss of or damage to materials, tools, or other articles used or held for use in connection with the work. The Contractor
shall pay all income and other taxes due except as specifically provided in Section 4. Industrial or any other insurance
that is pwchased for the benefit of the City, regardless of whether such may provide a secondary or incidental benefit to
the Contractor, shall not be deemed to convert this Agreement to an employment contract. If the Contractor is a sole
proprietorship or if this Agreement is with an individual, the Contractor agrees to notify the City and complete any
required form if the Contractor retired under a State of Washington retirement system and agrees to indemnify any losses
the City may sustain through the Contractor's failure to do so.
11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional services
during the Term for other parties; however, such performance of other services shall not conflict with or interfere with
Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest in favor of the
City. Contractor confirms that Contractor does not have a business interest or a close family relationship with any City
officer or employee who was, is, or will be involved in the Contractor's selection, negotiation, drafting, signing,
administration, or evaluating the Contractor's performance.
12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment made
possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by Contractor or its
subcontractors of any level, or any of those entities' employees, agents, subcontractors, or representatives against any
person because of sex, age (except minimum age and retirement provisions), race, color, religion, creed, national origin,
marital status, or the presence of any disability, including sensory, mental or physical handicaps, unless based upon a bona
fide occupational qualification in relationship to hiring and employxnent. This requirement shall apply, but not be luruted
to the following: employment, advertising, layoff or termination, rates of pay o.r other forms of compensation, and
selection for training, including apprenticeship. Contractor shall comply with and shall not violate any of the terms of
Chapter 49.60 RCW, Title VI of the Civil Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the
Rehabilitation Act of 1973, 49 CFR Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation
regarding non-discrimination.
13. GENERAL PROVISIONS.
13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of the
agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior statements or
agreements, whether oral or written, shall be effective for any purpose. Should any language in any E�ibits to this
Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail. The respective
captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to
modify or otherwise affect any of the provisions of this Agreement. Any provision of this Agreement that is declared
invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any other provision hereof and such other
provisions shall remain in full force and effect. Any act done by either Party prior to the effective date of the Agreement
that is consistent with the authority of the Agreement and compliant with the terms of the Agreement, is hereby ratified as
having been performed under the Agreement. No provision of this Agreement, including this provision, may be amended,
waived, or modified except by written agreement signed by duly authorized representatives of the Parties.
13.2 Assignment and Beneficiaries. Neither the Contractor nor the City shall have the right to transfer or
assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other
Party. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full
force and effect and no further assignment shall be made without additional written consent. Subject to the foregoing, the
rights and obligations of the Parties shall inure to the benefit of and be binding upon their respective successors in interest,
heirs and assigns. This Agreement is made and entered into for the sole protection and benefit of the Parties hereto. No
other person or entity shall have any right of action or interest in this Agreement based on any provision set forth herein.
PROFESSIONAL SERVICES AGREEMENT - 4- 4/2011
� CITY OF
Federal
CITY HALL
��� 33325 8th Avenue South
FederaE Way, WA 98003-6325
(253} 835-7000
www ciryoffederalway com
13.3 Compliance with Laws. The Contractor shall comply with and perform the Services in accordance with
all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances, resolutions,
regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made effective. If a violation
of the City's Ethics Resolution No. 91-54, as amended, occurs as a result of the formation or performance of this
Agreement, this Agreement may be rendered null and void, at the City's option.
13.4 Enforcement. Time is of the essence of this Agreement and each and all of its provisions in which
performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the
Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at the
addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee of the
notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any notice so posted
in the United States mail shall be deemed received three (3) days after the date of mailing. Any remedies provided for
under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies
available to the City at law, in equity or by statute. The failure of the City to insist upon strict performance of any of the
covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or
more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the
same shall be and remain in full force and effect. Failure or delay of the City to declare any breach or default immediately
upon occurrence shall not waive such breach or default. Failure of the City to declare one breach or default does not act
as a waiver of the City's right to declare another breach or default. This Agreement shall be made in, governed by, and
interpreted in accordance with the laws of the State of Washington. If the Parties are unable to settle any dispute,
difference or claim arising from this Agreement, the exclusive means of resolving that dispute, difference, or claim, shall
be by filing suit under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington,
unless the parties agree in writing to an alternative process. If the King County Superior Court does not have jurisdiction
over such a suit, then suit may be filed in any other appropriate court in King County, Washington. Each party consents to
the personal jurisdiction of the state and federal courts in King County, Washington and waives any objection that such
courts are an inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall
pay all its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including
all appeals, in addition
to any other recovery or award provided by law; provided, however, however nothing in this paragraph sha11 be construed
to limit the Parties' rights to indemnification under Section 5 of this Agreement.
13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents and
warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be executed
in any number of counterparts, each of which shall be deemed an original and with the same effect as if all Parties hereto
had signed the same document. All such counterparts shall be construed together and shall constitute one instrument, but
in making proof hereof it shall only be necessary to produce one such counterpart. The signature and acknowledgxnent
pages from such counterparts may be assembled together to form a single instrument comprised of all pages of this
Agreement and a complete set of all signature and acknowledgment pages. The date upon which the last of all of the
Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof.
[Signature page follows]
PROFESSIONAL SERVICES AGREEMENT - 5- 4/2011
CITY aF
�..... Federal
CITY HALL
W �� 33325 8th Aaenue South
Federal Way, WA 980b3-6325
(253) 835-7000
www crryoffederalway com
IN WITNESS, the Parties execute this Agreement below, effective the last date written below.
CITY OF FEDERAL WAY
Skip riest, ayor
DATE: � ,Q � 2
RHITH SSOC TES, INC.
By:
Printed Name: W2lt S 2 � d� IVU �_
Title: r�eS � �`�l
DATE: ? / � LO/ 2—
STATE OF MONTANA )
) ss.
COUNTY OF MISSOULA )
ATTEST:
City Clerk, Carol McNeil , CMC
APPROVED AS TO FORM:
�� . - _._ .
ity Attorney, Patricia A Richardson
On this day ersonally appeared before me ���� SP ���� y�Q✓I , to me known to be the
'��,S��.p, of Q�;�,r� I�SOC.�w.-�c-s� � hC • that executed the foregoing
instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for
the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument
and that the seal affixed, if any, is the corporate seal of said corporation.
GIVEN my hand and official seal this � day of t,t., , 20�Z
Notary's signature
'Y K NOtBY'}� printed name . �iQ
�► �P?°'R'�t� Notary Public in and for the State of �'�'°°�� (�nkQv�o�.
; SEAL r � My commission expires
' ,�P
�QF Mp�
PROFESSIONAL SERV�CES AGREEMENT - 6- 4/2011
CITY OP
'�... Federal
CITY HALL
way 33325 Sth Avenue South • PO Box 9718
Federal Way, WA 98063-9718
(253) 835-7000
wvww cltyoffederalway com
EXHIBIT "A"
SERVICES
The Contractor shall do or provide the following:
Shipping
Rhithron Associates, Inc. (Rhithron) will supply wide mouth jars suitable for sample collection to the City of Federal way
(City), and will ship these each year upon notification by the City project manager. In late summer or early fall, Rhithron will
pick-up samples at the City of Federal Way facilities, and will provide transport of the samples to the Rhithron laboratory.
Rhithron will consult with the project manager concerning chain of custody procedures: if desired, Rhithron will provide a
standard chain of custody form to the project manager prior to sample pick-up. Rhithron will collect the form at the time of
sample pick-up, and will sign and return the form after sample intact procedures at the Rhithron laboratory. From the time of
sample pick-up, Rhithron assumes sole responsibility of custody, care, and integrity of the samples. Rhithron operates under
an active safety program, which meets all applicable State, Federal, and local regulations for the safe handling and analyses
of environxnental samples, as well as for safe laboratory practices. Rhithron acknowledges that the potential health and safety
hazards associated with City of Federal Way samples may not be known.
Sample Processing Procedures and Quality Assurance
Rhithron employs internal Quality Systems procedures designed to intensively evaluate and improve the performance and
efficiency of our team. These begin as soon as the samples are received and continue through all processing, analysis and
reporting.
Sample Handling and Management
Upon arrival at the laboratory, Rhithron staff evaluate the condition of the samples, check them for leakage and breakage, and
"top them off' with preservative, if necessary. An internal inventory is compiled and compared with the sample submittal
form or chain of custody form and any discrepancies are reported to the client immediately. Once discrepancies are resolved,
the chain of custody document will be signed and faxed to the project manager. Sample metadata are then uploaded to the
Rhithron database and project paperwork is generated.
Sample Processing, Sorting, and QA/QC for Sorting Efficiency
Sample processing will be carried out using procedures consistent with historic City of Federal Way procedures, as described
in the technical summary docuxnents previously provided to the City by Rhithron. Annual monitoring samples which are
composed of 3 Surber samples will be thoroughly combined into a single composite sample. Gridded sorting trays (Caton
trays) will be used for sorting, and random subsamples of at least 500 organisms will be obtained. If a sample contains fewer
than 500 organisms, the entire sample will be processed. Sorted organisms will be counted and preserved in ethanol for
subsequent identification.
After the required numbers of organisms are obtained, a Large/Rare scan will be conducted for a maximum of 15 minutes, on
any unsorted sample remainder, and these organisms will be retained separately from the subsample. T'hese organisms will be
reported with a count of "1" in the submitted data, and will only be reported if they are unique and not present in the
subsample.
Quality assurance/Quality control procedures for sample sorting involve the measurement of sorting efficiency, which is
measured on 100% of samples. Twenty percent (20%) of sorted substrate material is re-examined by a second sorting
technician. Technicians record sorting efficiency for each sample on sample benchsheets. QA/QC failures are addressed
immediately by technicians. Sorting efficiency QA/QC procedures are fully described in Rhithron's Quality Assurance Plan
for macroinvertebrate samples, which is kept on file with Surface Water Management.
PROFESSIONAL SERVICES AGREEMENT - 7- 4/2011
CITY OF
�`.. Federal
CITY HALL
W �� 33325 8th Avenue South • PO Box 9718
Federal Way, WA 98063-9718
(253)835-7000
www ciryo(federalway eom
Taxonomic resolution
Organisms will be identified to taxonomic levels required by the City of Federal Way: either the WDOE resolution
(http://www.ecy.wa.gov/biblio/1003109.htm1) with Oligochaetes, Hirudinea, and Acari identified to genus levels, or the
standard B-IBI taxonomic resolution, with these taxa left at lower taxonomic resolution, will be used, according to the City of
Federal Way instructions. Cost estimates for both types of analysis are provided in EXHIBIT B.
Internal Taxonomic Quality Assurance
The complete text of Rhithron's Quality Assurance Plan for macroinvertebrate taxonomy and data handling is kept on file
with Surface Water Management. Rhithron's standard operating procedure for taxonomic quality assurance requires that 10%
of the samples within a project are subject to a second identification by a taxonomist other than the original. All discrepancies
are addressed; if consensus on a particular determination cannot be reached, external verification is sought.
Taxonomic similarity integrates taxonomic composition and abundance into a single statistic. For this evaluation, we
typically utilize the Bray-Curtis Index of Similarity to describe the taxonomic and enuxneration precision for samples as a
single numerical value. The target value for data similarity is 95%. Quality assurance statistics are provided to clients on a
per-sample basis.
In addition to exchanging specimens among the professional staff, we maintain a comprehensive reference collection, most of
which has been externally verified by recognized taxonomic specialists. The collection allows our taxonomists to compare
difficult or unusual specimens with similar taxa collected from earlier studies. Long-term consistency is thus served and
taxonomic accuracy enhanced.
On Quality Assurance in Tagonomy Laboratories: Rhithron's Approach
At Rhithron, our standard Quality Assurance systems are designed to provide the highest quality data possible. These systems
address all four performance characteristics identified by Stribling et al. as data quality trackers: accuracy, precision, bias,
and completeness. Rhithron's standard Quality Assurance systems are more stringent than those required by WDOE's
standard operating procedures.
To address the issue of accuracy, our taxonomists will use the most current literature available and continually interact with
other professionals to keep abreast of the latest developments in the industry. Our reference collection is extensive, and we
have established professional relationships with specialists in order to have specimens verified. Our experience at taxonomic
trainings and workshops, as well as the results of inter-laboratory specimen exchanges, confirm that our taxonomic
determinations are among the most accurate in the industry. In addition, we are committed to demonstrating our competence
by achieving certification when it becomes available.
Rhithron shall test the taxonomic precision by the most rigorous Quality Assurance procedures in current practice. The Chief
Biologist oversees the application of protocols, tracks statistics, and institutes corrective action, such as further training or
refined procedures. In addition, QA is performed concurrently with the projects, therefore, taxonomists give and get
instantaneous feedback on determinations. When consensus cannot be achieved, specimens are sent to systematists for
verification.
The Bray-Curtis Index of Similarity incorporates both identifications as well as counts into a single result. This produces a
stringent statistic that tends to emphasize error more than statistics that weight enumeration errors and taxonomic
disagreements separately.
The highly positive outcomes achieved by Rhithron's taxonomists are strong affirmations of the quality of their work. In
addition to measuring precision, QA results give insight into poorly understood fauna and into the differences in staff
capabilities. Rhithron will address the former by specialized verifications and the latter by advancing staff development with
both internal and external training as well as by documenting taxonomic discrepancy meetings and discussions, which shall
be provided to the City.
Rhithron will address data completeness by indicating on bench sheets, as well as in our database, reasons why taxonomic
targets are occasionally not met. Reasons include: damage to specimens, poor preservation, early instar or immaturity, and
PROFESSIONAL SERVICES AGREEMENT - 8- 4/2011
UTY OF
'�.. Federal
CITY HALL
W �� 33325 8th Avenue South - PO Box 9718
Federal Way, WA 98063-9718
(253) 835-7000
�nvw crtyoffederahvay com
life stage. These specimens are included in the calculation of compositional metrics or tolerance indices, but are not included
in calculations of richness metrics unless their uniqueness from other specimens is confidently ascertained.
Equipment to be used for City of Federal Way sample processing and analysis:
Optics
• 8 Leica S8A Apochromatic Stereomicroscopes: used for identification of invertebrates.
• 3 Leica S6E Apochromatic Stereomicroscopes: used for sorting of benthic and drift samples.
• 2 Leica DM2500 compound microscopes with Nomarski (DIC) contrast and darkfield capabilities, with diamond
scribes and magnification to 1000X: used for diatom identification, and infrequently, for oligochaetes and
chironomids.
• Olympus BX51 Apochromatic Compound Microscope with Hoffman Modulation Contrast. Used for identification of
slide-mounted oligochaetes and chironomids.
• 2 Leica DM1000 light microscopes: used for identification of oligochaetes and chironomids and for examination of
other slide-mounted material.
• 3 Leica 2x objective, WD 35mm (doublers): used to increase magnification of apochromatic stereomicroscopes.
• 6 Leica EZ4 Stereomicroscopes: used for sorting of benthic and drift samples.
• 2 Leica DFC420 R2 Digital Cameras. Mounted on the DM2500 microscopes, these are used for photography of algal
and invertebrate specimens.
• 1 Insight 4 Color Digital Camera with Spot Ixnaging Software. Mounted on the Olympus compound microscope, this
camera is used for photographing oligochaete, chironomid, and other invertebrate specimens.
• Olympus DP 11 Digital Camera. Mounted on a Leica S8 APO stereomicroscope, this camera is used for
photographing invertebrates.
• Optical and Stage Micrometers for macroinvertebrate morphometry.
• 10 Dolan-Jenner dual fiberoptic illuminators. Used along with the Leica apochromatic stereomicroscopes for
invertebrate identifications, and for preparing slide-mounts of oligochaetes and chironomids.
• 7 Dolan-Jenner single fiberoptic illuminators. Used for sorting benthic and drift invertebrate samples.
Specialized sample processing equipment
• 12 Caton subsampling trays
• soil sieves of various sizes
• 1 Marchant box
• tally counters
• elutriation equipment
• '' fume hood
• desiccation oven
• centrifuge
Project teams
Rhithron's organizational chart, illustrating the management, technical, and taxonomy teams has been presented in the June
15, 2012 RFP, which is kept on file with Surface Water Management.
Data Reporting
Taxonomic information is entered into RAILIS v.2.1.2, Rhithron's customized database for macroinvertebrate data, by the
taxonomists at the time of identification. We have ample experience providing data uploads to the Puget Sound Stream
Benthos (PSSB) website, having provided data for numerous clients to this system since its inception. Rhithron data
PROFESSIONAL SERVICES AGREEMENT - 9- 4/2011
� CITY OF
't.... Federal
CITY HA�L
W �� 33325 8th Avenue South • PO Box 9718
Federal Way. WA 98063-9718
(253) 835-7000
www c�ryofiederalway com
technicians possess secure login identifiers that allow them access to the website. Rhithron is familiar with the tools provided
by the data management system for tabulating the samples and the taxonomic data.
Rhithron is also experienced in updating the PSSB master taxa list, including provision of IT IS taxonomic serial numbers
and taxon attributes and characteristics.
Data delivery
Rhithron's current macroinvertebrate sample analysis capacity exceeds 400 samples per month. We will guarantee delivery of
final data and QA/QC results to the City of Federal Way as soon as possible, and not later than 180 days after receipt of
samples for any particular year.
Deliverables .
Deliverables for City of Federal Way macroinvertebrate projects will include formatted data to client specifications delivered
to the City project manager, including B-IBI metric and index calculations, and a technical summary document which
summarizes all methods and QA/QC statistics. Deliverables also include formatted data upload to the PSSB website,
including updates to the PSSB master taxa list, if required.
Proposed Project Schedule
Early summer: Shipment of sample jars September: Sample pickup, inventory, chain of custody document exchange,
metadata upload to the Rhithron database.
October — January: Sample processing, sorting, identification, QA/QC systems and analysis, data compilation, data upload to
PSSB website, data and QA/QC statistics reporting to City of Federal Way.
PROFESSIONAL SERVICES AGREEMENT - 10 - 4/2011
CITY OF
'�.. Federal
CITY HALL
��� 33325 8th Avenue South • PO Box 9718
Federal Way, WA 98063-9718
(253) 835-7000
�vww aryoffederahvay com
EXHIBIT "B"
COMPENSATION
1. Total Compensation: In return for the Services, the City shall pay the Contractor an axnount not to exceed Thirty
seven thousand one hundred and 00/100 Dollars ($37,100.00)
TOTAL COMPENSATION FOR FIVE (5) YEARS
Includes shipping of sample jars, all procedures related to sample analysis and identification, Quality assurance/Quality
Control procedures for sample sorting and taxonomy, data compilation and delivery, data upload to the PSSB website,
preparation and delivery of the technical summary document.
TOTAL COMPENSATION FOR FIVE SAMPLE YEARS (2012/2013/2014/2015/2016)
Estimated
Number of
Analytical Method Cost Per Site Total Cost
Sample Samples
Analyzed
Per Year
Sample analysis using standard B-IBI taxonomic resolution
(Three replicates per site, each submitted as an individual sample. Each $230 30 $34,500.00
replicate will be comprised of three 1-square foot field Surber samples to be
composited into one site sample for laboratory analysis)
Sample analysis using WDOE taxonomic resolution
(Four replicates per site, each comprised of two 1-square foot field Surber $260 2 �2,600.00
samples. The total eight square foot field sample will be composited into one
site sample for laboratory analysis)
TOTAL FIVE YEAR COMPENSATION (2012/2013/2014/2015/2016) $37,100.00
PROFESSIONAL SERVICES AGREEMENT - 11 - 4/2011
Client#: 57898 RHITHRON2
DATE (MMIDDIYYYY)
ACORDTM CERTIFICATE OF LIABILITY INSURANCE o���s�2o,2
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
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PRODUCER CONTA T
NAME:
Payne Financial Group PHONE . F�
ac, No �e : ac. No :
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ADORESS:
� 4S W@St F1'Oflt St�@@t INSURER(S) AFFORDING COVERAGE NAIC I
Missoula, MT 59806-0638 ,NSURERA • American Economy Insurance Co
INSURED
Rhithron Associates Inc.
33 FORT MISSOULA
MISSOULA, MT 59804
iNSUReR s: American States Insurance Com�
INSURER C :
INSURER D :
INSURER E :
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
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EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR TypE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS
LTR INSR NND POLICY NUMBER MMIDD/YYYY MAA/DDIYYYY
A GENERAL LIABILITY X 01 CI39375520 7 0/04/2017 10/04/201 EACH OCCURRENCE s 1 000 000
X COMMERCIAL GENERAL LIAB�LITY PREMI Ea o"�urrence $1,000 OOO
CLAIMS-MADE � OCCUR MED EXP (My one pereon) $ � O OOO
PERSONAL&ADVINJURY $��OOO�OOO
GENERALAGGREGATE $Z�OOO�OOO
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $2�000�000
POLICY jEC7 LOC $
AUTOMOBILE LIABILITY COM8INED SINGLE LIMIT
Ea accident
ANY AUTO BODILY INJURY (Per person) $
ALL OWNED SCHEDULED BODILY INJURY (Per eccident) $
AUTOS NONAWNED PROPERTY DAMAGE $
HIRED AUTOS AUTOS Per accident
$
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS-MADE AGGREGATE $
DED RETENTION $ $
WORKERS COMPENSATION WC STATU- OTH-
AND EMPLOYER$' LIABILITY
ANY PROPRIETORIPARTNER/EXECUTIVE Y � N E.L. EACH ACCIDENT $
OFFICERIMEMBER EXCLUDED? � N I A
(MandaWry in NH) � E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $
DE3CRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Atfach ACORD 101, Additional Remarks Schedule, if more space is required)
The certificate holder is listed as an additio�al insured with respect to
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City of Federal Way
33325 8th Avenue South
Federal Way, WA 98063-6325
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELNERED IN
ACCORDANCE WRH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
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ACORD 25 (2010/OS) � p( � The ACORD name and logo are registered marks of ACORD
#5803704/M775539 SKJ7
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License Information:
Entity Name: RHITHRON ASSOCIATES, INC.
Business Name: RHITHRON ASSOCIATES, INC.
License Type: Washington State Business
Entitv Ty�e�.
UBI: 602608794 Business ID:001 Location ID:0002
Status: To check the status of this business, go to Deoartment of Revenue.
Locatio� Address:
33 FORT MISSOULA
MISSOULA, MT, 59804-7203
View Additional Locations
Registered Trade Names:
RHITHRON ASSOCIATES, INC
RHITHRON ASSOCIATES, INC.
Governina Peoole:
WEASE BOLLMAN
Mailing Address:
33 FORT MISSOULA
MISSOULA, MT, 59804-7203
Status
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Active
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Infortnation Current as of 07/10/2012 5:43AM Pacific Time
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First Issued
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07/10/2008
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http://bls.dor.wa.gov/LicenseSearch/1qsLicenseDetail.aspx?RefID=2274667 7/10/2012
Mary Jaenicke
From: Wease Bollman <wbollman@rhithron.com>
Sent: Thursday, August 09, 2012 1:19 PM
To: Mary Jaenicke
Cc: Daniel Smith; Kim Sieber
Subject: RE: Rhithron Exhibit B
Mary, I apologize for not responding sooner.
I approve of the change in total compensation.
wb
Wease Bollman
Rhithron Associates, Inc.
33 Fort Missoula Road
Missoula, Montana 59804
phone: 406 721 1977
fax: 406 7212028
www. rhithron.com
Celebrating 20 years of quality assured taxonomy for aquatic invertebrates, periphyton, zooplankton, and
phytoplankton.
From: Mary Jaenicke [mailto:Mary.Jaenicke@cityoffederalway.com]
Sent: Thursday, August 09, 2012 11:44 AM
To: wbollman@rhithron.com
Subject: Rhithron Exhibit B
Good afternoon,
I sent this to you on July 26, and I wanted to be sure that you have received it.
The original contract that you signed had a total compensation of $39,540.00. After we received the signed contract
back from you, it was discovered that the total compensation should be $37,100.00.
Could you please review the attached Exhibit B, and respond back to me via email that you approve the change? Once I
have heard back from you, I will forward your contract on for final signatures.
1
After it has been signed by everyone, I will send you a copy of the fully-executed contract.
Thank you,
Mary Jaenicke
Administrative Asst.
Parks & Public Works
Marv.iaenicke@citvoffederalwav.com
253-835-2702