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AG 13-175 RETURN TO: EXT: a10c' CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIV: PUBLIC WORKS/ Skree+6 2. ORIGINATING STAFF PERSON: erIY1.&LY1e. M wn EXT: X 2-12.3 3. DATE REQ.BY: (D• 15•. 015 4. TYPE OF DOCUMENT(CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT(E.G.,RFB,RFP,RFQ) ❑ 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( G#): 13-I-15 ❑ INTERLOCAL ❑ OTHER Sap'�A 5. PROJECT NAME: S 304 '1''51' 0* 28-4 Ave 5 =mprc em,,erf-n 6. NAME OF CONTRACTOR: Te-re Tech, Sr1c ADDRESS: 400 11241'N PNe '6ellevue, vu e&)04, TELEPHONE: E-MAIL: FAX: SIGNATURE NAME: C-Itren0 scot- W 1 a100M5 TITLE: Vice 'President 7. EXHIBITS AND ATTACHMENTS:❑ SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS CFW LICENSE#12-M3011-00 BL,EXP. 12/31/1 6 UBI# ,EXP. / / —— rev' lJ`11°W1 8. TERM: COMMENCEMENT DATE: 09/1Ipf 2013 COMPLETION DATE: OS/ 31/2.O t J (-1'1'11.5 su?p unCIIt' 9. TOTAL COMPENSATION:$ Nd ah e (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHAR -ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑YES ❑NO IF YE�S/,�$ PAID BY: ❑CONTRACTOR ❑CITY ❑ PURCHASING: PLEASE CHARGE TO: 3010 -q4 VD — 5141—5615--3O- L) 10. DOCUMENT/CONTRACT REVIEW INITIAL/DATE REVIEWED INITIAL/DATE APPROVED • PROJECT MANAGER J.� ••10• 1,6 teDIVISION MANAGER ,. (/J�ullil (p/1(P DEPUTY DIRECTOR � V " (p %DIRECTOR 'w/- ❑ RISK MANAGEMENT (IF APPLICABLE) � (O111 )(LAW DEPT 11. COUNCIL APPROVAL(IF APPLICABLE) COMMITTEE APPROVAL DATE: 1VA COUNCIL APPROVAL DATE: WA 12. CONTRACT SIGNATURE ROUTING pp,,,, ]G� X SENT TO VENDOR/CONTRACTOR DATE SENT: WI` e h3 DATE REC'D: ❑ ATTACH: SIGNATURE AUTHORITY,INSURANCE CERTIFICATE,LICENSES,EXHIBITS IN IAL/DATE SIGNED litl AW DEPT /MO CHIEF OF ST 7 7 21 IGNATORY YO ) 4104 -_G W ❑ CITY CLERK 71 ) ASSIGNED AG# AG# 13-175 C, SIG D COPY RETURNED DATE SENT: RETURN ONE ORIGINAL COMMENTS: • EXECUTE"2."ORIGINALS 1/15 AG 13-175 SUPPLEMENT NO. 3 CITY OF FEDERAL WAY LOCAL AGENCY STANDARD CONSULTANT AGREEMENT FOR S 304TH STREET AT 28TH AVE S INTERSECTION IMPROVEMENTS DESIGN SERVICES The local agency of the City of Federal Way desires to supplement the agreement entered into with Tetra Tech, Inc. effective the 16th day of September 2013, as supplemented by "Supplement No 1" on the 29th day of October 2013, and "Supplement No 2" on the 26th day of September 2014, identified as Agreement No. 13-175. All provisions in the Agreement and previously executed supplements remain in effect except as expressly modified by this supplement. The changes to the Agreement are described as follows: Section IV, Time for Beginning and Completion, shall be amended as follows: Completion date shall be changed to August 31, 2015. I I Ratification: Any act done by either party, consistent with the authority of the Agreement after the previous expiration date and prior to the effective date of this Supplement, is hereby ratified as having been performed under the Agreement as it existed prior to this supplement. CST Signed this ' day of (.1-1k.) , 2015. TETRA TECH, INC. CITY OF FEDERAL WAY By: /� By: Steve Oiling, PE Jim errell Its: Senior Project Manager Its: Mayor 400 112th Ave NE 33325 8th Ave S Bellevue, WA 98004 Federal Way, WA 98003 APPROVED A TO FORM: !ii/ r Eo,• Amy Jo Pearsall, City Attorney K:\STREETS\PROJECTS\S304th St at 28th Ave S\Design\Contract-Consultant Agreement\Local agency contract& exhibits\Supplement#3\AG 13-175 Supl.3.doc RETURN TO: � `j �1 Col EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/DIv: PUBLIC WIO,�RKS / �. J 1 Y-� 1 CD I (� 2. ORIGINATING STAFF PERSON: C r 1 �I GJ� i I� uL'e� EXT: k 2-7 2 � 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE: ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ 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 l l 17` P YYIP i'1 { /-E C 13QQ l -15 5. PROJECTNAME: 5 ��4�h t�� at -104tX JeCbDn ZCn 2cDV( ►rnev--)t-S 6. NAME OF CONTRA ADDRESS: 400 E -MAIL: S�f-yj SIGNATURE NAME: FAX:- 425 CD35 1150 TITLE: Q \Ce 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS CFW LICENSE # BL, EXP. 12/31/ UBI # , EXP. —/—/— 8. TERM: COMMENCEMENT DATE: 9 ( 110l 13 COMPLETION DATE: Q U, / '30/ay 15 9. TOTAL COMPENSATION: $ 2 9 2D x Z 9 , 6'B No GhaAAC) (INCLUDE EXPENSES AND SALES TAX, IF ANY (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES 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: �� - �d "- �} 5' ?JC --4 1 I 10. DOCUMENT/ CONTRACT REVIEW PROJECT MANAGER DIVISION MANAGER �Q DEPUTY DIRECTOR jQ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) Jd LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) R� s COMMITTEE APPROVAL DATE: Imo% I A 12. CONTRACT SIGNATURE ROUTING 1 F-1 SENT TO VENDOR/CONTRACTOR DATE SENT: 01 1--t s l \4 ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS LAW DEPT C. CHIEF OF STAFF 9- SIGNATORY (MAYOR OR D_ IRECTOR) VCITY CLERK DASSIGNED AG # AG# ❑lgIGNED COPY RETURNED DATE SENT: RETURN ONE ORIGINAL COMMENTS: _ EXECUTE �` ORIGINALS Ttr E7A�Mon O n k!j INITIAL/ DATE APPROVED COUNCIL APPROVAL DATE: Iv! R DATE REC' D: 'I ( 7nI .k 11/9 AG 13 -175 SUPPLEMENT NO. 2 CITY OF FEDERAL WAY LOCAL AGENCY STANDARD CONSULTANT AGREEMENT FOR S 304TH STREET AT 28TH AVE S INTERSECTION IMPROVEMENTS DESIGN SERVICES The local agency of the City of Federal Way desires to supplement the agreement entered into with Tetra Tech, Inc. effective the 16th day of September 2013, as supplemented by "Supplement No 1" on the 290 day of October 2013, identified as Agreement No. 13 -175. All provisions in the Agreement and previously executed supplements remain in effect except as expressly modified by this supplement, "Supplement No. 2 ". The changes to the Agreement are described as follows: Section IV, Time for Beginning and Completion, shall be amended as follows: Completion date shall be changed to June 30, 2015. 11 Ratification: Any act done by either party, consistent with the authority of the Agreement after the previous expiration date and prior to the effective date of this Supplement No. 2, is hereby ratified as having been performed under the Agreement as it existed prior to this supplement. Signed this 2+o day of .SfRP;,t++aAt TETRA TECH, INC. M =I Its: 14se- I2reslet�t T�A.tsPoe�,r•o.1 400112 th Ave NE Bellevue, WA 98004 2014. CITY OF FEDERAL WAY r By: im errell Its: Mayor 333258 th Ave S Federal Way, WA 98003 APPROVED AS TO FORM: U Z e=t�_ -e0r Amy Jo Pearsall, City Attorney C: \Users \rca]] \AppData \Local \Microsoft \Windows \Temporary Internet Files \Content. 0ut]ook \)J6RGFV2 \AG 13 -175 Sup] 2.doc TETRA TECH, INC. BEL GROUP SIGNATURE AUTHORITY DELEGATION 23- Apr -13 SIGNATURE AUTHORITY SUBJECT TO CONDITIONS BELOW Authority Level Contracts, Subcontracts, Subcontracts and Overhead Work At Direct Project Costs, Other Direct Project Costs Risk Proposals,Teaming Costs Alimova Alexandra Cadd.Cadd Drafter IV. Staff 50 >tuu,uuu Asaidali Said Eng.Management V. Sr. Project Manager 5150,000 »uu,uuu >v 7" Axt Kevin Eng.Civil Engineer V. Project Engineer $0 $0 $0 Barnes Albert Eng.Electrical Engineer VI. Sr. Project Manager $150,000 $0 $0 Borbely Louis Survey.Surveyor IV. Staff $0 $200,000 $0 $0 Bradford Carolyn Admin.Administrative Assistant III. Admin $0 $0 $0 Bradley William Survey.Surveyor 111. Project Manager $0 $0 $0 Carney Michael Eng.Mechanical Engineer VI. Project Engineer $0 $O $0 Chin Ginette Eng.Electricai Engineer VI. Sr. Project Manager $150,000 $0 $0 Conger Stacy HR.Human Resources Manager. Admin $0 $0 $0 Cordova Rudy Survey.Survey Technician III. Staff $0 $200,000 50 $0 Costello James Eng. Management V. Discipline Leader $750,000 $0 $0 Curtis Jeffrey Cadd.Management 1. Staff $0 $0 $0 Davie Steven Eng.Management VI. Vice President $1,000,000 $100,000 $10,000 Desoto Duncan Angela Prof. Engineering Management V. Sr. Project Manager $500,000 $0 $0 Devenira Poovaiah Eng.Mechanical Engineer IV. Project Manager $0 $0 $0 Dyer Alan Eng.Civil Engineer VI. Sr. Project Manager 515U,Uuu �?. ow Edwards Margaret Admin.Receptionist 11. Admin $0 $0 $0 Fattore Amy Marketing.Marketing Asst IV. Admin $0 $0 $0 Flickinger Eric Eng.Mechanical Engineer III. Project Engineer $0 $0 $0 Franz Dean Eng.Clvil Engineer VI. Sr. Project Manager $150,000 $0 $0 Gaitan Sergio Eng.Structural Engineer VI. Project Manager $150,000 $0 $0 Gamon Marci Admin.Project Admin 11. Admin $0 $0 $0 Glover Alexandra Eng.Civil Engineer VI. Sr. Project Manager $250,000 $0 $0 Hartfiel Jacque Survey.SurveyTechnician IV. Staff $0 $0 $0 Hartford Daniel Eng.Management Vi. Sr. Project Manager $500,000 $0 $0 Hopker Takako Admin.Project Admin II. Admin 50 "' "' Hough Michael Eng.Civil Engineer IV. Project Engineer $0 $0 $0 Howard Tamara Marketing.Management IL Admin $0 $0 $0 Howard Richard Eng.Civil Engineer IV. Project Engineer $0 $0 $0 Inaba Masaru Eng.StructuraI Engineer VI. Technical Advisor $0 $0 $0 Johnson Jeffery Survey.Survey Technician IV. Staff $0 $0 $0 Katzenberger Gregory Eng.Management V. Sr. Project Manager $500,000 $0 $0 Kikuta Jason Eng.Civil Engineer IV. Project Engineer $0 $0 $0 Knapp Vicki Admin.Administrative Assistant 11. Admin $0 $0 $0 Landry Aaron Cadd.Cadd Drafter IV. Staff $0 $0 $0 Lee Michael Survey.Management III. Project Manager $0 $0 $0 Lee Daniel Cadd.Cadd Drafter III. Staff $0 $0 $0 Lindstrom Roger Cadd.Cadd Designer V. Staff $0 $0 $0 Liu Chunshui Eng.Civil Engineer V. Project Manager $0 $0 $0 Loesch Lois Eng.Structural Engineer Vi. Sr. Project Manager $250,000 $0 $0 Lundberg Eli Eng.Civil Engineer III. Project Engineer $0 $0 $0 Ma Nga IT.Help Desk Rep I. Staff $0 $0 $0 Mietzner LeRoy Eng.Mechanical Engineer VI. Project Engineer $0 $0 $0 Miller Dale Management.Management VI. Vice President $1,000,000 $100,000 $10,000 Miller Gregory Survey.Survey Technician IV_ Staff $0 $0 $0 Moyer Leo Eng.Civil Engineer IV. Staff $0 $0 $0 O'Dell Phillip Management. Management VI. Technical Advisor $0 $0 $0 011ing Steven Eng.Civil Engineer VI. Sr. Project Manager $250,000 $0 $0 Orndorff Kristen Eng.Civil Engineer IV. Project Engineer $0 $0 $0 Perham Jeffrey Survey -Survey Technician II. Staff $0 $0 $0 Peters Amanda Eng.Civil Engineer 11. Project Engineer $0 $0 $0 RETURN TO: EXT: CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/Div: PUBLIC WORKS/ Chris 1J^ 2. ORIGINATING STAFF PERSON: Tlne mu.W-vi EXT: % 2-7 2.3 3. DATE REQ. BY: IO' 1 D•1�J 4. TYPE OF DOCUMENT (CHECK ONE): Cl CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT Cl PROFESSIONAL SERVICE AGREEMENT Cl MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG Cl REAL ESTATE DOCUMENT Cl SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS) Cl ORDINANCE ❑ RESOLUTION » CONTRACT AMENDMENT (AG #):13.1 5 ❑ INTERLOCAL OTHER �7'' ilbipI rh 5. PROJECT NAME: G h St 0-+ °2-S4" Ale_ S 7:rmprOVZrmirl;5 6. NAME OF CONTRACTOR:" ADDRESS: 400 t12.4'�l Me, NV- WA RS004 TELEPHONE: 425, LAG -%M0 E -MAIL: r FAX: 425 Lo35. 1 160 SIGNATURE NAME: % 1-ej Y-L SCA-* LA)h 1aYr1s TITLE: V 1Cf, 'PV1 b1CW—f* 7. EXHIBITS AND ATTACHMENTS: Cl SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/ AMENDMENTS CFW LICENSE # BL, EXP. 12/31/_ UBI # UO1 O-n% 48 , EXP. S. TERM: COMMENCEMENT DATE: COMPLETION DATE: 0 5 / 30/cQc)w 1 1'10 CX10�J'1 W G•kF"1 9. TOTAL COMPENSATION: $ 2A!b 12°1.353 -1i11S —� ' if ment (INCLUDE EXPENSES AND SALES TAX, IF ANY) Eb (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, $ ❑ PURCHASING: PLEASE CHARGE TO: ?JOIQ • LALk 00 . 1514 ' 5°15 ' I.4I► 10. DOCUMENT / CONTRACT REVIEW • PROJECT MANAGER ❑ DIVISION MANAGER ■ DEPUTY DIRECTOR m DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) If LAW DEPT 11. COUNCILAPPROVAL (IF APPLICABLE) COMMITTEE APPROVAL DATE: %.)I& — 12. CONTRACT SIGNATURE ROUTING • SENT TO VENDOR/CONTRACTOR DATE SENT: • ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS ❑ LAW DEPT Cl SIGNATORY (MAYOR OR DIRECTOR) CITY CLERK ❑ Ass IGNEDAG 4 ❑ SIGNED COPY RETURNED RETURN ONE ORIGINAL COMMENTS: EXECUTE "2—" ORIGINALS INITIAL DATE SIGNED AG# IBS- t'i�pr DATE SENT: 1f)• Vi PAID BY. ❑ CONTRACTOR ❑ CITY INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: N` A. DATE REC'D: ( 25 It ,Zk�. Federal Way Date: October 17, 2013 City of Federal Way • Public Works Department 33325 8th Avenue South • Federal Way, WA 98003 Phone 253 - 835 -2700 • Fax 253 - 835 -2709 • www.cityoffederalway.com LETTER OF TRANSMITTAL To: Scott William, PMP, Vice President From: Jessica Oldenkamp, Administrative Assistant to TetraTech Christine Mullen, PE, Street Systems Project 400112 th Ave NE, Suite 400 Engineer Bellevue, WA 98004 RE: S 30e St @ 28th Ave S Intersection Improvements TRANSMITTED As CHECKED BELOW: ❑ For Your Review ❑ As Requested ® Please Return ❑ For Your Approval ❑ For Your Information ❑ Other ® For Your Action ❑ Under Separate Cover ❑ Via ITEMS/COPIEs DESCRIPTION 2 Local Agency Consultant Agreement Supplements COMMENTS: Please see the marked pages and sign where noted, but do not date. Please send packet back to me for completion. Once the document has been fully executed you will receive a copy of the completed document for your records. cc: Project File is \contracts and recording \2013 \transmittal letter template - tetratech.doc Day File OTETRA TECH TRANSMITTAL FORM To: City of Federal Way Public Works Department 333258 1h AVE S. Federal Way, WA 98003 Attn: Jessica Oldenkamp Tetra Tech, Inc. 400 112th Ave NE, Suite 400 Bellevue, WA 98004 Tel: 425.635.1000 Fax: 425.635.1150 Transmittal No.: TR -13- 042 -03 Date: 10/23/2013 Subject: Supplement No 1, S304th St at 261h Ave S Intersection Improvements We Are Transmitting: X Herewith Under Separate Cover Number of Copies: 2 Sets Sheets The Following: Prints or _ Tracings Construction Drawings Specifications Shop Drawings X Contract Approved Bills Legal Descriptions Letters Resumes SF 254 / SF255 Project Profile Sheets Disk King County Forms Other Remarks: Returning 2 copies of signed agreements. L: \2013 \100- STS -13 -042 Federal Way Intersection Improvement\2.2 Correspondence Issued \TR -13- 042- 03.docx For: Review and Comment Approval X Signature Your Use and Files Quotation Payment As Requested Action Noted Below Takako Hopker Project Administrator AG 13 -175 SUPPLEMENT NO. 1 CITY OF FEDERAL WAY LOCAL AGENCY STANDARD CONSULTANT AGREEMENT FOR S 304TH STREET AT 28TH AVE S INTERSECTION IMPROVEMENTS DESIGN SERVICES The local agency of the City of Federal Way desires to supplement the agreement entered into with Tetra Tech, Inc. effective the 16th day of September 2013, identified as Agreement No. 13 -175. All provisions in the Agreement remain in effect except as expressly modified by this supplement, "Supplement No. 1". The changes to the Agreement are described as follows: Section II, Scope of Services, shall be amended as follows: Any references to Certified Land Services not being modified by the attached exhibits G, G -1, and G -2, should be considered modified by this supplement to refer to Abeyta & Associates. 11 Section VI, Subcontracting, shall be amended as follows: The subconsultant, Certified Land Services, has closed their business and are no longer providing right -of- way consulting services. As a result, a new right -of -way subconsultant, Abeyta & Associates, will be providing this scope of services for the project. See attached updated exhibits G, G -1, & G -2. III Section V, Payment, shall be amended as follows: This supplement does not result in a change to the overall contract amount, inclusive of all fees and other costs, of Two Hundred Ninety Three Thousand, One Hundred Twenty Nine, and 38/100 Dollars ($293,129.38). See attached updated exhibits G -1 & G -2 for updated fee estimates & billing rates for right -of -way subconsultant services. IV Ratification: Any act done by either party, consistent with the authority of the Agreement after the previous expiration date and prior to the effective date of this Supplement No. 1, is hereby ratified as having been performed under the Agreement as it existed prior to this supplement. Signed this 2q day of Octuloer , 2013. TETRA TECH, INC. By: Greja4 Scott Williams, PMP Its: Vice President 400 112th Ave NE Bellevue, WA 98004 CITY OF FEDERAL WAY By: Ski Priest Its: Mayor 333258 th Ave S Federal Way, WA 98003 APPROVED AS TO FORM: Patricia A. Ric ardson, City Attorney K: \STREETS \PROJECTS \S304th St at 28th Ave S \Design \Contract - Consultant Agreement \Local agency contract & exhibits \Supplement #1 \AG 13 -175 Supl. 1.doc Exhibit G Subcontracted Work The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT: DOT Form 140 -089 EF Exhibit G Revised 6/05 Exhibit G -1 Subconsultant Fee Determination - Summary Sheet (Mandatory when Subconsultants are utilized) Project: S 304th Street at 28th Ave S - Intersection Improvements Sub Consultant: Abeyta and Associates Direct Salary Cost (DSC): Classification Man Hours Raw = Cost Senior Acquisition Agent 273.0 X 105.00 $ 28,665.00 Acquisition Agent 54.0 X 85.00 4,590.00 X X X X X X X Total DSC = $ 33,255.00 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of %X$ 33,255.00 = 0.00 Fixed Fee (FF): FF Rate x DSC of %X$ 33,255.00 = 0.00 Reimbursables: Itemized = 5,309.00 SubConsultant Total = Grand Total = 38,564.00 Prepared By: Abeyta and Associates Date: September 16, 2013 DOT Forrn 140 -089 EF Exhibit G1 Revised 01/09 q m E W LL c m 4a U) c U li H _m 2 X LU 1 Yr E c 0- y.0 N V 'aR R d cc .y cc ea = N E U a r W AN LL Ma U) v CO) Q t co N 00000 O O O O O O O 0 O O OU)tpER6%M O O 0 0 0 0 0 0 0 O J 00 m •� Q O Q> O O O 00 Ow1�OI� Om LL? u) N Q 7 0U m r �O r0tifw1g00M N N M cc r N r V r I.: a= r M 69 611k 69 6:! wl! 6& wl} 0 O O O 00 Co 0 0 0 0 0 O a o 0 o O a co 0couiouiuio 0 0 r— 0 ti 0 0 LO V f. co O O co �Oi- l-- u)COCO N H M O r NPu)PI-z M 69 69 69 69 69 69 69 69 69 69 69 � � O O co co W" r M = H 2ti.•ryvi �} oO O CC) C) Cl u) O O � CO ?:: %w % -•:::wow•• V N Z 0 R �J-- a a w LL c 0 � a � a) � E N w co c c O) a E So < ` L Q o D o c c E cm N caZ c o0 N E .r Q C 7 N! C N y0 a o m p 0 CO Q LL ea �:+ �_ C N LL c LL c c a O vc° Q _N _ O. Q►°�=ov���c NE CD E E Q C 7 D 'Q cm U o Q Z E o a cm R cgcgo o 3QQ" 0 0 cc ca Laa ca t° � o cUV E L- Q 'Q ca �0 OQ O ca E O(;Uoa�o �"� N �� -o �� N N L L o 0> OCL_ cm a. al �QcnaaUcnO L M R R NcMd:u)c01- J d� 0 cV NNNNNN O r C4 r P P r 00000 O O O O O O O 000W)It 00co�� O O OU)tpER6%M C6 L6 J m v = !Z �NCNaOicoL m c N N 0 N Co N Q 7 0U 3 N M M P P N_ N_ 0) C> ca co N 0 ca O E U .. m m ca o C m o a U m c O O co LO 0 M 69 N N CL Q Q E Exhibit G -2 Subconsultant Fee Determination Summary Sheet (Specific Rates of Pay) Fee Schedule Subconsultant Abeyta and Associates all inclusive labor rates - small firm Discipline or Job Title Hourly Rate Overhead @ % Profit @_% Rate Per Hour Senior Acquisition Agent 105.00 105.0 Acquisition Agent 85.00 85.0 DOT 140 -089 EF Exhibit E -2 8/07 RETURN TO: 1- CC'\ EXT: )10 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT/Div: PUBLIC WORKS / 5ty -ej"ni -p p 2. ORIGINATING STAFF PERSON: n l l th Ie `' ,� l c n EXT: C Zl 3 3. DATE REQ. BY: 4. TYPE OF DOCUMENT (CHECK ONE): ❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ) ❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT A 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 6. NAME O ADDRES! E -MAIL: SIGNATU .. - ._ - = -e-rn -_« _ 7. EXHIBITS AND ATTACHMENTS: ❑ SCOPE, WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS /CERTIFICATE ❑ ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT /AMENDMENTS CFW LICENSE # BL, EXP. 12/31/_ UBI #401 M-1 I A-$ , EXP. 8. TERM: COMMENCEMENT DATE: COMPLETION DATE: O -1 Z SQZ aQ 14 9. TOTAL COMPENSATION: $ 9-0%S :2.01 3 D (INCLUDE EXPENSES AND SALES TAX, IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) RFTMRIIRSARLE EXPENSE: ❑ YES ❑ NO IF YES, MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED: ❑ YES ❑ NO IF YES, PAID BY: ❑ CONTRACTOR ❑ CITY ❑ PURCHASING: PLEASE CHARGE TO: wta- - !A W- 1c--7 "A i5.q J - 30- 411 10. DOCUMENT/ CONTRACT REVIEW X PROJECT MANAGER ❑ DIVISION MANAGER X DEPUTY DIRECTOR V;t DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) K LAW DEPT 11. COUNCIL APPROVAL (IF APPLICABLE) INITIAL / DATE REVIEWED J.BL COMMITTEE APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING Cl SENT TO VENDOR/CONTRACTOR DATE SENT: ❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS )LAW DEPT ❑ SIGNATORY (MAYOR OR DIRECTOR) X CCCY CLERK ), ASS [GNED AG # SIGNED COPY RETURNED Cl RETURN ONE ORIGINAL COMMENTS: INITIAL/ TE SIGNED 'l �I AG# DATE SENT: INITIAL / DATE APPROVED COUNCIL APPROVAL DATE: DATE REC' D: algb3 IAIhl/'.i/I '1Fc IT 11/9 CITY OF �. Federal Way City of Federal Way •Public Works Department 33325 8"' Avenue South • Federal Way, al 98003 Phone 253 -835 -2700 •Fax 253 - 835 -2709 • www.citvoffederalway.com LETTER OF TRANSMITTAL Date: August 28, 2013 To: TetraTech, Inc. From: Jessica Oldenkamp, Administrative Assistant to Scott Williams, Vice President Christine Mullen, Street Systems Project 400 112th Ave NE Engineer Bellevue, WA 98004 RE: S 304th St @ 28th Ave S Intersection Improvements TRANSMITTED As CHECKED BELOW: ❑ For Your Review ❑ As Requested ® Please Return ❑ For Your Approval ❑ For Your Information ❑ Other ® For Your Action ❑ Under Separate Cover ❑ Via ITEMS/COPIEs DESCRIPTION 2 Local Agency Standard Consultant Agreement COMMENTS: Please see the marked pages and sign where noted. Please send packet back to me for completion. Once the document has been fully executed you will receive a copy of the completed document for your records. cc: Project File is \contracts and recording \2013 \transmittal letter template - tetratech - cm.doc Day File Local Agency Consultant/Addressrrelephone Tetra Tech, Inc. Standard Consultant 400 112th Ave NE Agreement Bellevue, WA 98004 ® Architectural /Engineering Agreement ❑ Personal Services Agreement Agreement Number (425)635 -1000 Project Title And Work Description S304th St at 28th Ave S Intersection Improvements Federal Aid Number Agreement Type (Choose one) ❑ Lump Sum Lump Sum Amount $ Engineering Design services for this intersection signalization & widening project ® Cost Plus Fixed Fee Overhead Progress Payment Rate Overhead Cost Method ❑ Actual Cost DBE Participation ❑ Yes ®No Federal ID Number or Social Security Number 95- 4148514 ❑ Actual Cost Not To Exceed % ® Fixed Overhead Rate 172.04 % Do you require a 1099 for IRS? Completion Date Fixed Fee $ 22,016.70 ❑ Yes ® No September 30, 2014 ❑ Specific Rates Of Pay Total Amount Authorized $ 293,129.38 ❑ Negotiated Hourly Rate ❑ Provisional Hourly Rate Management Reserve Fund $ ❑ Cost Per Unit of Work Maximum Amount Payable $ 293,129.38 Index of Exhibits (Check all that apply): ® Exhibit A -1 Scope of Work ❑ Exhibit A -2 Task Order Agreement ® Exhibit B -1 DBE Utilization Certification ® Exhibit C Electronic Exchange of Data ❑ Exhibit D -1 Payment - Lump Sum ® Exhibit D -2 Payment - Cost Plus ❑ Exhibit D -3 Payment - Hourly Rate ❑ Exhibit D -4 Payment - Provisional ® Exhibit E -1 Fee - Lump/Fixed/Unit ❑ Exhibit E -2 Fee - Specific Rates ® Exhibit F Overhead Cost ® Exhibit G Subcontracted Work ® Exhibit G -I Subconsultant Fee ® Exhibit G -2 Fee -Sub Specific Rates ® Exhibit G -3 Sub Overhead Cost ® Exhibit H Title VI Assurances ® Exhibit I Payment Upon Termination of Agreement ® Exhibit J Alleged Consultant Design Error Procedures ® Exhibit K Consultant Claim Procedures ® Exhibit L Liability Insurance Increase ® Exhibit M -la Consultant Certification ® Exhibit M -Ib Agency Official Certification ® Exhibit M -2 Certification - Primary ® Exhibit M -3 Lobbying Certification ® Exhibit M -4 Pricing Data Certification ❑ App. 31.910 Supplemental Signature Page THIS AGREEMENT, made and entered into this day of , 1 , between the Local Agency of the City of Federal Way , Washington, hereinafter called the "AGENCY" and the above organization hereinafter called the "CONSULTANT ". DOT Form 140 -089 EF Page 1 of 8 Revised 3/2008 WITNESSETH THAT: WHEREAS, the AGENCY desires to accomplish the above referenced project, and WHEREAS, the AGENCY 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 for the PROJECT; and WHEREAS, the CONSULTANT represents that he /she is in compliance 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 work and services as herein defined and necessary to accomplish the completed work for this PROJECT. The CONSULTANT shall furnish all services, labor, and related equipment necessary to conduct and complete the work as designated elsewhere in this AGREEMENT. II Scope of Work The Scope of Work and projected level of effort required for this PROJECT is detailed in Exhibit "A" attached hereto and by this reference made a part of this AGREEMENT. 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 Federal, State, 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 work in sufficient detail so that the progress of the work can easily be evaluated. The CONSULTANT, and each SUBCONSULTANT, shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The CONSULTANT, and each SUBCONSULTANT, shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of USDOT - assisted contracts. Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT that may result in the termination of this AGREEMENT. Participation for Disadvantaged Business Enterprises (DBE), if required, per 49 CFR Part 26, or participation of Minority Business Enterprises (MBE), and Women Business Enterprises (WBE), shall be shown on the heading of this AGREEMENT. If D/M/WBE firms are utilized, the amounts authorized to each firm and their certification number will be shown on Exhibit `B" attached hereto and by this reference made a part of this AGREEMENT. If the Prime CONSULTANT is a DBE firm they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY'S "DBE Program Participation Plan". The mandatory DBE participation goals of the AGREEMENT are those established by the WSDOT'S Highway and Local Programs Project Development Engineer in consultation with the AGENCY. 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." 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 this PROJECT, 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 PROJECT, shall be without liability or legal exposure to the CONSULTANT. Page 2 of 8 IV Time for Beginning and Completion 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 under 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 or 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. V Payment Provisions The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided in Exhibit "D" attached hereto, and by reference made part of this AGREEMENT. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. A post audit may be performed on this AGREEMENT. The need for a post audit will be determined by the State Auditor, WSDOT External Audit Office and/or at the request of the AGENCY'S PROJECT Manager. VI Sub - Contracting The AGENCY permits sub - contracts for those items of work as shown in Exhibit "G" attached hereto and by this reference made part of this AGREEMENT. Compensation for this sub - consultant work shall be based on the cost factors shown on Exhibit "G." The work of the sub - consultant shall not exceed its maximum amount payable unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor, overhead, direct non -salary costs and fixed fee costs for the sub - consultant shall be substantiated in the same manner as outlined in Section V. All sub - contracts shall contain all applicable provisions of this AGREEMENT. With respect to sub - consultant payment, the CONSULTANT shall comply with all applicable sections of the Prompt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT shall not sub - contract for the performance of any work under this AGREEMENT without prior written permission of the AGENCY. No permission for sub - contracting shall create, between the AGENCY and sub- contractor, any contract or any other relationship. A DBE certified sub - consultant is required to perform a minimum amount of their sub - contracted agreement that is established by the WSDOT Highways and Local Programs Project Development Engineer in consultation with the AGENCY. VII Employment 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 the 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 Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a Page 3 of 8 third party as a consequence of any act or omission on the part of the CONSULTANTS 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 the contract, any professional or technical personnel who are, or have been, at any time during the period of the contract, in the employ of the United States Department of Transportation, or the STATE, or the AGENCY, except regularly retired employees, without written consent of the public employer of such person. Vlll Nondiscrimination During the performance of this contract, the CONSULTANT, for itself, its assignees, and successors in interest agrees to comply with the following laws and regulations: Title VI of the Civil Rights Act of 1964 (42 USC Chapter 21 Subchapter V Section 2000d through 2000d -4a) Federal -aid Highway Act of 1973 (23 USC Chapter 3 Section 324) Rehabilitation Act of 1973 (29 USC Chapter 16 Subchapter V Section 794) Age Discrimination Act of 1975 (42 USC Chapter 76 Section 6101 et seq.) Civil Rights Restoration Act of 1987 (Public Law 100 -259) American with Disabilities Act of 1990 (42 USC Chapter 126 Section 12101 et. seq.) 49 CFR Part 21 23 CFR Part 200 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 "H" attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "H" 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 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 as shown in Exhibit "I" for the type of AGREEMENT used. No payment shall be made for any work 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 herein above, 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. Page 4 of 8 In such an event, the amount to be paid shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing the work to the date of termination, the amount of work originally required which was satisfactorily completed to date of termination, whether that work 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 work required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the work 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 above. 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 it's employee's default 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 in accordance with the termination for other than default clauses listed previously. In the event of the death of any member, partner or officer of the CONSULTANT or any of its supervisory personnel assigned to the PROJECT, or dissolution of the partnership, termination of the corporation, or disaffiliation of the principally involved employee, the surviving members of the CONSULTANT hereby agree to complete the work under the terms of this AGREEMENT, if requested to do so by the AGENCY. This subsection shall not be a bar to renegotiation of the AGREEMENT between the surviving members of the CONSULTANT and the AGENCY, if the AGENCY so chooses. In the event of the death of any of the parties listed in the previous paragraph, should the surviving members of the CONSULTANT, with the AGENCY'S concurrence, desire to terminate this AGREEMENT, payment shall be made as set forth in the second paragraph of this section. Payment for any part of the work 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 work 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 complete work of this AGREEMENT as necessary to correct errors appearing therein, when required to do so by the AGENCY, without additional compensation thereof. Should the AGENCY fmd it desirable for its own purposes to have previously satisfactorily completed work 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 XIV. XI Disputes Any dispute concerning questions of fact in connection with the work not disposed of by AGREEMENT between the CONSULTANT and the AGENCY shall be referred for determination 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 de novo 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", and disputes concerning claims will be conducted under the procedures found in Exhibit "K ". XII Venue, Applicable Law, and Personal Jurisdiction In the event that either party deems it necessary to institute legal action or proceedings to enforce any right or obligation under this AGREEMENT, the parties hereto agree that any such 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 to such action shall 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. Page 5 of 8 XIII Legal Relations The CONSULTANT shall comply with all Federal, State, and local laws and ordinances applicable to the work to be done under this AGREEMENT. This contract shall be interpreted and construed in accordance with the laws of the State of Washington. The CONSULTANT shall indemnify and hold the AGENCY and the STATE and its officers and employees harmless from and shall process and defend at its own expense all claims, demands, or suits at law or equity arising in whole or in part from the CONSULTANT'S negligence or breach of any of its obligations under this AGREEMENT; provided that nothing herein shall require a CONSULTANT to indemnify the AGENCY or the STATE against and hold harmless the AGENCY or the STATE from claims, demands or suits based solely upon the conduct of the AGENCY or the STATE, their agents, officers and employees; and provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT'S agents or employees, and (b) the AGENCY or the STATE, their agents, officers and employees, this indemnity provision with respect to (1) claims or suits based upon such negligence (2) the costs to the AGENCY or the STATE of defending such claims and suits shall be valid and enforceable only to the extent of the CONSULTANT'S negligence or the negligence of the CONSULTANT'S agents or employees. The CONSULTANT'S relation to the AGENCY shall be at all times as an independent contractor. The CONSULTANT shall comply with all applicable sections of the applicable Ethics laws, including RCW 42.23, which is the Code of Ethics for regulating contract interest by municipal officers. The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT'S own employees against 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. Unless otherwise specified in the 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 the 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 and property damage insurance in an aggregate amount not less than two million dollars ($2,000,000) for bodily injury, including death and property damage. The per occurrence amount shall not exceed one million dollars ($1,000,000). C. Vehicle liability insurance for any automobile used in an amount not less than a one million dollar ($1,000,000) combined single limit. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance secured by the CONSULTANT, the AGENCY will be named on all policies as an additional insured. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by the 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 the AGENCY. 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 shall be limited to the amount payable under this AGREEMENT or one million ($1,000,000) dollars, whichever is the greater, unless modified by Exhibit "L ". In no case shall the CONSULTANT'S professional liability to third parties be limited in any way. Page 6 of 8 The AGENCY will pay no progress payments under Section V until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY and the STATE may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. XIV Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of the 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 work under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of the 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 the 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 the AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the 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. XV Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XVI Federal and State Review The Federal Highway Administration and the Washington State Department of Transportation shall have the right to participate in the review or examination of the work in progress. XVII Certification of the Consultant and the Agency Attached hereto as Exhibit "M -1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit "M -2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit "M -3" Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit "M-4" Certificate of Current Cost or Pricing Data. Exhibit "M -3" is required only in AGREEMENTS over $100,000 and Exhibit "M -4" is required only in AGREEMENTS over $500,000. XV111 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 an amendment to this AGREEMENT. XIX 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 agreements contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept the AGREEMENT and agrees to all of the terms and conditions thereof. Page 7 of 8 CONSULTANT: AGENCY: Tetra Tech, Inc. CITY OF FEDERAL WAY By �G�s By colt Williams, PMP Skip est Vice President Mayor 400 112th Ave NE 33325 8th Avenue S Bellevue, WA 98004 Federal Way, WA 98003 -6325 APPROVED AS TO FORM: I wo P�fzm�x& Patricia hardson, City Attorney Exhibit A -1 City of Federal Way S 304th Street at 28th Ave S - Intersection Improvement Tetra Tech Scope of Work August 2013 Purpose This project will result in the construction of a traffic signal and northbound right turn lane at this intersection. This will require right -of -way acquisition on up to 3 parcels and potential for shoreline management act mitigation. This scope of work includes analysis, design, right of way acquisition, environmental documentation and the development of contract documents for the project. Proposed Improvements Proposed Improvements for this scope of work include: • Roadway widening on 28th Ave S. to accommodate a dedicated northbound right turn pocket. • Installation of curb, gutter and sidewalk at the intersection only, and along one side of 28th Ave S if space is available. • A short retaining wall to mitigate impacts to private property on the east side of 28tH Ave S. • Stormwater improvements as needed to augment the existing stormwater system. Low impact development / natural drainage practices will be used as much as possible. • Installation of a traffic signal system and signal interconnect to Military Road S. • Installation of illumination at the intersection. • Utility vault and pole relocations and/or adjustments. • Access revisions to private properties. Project Wide Assumptions • This project is funded with local funds; no federal funds will be acquired. Due to the acquisition of new right of way the project will require a State Environmental Policy Act (SEPA) Checklist. • Right of way will be acquired on this project. However, the design will be adjusted to keep acquisition to a minimum and not follow the City's comprehensive plan level in terms of the roadway section. This will require approval from the City Council since the current City Comprehensive Planning levels will not be achievable without substantial property impacts. The CONSULTANT will support the City with early preliminary design information for City of Federal Way Page 1 of 23 Tetra Tech S 304"' Street at 28th Ave S August 2013 the reduced impact project as scoped herein. The City will be responsible for developing a comparison of the reduced impact project to the desirable level as indicated in the City's current comprehensive plan. The reduced project design will not preclude expanding to the ultimate Comprehensive Plan level in the future. • As federal funds are not involved in this project, the project will still follow the general right of way acquisition guidelines as to follow Federal Highways Administration policies and procedures as well as all applicable federal, state and local laws including, but not limited to the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 and its amendments, 49CFR Part 24, and state Revised Statutes. Therefore, work will be in accordance with the WSDOT Local Agencies Guidelines and by reference the WSDOT Right of Way Manual parts 1 & 2. • Forward compatibility will be assessed taking into account future improvements along S 304th to Military Road (potentially using FW Roadway Section K), but physical construction improvements will only be at the intersection on the south side of S 304th St. • The signal pole placed on the north side of S 304th Street will be placed within existing right of way and located where a future planting strip will be constructed once S 304th is improved in the future. • There will be no permanent landscaping and irrigation design. All roadside restoration will include minor soil preparation and hydroseed. Project Limits This project extends improvements along S 304th Street from approximately 200 feet west and east of the center of the 28th Ave S intersection, and approximately 300 south of S304 th along 28th Ave S from the center of the intersection. The eastern limit of work is to Military Road S in order to interconnect the signals systems, however, the only work beyond 150 feet east of the 28th Ave S intersection is the interconnect trenching and conduit. Work Element 1 Project Management The estimated project design and right of acquisition duration is 12 months. The project will be a phased approach in the design. No design work will proceed after completion of the Design Report (30% design level) without written authorization from the City. No design work will proceed after the submittal of the 85% plans, specifications and estimate without written authorization from the City. 1.1 Provide project management administrative services including: • Project staff management and coordination • Subcontractor management and coordination City of Federal Way Page 2 of 23 Tetra Tech S 304`h Street at 2e Ave S August 2013 • Preparation of monthly progress reports and invoices • Record keeping and project closeout 1.2 Provide overall project management including: • Project initiation and execution of the work • Prepare a Project Work Plan to include the project baseline Critical Path Method (CPM) Schedule and project budget management plan • Update project work plan, including risk and change management, as needed. • CPM Schedule updates and budget monitoring and control, using earned value management. • End of week progress communications. 1.3 Coordinate with City staff, including preparation and attendance of up to fifteen (15) management coordination meetings throughout the duration of the project. The level of effort for this element is based on an average of 2 Consultant staff at each of the following meetings: • One formal kickoff meeting at project start. • One formal kickoff meeting upon re- authorization to proceed following 30% and 85% approval. • Monthly meetings at the City throughout the project duration (estimate 12) Work Element 2 Quality Control /Quality Assurance The CONSULTANT shall provide Quality Assurance and documented Quality Control on all formal project deliverables as identified in this scope of services. The following major elements are key work element deliverables that will require formal, auditable, QC documentation: 2.1 Senior Engineer field review of the completed base map for completeness and accuracy and incorporate findings. 2.2 Senior Traffic Engineer review of the Traffic Analysis Report. 2.3 Senior Engineer review of the Geotechnical Investigation Plan and Report. 2.4 Senior Engineer review of the 30% preliminary design plans, estimate and design report. 2.5 Senior Survey Manager and Engineer review of the right of way plans and exhibits. 2.6 Senior Engineer review of the 85% Plans, specifications and estimate. City of Federal Way Page 3 of 23 Tetra Tech S 304`n Street at 28th Ave S August 2013 2.7 Senior Engineer review of 100% and final AD -Ready Plans, specifications and estimate. All other deliverables also have QC documentation, but will be less formal in nature and follow Tetra techs formal QA/QC program Work Element 3 Mapping The limits of the topographic survey are as follows: • S 304th Street - 250 feet east and west of the center of the 28th Ave S intersection • 28th Ave S - 400 feet south along 28th Ave S from the center of the intersection. The width of the survey will be to approximately 45 feet on each side of the roadway centerlines. 3.1 Establish horizontal and vertical control points along the corridor and within the project limits described above. Approximately 2 control points will be established and will be made available for the construction contractor's use during construction. The CONSULTANT will locate, field survey, and calculate positions for visible and accessible monuments found during the course of this survey and within the project limits. Conventional or GPS surveying methods will be used on this project. Monuments or corners to be located and field surveyed may include the following: • Section Corners • Side street monuments • Monuments on SW 312th Street 3.2 Field Survey and Note Reduction. Perform note reduction of the field survey data. 3.3 Mapping work to prepare 1 " =20' topographic base map and digital terrain model (DTM) in AutoCAD Civil 3D format of the project within the limits described above. The base mapping work will include: • Building faces, building corners, building awnings, walls, signs, trees, curbs, sidewalks, fences, pavement markings, utility poles, signal poles, flagged wetland delineations, and other visible and accessible surface features. • One -foot contours generated from the DTM. • Profiles of the existing roadway surface along the roadway crown line and at the edge of pavement. Points will be surveyed at approximately 25 -ft intervals. 3.4 Field survey will locate paint marks provided in Work Element 4.1 at nominal 25- ft intervals and visible and accessible surface feature (valves, manholes, catch basins, junction boxes, vaults). Irrigation systems will not be included (assumed City of Federal Way Page 4 of 23 Tetra Tech S 3040 Street at 2e Ave S August 2013 none present). Where present and informative, utility trench patches will also be surveyed. The CONSULTANT will prepare an as -built utility layer in the base map from this information. 3.5 Perform observation and measure -downs of accessible existing storm drain catch basins and manholes. Document the approximate size, type, material (brick, concrete), and general condition of the structures to confirm suitability for continued use. Also document the size, location, and invert elevations of storm drainage pipes. These observations will be made from the surface. 3.6 Field survey to locate utility potholes provided for in Work Element 4.3. Process the survey notes and add the pothole locations to the basemap. 3.7 Survey existing ground profile at a potential retaining wall location. This level of effort is limited to approximately 200 lineal feet, and within the project site limits. Assumptions • The topographic basemap will be prepared as a whole at a single time (and as a single entity). It will be supplemented as needed throughout the design. • The City will provide available as -built information for roadway and private developments within and adjacent to the project to aid in preliminary identification of existing facilities. • Mapping will include visible and accessible topographic features. • All necessary rights -of -entry (to private parcels) will be secured by the City prior to the start of mapping. • Traffic control for surveying is not anticipated, if traffic control does become necessary, the City of Federal Way will provide temporary traffic control. • Drafting and symbology standards in APWA and City format. • Horizontal datum to be Washington North Zone coordinates. • Vertical datum to be NAVD'88 • The survey of trees shall be limited to those four inches (4 ") in diameter and larger measured at DBH and only in areas of assumed clearing. • A Right -of -Way Use Permit will not be required for surveying and mapping activities. • The City will provide all necessary title reports of potentially affected adjacent properties. • Aerial photos will be provided from current available sources such as Google Maps. City of Federal Way Page 5 of 23 Tetra Tech S 304"' Street at 26P Ave S August 2013 Deliverables • AutoCAD and Civil3D (version 2012) mapping files (electronic version) Work Element 4 Utility Mapping and Coordination 4.1 Applied Professional Services (APS) and /or utility purveyors will provide design level locating and marking of all utilities within the project corridor so that they can be surveyed as indicated in Work Element 3.4. Service line locations and gravity storm and sewer will not be located except where upstream or downstream structures cannot be found. Only coordination from the CONSULTANT team is included in this sub Work Element. The design location markings will not be charged to the project. This cost is the responsibility of the Utility owner. 4.2 Request and acquire all private utility company record drawings and update utility mapping prepared in Work Element 3.4. Utility as- builts will be used to verify the location and type of utilities within the limits of this project (i.e. adding the type of water main, and type, location and symbol of water valves). Utility depths will not be shown with the exception of those described in Work Element 3.5. 4.3 Coordinate with the utility companies and identify locations for potholing based on the preliminary design. The CONSULTANT will prepare a potholing plan for review and approval by the City. All potholing will be performed under the direction of the utility owners and is not included in this scope of work. Pothole locations will be marked with pins to identify depth from existing grade to top of their facilities. This information will be incorporated into the mapping. Depths of utility lines located by potholing will be designated by a symbol in the plans. Survey of potholing information will be included as indicated in Work Element 3.6. The CONSULTANT will not QA the pothole information provided by the utility company. Any conflicting information will be provided to the City and resolved between the City and the utility company. 4.4 The CONSULTANT will develop and maintain a utility conflict and communication log. This log will include the utility type, owner and contact information, a description of the impacted utility facilities, the impact on the utility and the mitigation measures to be taken by the project. The log will contain a record of all decisions made with regard to financial responsibility for the relocation or replacement of utilities. This log will be initially developed during the preliminary design and updated periodically throughout the final design process. 4.5 Coordinate with Puget Sound Energy, CenturyLink, Lakehaven, and Comcast to coordinate their design of utility relocations. The CONSULTANT will coordinate with each utility company to confirm that their design is consistent and compatible with the final roadway design. The CONSULTANT will review utility company standard plans and details for conflicts with other standard plans and City of Federal Way Page 6 of 23 Tetra Tech S 304'h Street at 2e Ave S August 2013 details and provide written notification of conflicts to the utility companies. This will be accomplished at up to three (3) meetings with all utility companies and correspondence with each utility company and the City. The CONSULTANT will not be responsible for coordinating service connection details with individual property owners. Work Element 5 Traffic Analysis Report 5.1 Prepare a traffic analysis for the project and document in a technical report. This will include a traffic signal warrant for 28th Ave S. Evaluate the project design for safety, sight distance improvement, storage length for traffic queuing and operations and mobility of the intersections to accommodate future traffic demands. The traffic analysis will include existing traffic operations, opening year (2015) and design year (2035) operations. The city will provide existing traffic counts and future traffic forecasts. The traffic analysis will be conducted utilizing Synchro software. The City will supply a Synchro model containing the existing volumes, geometry and control within the study area including the neighboring intersections of Military Road S. The CONSULTANT will adjust the Synchro model to match the traffic count and future traffic volume forecast provided by the City. The CONSULTANT shall prepare AM peak and PM peak hour level of service calculations for both the 28th Ave S and Military Road S intersections. The Report will identify the characteristics such as travel speed, street network by functional classification, intersection traffic control, and non - motorized facilities. Perform an analysis of collision data over the most current three calendar years and the collision data as provided by the City. The analysis will reveal lane configurations, signal phasing, turn -lane storage, and capacity at the SW 304th Street and 28th Ave. S intersection. The analysis will consider design requirements to meet adopted performance standards and will meet the City's Guideline for the Preparation of Transportation Impact Analysis. The traffic analysis will include analysis and recommendations for determining the operation and coordination between the new signal at 28th Avenue S and the existing signal at Military Road. Specifically, SimTraffic software will be used to help decide between running both signals on one controller or using normal coordination with separate controllers. Compile, prepare and submit for City review the draft and final Traffic Analysis Report. When approved by the City, this report will become the basis for the preliminary roadway design. 5.2 The CONSULTANT will perform the signal warrant analysis for the intersection in accordance with the 2009 Manual on Uniform Traffic Control Devices (MUTCD) and the City of Federal Way requirements. The CONSULTANT will evaluate up to nine warrants and The City will provide 24hr traffic counts and other City of Federal Way Page 7 of 23 Tetra Tech S 304'h Street at 2e Ave S August 2013 information necessary for the warrant analysis. The warrant analysis will be conducted utilizing the City's standardized signal warrant template. Assumptions • The City will provide updated traffic counts, including 24 hr counts and peak hours turn movement counts for both the 28th Ave S and Military Road S intersections. • The city will provide opening year (2015) and design year (2035) traffic volume forecasts for both the 28th Ave S and Military Road S intersections. • The City will provide a standardized signal warrant template for use by the Consultant in the traffic analysis. Deliverables • Electronic copy (in pdf format) of the draft Traffic Analysis Report, and two (2) paper copies of the final report. • Electronic copy (in pdf format) of traffic signal warrant template, and two (2) paper copies of the warrant template. Work Element 6 Geotechnical Report 6.1 Geotechnical exploration work plan and review of geotechnical information. The CONSULTANT will review all readily available geotechnical information for the project. Potential data sources include geotechnical information contained in the CONSULTANTS (Landau Associates) and City of Federal Way files; published geologic maps, and soil surveys. The information obtained during the data review will be used to gain a general understanding of the project geology and to more efficiently target the field exploration program. The CONSULTANT will prepare a geotechnical exploration plan that identifies the location and type (boring, pavement core, etc.) of investigation to be performed at each exploration location along the project. The exploration plan will include 1 "= 40' plan views showing these locations and a written description for the type of analysis to be performed. The CONSULTANT will coordinate and plan access and restoration for test holes and identify features that affect other geotechnical design work elements. No field investigation will proceed until the geotechnical exploration plan has been approved by the City. The CONSULTANT will use the basemap provided in Work Element 3 as well as all available information on utilities discovered as part of Work Element 4 for this purpose. A supplemental geotechnical exploration work plan will be provided for the infiltration rate field exploration program (Optional with Work Element 6.3). City of Federal Way Page 8 of 23 Tetra Tech S 304 "' Street at 28"' Ave S August 2013 Deliverables • Electronic copies (in pdf format) of the Geotechnical Exploration plan, including site specific traffic control plans, draft and final versions. 6.2 Field Explorations and Laboratory Testing. The field exploration program will consist of borings to characterize soil and groundwater conditions and pavement cores to measure the pavement section. Borings: Complete 2 borings, each to a depth of about 27 ft below ground surface (BGS) to characterize subsurface soil and groundwater conditions for underground utilities, retaining walls, signal pole foundations, stormwater infiltration suitability assessment, and pavement rehabilitation /reconstruction. A total drilling footage of 54 ft is assumed. The borings will be completed by a reputable drilling contractor under subcontract to the CONSULTANT with a track - mounted drill rig advancing hollow -stem augers. The CONSULTANT will mark the boring locations in the field and arrange for underground utility location ( "call before you dig ") prior to drilling. The CONSULTANT will then positively verify the updated utility mark ups with what was provided in the basemap to ensure adequate safe clearance is maintained from the underground utility. Pavement Cores: Complete 4 pavement cores to measure the existing pavement section along South 304th Street and 28th Avenue South (asphalt and crushed rock). The pavement cores will be completed with a 4 -inch diameter diamond core barrel by a reputable pavement coring contract under subcontract to the CONSULTANT. Geotechnical Laboratory Testing: Complete a geotechnical laboratory testing program consisting of natural moisture content determinations and index tests (either mechanical sieve or Atterberg limit determinations) on selected soil samples from the borings to aid in classifying site soils and determining pertinent engineering properties of the soil. The scope assumes 2 moisture content determinations and 4 index tests. Assumptions • All subcontractors, equipment subcontractors, laboratories, traffic control personnel and other related subcontractor personnel will be selected, hired and paid by the CONSULTANT. • Traffic control consisting of flaggers, warning signs, and arrow boards will be provided during the field exploration program. The CONSULTANT will submit a traffic control plan to the City for approval prior to commencing field explorations. • The CONSULTANT assumes a no cost or waived street use permit from the City of Federal Way. City of Federal Way Page 9 of 23 Tetra Tech S 304th Street at 2e Ave S August 2013 • Soil sampling will be in accordance with ASTM D1586 (Standard Penetration Test procedure) and ASTM D3550 (Ring -lined Barrel Sampling of Soil). • Pavement cores and borings located in streets and /or driveways will be patched with fast - setting concrete. • Piezometers will not be installed in the borings. Groundwater levels at the time of drilling (if encountered) will be recorded. The borings will be decommissioned in accordance with Washington Administrative Code (WAC) 173 -160. • Field exploration will be performed during the daylight hours during the conventional work week (Monday through Friday). • Soil samples will be disposed of 30 days after the date of the final report. 6.3 Infiltration Rate Field Explorations and Technical Memorandum (Optional). If soil suitable for infiltration is identified during Work Element 6.2, additional soil borings and falling head infiltration tests will be completed to estimate the short term infiltration rate. It is assumed that stormwater infiltration facilities will consist of a single buried infiltration trench, infiltration vault, or low- impact development (e.g., bioretention swales or porous pavement) and that the base of the infiltration feature will be located within 10 ft of the existing ground surface. The results of additional borings and recommended short-term infiltration rate will be provided in a draft technical memorandum. This task will not be completed if soil suitable for infiltration is not encountered or without authorization from the City. Borings: Complete 2 borings to a depth of about 20 ft below ground surface (BGS) to characterize subsurface soil and groundwater conditions at the proposed infiltration feature. The borings will be completed by a reputable drilling contractor under subcontract.to the Consultant with a track - mounted drill rig advancing hollow -stem augers. The Consultant will mark the boring and falling - head infiltration test locations in the field and arrange for underground utility location ( "call before you dig ") prior to drilling. Failing -Head Infiltration Tests: Complete 3 falling -head infiltration tests in general accordance with the 2009 King County Surface Water Design Manual. The infiltration tests will be completed adjacent to the borings described in Section 6.3.1 of this proposal. To complete the tests, a 6 -inch diameter PVC pipe will be placed at the bottom of a shallow boring. Geotechnical Laboratory Testing: Complete a geotechnical laboratory testing program consisting of 4 index tests, 4 cation exchange capacity (CEC), and 4 organic matter content tests. City of Federal Way Page 10 of 23 Tetra Tech S 304th Street at 28th Ave S August 2013 Assumptions • The infiltration rate assessment will not be completed concurrently with the initial geotechnical evaluation and a second drill rig mobilization will be required. • All subcontractors, equipment subcontractors, laboratories, traffic control personnel and other related subcontractor personnel will be selected, hired and paid by the CONSULTANT. • Traffic control consisting of flaggers, warning signs, and arrow boards will be provided during the borings and infiltration tests. A traffic control plan will be submitted to the City for approval prior to commencing field explorations. • The CONSULTANT assumes a no cost or waived street use permit from the City of Federal Way. • Soil sampling will be in accordance with ASTM D1586 (Standard Penetration Test procedure) or ASTM D3550 (Ring -lined Barrel Sampling of Soil) • Borings and infiltration test holes located in streets and/or driveways will be patched with fast - setting concrete. • Piezometers will not be installed in the borings. Groundwater levels at the time of drilling (if encountered) will be recorded. The borings and infiltration test holes will be decommissioned in accordance with Washington Administrative Code (WAC) 173 -160. • Field exploration will be performed during the daylight hours during the conventional work week (Monday through Friday). • Soil samples will be disposed of 30 days after the date of the final report. Infiltration Rate Technical Memorandum: The results of our supplemental soil borings, geotechnical laboratory testing, and infiltration tests will be provided in a technical memorandum. The technical memorandum will also provide the recommended design infiltration rate for the infiltration facilities. The design infiltration rate will be determined in accordance with the Simplified Method in the 2009 King County Surface Water Design Manual. The Infiltration Rate Technical Memorandum will be provided for review by the project team. Comments will be incorporated and provided in the final geotechnical report for this project. Deliverables • An electronic copy (in pdf format) of the Infiltration Rate Technical Memorandum, (one version only as all revisions will be documented in the final geotechnical report for the project). 6.4 Geotechnical Engineering Analyses. The CONSULTANT will develop geotechnical engineering conclusions and City of Federal Way Page 11 of 23 Tetra Tech S 304"' Street at 2e Ave S August 2013 recommendations in accordance with the WSDOT Standard Specifications, the AASHTO LRFD Bridge Design Manual, and the 2009 King County Surface Water Design Manual including: • Earthwork: temporary and permanent slope configurations, suitability of onsite soil for reuse as structural fill, import fill criteria; fill placement criteria, and pavement subgrade preparation. Underground Facilities: construction dewatering considerations; excavation and retention; design parameters for temporary shoring; pipe foundation support, pipe bedding and initial backfill materials; suitability of excavated soil for use as trench backfill; backfill compaction criteria; foundation support and lateral earth pressure for design of below -grade vaults; vertical loads on pipe and buried structures; uplift resistance; passive soil resistance and ultimate soil /pipe friction for resistance to lateral loads. • Stormwater infiltration: assessment of infiltrating stormwater on the project (draft geotechnical report) and recommended design infiltration rate (final geotechnical report). • Signal pole foundations based on WSDOT standard design procedures. • Pavement: a summary of pavement sections encountered in each of the explorations. Pavement recommendations will be made and included as part of the design report. • Retaining walls including cast -in -place (CIP) concrete and structural earth walls (SEW). 6.5 Geotechnical Engineering Report. The results of the field explorations, engineering analyses, and geotechnical engineering conclusions and recommendations, will be summarized in a draft and final geotechnical report. The draft report will be provided for review by the project team and the City. Upon receipt of review comments, the report will be finalized, signed and sealed. Deliverables • An electronic copy (in pdf format) of the Draft Geotechnical Report. • An electronic copy (in pdf format) and two bound and one unbound copies of the Final Geotechnical Report. Work Element 7 Design Report Prepare a design report. The draft report will include the 30% plans and relative cost opinions for the project. A final 30% set of plans will not be provided, and comments on the 30% will be incorporated as part of the final design (Work Element 13). City of Federal Way Page 12 of 23 Tetra Tech S 304' Street at 2e Ave S August 2013 7.1 Compile and review data and records from the City, other agencies, and utilities. Document the design criteria that will be used to develop and evaluate alternatives. Document any variances to design criteria. Provide tables, exhibits, and inventories (including clear zone) as needed to support design criteria and decisions. Prepare photo log of existing conditions along the corridor. Deliverables • An electronic copy (in MS WORD) of the project design criteria in tabular format. One draft and one final version. • An electronic copy (in PDF format) of the project existing conditions photo log (up to a maximum of 15 photos). One version, no review by the City. 7.2 Evaluate private property access alternatives as appropriate to achieve safe access. Address concerns raised during property owner meetings. The CONSULTANT will prepare a plan and profile for up to three existing access locations along the project roadway improvement areas. Where existing access cannot be maintained, the CONSULTANT will prepare up to two alternatives with plan and profile sketches showing the new access. Summarize findings in a brief memorandum with plan sketches for review by the City. Deliverables • An electronic copy (in PDF format) of the Property Access Findings Summary Memorandum, draft and final versions. 7.3 Prepare ADA documentation to support current PROWAG. This will use the WSDOT MEF format. Deliverables • An electronic copy (in PDF format) of the ADA documentation Memorandum, draft and final versions. City of Federal Way Page 13 of 23 Tetra Tech S 304"' Street at 28th Ave S August 2013 7.4 Stormwater Existing Conditions: Gather information of the surface water existing conditions for the site and surrounding area as described in this work element. Document the existing storm water facilities within the limits of the project. Document applicable stormwater regulations, standards, hydrology and hydraulic design criteria. Identify any SWM projects proposed in the next ten years based on review of the City Comprehensive Plan and /or discussions with City staff. The City will provide record drawings of the existing roadways and for site development of properties adjacent to the project including grading, drainage, utility plans, storm drainage design reports, and geotechnical reports if available. Conduct an offsite analysis that will consist of a Level 1 downstream analysis and an evaluation of the upstream (up- gradient) drainage system. The upstream evaluation will consist of identifying where sheet flow and point discharge (pipes, gutter flows, and ditches) enters the project site. Review and summarize the pollutant constituents of concern for Steel Lake based upon the Ecology 303(d) list and available records at the City. Deliverables • An electronic copy (in PDF format) of the Stormwater Treatment and Flow Control Approach Memorandum, draft and final versions. 7.5 Prepare a type size and location (TS &L) analysis for stormwater treatment and detention facilities. It is assumed that one (1) detention facility and one (1) water quality facility will be required along the corridor. Prepare one (1) alternate stormwater mitigation scenario utilizing low impact development techniques (where feasible) such as bioretention and porous sidewalk. Prepare comparison of relative costs and benefits between stormwater mitigation scenarios. Provide a concept layout of the storm system within the road project limits showing: storm conveyance, the location of the detention and stormwater treatment facilities, and discharge points. Document the approach to detention and treatment in a brief memorandum for City review and approval. Deliverables • An electronic copy (in PDF format) of the Stormwater Treatment and Flow Control TS &L Memorandum, draft and final versions. 7.6 Prepare a draft Technical Information Report (TIR) describing the technical information and analysis of the stormwater facilities. The draft TIR will be in accordance with City requirements, including a level 1 downstream analysis at two locations, on -site basin maps, hydrologic calculations, detention and water quality facility design, and plan view layout of the storm system showing existing and proposed pipes, ditches, detention, and water quality facility locations within the road project limits, shown on the 30% road plans. The TIR will be finalized concurrent with final design under Work Element 13. City of Federal Way Page 14 of 23 Tetra Tech S 304`x' Street at 28th Ave S August 2013 Assumptions • The conveyance capacity analysis for storm pipes and ditches will be performed during final design and not at 30% design. • The preparation of 'on -site' basin maps will be to delineate the areas that discharge to drainage facilities within the road project limits. The preparation of off -site drainage basins, either upgradient or downstream, is not included in this scope and any off -site basin maps shown will be based upon existing City records. Deliverables • An electronic copy (in PDF format) and two (2) bound copies of the Draft Stormwater TIR for 30% design. 7.7 Prepare a preliminary construction staging concept. Traffic control requirements and construction sequencing criteria will be described in the design report. No construction staging and traffic control plans will be prepared until final design. 7.8 Analyze pavement design requirements for new pavement sections and overlay sections using 1993 AASHTO Design Methodology. The City will provide a truck classification study and will provide the type and percentage of trucks traveling the roadway. The truck classification study will provide data in each existing through lane within the project limits. Existing and projected traffic counts will also be provided by the City. 7.9 Analyze illumination to provide levels consistent with the current City illumination standards. Prepare a preliminary layout of the street illumination system and include supporting calculations as an appendix to the design report. 7.10 Develop retaining wall cross section alternatives (plan and typical section) and comparative level of opinion of cost. It is anticipated that walls will be cast in place concrete, rockery, or MSE type. In determining the type of wall to use, the CONSULTANT will analyze cost and constructability of each wall system. Detailed design of the wall will be performed under Work Element 13. The type, size and location of potential walls will be included in the design report. 7.11 Estimate preliminary quantities and prepare preliminary opinions of probable cost for construction. This will be included, in tabular format as defined by the City, within a design report appendix. 7.12 Compile and prepare the Draft and Final Design Report. The design report will summarize all elements defined in all of Work'Element 7.0. Deliverables • An electronic copy (in PDF format), five (5) bound copies, and one (1) unbound copy of the Design Report, draft and final versions. City of Federal Way Page 15 of 23 Tetra Tech S 304"' Street at 2e Ave S August 2013 Work Element 8 Environmental The CONSULTANT will prepare an expanded SEPA Checklist based on the preliminary design. Assumptions • It is anticipated all improvements will be outside the 200 feet shoreline for Steel Lake. • The project will be determined to be a either a Determination of Non - Significance (DNS) or a Mitigated DNS. • The SEPA checklist is only anticipated to require the traffic report as a special study should additional studies be required such as Air, Noise, Cultural Resources, or environmental site assessments, a separate scope and budget for these reports will be prepared. • Project impacts will most likely be less than one acre, therefore a construction NPDES would not be triggered as part of the permitting process. This will be assessed in the conceptual design. A change to the scope will be initiated if our impacts exceed 1 acre. Deliverables • An electronic (in PDF format) and paper copy of the draft SEPA checklist. • An electronic (in PDF format) and six (6) paper copies of the final SEPA checklist. Work Element 9 Community and Agency Coordination Provide an internet ready exhibit that illustrates the project layout and key features such as sidewalks, channelization, and traffic control features. Work Element 10 Right of Way Calculations and Plans / Exhibits Perform the following work items necessary to establish the right -of -way (ROW) for this project. 10.1 Research Records. Determine which existing corners and monuments should be field located and surveyed. City of Federal Way Page 16 of 23 Tetra Tech S 304"' Street at 2e Ave S August 2013 10.2 Calculations for ROW centerline alignment and ROW lines, using King County Assessor Maps, Title Reports, Records of Surveys, Plat Maps, calculated locations, surveyed corners, and monuments (all will be provided by the City). The CONSULTANT will verify the centerline alignment for 28th Ave S and S 304th St. within the project limits as defined in this scope. The ROW centerline will be defined geometrically using Washington state plane coordinates and stationing will be assigned to the alignment. 10.3 Prepare and submit a draft and final preliminary funding estimate (PFE) for all parcels describing each parcel, its ownership, the estimated cost of any acquisition, labor, escrow, condemnation and summary of total right of way phase project costs. 10.4 Prepare and submit signed recordable Right -of -way exhibits, including legal descriptions to City. Also, provide an overall right of way plan that will be included as part of the contract documents. 10.5 Install temporary stakes for proposed right -of -way acquisition for negotiations for up to 3 parcels; no permanent right -of -way staking will be required. 10.6 Review title reports, maps, legal descriptions, appraisals, review appraisals and other information provided. Errors, questions and clarification will be reviewed and discussed with the City. Assumptions • The City will provide all title reports necessary for the project. Deliverables • An electronic copy (in PDF format) of the Right of Way plan /exhibits, draft and final versions. • An electronic copy (in PDF format) of the Project Funding Estimate (PFE), draft and final versions. Work Element 11 Right of Way Appraisal's Provide acquisition services for up to three (3) partial takes in fee simple. It is assumed that two (2) parcels will be acquired using Administrative Waivers (AOS) and one parcel will require a full narrative appraisal and an appraisal review. The City will review the report and set just compensation for the parcel from which offers to the property owner will be made. Assumptions • In accordance with funding source requirements, The CONSULTANT (CLS) will determine parcels that may be acquired with appraisal waivers and those parcels that require full narrative appraisals. Appraisal Waivers will be City of Federal Way Page 17 of 23 Tetra Tech S 304th Street at 2e Ave S August 2013 written for those non complex parcels valued under $25,000 in the Preliminary Funding Estimate process. • The CONSULTANT (Tetra Tech) will hire and manage appraisers who will provide full narrative before and after appraisals for non complex parcels valued over $25,000 and for any owners requesting appraisals on parcels valued over $10,001 • Appraisal Reviews are not necessary for parcels valued under $25,000 according to state and federal funding source requirements. • The CONSULTANT (Tetra Tech) will hire and manage a review appraiser who will provide appraisal review services or any complex parcels or those valued over $25,000 in the PFE and which was appraised. • The City will set just compensation for all parcels from which offers to property owners will be made. Deliverables • An electronic copy (in PDF format) of the Preliminary Funding Estimate (PFE) and associated Administrative Offer Summaries (AOS), draft and final version. Based on the PFE findings any uncomplicated parcel valued at under $25,000 may be acquired using an AOS without further appraisal work. • If any parcel in the PFE is found to be complex and /or valued over $25,000 CONSULTANT will contract with an appraiser and review appraiser on the WSDOT approved list to provide narrative appraisal report(s) and appraisal review(s). Work Element 12 Right -of -way Negotiation and Acquisition Provide right of way acquisition negotiation services for this project as follows: 12.1 Assemble parcel files. Parcels files will include: • Negotiator's Disclaimer, • Detailed written diaries for each parcel, • Fair offer letters, • Other items necessary for negotiations, • Signature ready legal documents for each parcel. Upon completion of negotiations or as directed by the City, the complete file will be submitted to the City. 12.2 Secure ownership information for those parcels requiring temporary access rights. City of Federal Way Page 18 of 23 Tetra Tech S 304th Street at 28th Ave S August 2013 12.3 Provide acquisition and negotiation services for up to three (3) parcels, fee simple takes, including temporary construction easements. Make at least three (3) personal contacts with each owner with the intent of reaching settlement for the conveyance of property or property rights needed for each parcel. As many contacts as needed to reach settlement will be made, until it is mutually agreed between the City and the CONSULTANT that negotiations be suspended or given to the City Attorney to pursue eminent domain actions. 12.4 The City will provide the CONSULTANT with deeds, easements, and right -of- entry agreements, which will be necessary to acquire all property and property rights. CONSULTANT will prepare deeds, easements, and right -of -entry agreements by filling in factual information. CONSULTANT will prepare offer letters, counter - proposal letters, payment vouchers, W9, Excise Tax Affidavit forms, and all other documents that are necessary to complete the acquisition of all property and property rights for three (3) parcels. The City will obtain the right of entry for the parcel with no take (1 parcel). 12.5 Preparation of all documents necessary for monetary lien and encumbrance removal and obtain signatures from parties in interest on each parcel. Coordination with the title company to obtain titles vested in the City clear of all encumbrances, which the City determines to be reasonable or will adversely impact the rights being acquired. Prepare payment vouchers for title clearing and submit to City to process payment for the parcel. The City will issue actual payment of all fees charged by trustees and /or beneficiaries to clear encumbrances, and other closing costs such as title policies, recording fees. More than one voucher will be necessary for most parcels to pay encumbrances as well as owners. All parcels will be delivered in a certification ready format. 12.6 Submit completed file to City for payments to owners and filing with the County. 12.7 Provide overall coordination for right -of -way activities. Maintain records, files, documents and reports in accordance with statutory, City guidelines and regulations. Provide written status reports on at least a monthly basis and provide verbal status reports on demand, as requested. Attend two (2) monthly project status meetings as requested. Assumptions • The CONSULTANT agents will act in good faith at all times and staff will never coerce owners in an attempt to settle parcels • CONSULTANT (CLS) agents will make at least 3 personal contacts with each owner with the intent of reaching settlement for the conveyance of property or property rights needed from each parcel. As many contacts as needed to reach settlement will be made, until it is mutually agreed between the City and the CONSULTANT (CLS) that negotiations should be suspended or given to the City Attorney to pursue eminent domain actions. City of Federal Way Page 19 of 23 Tetra Tech S 304 ' Street at 2e Ave S August 2013 • No relocations are assumed for this project. • Title Clearance will be done in accordance with City guidelines or with WSDOT LAG Manual Ch 25 section 25.8, whichever is chosen by the City. • The CONSULTANT (CLS) will clear any liens and encumbrances that are in conflict with the City's intended use of the right of way acquired to ensure certification and that there are no conflicts of ownership or use of the land required during construction. • The City will pay property owners and /or lien holders / encumbrancers for any property or property rights acquired through the closing process. Deliverables • Provide the City with an Administrative Settlement Letters for all requested administrative settlement. • Prepare offer letters for all parcels. • Transmit organized parcel files containing all pertinent information, documents, forms, diaries, and Disclaimer Statements. Prepare a condemnation summary memo for any parcel that the City deems it is necessary to acquire through the exercising of its power of eminent domain. Work Element 13 Final Design The CONSULTANT shall prepare three final design phases (85 %, 100 %, and AD Ready levels) of Final Plans, Specifications and Estimates for review and approval by the City. Plans shall be formatted to provide sufficient detail for convenient field layout of all proposed facilities. City standard details and WSDOT standard plans will be supplemented with project specific details as required. Final bid documents will be signed by a licensed professional engineer in the State of Washington. 13.1 Assemble a title and index sheet that would include a vicinity map. 13.2 Assemble a sheet for symbol and abbreviation legends, general notes. 13.3 Prepare construction staging plans that illustrate a method by which the construction consultant could perform the required work while minimizing, to the extent possible, the impacts on traffic and access to adjacent property. 13.4 Prepare roadway typical sections. 13.5 Prepare paving detail sheets. These plans will include horizontal alignment information for all curb ramp locations. 13.6 Prepare a schematic map showing survey control monuments location and their City of Federal Way Page 20 of 23 Tetra Tech S 304th Street at 28th Ave S August 2013 coordinate values. 13.7 Prepare site preparation and erosion control plans and details. These plans will include all demolition and erosion control, and will provide grading limits. 13.8 Prepare alignment, right of way, paving, and grading plans. These plans will include horizontal alignment information, right of way lines (the proposed right of way lines will be set as the existing once the acquisitions are complete in the final bid copy set), and plan views of pavement planing, grading and paving limits, as well as limits of cut/fill required and any potential small retaining walls. These plans will also include all roadside restoration details as there will be no landscaping and irrigation design needed in this project. 13.9 Prepare curb line profiles at all new locations. Roadway centerline profiles are not necessary as the project will match to the existing roadway centerlines. 13.10 Prepare channelization plans. These plans will delineate the locations of all pavement markings including lane lines, crosswalks, turn arrows, and stop lines. 13.11 Prepare signing plans. These signs will show the locations and sizes of all signs. 13.12 Prepare drainage detail sheets, depicting special or non- standard drainage features. KCRTS software will be used for hydrology and facility sizing. Precast vault elements (if necessary) are assumed with no structural design needed. Prepare drainage plans and profiles. These plans will include information and plan views of storm drainage system including type, size and location of pipes, catch basins, and oil control devises, stormwater detention and treatment facilities. 13.13 Prepare a final Stormwater TIR addressing draft TIR comments from the City (draft completed in Work Element 7.6) at the 85% completion submittal. Include drainage profiles, detention and treatment design. Prepare calculations for stormwater conveyance for pipes and ditches, within the road project limits. The storm conveyance analyses (both uniform flow and backwater) are for the proposed storm drains. Assumptions • Preparation of a Stormwater Pollution Prevention Plan (SWPPP) is not included in this scope of work. • Storm analysis and design improvements are limited to be within the road project limits for this project (i.e. referred to as `on- site'). 13.14 Prepare signal system plans per City of Federal Way standards. This new signal at the intersection of 28th Ave S and S 304th St will be interconnected with the existing signal at Military Road S. 13.15 Prepare roadway illumination system plans. Plans will include layouts of lighting City of Federal Way Page 21 of 23 Tetra Tech S 3040 Street at 2e Ave S August 2013 system equipment, and conduit and conductor schedules. Illumination design shall be per the current City of Federal Way Street Lighting Standards. Photometric and line loss calculations shall be submitted to support the City of Federal Way design standards. 13.16 Prepare retaining wall plans, profiles and details. Plans views of retaining walls will be shown on the paving and grading plans prepared in Work Element 13.8. The horizontal limits of the retaining walls will be shown by station and offsets. Wall profiles will be prepared showing the top of wall, top of footing (if a CIP wall option issued), existing ground line and final ground line. Existing and proposed storm drain or utility crossings will be shown in the profile. Top of wall elevations will be provided at 25 -foot stations along the wall profile. Wall design details will be prepared and shown on these plans. These details will include a typical cross section of the wall, foundation details, fencing /handrail details, wall penetration details and sloping /shoring requirements. This work element includes preparing structural design calculations as needed related to the design of the retaining wall. 13.17 Perform 85 %, 100 %, and final design quantity take -offs and opinion of costs. 13.18 Prepare contract specifications for the 85 %, 100% and final AD Ready submittals based on WSDOT /APWA standards (English). The City will provide their pre - formatted standard special provisions in MS -Word 2010 for all specification divisions as needed. Work Element 14 Plan Production 14.1 Assemble and submit plans and specifications for 85, and 100 percent levels of design. e One full size set of plans • 6 half -size sets of plans (11x17), including one unbound original • 6 copies of specs, including one unbound original 6 copies of the opinion of cost 14.2 For AD Ready copy, assemble and coordinate the printing and delivery of 50 sets of half -size contract plans, 50 sets of specifications and 6 full size sets of the plans. Work Element 15 Assistance During Bidding 15.1 Respond to bidders questions relayed through the City. City of Federal Way Page 22 of 23 Tetra Tech S 304m Street at 2e Ave S August 2013 15.2 Prepare addenda. It is assumed that the CONSULTANT will prepare up to three (3) addenda. Sheet List (approximate) Title /index sheet (1 sheet) Legend, Abbreviations General Notes (1 sheet) Construction Staging Plans (3 sheets) Roadway Sections (2 sheets) Survey Control (1 sheet) Site Preparation and Erosion Control Plans (3 sheets) Temporary Erosion Control Details (1 sheet) Alignment, Right of Way, and Paving Plans (3 sheets) Paving Details (1 sheet) Intersection Geometry (1 sheet) Drainage Plans (3 sheets) Drainage Profiles (1 sheet) Drainage Details (1 sheet) Utility Plans (2 sheets) Illumination Plans and Details (3 sheets) Roadway Profiles (including driveways) (3 sheets) Channelization and Signing Plans and Details (4 sheets) Traffic Signal Plan/ Interconnect (2 sheets) Signal Notes and Wire Schedule (1 sheet) Signal Pole Details (1 sheet) Signal Details (1 sheet) Retaining Wall Plan, profiles and details 2 sheets TOTAL = 41 sheets Some sheets may be combined during preliminary design if crowding is not an issue. This list is to support a basis for the general level of effort City of Federal Way Page 23 of 23 Tetra Tech S 304`h Street at 2e Ave S August 2013 Exhibit B -1 DBE Participation Does not apply Exhibit C Electronic Exchange of Engineering and Other Data Electronic Deliverables include digital photos apg), scanned or electronic documents (pdf, doc, As, etc.), Contractor baseline and progress schedules (if provided by the Contractor in mpp). Data is to be transferred by e-mail, CD, or FTP site(s). Agency OS is Windows 7; Agency e-mail software is Microsoft Outlook 2010; Software Suite is MS Office 2010. Exhibit D -2 Payment (Cost Plus a Fixed Fee) The CONSULTANT shall be paid by the AGENCY for completed work and services rendered under this AGREEMENT as provided hereinafter. Such payment shall be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete the work specified in Section 11, "Scope of Work" The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31. 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, overhead, direct non -salary costs, and fixed fee. 1. Direct Salary Costs: The Direct Salary 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. Overhead Costs: Overhead 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 rate shown in the heading of this AGREEMENT under "Overhead Progress Payment Rate." Total overhead payment shall be based on the method shown in the heading of the AGREEMENT. The two options are explained as follows: a. Fixed Rate: If this method is indicated in the heading of the AGREEMENT the AGENCY agrees to reimburse the CONSULTANT for overhead at the percentage rate shown. This rate shall not change during the life of the AGREEMENT. b. Actual Cost: If this method is indicated in the heading of the AGREEMENT the AGENCY agrees to reimburse the CONSULTANT the actual overhead 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 CONSULTANTS cost estimate and the overhead computation is shown in Exhibit "E" attached hereto and by this reference made part of this AGREEMENT. When an Actual Cost method is used, the CONSULTANT (prime and all sub - consultants) will submit to the AGENCY within six (6) months after the end of each firm's fiscal year, an overhead schedule in the format required by the AGENCY (cost category, dollar expenditures, etc.) for the purpose of adjusting the overhead rate for billing purposes. It shall be used for the computation of progress payments during the following year and for retroactively adjusting the previous year's overhead cost to reflect the actual rate. DOT Form 140 -089 EF Exhibit D-2 Revised 6/08 Failure to supply this information by either the prime CONSULTANT or any of their sub - consultants shall cause the AGENCY to withhold payment of the billed overhead costs until such time as the required information is received and an overhead rate for billing purposes is approved. The AGENCY, STATE 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 overhead rate, if they so desire. Direct Non - Salary Costs: Direct Non -Salary Costs will be reimbursed at the Actual Cost to the CONSULTANT. These charges may include, but are not limited to, the following items: travel, printing, long distance telephone, supplies, computer charges and sub - consultant costs. a. 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 the AGENCY'S Travel Rules and Procedures. However, air, train, and rental car costs shall be reimbursed in accordance with 48 CFR Part 31.205 -46 "Travel Cost b. The billing for Direct Non -Salary Costs shall include an itemized listing of the charges directly identifiable wh the PROJECT. c. 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. d. All above charges must be necessary for the services provided under this AGREEMENT. 4. Fixed Fee: The Fixed Fee, which represents the CONSULTANT'S profit, is shown in the heading of this AGREEMENT under Fixed Fee. This amount does not include any additional Fixed Fee, which could be authorized from the Management Reserve Fund. 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." Management Reserve Fund: The AGENCY may desire to establish a Management Reserve Fund 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 Management Reserve Fund is shown in the heading of this AGREEMENT. This fund may not be replenished. Any changes requiring additional costs in excess of the Management Reserve Fund shall be made in accordance with Section XIV, "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 Management Reserve Fund. The Maximum Total Amount Payable does not include payment for Extra Work as stipulated in Section XIV, "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 calculated overhead and 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 Salary, Direct Nori- Salary, and allowable Overhead Costs to which will be added the prorated Fixed Fee. To provide a means of verifying the billed salary costs for CONSULTANT employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, salary 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 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) 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) days after receipt of the final POST AUDIT to begin the appeal process to the AGENCY for audit findings. D. Inspection of Cost Records: The CONSULTANT and their sub - consultants shall keep available for inspection by representatives of the AGENCY, STATE and the United States, for a period of three (3) 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 contract is initiated before the expiration of the three (3) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. r- 1 W W C LY E O Q. E C d E C 7 ai 'a V' 0 N a+ t R W L 0 ♦+ �"' �s LO W V�H � M LL co Q N mwmmOOO1-00OON1-- OO r LO M LO LO N N 1- N r 0 Co 0 V V In �.0M00NV 0 M00 V 001l- 0 f� V LCD W r V V O I- M O I- r V V N W O r W LO 0 r LO 1- W O LO M LO CO M N Oi Ln 6 N Ll) r (y r Il O CJO L(i Lp r- :; Hd M r r r M r N O r` t!? Ef? 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S N N m w O co Q o B� O o gZ � a w m o w Q O m N m �iLL rd 2' u3 a a E o�� `mCm 16 FL A 2 9 d LL Ol`g �m:ak c3 gbh= w B ` Em mWS9t be RoUgD�- °'�28 co g C v�"zpz m 4 �a 2am0g� 8 Tm �po m m >'OU p,c LL m m Cana '�-+m Sm a maOj.H uq X00 kD n€ C m s m L W W d O N N C w p m m O m �Ua��� m U 7 �tnaQ"Ua�b O O m .m. O U (n O IL f!S _ K tb t0 - i=GDC�o:o_��o o�- N-vu�ro rco O� L N M O i0 f M O c o o O O L III L— N m V O f0 r m N N N N N N N m .- N M R o fp r aD Ol .- " V r r r r' � v C� C+j C+j ^^' m' ri ' Cry '''' r ei 6 C N O7 sj p 'a N w o o . ���� CK w— . -.-. -- -- LL — — . - — a�� a. � a 0 0 0 0 0 0 M .-: th �N cV N of ds vi of t9 E m � �g X o� x g W m aF Kama) U cD M O m m � a _O r `C� C ` m a O m T m m � Y CL m CL U O m N N M L m H f F EXHIBIT F Paul Jex, Controller Tetra Tech Division 3475 E. Foothill Blvd Pasadena, CA 91107 -6024 Re: Tetra Tech Division, Overhead Schedule Fiscal Year End October 2, 2011 Dear Mr. Jex: We have completed a desk review of your overhead schedule for the above refe=ced fiscal year Our review included the documentation provided by Tetra Tech Division. The reviewed data included, but was not limited to; the schedule of the indirect cost rate, a description of the company, basis of accounting and description of Tetra Tech Division accounting system and the basis of indirect costs. Based on our work, we are issuing this letter of review fishing rof Tech Division overhead rate for the fiscal year ending October 2, 2011 at 172.049 irect labor. Costs billed to actual agreements will still be subject to sts. Please check with the WSDOT Consultant Services Office (HQ) and/or the WSDOT Area Consultant Liaison to determine when this reviewed raze will be applicable to your WSDOT agreement(s). Please note, Tetra Techs practice of lending /borrowing employees from other operating units may not be used for WSDOT agreements without prior written authorization from Erik Jonson, Manager, WSDOT Consultant Services Office (CSO). Per the term of your WSDOT agreement, sub - consulting requires prior written approval from the CSO. This applies to employees of other Tetra Tech operating units and includes intercompany subcontracting agreements. Also, when you provide next year's overhead schedule to our office or to your CPA firm, please submit either your internally prepared Compensation Analysis, or the National Compensa#on Matrix_ (NCM) worksheet. Washington State v Department of Transportation atio LOWb PsWa J. ilemwwr# , P.E. P.O.9oxMOO SewetM of mwpoftdon gyp". WA 90604-7300 Novembfr 16, 2012 380.7057000 TM. 1- 800.0334M www.VMKV a.pov Paul Jex, Controller Tetra Tech Division 3475 E. Foothill Blvd Pasadena, CA 91107 -6024 Re: Tetra Tech Division, Overhead Schedule Fiscal Year End October 2, 2011 Dear Mr. Jex: We have completed a desk review of your overhead schedule for the above refe=ced fiscal year Our review included the documentation provided by Tetra Tech Division. The reviewed data included, but was not limited to; the schedule of the indirect cost rate, a description of the company, basis of accounting and description of Tetra Tech Division accounting system and the basis of indirect costs. Based on our work, we are issuing this letter of review fishing rof Tech Division overhead rate for the fiscal year ending October 2, 2011 at 172.049 irect labor. Costs billed to actual agreements will still be subject to sts. Please check with the WSDOT Consultant Services Office (HQ) and/or the WSDOT Area Consultant Liaison to determine when this reviewed raze will be applicable to your WSDOT agreement(s). Please note, Tetra Techs practice of lending /borrowing employees from other operating units may not be used for WSDOT agreements without prior written authorization from Erik Jonson, Manager, WSDOT Consultant Services Office (CSO). Per the term of your WSDOT agreement, sub - consulting requires prior written approval from the CSO. This applies to employees of other Tetra Tech operating units and includes intercompany subcontracting agreements. Also, when you provide next year's overhead schedule to our office or to your CPA firm, please submit either your internally prepared Compensation Analysis, or the National Compensa#on Matrix_ (NCM) worksheet. Mr. Jex November 16, 2012 Page 2 If you, or any representatives of Tetra Tech Division, have any questions, Please contact Martha Roach, Jeri Sivertson, or Steve McKerney at (360)705 -7003. S y, Martha S. Roach Agreement Compliance Audit Manager MRds Enclosures cc: Steve McKerney, Director of blemal Audit Jeri Siver son, Assistant Director of h*mal Audit Larry Schofield, MS 47323 File Exhibit G Subcontracted Work The AGENCY permits subcontracts for the following portions of the work of this AGREEMENT: DOT Form 140 -089 EF Exhibit G Revised 6/05 Exhibit G -1 Subconsultant Fee Determination - Summary Sheet (Mandatory when Subconsultants are utilized) Project: S 304th Street at 28th Ave S - Intersection Improvements Sub Consultant: Certified Land Services (All inclusive labor rates - small firm) Direct Salary Cost (DSC): Classification Man Hours Raw = Cost Senior PM 36.0 X 154.00 $ 5,544.00 Senior Agent 191.0 X 110.00 21,010.00 Admin Support 12.0 X 55.00 660.00 X HE (per parcel) 3.0 X 1,200.00 3,600.00 Appraisal (per parcel) 1.0 X 6,000.00 6,000.00 Appraisal Rvw (per parcel) 1.0 X 1,000.00 1,000.00 11 Total DSC = $ 37,814.00 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 0 %X$ 37,814.00 = 0.00 Fixed Fee (FF): FF Rate x DSC of 0 %X$ 37,814.00 = 0.00 Reimbursables: Itemized = 750.00 SubConsultant Total = Grand Total = 38,564.00 Prepared By: CLS Date: May 21, 2013 DOT Form 140 -089 EF Exhibit G1 Revised 01109 g N W W LL H Z Q J Z O U tr Y i_- _m x W N C d E 4i O E O � T V tt �o 3 O � O d LL d J W > N yam-, IL „ M N 1�'tl co Q w 0 N O O O O O 0 0 0 0 0 0 0 O O O O O O O O O O O O O O J 0t0 tp O C 0000000 d' Q t0 Cl) O O N O O O 0 O O f t0 t0 O l9 N N N N N N 00 N N N tD N N M N H h H N H N N H Yl N Nl N ffi W W LL � x O E., 0 F tri M A rNNNtONN M 69 to 6�p 09, E9 va u9 to to ug .s» fiv� ug to 0 r m N N N n N N N 2 F N M N M r N N N 1 N N 0080 O 1� N N m f0 I� 10 co N9 Ni to fH N O H d N C7 E d N N C X d A U � Y%a y d 7 w Q Cl) (h I� N iii hi c J O U pj CIO M YU CL N N a U U N O C N J � N U O � aNiy °a> a. > LL a O U d w o w 0 w c° 16 Q c U E p E d p� H Z C 4) N C N w5 w c 0 Y d O C C N l0 ,� y O d C iL C LL QZ E N$ 2 L 7= 6 N d c v= a oil C 8~ av .N-. w O p LL l0 0 a 0 aNi Q 47 C N O 0)N O2 O rp U T� Q T Z 'S C p O T°2O � °2 5 U UO c N Q� 2 to 20 (i O. w e M M- N'y- E 7 42 7 cL�Q �j N w O 0 d Q.' w_ O N w O w U tT Or O M N O N N 0 0 0 7> y > w j �dOa M . a .. ..Q�dd0U) LM VU�coti y a C? LM Cl ° _rn C%4.M �2 �2 Q c O Q O r N t 0080 O 1� N N m f0 I� 10 co N9 Ni to fH N O H d N C7 E d N N C X d A U � Y%a y d 7 w Q Cl) (h I� N iii hi c J O U pj CIO M YU CL N N a U Exhibit G -1 Subconsultant Fee Determination - Summary Sheet (Mandatory when Subconsultants are utilized) Project: S304th St at 28th Ave S Intersection Improvements Sub Consultant: Landau Associates Direct Salary Cost (DSC): Classification Man Hours RaI2 Principal 6.0 X 57.69 Senior Associate 3.0 X 42.98 Senior Engineer 23.0 X 36.54 Support Staff 18.0 X 17.91 Senior Staff Geologist 56.0 X 23.17 Project Engineer 56.0 X 27.07 Senior CARD 8.0 X 32.36 Support Staff 5.0 X 16.62 Proj. Coord. (avg hrly rate) 16.0 X 21.69 Total DSC = Dad $ 346.14 128.94 840.42 322.38 1,297.52 1,515.92 258.88 83.10 347.00 $ 5,140.30 Overhead (OH Cost -- including Salary Additives): OH Rate x DSC of 187.7 %X$ 5,140.30 = 9,648.34 Fixed Fee (FF): FF Rate x DSC of Reimbursables: Itemized SubConsultant Total Grand Total Prepared By: T Turpin & B Bennetts DOT Form 140089 EF Exhibit G1 Revised 01/09 30 %X$ 5,140.30 = 1,542.09 13,626.50 29,957.23 Date: May 15, 2013 O: N W W LL t- c m J > � Q Z a O E V c O to C V � J eo N 7e to m a' 'Tn V M�M W X ui J to I� W th N O e� ui » V f» X 8 8 8 8 N O MMMIAM f^^9 N O Cw ,MO! w w f� D CO r t0 m ri r of MMMMM M MM cog98� t9i `0 ft0100 o V � 1n Ui MMA MM M M G pM ��tOPa N P F G a U t U M N O N 10 47 0 V � p & g C4 0 N O n 3 s ®� NM °n pmq� W a � m j� M M �n = r. w a N v to O a 0 E a) m 2 U C v , O C Cn n C c_TO uj -16 g m 0 Y mm O F- $ O O o-03 ncc a a v 'W m in c O - °nNmrnrn c LL m rw a;ww CJ OO,N�tOm W Q m c nc_c c wow C -D C N N m N �ULL.90(7 C c O m M V Ui •� X Om (o to tD (D tD C w J W O O O 888888-0 11SO N 9 g s19 _ M M N M -; 6 M OJ t9 M � N N 'O C R J E z 0 x U _O - v J C C U) C ca E o 0 0 -J 0 U �....n. > >o c'c 7 m Q(D U mL m cm v E W= mm'.-i° a rc�mwoi -ac7 � O yc m m c o. F- f- m d m d Exhibit G -2 Subconsultant Fee Determination - Summary Sheet (Specific Rates of Pay) Fee Schedule Subconsultant Certified Land Services All inclusive labor rates - small firm Discipline or Job Title Hourly Rate Overhead @ % Profit % Rate Per Hour Senior PM 154.00 154.0 Senior Agent 110.00 110.0 Admin Support 55.00 55.0 PFE (per parcel) 1,200.00 Appraisal (per parcel) 6,000.00 Appraisal Review (per parcel) 1,000.00 DOT 140 -089 EF Exhibit E -2 8/07 Exhibit G -2 Subconsultant Fee Determination - Summary Sheet (Specific Rates of Pay) Fee Schedule Subconsultant Landau Associates Discipline or Job Title Hourly Rate Overhead @ 187.70 % Profit @ 30.00 % Rate Per Hour Principal 57.69 108.28 17.31 183.2 Senior Associate 42.98 80.67 12.89 136.5 Senior Engineer 36.54 68.59 10.96 116.0 Support Staff 17.91 33.62 5.37 56.9 Senior Staff Geologist 23.17 43.49 6.95 73.61 Project Engineer 27.07 50.81 8.12 86. Senior CADD 32.36 60.74 9.71 102.81 Support Staff 16.62 31.20 4.99 52.81 Project Coordinator 21.43 40.22 6.43 68.0 Project Coordinator 25.55 47.96 7.67 81.1 DOT 140 -089 EF Exhibit E -2 8/07 EXHIBIT G -3 ,1101k Washington State Department of Transportation Paula J. Hammond, P.E. Secretary of Transportation February 13, 2013 Dennis Hobbs, Finance Director Landau Associates, Inc. 130 2"d Avenue S Edmonds WA 98020 Re: Landau Associates, Inc., Overhead Schedule Fiscal Year End June 30, 2012 Dear Mr. Hobbs: Transportation Building 310 Maple Park Avenue S.E. P.O. Box 47300 Olympia, WA 98504 -7300 360 - 705 -7000 TTY: 1-800- 833 -6388 www.wsdoLwa.gov We have completed a desk review ofyour overhead schedule for the.above referenced fiscal year. Our review included the documentation provided by Landau Associates, Inc. The reviewed data included, but was not limited to; the schedule of the indirect cost rate, a description of the company, basis of accounting and description of Landau Associates, Inc. accounting system, and the basis of indirect costs. Based on our work, we are issuing this letter of review establishing Landau Associates, Inc. overhead rate for fiscal year ending June 30, 2012, at 187.70% (rate includes Facilities Cost of Capital) of direct labor. Costs billed to actual agreements will still be subject to audit of actual Costs. Please check with the. WSDOT Consultant Services Office (HQ) and /or the WSDOT Area Consultant Liaison to determine when this reviewed rate will be applicable to your WSDOT agreement(s). Also, when you provide neat year's overhead schedule to our office or to your CPA firm, please s ibmit.either your internally prepared Compensation Analysis, or the National C'ompensatiou Mahix (NCM) worksheet. If you, or any representative of Landau. Associates, Inc. have any questions, please contact Martha Roach, Jeri Sivertson or Steve McKerney at (360) 705 -7003. Sincerely, Martha S. Roach Agreement Compliance Audit Manager MR:ds Enclosures cc: Steve McKerney, Director of Internal Audit Jeri Sivertson, Assistant Director of Internal Audit Lary Schofield, MS 47323 File LANDAU ASSOCIATES, INC. OVERHEAD RATE SCHEDULE FISCAL YEAR ENDING June 30, 2012 Page 1 % of Expense LAI Audit Accepted Direct Amount Adjustments Adjustments Amount Labor DIRECT LABOR $3,090,458 $3,090,458 FRINGE Vaca€ion/sickleave/holidays $701,728 $701,728 22.71% Payroll taxes 556,861 ($22,843) A 534,018 17.28% Medical insurances 557,069 (18,313) A 538,756 17.43% Non - discretionary &severance 114,827 (14,806) ($4,100) C,S 95,920 3.10 % Discretionary distributions 357,303 (83,255) (274,048) D, b 0 0.00% ESOP contribution 174,475 174,475 5.65% Fringe benefit acoustment (87,574) V (87;574) 2.83 %. TOTAL. FRINGE $2,462,263 ($139,217) ($$65;722) $1,957,324 63.33% GENERAL. OVERHEAD Administrative Overhead labor $1.,335,907 ($11,490) B $1,324;417 42.86% Bid & proposal and d a 71.5 . 853.;502 21...15°10 Unallowable marketing labor 189.,046 (189,046.) B 0 O,U096 Field and laboratory 74,426 (44,771) E 29;656 0.96% Temporary help 79.62 7,962 0:26% Health Arid safety 28,987 26,;987 6.040A Mileage and °vehicle 70,°['17 (24,937) F 4511:80 116.96 Travel and lodging 481034 (9,085.) (2;278) G, 2 36;671 IAA Office supplies/equipment 164,036 (47,083) M 116,953 3.70%. Computer upptiealrriaint 73,633 (332154) H 40,480 131% Postage 12,934 12,934 QA2% 7 eletxamrnunications. 123,030 123,030 3 98 Tax..and;license.. 276,383 276,383 Professional license:& dues 40,456 (5,268) Piarnnrtg Meeting expenses 2,285. (2;285) a {0) 0.00% Building Expense 689,678 (89,777) T;U,IIII;X R001 10.41°% ,insurance 1.33,709 (30,302) J 1.03,4.67 3.35°% Depreciation 248,588 (88,710) K 149,877 4.4.5%: Technical references 6,947 6,947 0.22% Recruiting 3,586 (192) (1,000) L, Y 2,393 0.08% Education cost 76,942 (501) M 76,442 2:47°% Personnel relations 38,049 (33,049) N 0 0.00% Professional services 144,277 (1$,774) 1,733 O,R 127;236 4:12% Bid & proposal and direct selling expenses `26,678 26;678 0.06% Unallowable marketing expenses 118,995 (118;995) P (0) 0.00% Donations 9,934 (9,934) Q (0) 0:00% Miscellaneous expense 4;268 4;268 0A4% Total General Overhead $4,732;001 1 (.$680;290) ($93,607) $3,828,491 123;88% Total Overhead Costs $7;194,264 ($819,507) ($459;329) $5,785;815 1.8722% Overhead R.. ate 232.79% 20627°% 187:22% Facilities Cost of Capital $14,915 $.14,915 0.48% 5,800,730 Overhead Rate (Includes FCC) 187.70% Page 1 LANDAU ASSOCIATES, INC. OVERHEAD RATE SCHEDULE FISCAL YEAR ENDING June 30, 2012 % of Expense LAI Audit Accepted Direct Amount Adjustments Adjustments Amount Labor Landau Associates, Inc. - Reviewed & Accepted 0211312013 MP "Overhead Rate still subject to WSDOT Audit" References Landau Associates Adjustments: A Unallowable fringe benefits on unallowable labor B Unallowable labor (mktg, M & A, charitable .causes, Christmas) C Signing bonuses D Holiday and stock purchase bonuses unallowable E Field and tab supplies, eventually charged to profects F Some mileage . &.vehicle expenses eventually charged to projects G Local meals; employee business meals. H Costs equal to copy revenue and computer revenue I Lobbying unallowable J Vehicle insurance removed - related to job chargeable activity K Deprecia.,tion . removed for freld equip., lab equip,. and vehicles job ;activity L Local meals recruiting, M Sernina -lod — and meals,J excess of G..SA I.imIts N Event.lickets; liquor; Christmas;party expenses, etc. O income tax retutn. preparation fees'over $250; M &. A expenses P Advertising; ctient`entertainment; campaign contributions; other nonaliowable Q Donations WSDOT Adjustments: R Add back allowable income tax preparation ;fees 'related to expired WSDOT policy. S Severance unallwable. per,48 CFR 31.205 -6(g) . Removed $4,100 orseverance -pad out to one employee in excess of amount employee:should have received based -on Pan's established policy. T Office pincri amountoi $1,88;3niwbl R d 13201 -3. U Lions Club dues in the utilities: account in the amount of $30 unallowable per 48 .CFR 31105- 1(f)(7). V Fringe benefits assodated with unailouvable labor per 48. CFR 31201- 8(0),.31.205 -1. W Rent forthe Seattle office in the amount of $85,229 unallowable per 48 CFR 31.205=17,.31..201 =3, and 31.201 -4(c) X Sub lease rent is a;al.locable credit and should reduce rent expense, $2,820 48 CFR 31 -201 -1 Y Recruiting cost paid to OSU Foundation Unallowable; 48 CFR 31 -205 =8 2 Travel that .lacked business purpose And proper documentation, 48 CFR 31,201. -2 & 31.205 -46 a Meeting attendees, purpose and cost of meeting `by item not documented, 48 CFR 31205 -43 b Performance documentations could not be tied to the distribution of the bonus, distribution of profit disallowed. 48 CFR 31.201-2 & 31:205.6 (f) c General Marketing and undocumented B &P labor hours 48 CFR 31.205 -1 Page 2 Exhibit H Title VI Assurances During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, and successors in interest agrees as follows: Compliance with Regulations: The CONSULTANT shall comply with the Regulations relative to non- discrimination in federally assisted programs of the AGENCY, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time (hereinafter referred to as the "REGULATIONS "), which are herein incorporated by reference and made a part of this AGREEMENT. 2. Non - discrimination: The CONSULTANT, with regard to the work performed during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, or national origin in the selection and retention of sub - consultants, including procurement of materials and leases of equipment. The CONSULTANT shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the REGULATIONS, including employment practices when the AGREEMENT covers a program set forth in Appendix B of the REGULATIONS. Solicitations for Sub - consultants, Including Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiations made by the CONSULTANT for work to be performed under a sub - contract, including procurement of materials or leases of equipment, each potential sub - consultant or supplier shall be notified by the CONSULTANT of the CONSULTANT'S obligations under this AGREEMENT and the REGULATIONS relative to non - discrimination on the grounds of race, color, sex, or national origin. 4. Information and Reports: The CONSULTANT shall provide all information and reports required by the REGULATIONS or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by AGENCY, STATE or the Federal Highway Administration (FHWA) to be pertinent to ascertain compliance with such REGULATIONS, orders and instructions. Where any information required of a CONSULTANT is in the exclusive possession of another who fails or refuses to furnish this information, the CONSULTANT shall so certify to the AGENCY, STATE or the FHWA as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Non - compliance: In the event of the CONSULTANT'S non - compliance with the non- discrimination provisions of this AGREEMENT, the AGENCY shall impose such AGREEMENT sanctions as it, the STATE or the FHWA may determine to be appropriate, including, but not limited to: • Withholding of payments to the CONSULTANT under the AGREEMENT until the CONSULTANT complies, and/or; • Cancellation, termination, or suspension of the AGREEMENT, in whole or in part DOT Form 140 -089 EF Exhibit H Revised 6105 Incorporation of Provisions: The CONSULTANT shall include the provisions of paragraphs (1) through (5) in every sub - contract, including procurement of materials and leases of equipment, unless exempt by the REGULATIONS, or directives issued pursuant thereto. The CONSULTANT shall take such action with respect to any sub - consultant or procurement as the AGENCY, STATE or FHWA may direct as a means of enforcing such provisions including sanctions for non - compliance. Provided, however, that in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a sub - consultant or supplier as a result of such direction, the CONSULTANT may request the AGENCY and the STATE enter into such litigation to protect the interests of the AGENCY and the STATE and, in addition, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. Exhibit I Payment Upon Termination of Agreement By the Agency Other Than for Fault of the Consultant (Refer to Agreement, Section IX) Lump Sum Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made shall total the same percentage of the Lump Sum Amount as the work completed at the time of termination is to the total work required for the PROJECT. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Cost Plus Fixed Fee Contracts A final payment shall be made to the CONSULTANT which when added to any payments previously made, shall total the actual costs plus the same percentage of the fixed fee as the work completed at the time of termination is to the total work required for the Project. In addition, the CONSULTANT shall be paid for any authorized extra work completed. Specific Rates of Pay Contracts A final payment shall be made to the CONSULTANT for actual hours charged at the time of termination of this AGREEMENT plus any direct nonsalary costs incurred at the time of termination of this AGREEMENT. Cost Per Unit of Work Contracts A final payment shall be made to the CONSULTANT for actual units of work completed at the time of termination of this AGREEMENT. DOT Form 140-089 EF Exhibit I Revised 6/05 Exhibit J 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 Highways and 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 Errors) After discussion of the alleged design errors) 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 errors) 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 manger 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 H &LP, through the Region DOT Forth 140 -089 EF Exhibit J Revised 6 /05 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. Step 5 — Forward Documents to Highways and Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Highways and Local Programs Engineer to H &LP for their review and consultation with the FHWA. H &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, H &LP will request assistance from the Attorney General's Office for legal interpretation. H &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. H &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. Exhibit K 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 Highways and 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 Highways and 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. DOT Form 140-069 EF Exhibit K Revised 6/05 If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. 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 Pubic 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 Highways and 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. Exhibit L Liability Insurance Increase Does not apply Exhibit M -1(b) Certification Of Agency Official 1 hereby certify that 1 am the AGENCY Official of the Local Agency of City of Federal Way , Washington, and that the consulting firm 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 available to the Washington State Department of Transportation 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. `l11mJl3 Date DOT F 9 EF Exhbt W1 (b) Rev1sW 6M CITY OF FEDERAL WAY Skip Priest Mayor 33325 8* Avenue S Federal Way, WA 98003 -6325 Exhibit M -1(a) Certification Of Consultant Project No. Local Agency I hereby certify that I am Scott Williams, PMP, Vice President and duly authorized representative of the firm of Tetra Tech, Inc. whose address is 400 112th Ave NE; Bellevue, WA 98004 firm I here represent has: and that neither I nor the above (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 the 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 available to the Washington State Department of Transportation 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. 1 / Zov3 -/ Date DOT Form 140 -089 EF Exhibit M -1(a) Revised 6/05 Signature Exhibit M -2 Certification Regarding Debarment, Suspension, and Other Responsibility Matters - Primary Covered Transactions 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-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission or 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 antitrust 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 (I) (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, or 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. Consultant (Firm): Tetra Tech 4/7.0! (Date) DOT Form 140 -089 EF Exhibit M-2 Revised 6105 ature) President or Authorized Official of Consultant Exhibit M -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: 1.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 an 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 any 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 and not more than $100,000 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 subcontracts which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Consultant (Finn): Tetra Tech z0a (Date) DOT Forth 140-089 EF Exhibit M -3 Revised 6105 (Signature) President or Authorized Official of Consultant Exhibit M-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 15.401 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 S304th St at 28th Ave S Intersection Imp. are accurate, complete, and current as of August 21, 2013 * *. This certification includes the cost or pricing data supporting any advance agreements and forward pricing rate agreements between the offeror and the Government that are part of the proposal. Firm Tetra Tech, Inc. Name Scott Williams, PMT Title Vice President Date of Execution*** Sep}effl bee l u' a O 13 * Identify the proposal, quotation, request for price adjustment, or other submission involved, giving the appropriate identifying number (e.g., RFP No.). * * 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. DOT Form 140 -089 EF Exhibit M -4 Revised 6/05 A.. Federal Way Date: September 30, 2015 To: City Clerk's Office City of Federal Way • Public Works Department 33325 8th Avenue South • Federal Way, WA 98003 -6325 Phone 253.835.2700 • Fax 253.835.2709 • www.ci.federal- way.wa.us LETTER OF TRANSMITTAL From: Marj Currie -Hicks Street Division Public Works Department RE: S 304th at 28th Av S Intersection Improvements Project — AG 13 -175, Parcel(s) 02 — Debeb, Jonathan TRANSMITTED As CHECKED BELOW: ❑ For Your Review ❑ For Your Approval ❑ For Your Action ITEMS /COPIES DESCRIPTION ❑ As Requested ❑ Please Return ❑ For Your Information ® Other: For Your Files ❑ Under Separate Cover ❑ Via 1. Title Insurance Policy No. 2011453- 2167316 — Parcel No. 092104- 9091 -03 COMMENTS: Enclosed for your files is the Title Insurance Policy for the above - mentioned parcel(s). cc: Christine Mullen, PE, Streets Division, Public Works Dept. Project File AG 13 -175 — Parcel 02 Day File K: \STREETS \PROJECTS \S304th St at 28th Ave S \Right -of- Way \Title Policies \20150930 Transmittal to City Clerk - Title Policy # 5011453- 2167316 - Parcel # 02 - Debeb, Jonathan.doc First American 818 Stewart St Ste 800, Seattle WA 98101 3 oz RECEIVED SEp08 2015 1111 111111 11111111111H1 *0100 1 6 5 2 4 9 4 4 0 2 0 2 4 8 0 * 09/02/2015 Transmittal Order No: 2167316 City of Federal Way 33325 8th Ave S, Attn: Christine J/ Mullen, P.E. Federal Way WA 98003 Enclosed please find 1 attached documents. First American Title Insurance Company PUBLIC WORKS DEPARTMENT Page Count 9 First American Owner's Policy Owner's Policy of Title Insurance ISSUED BY First American Title Insurance Company POLICY NUMBER 5011453- 2167316 Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to the Company at the address shown in Section 18 of the Conditions. COVERED RISKS SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B, AND THE CONDITIONS, FIRST AMERICAN TITLE INSURANCE COMPANY, a Nebraska corporation (the "Company ") insures, as of Date of Policy and, to the extent stated in Covered Risks 9 and 10, after Date of Policy, against Toss or damage, not exceeding the Amount of Insurance, sustained or incurred by the Insured by reason of: 1. Title being vested other than as stated in Schedule A. 2. Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against Toss from (a) A defect in the Title caused by (i) forgery, fraud, undue influence, duress, incompetency, incapacity, or impersonation; (ii) failure of any person or Entity to have authorized a transfer or conveyance; (iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized, or delivered; (iv) failure to perform those acts necessary to create a document by electronic means authorized by law; (v) a document executed under a falsified, expired, or otherwise invalid power of attorney; (vi) a document not properly filed, recorded, or indexed in the Public Records including failure to perform those acts by electronic means authorized by law; or (vii) a defective judicial or administrative proceeding. (b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid. (c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land. Unmarketable Title. No right of access to and from the Land. (Covered Risks Continued on Page 2) In Witness Whereof, First American Title Insurance Company has caused its corporate name to be hereunto affixed by its authorized officers as of Date of Policy shown in Schedule A. First American Tide insurance Company (This Polity is valid only when Schedules A and B are attached) This Jacket was created electronically and constitutes an original document Copyright 2006 -2009 American Land Title Association. All rights reserved. The use of this form is restricted to ALTA licensees and ALTA members in good standing as of the date of use. All other uses are prohibited. Reprinted under license from the American Land Title Association Form 5011453 (7 -1 -14) Page 1 of 9 ALTA Owner's Policy of Title Insurance (6 -17 -06)1 Washington] COVERED RISKS (Continued) 5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (a) the occupancy, use, or enjoyment of the Land; (b) the character, dimensions, or location of any improvement erected on the Land; (c) the subdivision of land; or (d) environmental protection if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to the extent of the violation or enforcement referred to in that notice. 6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that notice. 7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records. 8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge. 9. Title being vested other than as stated in Schedule A or being defective (a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws; or (b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy, state insolvency, or similar creditors' rights laws by reason of the failure of its recording in the Public Records (i) to be timely, or (ii) to impart notice of its existence to a purchaser for value or to a judgment or lien creditor. 10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or attached or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. The Company will also pay the costs, attorneys' fees, and expenses incurred in defense of any matter insured against by this Policy, but only to the extent provided in the Conditions. EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy, and the Company will not pay loss or damage, costs, attorneys' fees, or expenses that arise by reason of: 1. (a) Any law, ordinance, permit; or governmental regulation (including those relating to building and zoning) restricting, regulating, prohibiting, or relating to (i) the occupancy, use, or enjoyment of the Land; (ii) the character, dimensions, or location of any improvement erected on the Land; (iii) the subdivision of land; or (iv) environmental protection; or the effect of any violation of these laws, ordinances, or governmental regulations. This Exclusion 1(a) does not modify or limit the coverage provided under Covered Risk 5. (b) Any govemmental police power. This Exclusion 1(b) does not modify or limit the coverage provided under Covered Risk 6. 2. Rights of eminent domain. This Exclusion does not modify or limit the coverage provided under Covered Risk 7 or 8. 3. Defects, liens, encumbrances, adverse claims, or other matters (a) created, suffered, assumed, or agreed to by the Insured Claimant; (b) not Known to the Company, not recorded in the Public Records at Date of Policy, but Known to the Insured Claimant and not disclosed in writing to the Company by the Insured Claimant prior to the date the Insured Claimant became an Insured under this policy; (c) resulting in no loss or damage to the Insured Claimant; (d) attaching or created subsequent to Date of Policy (however, this does not modify or limit the coverage provided under Covered Risk 9 and 10); or (e) resulting in loss or damage that would not have been sustained if the Insured Claimant had paid value for the Title. 4. Any claim, by reason of the operation of federal bankruptcy, state insolvency, or similar creditors' rights laws, that the transaction vesting the Title as shown in Schedule A, is (a) a fraudulent conveyance or fraudulent transfer; or (b) a preferential transfer for any reason not stated in Covered Risk 9 of this policy. 5. Any lien on the Title for real estate taxes or assessments imposed by governmental authority and created or attaching between Date of Policy and the date of recording of the deed or other instrument of transfer in the Public Records that vests Title as shown in Schedule A. Form 5011453 (7 -1 -14) Page 2 of 9 ALTA Owner's Policy of Title Insurance (6- 17 -06) Washington' CONDITIONS 1. DEFINITION OF TERMS The following terms when used in this policy mean: (a) "Amount of Insurance ": The amount stated in Schedule A, as may be increased or decreased by endorsement to this policy, increased by Section 8(b), or decreased by Sections 10 and 11 of these Conditions. (b) "Date of Policy ": The date designated as "Date of Policy" in Schedule A. (c) "Entity": A corporation, partnership, trust, limited liability company, or other similar legal entity. (d) "Insured ": The Insured named in Schedule A. (i) The term "Insured" also includes (A) successors to the Title of the Insured by operation of law as distinguished from purchase, including heirs, devisees, survivors, personal representatives, or next of kin; (B) successors to an Insured by dissolution, merger, consolidation, distribution, or reorganization; (C) successors to an Insured by its conversion to another kind of Entity; (D) a grantee of an Insured under a deed delivered without payment of actual valuable consideration conveying the Title (1) if the stock, shares, memberships, or other equity interests of the grantee are wholly - owned by the named Insured, if the grantee wholly owns the named Insured, if the grantee is wholly -owned by an affiliated Entity of the named Insured, provided the affiliated Entity and the named Insured are both wholly -owned by the same person or Entity, or (4) if the grantee is a trustee or beneficiary of a trust created by a written instrument established by the Insured named in Schedule A for estate planning purposes. (ii) With regard to (A), (B), (C), and (D) reserving, however, all rights and defenses as to any successor that the Company would have had against any predecessor Insured. "Insured Claimant ": An Insured claiming loss or damage. "Knowledge" or "Known ": Actual knowledge, not constructive knowledge or notice that may be imputed to an Insured by reason of the Public Records or any other records that impart constructive notice of matters affecting the Title. "Land ": The land described in Schedule A, and affixed improvements that by law constitute real property. The term "Land" does not include any property beyond the lines of the area described in Schedule A, nor any right, title, interest, estate, or easement in abutting streets, roads, avenues, alleys, lanes, ways, or waterways, but this does not modify or limit the extent that a right of access to and from the Land is insured by this policy. (h) "Mortgage ": Mortgage, deed of trust, trust deed, or other security instrument, including one evidenced by electronic means authorized by law. "Public Records ": Records established under state statutes at Date of Policy for the purpose of imparting constructive (e) (f) (g) (2) (3) (1) (j) (k) notice of matters relating to real property to purchasers for value and without Knowledge. With respect to Covered Risk 5(d), "Public Records" shall also include environmental protection liens filed in the records of the clerk of the United States District Court for the district where the Land is located. "Title ": The estate or interest described in Schedule A. "Unmarketable Title ": Title affected by an alleged or apparent matter that would permit a prospective purchaser or lessee of the Title or lender on the Title to be released from the obligation to purchase, lease, or lend if there is a contractual condition requiring the delivery of marketable title. 2. CONTINUATION OF INSURANCE The coverage of this policy shall continue in force as of Date of Policy in favor of an Insured, but only so long as the Insured retains an estate or interest in the Land, or holds an obligation secured by a purchase money Mortgage given by a purchaser from the Insured, or only so long as the Insured shall have liability by reason of warranties in any transfer or conveyance of the Title. This policy shall not continue in force in favor of any purchaser from the Insured of either (i) an estate or interest in the Land, or (ii) an obligation secured by a purchase money Mortgage given to the Insured. 3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT The Insured shall notify the Company promptly in writing (1) in case of any litigation as set forth in Section 5(a) of these Conditions, (ii) in case Knowledge shall come to an Insured hereunder of any claim of title or interest that is adverse to the Title, as insured, and that might cause loss or damage for which the Company may be liable by virtue of this policy, or (iii) if the Title, as insured, is rejected as Unmarketable Title. If the Company is prejudiced by the failure of the Insured Claimant to provide prompt notice, the Company's liability to the Insured Claimant under the policy shall be reduced to the extent of the prejudice. 4. PROOF OF LOSS In the event the Company is unable to determine the amount of loss or damage, the Company may, at its option, require as a condition of payment that the Insured Claimant furnish a signed proof of loss. The proof of loss must describe the defect, lien, encumbrance, or other matter insured against by this policy that constitutes the basis of loss or damage and shall state, to the extent possible, the basis of calculating the amount of the Toss or damage. 5. DEFENSE AND PROSECUTION OF ACTIONS (a) Upon written request by the Insured, and subject to the options contained in Section 7 of these Conditions, the Company, at its own cost and without unreasonable delay, shall provide for the defense of an Insured in litigation in which any third party asserts a claim covered by this policy adverse to the Insured. This obligation is limited to only those stated causes of action alleging matters insured against by this policy. The Company shall have the right to select counsel of its choice (subject to the right of the Insured to object for reasonable cause) to represent the Insured as to those stated causes of action. It shall not be liable for and will not pay the fees of any other counsel. The Company will not pay any fees, costs, or expenses incurred by the Insured in the defense of those causes of action that allege matters not insured against by this policy. Form 5011453 (7 -1 -14) ;Page 3 of 9 ALTA Owner's Policy of Title Insurance (6- 17 -06), Washington, CONDITIONS (Continued) (b) The Company shall have the right, in addition to the options contained in Section 7 of these Conditions, at its own cost, to institute and prosecute any action or proceeding or to do any other act that in its opinion may be necessary or desirable to establish the Title, as insured, or to prevent or reduce loss or damage to the Insured. The Company may take any appropriate action under the terms of this policy, whether or not it shall be liable to the Insured. The exercise of these rights shall not be an admission of liability or waiver of any provision of this policy. If the Company exercises its rights under this subsection, it must do so diligently. (c) Whenever the Company brings an action or asserts a defense as required or permitted by this policy, the Company may pursue the litigation to a final determination by a court of competent jurisdiction, and it expressly reserves the right, in its sole discretion, to appeal any adverse judgment or order. 6. DUTY OF INSURED CLAIMANT TO COOPERATE (a) In all cases where this policy permits or requires the Company to prosecute or provide for the defense of any action or proceeding and any appeals, the Insured shall secure to the Company the right to so prosecute or provide defense in the action or proceeding, including the right to use, at its option, the name of the Insured for this purpose. Whenever requested by the Company, the Insured, at the Company's expense, shall give the Company all reasonable aid (i) in securing evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement, and (ii) in any other lawful act that in the opinion of the Company may be necessary or desirable to establish the Title or any other matter as insured. If the Company is prejudiced by the failure of the Insured to furnish the required cooperation, the Company's obligations to the Insured under the policy shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation, with regard to the matter or matters requiring such cooperation. (b) The Company may reasonably require the Insured Claimant to submit to examination under oath by any authorized representative of the Company and to produce for examination, inspection, and copying, at such reasonable times and places as may be designated by the authorized representative of the Company, all records, in whatever medium maintained, including books, ledgers, checks, memoranda, correspondence, reports, e- mails, disks, tapes, and videos whether bearing a date before or after Date of Policy, that reasonably pertain to the loss or damage. Further, if requested by any authorized representative of the Company, the Insured Claimant shall grant its permission, in writing, for any authorized representative of the Company to examine, inspect, and copy all of these records in the custody or control of a third party that reasonably pertain to the loss or damage. All information designated as confidential by the Insured Claimant provided to the Company pursuant to this Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. Failure of the Insured Claimant to submit for examination under oath, produce any reasonably requested information, or grant permission to secure reasonably necessary information from third parties as required in this subsection, unless prohibited by law or governmental regulation, shall terminate any liability of the Company under this policy as to that claim. 7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF LIABILITY In case of a claim under this policy, the Company shall have the following additional options: (a) To Pay or Tender Payment of the Amount of Insurance. To pay or tender payment of the Amount of Insurance under this policy together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment or tender of payment and that the Company is obligated to pay. Upon the exercise by the Company of this option, all liability and obligations of the Company to the Insured under this policy, other than to make the payment required in this subsection, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. (b) To Pay or Otherwise Settle With Parties Other Than the Insured or With the Insured Claimant. (i) To pay or otherwise settle with other parties for or in the name of an Insured Claimant any claim insured against under this policy. In addition, the Company will pay any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay; or (ii) To pay or otherwise settle with the Insured Claimant the loss or damage provided for under this policy, together with any costs, attorneys' fees, and expenses incurred by the Insured Claimant that were authorized by the Company up to the time of payment and that the Company is obligated to pay. Upon the exercise by the Company of either of the options provided for in subsections (b)(i) or (ii), the Company's obligations to the Insured under this policy for the claimed loss or damage, other than the payments required to be made, shall terminate, including any liability or obligation to defend, prosecute, or continue any litigation. 8. DETERMINATION AND EXTENT OF LIABILITY This policy is a contract of indemnity against actual monetary loss or damage sustained or incurred by the Insured Claimant who has suffered loss or damage by reason of matters insured against by this policy. (a) The extent of liability of the Company for loss or damage under this policy shall not exceed the lesser of (i) the Amount of Insurance; or (ii) the difference between the value of the Title as insured and the value of the Title subject to the risk insured against by this policy. (b) If the Company pursues its rights under Section 5 of these Conditions and is unsuccessful in establishing the Title, as insured, (i) the Amount of Insurance shall be increased by 10 %, and (ii) the Insured Claimant shall have the right to have the loss or damage determined either as of the date the claim was made by the Insured Claimant or as of the date it is settled and paid. (c) In addition to the extent of liability under (a) and (b), the Company will also pay those costs, attorneys' fees, and expenses incurred in accordance with Sections 5 and 7 of these Conditions. Form 5011453 (7 -1 -14) Page 4 of 9 ALTA Owner's Policy of Title Insurance (6 -17 -06)1 Washington CONDITIONS (Continued) 9. LIMITATION OF LIABILITY (a) If the Company establishes the Title, or removes the alleged defect, lien, or encumbrance, or cures the lack of a right of access to or from the Land, or cures the claim of Unmarketable Title, all as insured, in a reasonably diligent manner by any method, including litigation and the completion of any appeals, it shall have fully performed its obligations with respect to that matter and shall not be liable for any loss or damage caused to the Insured. (b) In the event of any litigation, including litigation by the Company or with the Company's consent, the Company shall have no liability for loss or damage until there has been a final determination by a court of competent jurisdiction, and disposition of all appeals, adverse to the Title, as insured. (c) The Company shall not be liable for loss or damage to the Insured for liability voluntarily assumed by the Insured in settling any claim or suit without the prior written consent of the Company. 10. REDUCTION OF INSURANCE; REDUCTION OR TERMINATION OF LIABILITY All payments under this policy, except payments made for costs, attorneys' fees, and expenses, shall reduce the Amount of Insurance by the amount of the payment. 11. LIABILITY NONCUMULATIVE The Amount of Insurance shall be reduced by any amount the Company pays under any policy insuring a Mortgage to which exception is taken in Schedule B or to which the Insured has agreed, assumed, or taken subject, or which is executed by an Insured after Date of Policy and which is a charge or lien on the Title, and the amount so paid shall be deemed a payment to the Insured under this policy. 12. PAYMENT OF LOSS When liability and the extent of loss or damage have been definitely fixed in accordance with these Conditions, the payment shall be made within 30 days. 13. RIGHTS OF RECOVERY UPON PAYMENT OR SETTLEMENT (a) Whenever the Company shall have settled and paid a claim under this policy, it shall be subrogated and entitled to the rights of the Insured Claimant in the Title and all other rights and remedies in respect to the claim that the Insured Claimant has against any person or property, to the extent of the amount of any loss, costs, attorneys' fees, and expenses paid by the Company. If requested by the Company, the Insured Claimant shall execute documents to evidence the transfer to the Company of these rights and remedies. The Insured Claimant shall permit the Company to sue, compromise, or settle in the name of the Insured Claimant and to use the name of the Insured Claimant in any transaction or litigation involving these rights and remedies. If a payment on account of a claim does not fully cover the loss of the Insured Claimant, the Company shall defer the exercise of its right to recover until after the Insured Claimant shall have recovered its loss. (b) The Company's right of subrogation includes the rights of the Insured to indemnities, guaranties, other policies of insurance, or bonds, notwithstanding any terms or conditions contained in those instruments that address subrogation rights. 14. ARBITRATION Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title Association ( "Rules "). Except as provided in the Rules, there shall be no joinder or consolidation with claims or controversies of other persons. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this policy, any service in connection with its issuance or the breach of a policy provision, or to any other controversy or claim arising out of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured. All arbitrable matters when the Amount of Insurance is in excess of $2,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award rendered by the Arbitrator(s) may be entered in any court of competent jurisdiction. 15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE CONTRACT (a) This policy together with all endorsements, if any, attached to it by the Company is the entire policy and contract between the Insured and the Company. In interpreting any provision of this policy, this policy shall be construed as a whole. (b) Any claim of loss or damage that arises out of the status of the Title or by any action asserting such claim shall be restricted to this policy. (c) Any amendment of or endorsement to this policy must be in writing and authenticated by an authorized person, or expressly incorporated by Schedule A of this policy. (d) Each endorsement to this policy issued at any time is made a part of this policy and is subject to all of its terms and provisions. Except as the endorsement expressly states, it does not (i) modify any of the terms and provisions of the policy, (ii) modify any prior endorsement, (iii) extend the Date of Policy, or (iv) increase the Amount of Insurance. 16. SEVERABILITY In the event any provision of this policy, in whole or in part, is held invalid or unenforceable under applicable law, the policy shall be deemed not to include that provision or such part held to be invalid, but all other provisions shall remain in full force and effect. 17. CHOICE OF LAW; FORUM (a) Choice of Law: The Insured acknowledges the Company has underwritten the risks covered 'by this policy and determined the premium charged therefor in reliance upon the law affecting interests in real property and applicable to the interpretation, rights, remedies, or enforcement of policies of title insurance of the jurisdiction where the Land is located. Therefore, the court or an arbitrator shall apply the law of the jurisdiction where the Land is located to determine the validity of claims against the Title that are adverse to the Insured and to interpret and enforce the terms of this policy. In neither case shall the court or arbitrator apply its conflicts of law principles to determine the applicable law. (b) Choice of Forum: Any litigation or other proceeding brought by the Insured against the Company must be filed only in a state or federal court within the United States of America or its territories having appropriate jurisdiction. 18. NOTICES, WHERE SENT Any notice of claim and any other notice or statement in writing required to be given to the Company under this policy must be given to the Company at First American Title Insurance Company, Attn: Claims National Intake Center, 1 First American Way; Santa Ana, CA 92707. Phone: 888 -632- 1642. Form 5011453 (7 -1 -14) ?Page 5 of 9 ALTA Owner's Policy of Title Insurance (6- 17 -06)1 Washington' First Amen,- Schedule A Owner's Policy of Title T 'arance ISSUED BY First American Title Insurance Company POLICY NUMBER 2167316 Name and Address of Title Insurance Company: First American Title Insurance Company, 1 First American Way, Santa Ana, CA 92707. File No.: 4209- 2167316 Address Reference: 30414 28th Ave S, Federal Way, Amount of Insurance: $12,450.00 WA 98003 Premium: $380.00 Date of Policy: July 08, 2015 at 5:00 p.m. 1. Name of Insured: City of Federal Way, a Washington municipal corporation 2. The estate or interest in the Land that is insured by this policy is: Fee Simple 3. Title is vested in: City of Federal Way, a Washington municipal corporation 4. The Land referred to in this policy is described as follows: TAKE: THAT PORTION OF THE GRANTOR'S PARCEL DESCRIBED AS FOLLOWS; THE WEST 13.31 FEET OF THE FOLLOWING DESCRIBED PROPERTY: THE WEST 163.00 FEET OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 9, TOWNSHIP 21 NORTH, RANGE 4 EAST, W.M., IN KING COUNTY, WASHINGTON, LYING NORTH OF THE SOUTH 475.00 FEET OF SAID NORTHWEST QUARTER. EXCEPT THE NORTH 117.77 FEET THEREOF; EXCEPT COUNTY ROAD. GRANTOR'S PARCEL: THAT PORTION OF THE NORTHWEST QUARTER OF THE NORTHEAST QUARTER OF THE NORTHEAST QUARTER OF SECTION 9, TOWNSHIP 21 NORTH, RANGE 4 EAST, WILLAMETTE MERIDIAN, IN KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF THE ABOVE DESCRIBED SUBDIVISION; THENCE SOUTH 87 °45'16" EAST PARALLEL TO THE NORTH LINE THEREOF, 30.00 FEET; THENCE SOUTH 1 °30'11" WEST PARALLEL TO THE WEST LINE OF SAID SUBDIVISION 117.77 FEET TO A POINT WHICH IS NORTH 1030'11" EAST 545.00 FEET DISTANCE FROM THE SOUTH Form 5011453 (7 -1 -14) 'Page 6 of 9 ALTA Owner's Policy of Title Insurance (6-17-06) LINE OF SAID SUBDP'TSION AND THE TRUE POINT OF BEGINNIW'' THENCE CONTINUE _ JTH 1 °30'11" WEST 70.00 FEET TO A POi. _ WHICH IS 475.00 FEET DISTANT FROM THE SOUTH LINE OF THE ABOVE DESCRIBED SUBDIVISION; THENCE SOUTH 87 °54'00" EAST PARALLEL TO THE SOUTH LINE THEREOF 133.00 FEET; THENCE NORTH 1 °30'11" EAST 70.00 FEET; THENCE NORTH 87 054'00" WEST 133.00 FEET TO THE TRUE POINT OF BEGINNING. APN: 092104 - 9091 -03 Form 5011453 (7 -1 -14) Page 7 of 9 ALTA Owner's Policy of Title Insurance (6 -17 -06)1 Washington Owner's Policy of Title Insurance ISSUED BY First American Title Insurance Company POLICY NUMBER 2167316 EXCEPTIONS FROM COVERAGE File No.: 4209- 2167316 This policy does not insure against Toss or damage, and the Company will not pay costs, attorneys' fees, or expenses that arise by reason of: Part One: 1. Taxes or assessments which are not shown as existing liens by the records of any taxing authority that levies taxes or assessments on real property or by the public records. 2. Any facts, rights, interests, or claims which are not shown by the public records but which could be ascertained by an inspection of said land or by making inquiry of persons in possession thereof. 3. Easements, claims of easement or encumbrances which are not shown by the public records. 4. Discrepancies, conflicts in boundary lines, shortage in area, encroachments, or any other facts which a correct survey would disclose, and which are not shown by the public records. 5. Any lien, or right to a lien, for services, labor or materials or medical assistance heretofore or hereafter furnished, imposed by law and not shown by the public records. 6. (A) Unpatented mining claims; (B) Reservations or exceptions in patents or in Acts authorizing the issuance thereof; (C) Water rights, claims or title to water; whether or not the matters excepted under (A), (B) or (C) are shown by the public records; (D) Indian Tribal Codes or Regulations, Indian Treaty or Aboriginal Rights, including easements or equitable servitudes. 7. Any service, installation, connection, maintenance, construction, tap or reimbursement charges /costs for sewer, water, garbage or electricity. Form 5011453 (7 -1 -14) Page 8 of 9 ALTA Owner's Policy of Title Insurance (6- 17 -06) Washington' Part Two: 1. Unrecorded leaseholds, if any, rights of vendors and security agreement on personal property and rights of tenants, and secured parties to remove trade fixtures at the expiration of the term. 2. Reservations contained in Deed: Executed By: Jonathan Debeb Recorded: July 08, 2015 Recording Information: 20150708000540 As Follows: A permanent Right -of -Way acquisition for roadway construction and appurtenances. Form 5011453 (7 -1 -14) Page 9 of 9 ALTA Owner's Policy of Title Insurance (6- 17 -06)1 Washington;