HomeMy WebLinkAboutProfessional Service Agreement with Tetra Tech, Inc. for Risk Evaluation Report on Creamery PropertyJ
AGREEMENT
FOR
PROFESSIONAL SERVICES
THIS AGREEMENT, made this ~~ day of May, 2006, by and between the City of
Meridian, a municipal corporation organized under the laws of the State of Idaho, hereinafter referred to as
"CITY", 33 East Idaho Avenue, Meridian, Idaho 83642, and Tetra Tech, Inc, a Delaware Corporation, dba
Maxim Technologies, hereinafter referred to as "CONSULTANT", whose business address is 3380
Americana Terrace Suite 201, P.O. Box 7777 Boise, Idaho 83707
Scope of Services: CONSULTANT shall perform all services, and comply in all
respects, as specified in the document titled "Proposal for Risk Evaluation Report Update,
Former Meridian Creamery Site, Meridian Idaho, dated April 17, 2006, (referred to herein
as the "Scope of Services") a copy of which is attached hereto as Exhibit "A" and
incorporated herein by this reference, together with any amendments that maybe agreed to
in writing by the parties.
2. Time of Performance: This agreement shall become effective upon execution by both
parties, and shall expire upon completion of the Scope of Services, but no later than
September 30, 2006, unless earlier terminated or extended.
Indemnification and Insurance: CONSULTANT shall indemnify and save and hold
harmless CITY from and for any and all losses, claims, actions, judgments for damages, or
injury to persons or property and losses and expenses caused or incurred by
CONSULTANT, its servants, agents, employees, guests, and business invitees to the
extent arising from the negligent performance of the services by CONSULTANT, and not
caused by or arising out of the tortious conduct of CITY or its employees.
CONSULTANT shall maintain, and specifically agrees that it will maintain, throughout
the term of this Agreement, liability insurance in the amounts set forth on the Certificate
of Liability Insurance dated 09/30/2005 by Willis North America, Inc, attached hereto as
Exhibit "B" and incorporated herein. Additionally, CONSULTANT shall maintain
Workers Compensation Insurance, in the statutory limits as required bylaw.
CONSULTANT shall provide CITY with a Certificate of Insurance, or other proof of
insurance evidencing CONSULTANT'S compliance with the requirements of this
paragraph and file such proof of insurance with the CITY. In the event the insurance
amounts are changed, CONSULTANT shall immediately submit proof of compliance with
the changed limits. Evidence of all insurance shall be submitted to the City Clerk with a
copy to Meridian City Accounting, 33 East Idaho Avenue, Meridian, Idaho 83642.
4. Independent Contractor: In all matters pertaining to this agreement, CONSULTANT
shall be acting as an independent contractor, and neither CONSULTANT nor any officer,
employee or agent of CONSULTANT will be deemed an employee of CITY. The
selection and designation of the personnel of the CITY in the performance of this
agreement shall be made by the CITY.
Compensation: CONSULTANT shall be compensated for professional services pursuant
to and specified in attached Exhibit "A" not to exceed $3,003.00.
PROFESSIONAL SERVICES AGREEMENT -page 1 of 4
6. Method of Payment: CONSULTANT will invoice the City of Meridian Accounting
Department at 33 East Idaho Avenue, Meridian, Idaho 83642 directly for all current
amounts earned under this Agreement at the end of each month or upon completion of the
scope of services. The CITY will pay all invoices within thirty (30) days after receipt.
Notices: Any and all notices required to be given by either of the parties hereto, unless
otherwise stated in this agreement, shall be in writing and be deemed communicated when
mailed in the United States mail, certified, return receipt requested, at the addresses set
forth in the first paragraph of this agreement.
Either party may change their address for the purpose of this paragraph by giving written
notice of such change to the other in the manner herein provided.
Attorney Fees: Should any litigation be commenced between the parties hereto
concerning this Agreement, the prevailing party shall be entitled, in addition to any other
relief as may be granted, to court costs and reasonable attorneys' fees as determined by a
Court of competent jurisdiction. This provision shall be deemed to be a separate contract
between the parties and shall survive any default, termination or forfeiture of this
Agreement.
9. Timely Performance: The parties hereto acknowledge and agree that the failure to
timely perform any of the obligations hereunder shall constitute a breach of and a default
under, this Agreement by the party so failing to perform.
10. Assignment: It is expressly agreed and understood by the parties hereto, that
CONSULTANT shall not have the right to assign, transfer, hypothecate or sell any of its
rights under this Agreement except upon the prior express written consent of CITY.
11. Discrimination Prohibited: In performing the Services required herein, CONSULTANT
shall not discriminate against any person on the basis of race, color, religion, sex, national
origin or ancestry, age or disability.
12. Reports and Information: At such times and in such forms as the CITY may require,
there shall be furnished to the CITY such statements, records, reports, data and
information as the CITY may request pertaining to matters covered by this Agreement.
13. Audits and Inspections: At any time during normal business hours and as often as the
CITY may deem necessary, there shall be made available to the CITY for examination all
of CONSULTANT' S records with respect to all matters covered by this Agreement.
CONSULTANT shall permit the CITY to audit, examine, and make excerpts or
transcripts from such records, and to make audits of all contracts, invoices, materials,
payrolls, records of personnel, conditions of employment and other data relating to all
matters covered by this Agreement.
14. Publication, Reproduction and Use of Material: No material produced in whole or in
part under this Agreement shall be subject to copyright in the United States or in any other
country. The CITY shall have unrestricted authority to publish, disclose and otherwise
use, in whole or in part, any reports, data or other materials prepared under this
Agreement. However, it is understood that such documents are prepared as instruments of
service in connection with a certain project and are not intended or represented to be
PROFESSIONAL SERVICES AGREEMENT -page 2 of 4
suitable for reuse by CITY or others on extensions of the project or on any other project.
Any reuse without written verification or adaptation by CONSULTANT for the specific
purpose intended will be at CITY's sole risk and without liability or legal exposure to
CONSULTANT.
15. Compliance with Laws: In performing the scope of services required hereunder,
CONSULTANT shall comply with all applicable laws, ordinances, and codes of Federal,
State, and local governments.
16. Changes: The CITY may, from time to time, request changes in the Scope of Services to
be performed hereunder. Such changes, including any increase or decrease in the amount
of CONSULTANT'S compensation, which are mutually agreed upon by and between the
CITY and CONSULTANT, shall be incorporated in written amendments to this
Agreement.
17. Termination: If, through any cause, CONSULTANT, its officers, employees, or agents
fails to fulfill in a timely and proper manner its obligations under this Agreement, violates
any of the covenants, agreements, or stipulations of this Agreement, falsifies any record or
document required to be prepared under this agreement, engages in fraud, dishonesty, or
any other act of misconduct in the performance of this contract, or if the City Council
determines that termination of this Agreement is in the best interest of CITY, the CITY
shall thereupon have the right to terminate this Agreement by giving written notice to
CONSULTANT of such termination and specifying the effective date thereof at least
fifteen (15) days before the effective date of such termination. CONSULTANT may
terminate this agreement at any time by giving at least sixty (60) days notice to CITY.
In the event of any termination of this Agreement, all finished or unfinished documents,
data, and reports prepared by CONSULTANT under this Agreement shall, at the option of
the CITY, become its property, and CONSULTANT shall be entitled to receive just and
equitable compensation for any work satisfactorily complete hereunder.
Notwithstanding the above, CONSULTANT shall not be relieved of liability to the CITY
for damages sustained by the CITY by virtue of any breach of this Agreement by
CONSULTANT, and the CITY may withhold any payments to CONSULTANT for the
purposes of set-off until such time as the exact amount of damages due the CITY from
CONSULTANT is determined. This provision shall survive the termination of this
agreement and shall not relieve CONSULTANT of its liability to the CITY for damages.
18. Construction and Severability: If any part of this Agreement is held to be invalid or
unenforceable, such holding will not affect the validity or enforceability of any other part
of this Agreement so long as the remainder of the Agreement is reasonably capable of
completion.
19. Entire Agreement: This Agreement contains the entire agreement of the parties and
supersedes any and all other agreements or understandings, oral of written, whether
previous to the execution hereof or contemporaneous herewith.
20. Applicable Law: This Agreement shall be governed by and construed and enforced in
accordance with the laws of the State of Idaho, and the ordinances of the City of Meridian.
PROFESSIONAL SERVICES AGREEMENT -page 3 of 4
21. Approval Required: This Agreement shall not become effective or binding until
approved by the City of Meridian.
CONSULTANT
MAXIM TECHNOLOGIES
BY:
KIRK MILLER, SENIOR PROJECT MANAGER
CITY OF MERIDIAN
BY: /, 4,C~~~
~~~`^"'"~Y de E~RD, MAYOR
Attest: ~~ ~~ ~ °°;.
= i~`3v; v.__.~...
WILLIAM G. BERG, JR., C Y E)•jK ~~ ~`'
°° "! ~~'
~*y.~~
PROFESSIONAL SERVICES AGREEMENT -page 4 of 4
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TECHNOLOGIES
A Dtv1516N OFTEi rv\TECH, INC.
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MAX1M Technologies
3380 Americana Terrace Suite *`201
P.O. $ox ?777
Boise, Idaho 83767
Telephone: (208) 389- 1630
Fax: (208) 389- 1183
4342PRO.000
20b-342
April 17, 2006
Mr. Ted Baird
Deputy City Attorney
City of Meridian
33 East I daho Avenue
Meridian, Idaho 83642
SUBJECT: Proposal for Risk Evaluation Report Update, Former Meridian Creamery Site, Meridian.
Idaho.
Dear Mr. Bird:
Maxim Technologies is pleased to submit this proposal to update a risk assessment report far the fonrier
Meridian Creamery site located on the southeast corner of Meridian Road and Broadway Avenue in
Meridian, Idaho. We are familiar with the environmental issues regarding the pro perry, having reviewed the
Targeted Brownfields Assessment report dated May I I, 2005 that was prepared by Weston Solutions fcr
the EPA and previous reports prepared by Maxim Technologies. We understand that the City of Meridian is
interested in purchasing the property for a location to construct a new City Hall.
The Idaho DEQ Risk Evaluation Manual {REM) does not address asbestos, therefore, removal or abacemerl*_
of asbestos in the buildings is not included in this evaluation.
SCOPE OF WORK
Based on our conversations with you, we have developed the following scope of work to meet the projzct
objectives.
Task I -Groundwater Sampling. Maxim installed four groundwater monitoring wells at the site
during our investigation for the DEQ in October 2004. This included two wells between tFie property
and the former gasoline station east of the site. No petroleum compounds were detected in the wate~-
samples, but various metals were. Organic compounds, possibly related to petroleum contamination,
were found along with metals in groundwater samples collected' during the Weston Solutian~.
investigation.
We propose to sample the four wells to evaluate current groundwater conditions. The sarnpl~ng
program will consist of measuring depth to water in each available monitoring well, creating a
groundwater Contour map displaying the apparent groundwater flow direction, purging three to your
volumes of water from each of the wells, and the collecting a groundwater sample from each of the
wells, The samples will be analyzed for 10 different metals arsenic, barium, cadmium chrornium, lead..
mercury, selenium, silver, thallium, and vanad+um), and volatile organic compounds (wF-ich includes
04-17-06 14:18 TO:MERIDIAN HUMAN RE50URCE5 FROM: 2083891183
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several chemicals found in gasoline). This analyze list was created based on the results of previous
groundwater sampling at the property.
Task T -Risk Evaluation Update. The existing assessment of the property will be updated using ;he
Idaho DEQ's risk evaluation program. The risk evaluation process includes identifying receptors that
may be exposed to the contaminants based on present and possible future land uses, as wel! as tl,c
pathways through which the receptors may be exposed. Representative concentrations of contam;Hants
in soil and groundwater are calculated using existing data. Computer modeling is used co calculate the
excess cancer risk and hazards to the receptors. If the excess cancer risk or hazard is greater liian
DEQ guidelines, the computer modeling will calculate appropriate clean up levels. A report of the
findings, similar to the report prepared for Steel Ventures, will be prepared.
COST ESTIMATE
The attached cost estimate spreadsheet presents estimated costs for completing the work described above.
Out total estimated cost is approximately $3,003. This cost estimate assumes that the information
gathered, and modeling performed by Maxim for Steel Venwres can be used in the report for the City of
Meridian. If actual costs are anticipated to exceed our estimate, we will notify you in advance. The City of
Meridian will be billed only for costs incurred. If this proposal is acceptable, please indicate by signing and
returning the attached agreement for professional services.
SCHEDULE
We can initiate this project immediately and anticipate submittal of our report within three weeks of
receiving authorization to proceed. We appreciate the opportunity to be of service on this project.
Respectfully Submitted,
~~, p~~,~
Ron Phillips
Project Scientist
RP/KAMIIc
Attachment Cost Estimate Breakdown
Agreement for Professional Services
irk Miller
Seniar Project Manager
04-17-06 14:18 TO:MERIDIAN HUMAN RESOURCES FR014:2083891183 r"~-'
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84-17-06 14:19 TO:MERIDIAN HUDiAN RE50URCES FF.ON:20c3831123
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ACORDTM CERTIFICATE OF LIABILITY INSURANCE page 1 of 2 09/30/2005
PRODUCER 877-945-7378 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Willie North America, Inc. -Regional Cert Center HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
26 Century Blvd. ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
P. O. Hox 305191
Nashville, TN 372305191 INSURERS AFFORDING COVERAGE NAIC#
INSURED Maxim Technologies INSURER A:ACH American Insurance Com an 22667-011
350 North Saint Paul INSURER B:Contiaental Caeualt Com as 20943-002
Suite 2875
Dallas, TX 75201 INSURER C:indemnit insurance Com an of North Amer 43575-001
INSURER D: American International S ecialt Lines In 26883-000
INSURER E:
rnvcoer_cc
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
MAY PERTAIN
,
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR DD'
NSR TYPE OF INSURANCE POLICY NUMBER PDA EYMMFDCTIVE POLATE MM%DD TION
LIMITS
A GENERAL LIABILITY HDOG21724798 10/1/2005 10/1/2006 EACH OCCURRENCE s 1 OOO OOO
X
COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED
PREMISES Ea occurence
$ 1 O O O O OO
CLAIMS MADE a OCCUR MED EXP An one person $ 1 O O O O O
X COIItraCt Liab. PERSONALBADVINJURY $ 1 OOO OOO
X II COVerage
X
C GENERAL AGGREGATE $ 2 OOO OOO
,
,
GEN'LAGGREGATELIMRAPPLIESPER: PRODUCTS-COMP/OPAGG S 2 OOO OOO
POLICY X JECT LOC
$ AU TOMOBILELUIBILITV BUA2074970365 10/1/2005 10/1/2006 COMBINED SINGLE LIMIT S 2, 000, OOO
X ANY AUTO (Ea accident)
X ALL OWNED AUTOS BODILYINJURV
$
SCHEDULED AUTOS (Per person)
][ HIRED AUTOS BODILY INJURY $
X NON-OWNEOAUTOS (Peraccidenl)
PROPERTY DAMAGE
(Per accdent) $
GARAGE LU\BILITY AUTO ONLY-EA ACCIDENT $
ANY AUTO OTHER THAN EA ACC $
AUTO ONLY: qGG $
A EXCESS LIABILITY XOOG22912100 10/1/2005 10/1/2006 EACH OCCURRENCE $ 5 000 000
)( OCCUR ~ CLAIMSMADE AGGREGATE $ 5 OOO OOO
DEDUCTIBLE $
RETENTION $ $
A WORKERS COMPENSATION AND WI SCFC44335207 10/1/2005 10/1/2006 X TORY LIMITS OER
C EMPLOYERS' LIABILITY
AOS WLRC44335244
10/1/2005
10/1/2006
E.L. EACH ACCIDENT
$ 1 OOO OOO
ANY PROPRIETOR/PARTNER/EXECUTIVE
A OFFICER/MEMBEREXCLUDED7 WLRC44335219 10/1/2005 10/1/2006 E.L. DISEASE-EA EMPLOYEE $ 1 OOO OOO
If yes, describe under
SPECIAL PROVISIONS below
E.L. DISEASE -POLICY LIMIT
$ l O O O O O O
D OTHER 000001952583 10 1 2005 10 1 2006 $5,000,000. Hach Claim
Professional $5,000,000. Aggregate
Pollution/860 Legal Liab. $ 250,000. Retention Claim
Max. Claim durin olic ear
DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECUIL PROVISIONS
I+G~TIGIP ATC 1.1!11 nco CANCFI I ATIAN
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES SE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 3 O DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRE EN TIV
Sample AUTH ESENTI,TIVE
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ACORD25(2001/OS) Co 11:1417193 Tp1:415775 Cert:6264'849 Unt;vrcuVVKrurct+llvrl IDVO