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HomeMy WebLinkAboutAgreements/Contracts - Public WorksGRANT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submitted to the Clerk of the Board by 12:00pm on Thursday) REQUESTING DEPARTMENT: PUBLIC WORKS REQUEST SUBMITTED BY:Victoria Seim CONTACT PERSON ATTENDING ROUNDTABLE: John BI'ISS@y CONFIDENTIAL INFORMATION: ❑YES 0 NO DATE:08.26.2025 PHONE: 509-754-6082 [win &all g ❑Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment ❑ARPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑ Computer Related ❑County Code ❑ Emergency Purchase ❑ Employee Rel. ❑ Facilities Related ❑ Financial ❑ Funds ❑ Hearing ❑ Invoices / Purchase Orders ❑ Grants — Fed/State/County ❑ Leases ❑ MOA / MOU El Minutes ❑Ordinances El Out of State Travel ❑Petty Cash ❑ Policies ❑ Proclamations D Request for Purchase ❑ Resolution DRecommendation ❑Professional Serv/Consultant ❑Support Letter ❑Surplus Req. ❑Tax Levies ❑Thank You's ❑Tax Title Property ❑WSLCB �:-R A--�- .��,� Request for approval of Grant County Public Works Notice to Consultants for Westshore Drive Reconstruction Right -Of -Way Services, expected to begin immediately and to continue for approximately 6 months unless it becomes necessary to extend it further. If necessary, was this document reviewed by accounting? ❑ YES ❑ NO 0 N/A If necessary, was this document reviewed by legal? 0 YES ❑ NO ❑ N/A l art DATE OF ACTION: ZlQ Z APPROVE: DENIED D1: D2: K- �- D3: ARRTAIN DEFERRED OR CONTINUED TO: 4/23/24 GRANT COUNTY PUBLIC WORKS NOTICE TO CONSULTANTS FOR WESTSHORE DRIVE RECONSTR UCTION RIGHT -OF. WA Y SE R VICES Grant County Public Works solicits interest from consulting finns with expertise in Negotiations, Relocation, Acquisition, Appraisal, Appraisal Review and Property Management of Real Estate. The County is seeking these services to begin immediately and anticipates this agreement will be for approximately 6 months in duration with the option for Grant County Public Works to extend it for additional time and money if necessary. Consultants will be considered for the following project. Grant County Public Works reserves the right to amend terms of this "Request for Qualifications" (RFQ) to circulate various addenda, or to withdraw the RFQ at any time, regardless of how much time and effort consultants have spent on their responses. Pro ription iect Dese The work to be perfortned by the CONSULTANT consists of evaluating the construction impact of several properties on Westshore Drive and assisting the County to secure rights of way and/or temporary construction easements. Prepare and provide all documentation needed for the project ROW Negotiation, Appraisal, Appraisal Review. The CONSULTANT will be required to comply with all Fed6ral and State laws, and the WSDOT Local Agency Guidelines (LAG) manual pertaining to the ROW process and Negotiation, Appraisal, Appraisal Review and Acquisition of Real Property. The major features of the project are as follows: * Valuation of Construction impacts on 71 properties. a Negotiations with Property owners. * Acquisition and final payment. Please Note: A consulting firm may complete the appraisal and the appraisal review as long as the reports are completed independently, In addition, in order to avoid conflict of interest the consultant(s) performing the acquisition/negotiation cannot be involved in the appraisal review process. Contract Type: Negotiated Hourly Rate with a maxiinum not to exceed, Evaluation Criteria Submittals will be evaluated and ranked based on the following criteria: 1) Qualification of Proposed Project Manager 2) Qualifications/Expertise of Firm 3) Ability to meet schedule 4) Approach to project 5) Familiarity with WSD0T/FHWA/AASHT0/County standards 6) Past Perfonnance/References 7) Adequate licensure to perform and complete the project 9) Experience with Local Agencies DOT 140-564 Page I of 2 612021 Submittal Submittals should include the following information.- Firm name, phone and fax numbers; Name of Principal - in. -Charge and Project Manager; and Number of employees in each firm proposed to project. Please submit FOUR copies of your Statement of Qualifications to: Grant County Public Works, 124 Enterprise St. S.E. Ephrata WA 98823, Bob Bersanti no later than 10:00 a.m. on August 12, 2025. Submittals will not be accepted after that time and date. Any questions regarding this project should be directed to Bob Bersanti, at (509)754-6082 ext. 3503 ). Americans with Disabilities Act-(ADA) Information Grant County Public Works in accordance with Section 504 of the Rehabilitation. Act (Section 504) and the Americans with Disabilities Act (ADA), commits to nondiscrimination on the basis of disability, in all of its programs and activities. This material can be made available in an alternate format by emailing Bob Bersanti at bbersanti( ,grantcountywa.goy or by calling collect (509)754-6082 ext. 3503. Title VI Statement Grant County Public Works, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. 2000d to 2000d-4) and the Regulations, hereby notifies all bidders that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award." Z!) Dates of publication in the Columbia Basin Herald: July 22, 2025, and July 29, 2025. DOT 140-564 Page 2 of 2 6/2021 Agreement NLimber: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Does this Require DES fillilp? ❑Yes ❑ No Firm/Organization Legal Name (do not use dba's): Universal Field Services, Inc. Address Federal Aid Number I I I Main Street, Suite 105 Edmonds., WA 98020 UBI Number Federal TIN or SSN Number 600 019 563 730676799 Execution Date Completion Date January, 30, 2-0026 1099 Form Required Federal Participation [:] Yes No ❑ Yes 0 No Project Title Westshore Drive Reconstruction Description of Work Right of way services to secure temporary easements for 70 driveway reconnections on the Westshore Drive Reconstruction project. ❑ Yes % Q No DBE Participation Maximum Amount Payable: $31,917.00 ❑ Yes % No MBE Participation Yes % No WBE Participation ❑ Yes % No SBE Participation Index of Exhibits Exhibit A Scope of Work Exhibit B DBE Participation Exhibit C Preparation and Delivery of Electronic Engineering and Other Data Exhibit D Prime Consultant Cost COMPLItations Exhibit E SLib-consultant Cost Computations Exhibit F Title VI Assurances Exhibit G Certification Documents T7 — L iLi t I iAW13441 Exhibit I Alleged Consultant Design Error Procedures Exhibit J Consultant Claim Procedures Agreement Ntimber: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 1 of 11 Revised 41412016 THIS AGREEMENT is made and entered into as shown in the "Execution Date" on page one (1) M' the heading of this AGREEMENT, between the GRANT COUNTY,, STATE OF WASHINGTON hereinafter called the "AGENCY," and the name/organization referenced on page one (1) in the heading of this AGREEMENT, hereinafter called the "CONSULTANT." WHEREAS, the AGENCY desires to accomplish the work referenced in the section T. "Description of Work" section of this AGREEMENT and hereafter called the "SERVICES"; and does not have sufficient staff to meet the required commitment and therefore deems it advisable and desirable to engage the assistance of a CONSULTANT to provide the necessary SERVICES; and WHEREAS, the CONSULTANT represents that they comply with the Washington State Statutes relating to professional registration, if applicable, and has signified a willingness to furnish consulting Services to the AGENCY. NOW, THEREFORE, in consideration of the terms and conditions contained herein, or attached and incorporated and made a part hereof, the AGENCY, and the CONSULTANT mutually agree as follows-, Deser'tion of Work IP The Scope of Work and projected level of effort required for these SERVICES is described in Exhibit "A" attached hereto and by this reference made a part of this AGREEMENT. If, due to the CONSULTANT'S error or oversight, corrections to the SERVICES contracted for herein are necessary, the CONSULTANT will make such corrections at no additional cost- to the AGENCY and will submit such corrections to the AGENCY within ten (10) days of receipt of the AGENCY'S request, Ii. General Requirements CONSULTANT shall., at all times, comply with all applicable federal, state and local laws, codes, ordinances, rules, regulations, decrees, directives, guidelines,, etc., (together "Laws") whioh may impact or apply to the performance of SERVICES under this AGREEMENT, regardless of whether such Laws axe modified or axe enacted during the term of this AGREEMENT, Period of Performance This AGREEMENT shall commence on the date executed by the AGENCY and the CONSULTANT shown in "Execution Date" in the- heading of this AGREEMENT on page one (1) and shall be completed ..on the date shown in "Completion Date" in the heading of this AGREEMENT on page one (1), unless modified by a written AGREEMENT revision extending the "Completion Date" or unless terminated sooner as provided herein. Upon completion or termination of this AGREEMENT, the CONSULTANT shall turn over all documents, records and file materials to the AGENCY, 41 * TV Payment Provisions _&0 The CONSULTANT shall be paid by the AGENCY for completed SERVICES -rendered under this AGREEMENT as provided hereinafter, Such payment shall be full compensation for SERVICES performed or SERVICES rendered and for all labor, materials, supplies, equipment, and incidentals necessary to complete SERVICES. The CONSULTANT shall conform to all applicable portions of 48 CFR Part 31 (www.ecfr.gov). Agreement Numben Local Agency Real Estate Professional Services Negodatod Hourly Rate Consultant Agreement Page 2 of 11 Revised 41412016 A. Hourly Rates-, The CONSULTANT shall be paid by the AGENCY for work done, based upon the negotiated hourly rates shown in Exhibits "D" and "E" attached hereto and by reference made part of this AGREEMENT. The accepted negotiated rates shall be memorialized in a final written acknowledgement between the parties. Such final written aclmowledgement shall be incorporated into, and become a part of, this AGREE, MENT. The initially accepted negotiated rates shall be applicable from the approval date, as memorialized in a final written aolmowledgement, to 180 days following the CONSULTANT's fiscal year end (FYE) date. The accepted negotiated hourly rates, as shown on Exhibits "D" and "E" shall be subject to renegotiations for each subsequent twelve (12) month period (180 days following FYE date to 180 days followina FYE date) upon written request of the CONSULTANT or the AGENCY. The written request must be made to the other party within ninety (90) days following the CONSULTANT's FYE date. If no such written request is made, the initial twelve (12) month negotiated hourly rates, as shown on Exhibits "D" and "E" will remain in effect for the next twelve (12) month period, Conversely, if a timely request is made in the manner set forth above, the parties will commence negotiations to determine the new hourly rates that will be applicable for the next twelve (12) month period. Any agreed to renegotiated rates shall be memorialized in a final written acknowledgement between the parties. Such final written acknowledgement shall be incorporated into, and become a part of, this AGREEMENT. If requested, the CONSULTANT shall provide current payroll register and classifications to aid in negotiations. If the parties cannot reach an agreement on the new hourly rates, the AGENCY may perform an audit of the CONSULTANT's books and records to determine the CONSULTANT's actual costs. The audit findings may be used to establish the new hourly rates that will be applicable for the next twelve (12) month period. The fixed fee as identified in Exhibits "D" and "E" shall represent a value to be applied throughout the life of the AGREEMENTO The CONSULTANT shall maintain and have accessible support data for verification of the components of the hourly rates, i.e., direct. (raw) labor, indirect cost rate, and fixed fee (profit) percentage, If the classification ranges (A.ctuals not to Exceed Table) are utilized, the CONSULTANT shall bill each employee's actual classification, and actual salary plus indirect cost rate plus fixed fee witbin the appropriate classification ranges. B, 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 fees of sub -consultants. Air or train travel will be reimbursed only to lowest price available, 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-accordane.e...... with the..-.A-GENC.-Y-,.-.-W-ashingt.on---Sta.t.c..D-e.p.artment--of..Tr.ansport-ation (WSDOT)'s Accounting Manual M 13-82, Chapter 10 - Travel Rules and Procedures, and all revisions thereto. Air, train and rental card costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFI .) Part 31.205-46 "Travel Costs." The billing for Direct Non -salary Costs shall include an itemized listing of the charges directly identifiable with these SERVICES. The CONSULTANT shall maintain the original supporting documents in their office. Copies of the original supporting documents shall be supplied to the AGENCY upon request. All above charges must be necessary for the SERVICES p 'ded -under this AGREEM ENT. provided Agreement Number: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 3 of 11 Revised 41412016 C. Maximum Amount Payable: The Maximum Amount Payable by the AGENCY to the CONS-ULTANT under this AGREEMENT shall not exceed the amount shown in the heading of this AGREEMENT on page one (1,) The Maximum Amount Payable does not include payment for extra work as stipulated in section X111, "Extra Work." No minimum amount payable is guaranteed under this AGREEMENT. D. Monthly Progress Payments: Progress payments may be claimed on a monthly basis for all costs authorized in A and B above, The monthly billings shall be supported by detailed statements for hours expended at the rates established in Exhibit "D," including names and classifications of all employees, and billings for all direct non -salary expenses. To provide a means of verifying the billed salary costs for the CONSULTANT's employees, the AGENCY may conduct employee interviews. These interviews may consist of recording the names, titles, salary rates, and present duties of those employees perfortning work on the SERVICES at the time of the interview. E. 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 SERVICES 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, whieh 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 agreernont as to the appropriateness of any item and at the time of final audit all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) calendar days of notice of the overpayment. Such refund shall not constitute a waiver by the CONSULTANT for any claims relating to the validity of a finding by the AGENCY of overpayment. Per the WSDOT"s "Audit Guide for Consultants," Chapter 23 "Resolution Procedures," the CONSULTANT has twenty (20) working days after receipt of the final Post Audit to begin the appeal process to the AGENCY for audit findings. F. Inspection of Cost Records: The CONSULTANT and their sub -consultants shall keep available for inspection by representatives of the AGENCY, the State, and the United States, for a period of six (6) years after receipt of final payment, the cost records and accounts pertaining to this AGREEMENT and all items related to or bearing -upon these records with the following exception: if any litigation, claim or audit arising out of, in connection with, or related to this AGREEMENT is initiated before the expiration of the six (6) year period, the cost records and accounts shall be retained until such litigation, claim, or audit involving the records is completed. An interim or post audit may be perfortned on this AGREEMENT. The audit, if any, will be performed by the State Auditor, WSDOT's Internal Audit Office and / or at the -request of the AGENCY's Project Manager. V Compensation The CONSULTANT shall be paid $3 1 917.00 for all SERVICES and expenses under this AGREEMENT, provided that the total reimbursement under this AGREEMENT shall not exceed $31,917.00 Such payment shall include all the CONSULTANT'S expenses in the performance of this AGREEMENT unless otherwise Agreement Number: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 4 of 11 Revised 41412016 OFov%eeifled in Section XVII "Special Provisions," The CONSULTANT'S invoice shall include: the project title, description of the services rendered, and the dates worked. Records and Accounts The CONSULTANT and any authorized sub -consultant, or any other person or firm, shall keep detailed records relating to the charges made and expenses incurred for work required by this AGREEMENT. The CONSULTANT's accounting records pertaining to this AGREEMENT shall be available for inspection by representatives of the AGENCY, the State, and the United States, at the office of the CONSULTANT. The CONSULTANT shall include in any sub -consultant agreetnent/contract or any agreement/contract with any person or finn a provision requiring such sub -consultant, person, or firm to make its financial records available for inspection by the AGENCY in accordance with this provision. The accounting record referred to in the preceding paragraph shall be available for inspection during nonnal business hours and shall be retained by the CONSULTANT or sub -consultant, or any other person or firm, for a period of three (3) years following final payment from the AGENCY to the CONSULTANT with the following exception: if any litigation, claim, or audit i's started before the expiration of the three (3) year retention period, the records shall be retained until all litigation, claim, or audit findings involving the records have been resolved. The CONSULTANT further agrees that any duly authorized representative of the AGENCY, the State or of the United States, in the official conduct of its business shall have access to and the right to examine any directly pertinent boolcs, documents, papers, photographic negatives, and records of the CONSULTANT involving the SERVICES provided under the tenns of this AGREEMENT at any time during normal business hours during the life of this AGREEMENT and for three (3) years after the date of the final payment under this AGREEMENT. An audit may be performed on this AGREEMENT. The audit, if any, will be performed by the State Auditor, WSDOT's Internal Audit Office and / or at the request of the AGENCY's Project Manager. VII, Performance of Services In the performance of the SERVICES under this AGREEMENT, the CONSULTANT shall comply with all applicable AGENCY regulations, State and Federal laws, regulations and procedures. 1. Non -delegation The SERVICES to be Wmished under the terms of this AGREEMENT shall be performed by the CONSULTANT and the CONSULTANT'S bona fide employees, and shall not be delegate-d to any other person or firm. 2. Subcontracting The CONSULTANT shall not hire sub -consultants or any other person or firm to provide SERVICES under this AGREEMENT except pursuant to a revision of this AGREEMENT as authorized in Section VIII "Modification of Agreement." All applicable portions of this AGREEMENT shall be contained in the subcontract between the CONSULTANT and its sub-consultant(s), The CONSULTANT shall remove any employee from assignment to perform SERVICES under. this AGREEMENT 'immediately upon receipt of written request to do so from the AGENCY. Agreement Number. - Local Agency Real Estate Professional Services Negatfated Hourly Rate Consultant Agreement Page 5 of 11 Revised 41412016 The CONSULTANT warrants that, if it is full or partially employed by any public agency other than the AGENCY, its acceptance of this AGREEMENT is with the consent of such agency; that the CONSULTANT shall spend no time ill the performance require in this AGREEMENT during which time the CONSULTANT should normally be employed and paid by such agency; and that the acceptance of this AGREEMENT will not interfere with any obligations the CONSULTANT may have to such agency. VIII. Einploj.-,inent and Organizational Coifflict qfInterest 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 SCCUre this AGREEMENT, 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 AGREEMENT. For breach or violation of this warrant, the AGENCY shall have the right to annul this AGREEMENT without liability or, in its discretion., to deduct from this AGREEMENT price or consideration or otherwise recover the ftill amount of such fee, commission, percentage, broke -rage fee, gift, or contingent fee, ,Any and all employees of the CONSULTANT or other persons while engaged in the perfon-riance 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 third party as a consequence of any act or omission on the part of the CONSULTANT'S employees or other persons while so engaged on any of the work or SERVICES provided to be rendered herein, shall be the sole obligation and responsibility of the CONSULTANT. The CONSULTANT shall not engage, on a full- or part-time basis, or other basis, during; the period of this AGREEMENT, any professional or technical personnel who are, or have been, at any time during the period of this AGREEMENT, in the employ of the United States Department of Transportation or the AGENCY, except regularly retired employees, without written consent of the public employer of such person if he/she will be working on this AGREEMENT for the CONSULTANT. The CONSULTANT shall comply with the Federal Fair Labor Standards Act and any other legislation affecting its employees and the rules and regulations issued there Linder; and shall save the AGENCY free, clear and harmless from all actions, claims, demands and expenses arising out of said Act and any rules and regulations that are or may be promulgated in connection therewith. The CONSULTANT assumes full responsibility for the payment of all. payroll taxes, use, sales, income or any other form of taxes, fees, licenses, excises, or payments required by any Federal or State legislation which are now or which may be enacted during the term of this AGREEMENT as to all the CONSULTANT'S employees, and as to all the duties, activities, and requirements of the CONSULTANT in the perfonnance of this AGREEMENT. The CONSULTANT shall comply with the WSDOT'S Organizational Conflict of Interest Policy, WSDOT C� Manual 3043 and revisions thereto h'ttp://ww­w. ws dot. wa. 1 1 I - /Publ *cat* ons"ManUals/M3043.htm, and its requirements for employees, the CONSULTANT firm and any entities created to do business with the AGENCY. Agreement Number: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 6 of 11 Revised 41412016 Ix. X 6-ndiscrimination it During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees and successors in interest, agrees as follows: 1. Compliance with Laws and Regulations The CONSULTANT shall comply with the regulations relative to nondiscrimination in Federally assisted programs of the Department of Transportation, 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. The CONSULTANT shall comply with the State Law Against Discrimination, Chapter 49.60 RCW and any REGULATIONS adopted thereto, 2. Nondiscrimination The CONSULTANT with regard to the work performed by it during the AGREEMENT, shall not discrimm*ate on the grounds of age, sex, marital status, race, creed, color, national Origin, or the presence of any sensory, mental, or physical handicap unless based -upon a bona fide occupational qualification, in the selection and retention of subcontractors including procurements of materials and leases of equipment. The CONSULTANT shall not participate either directly or 'Indirectly in the discrimination of prohibited by Chapter 49.60 RCW or by section 21.5 of the REGULATIONS, including employment practices when the AGREEMENT covers a prograin set forth in Appendix B of the REGULATIONS. 3. Solicitation for Sub -consultants, Including Procurement of Materials and Equipment In all solicitations either by competitive bidding or negotiation made by the CONSULTANT for work to be performed under a subcontract, 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 nondiscrimination on the above grounds. 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 or other sources of information, and its facilities as may be determined by the AGENCY or the Federal Highway Administration to be pertinent to ascertain compliance with such REGULATIONS, directives or laws.. Where any information required of a CONSULTANT is in. the exclusive possession on of another who fails or refused to furnish this infortnation, the CONSULTANT shall so certify to the AGENCY, WSDOT, or the Federal Highway Administration as appropriate, and shall set forth what efforts it has made to obtain the information. 5. Sanctions for Noncompliance In the event of the CON IC noncompliance with the discrimination provisions of this AGREEMENT,. fie . AGENCY shall *jpp.pse such AGREEMENT sanctions as it m determine to be -4y appropriate, including but not limited to (1) withholding of payments to the CONSULTANT under this AGREEMENT until the CONSULTANT eomplies, and/or (2) cancellation, termination, or suspension of this AGREEMENT in whole or in part. 6. Incorporation of Provisions The CONSULTANT shall include the provisions of paragraphs I through 6 in every subcontract, including procurements 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 subcontract or procurement as the AGENCY, WSDOT, or Federal Highway Administration may direct as a means of Agreement Number: Local Agenoy Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 7 of 11 Revised 41412016 enforcing such provisions 'Including sanctions for noncompliance-- provided, however, that, in the event a CONSULTANT becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the CONSULTANT may request the AGENCY to enter into such litigation to protect the interests of the AGENCY and / or SDOT; and, in addition, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States. X Termination The right is reserved by the AGENCY to terminate this AGREEMENT at any time with or without cause upon ten (10) days written notice to the CONSULTANT, In the event this AGREEMENT is terminated by the AGENCY, other than for default on the part of the CONSULTANT, a final payment shall be made to the CONSULTANT 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 SERVICES. In addition, the. CONSULTANT shall be paid for any authorized extra work completed. No payment shall be made for any SERVICES completed after ten (10) days following receipt by the CONSULTANT of the notice to terminate. If the accumulated payment made to the CONSULTANT prior to Notice of Termination exceeds the total amount that would be due when computed as set forth in paragraph two (2) of this section, than no final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. . In the event of a termination for default, the amount to be paid to the CONSULTANT shall be determined by the AGENCY with consideration given to the actual costs incurred by the CONSULTANT in performing SERVICES to the date of termination, the amount of SERVICES originally required which was satisfactorily completed to date of tennination, whether that SERVICE is M` a form or a type which is usable to the AGENCY at the time of termination, the cost to the AGENCY of employing another firm to complete the SERVICES required and the time which may be required to do so, and other factors which affect the value to the AGENCY of the SERVICES performed at the time of termination. Under no circumstances shall payment made under this subsection exceed the amount, which,would have been made using the formula set forth in paragraph two (2) of this section. If it is deter pined for any reason that the CONSULTANT was not in default or that the CONSULTANT's failure to perform is without the CONSULTANT's or its employee's fault or negligence, the termination shall be deemed to be a termination for the convenience of the AGENCY. In such an event, the CONSULTANT would be reimbursed for actual costs in accordance with the termination for other than default clauses listed previously. The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any inember, partner, or officer of the CONSULTANT or the death or change of any of the CONSULTANT's supervisory and/or other key personnel assigned to the project or disaffiliation of any principally involved CONSULTANT employee. The CONSULTANT shall also notify the AGENCY, in. writing, in the event of the sale or transfer of 50% or more of the beneficial ownership of the CONSULTANT within 15 days of such sale or transfer occurring. The CONSULTANT shall continue to be obligated to complete the SERVICES under the terms of this AGREEMENT unless the AGENCY chooses to terminate this AGREEMENT for convenience or Agreement Number: XM"x;k=M MIOWn-vamm "h%*M4X$M Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 8 of 11 Revised 41412016 chooses to renegotiate any term(s) of this AGREEMENT. If termination for convenience occurs, final payment will be made to the CONSULTANT as set forth 'in the second and third paragraphs of this section, Payment for any part of the SERVICES by the AGENCY shall not constitute a waiver by the AGENCY of any remedies of any type it may have against the CONSULTANT for any breach of this AGREEMENT by the CONSULTANT, or for failure of the CONSULTANT to perform.SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not constitute waiver of entitlement to exercise those rights with respect to any future act or omission by the CONSULTANT, X1, Disputes Any disputed issue not resolved pursuant to the tenns of this AGREEMENT shall be submitted in writing within 10 days to the Director of Public Works or AGENCY Engineer, whose decision in the matter shall be final and binding on the parties of this AGREEMENT, provided however, that if an action is brought challenging the Director of Public Works or AGENCY Engineer's decision, that'decision shall be subjected to judicial review. If the parties to this AGREEMENT mutually agree, disp-ates concerning alleged design errors will be conducted under the procedures found in Exhibit "J". In the event that either party deem it necessary to institute legal action or proceeding to enforce any right or obligation under this AGREEMENT, this action shall be initiated in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. The parties hereto agree that all questions shall be resolved by application of Washington law and that the parties have the right of appeal from such decisions of the Superior Court in accordance with the laws of the State of Wash' ton. The CONSULTANT hereby consents to the personal Jurisdiction of the Superior Court of Ing the State of Washington, situated. in the county in which the AGENCY is located. A71. Legal Relations The CONSULTANT, any sub -consultant, and the AGENCY shall comply with all Federal, State, and local laws, rules, codes, and regulations applicable to the work to be performed under this AGREEMENT, This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington.. The CONSULTANT shall defend, indemnify, and hold the State of Washington (STATE) and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the negligence of, or the breach of any obligation under this AGREEMENT by, the CONSULTANT or the CONSULTANT'S agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable; provided that nothing herein shall require a CONSULTANT to defend or indemnify the STATE and the AGENCY against and hold harmless the STATE and AGENCY from clalims, demands or suits based solely upon the negligence of, or breach of any obligation under this AGREEMENT by the STATE and the AGENCY, their agents, officers, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the STATE and / or the AGENCY may be legally liable; and -provided further that if the claims or suits are caused by or result from the concurrent negligence of (a) the CONSULTANT or the CONSULTANT'S agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT is legally liable, and {b) the STATE and / or AGENCY, their agents, officers, employees, sub -consultants, subcontractors and or vendors, of any tier, or any other persons for whom the STATE and / or AGENCY may be legally liable, the indemnity obligation shall be valid and enforceable only to the extent of the CONSULTANT'S negligence or the negligence of the CONSULTANT'S agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable. This provision shall be included in any AGREEMENT between CONSULTANT and any sub -consultants, subcontractor and vendor., of any tier. Agreement Number: 4"im KUWWWWWW"M Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 9 of 11 Revised 41412016 The CONSULTANT shall also defend, indemnify, and hold the STATE and the AGENCY and their officers and employees harmless from all claims, demands, or suits at law or equity arising in whole or in part from the alleged patent or copyright 'infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions by the CONSULTANT or the CONSULTANT'S agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, in performance of SERVICES under this AGREEMENT or arising out of any use in connection with the AGREEMENT of methods, processes, designs, information or other items furnished or communicated to STATE and / or AGENCY, their agents, officers and employees pursuant to the AGREEMENT; provided that this indemnity shall not apply to any alleged patent or copyright infringement or other allegedly improper appropriation or use of trade secrets, patents, proprietary information, know-how, copyright rights or inventions resulting from STATE's and / or AGENCY's, their agents', officers' and employees' failure to comply with specific written instructions regarding use provided to STATE and / or AGENCY, their agents, officers and employees by the CONSULTANT, its agents, employees, sub -consultants, subcontractors or vendors, of any tier, or any other persons for whom the CONSULTANT may be legally liable, The CONSULTANT'S professional liability to the AGENCY, including that which may arise in reference to Section XITT "Insurance" of this AGREEMENT, shall be litnited to the total amount of the AGREEMENT or one million dollars ($1,000,000.00), whichever is greater, In no case shall the CONSULTANT'S professional liability to third parties be limited in any way, The CONSULTANT specifically assumes potential liability for actions brought by the CONSULTANT'S own employees or its agents against the STATE and / or 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 R.C. XHI. Independent Contractor The CONSULTANT shall be deemed an independent contractor for all purposes. The CONSULTANT and its employees and any authorized sub -consultants, or any other person of firm, shall not be deemed the employees of the AGENCY for any purpose. A7V. Insurance The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required, insurance with companies or through sources approved by the STATE Insurance Commissioner pursuant to Title 48 RCW* It is the CONS ULTANT'S responsibility to Provide evidence of continuing coverage during the overlap periods of the policy and the AGREEMENT. - The parties enter into this AGREEMENT for the sole benefit of the parties, and to the exclusion of any third party, and no third party beneficiary is intended or created by the execution of this AGREEMENT. XV. Confidentiality The AGENCY is contracting for the CONSULTANT'S independent performance of the specified SERVICES. Should the AGENCY employ another CONSULTANT to perform the same services, the CONSULTANT shall not discuss or otherwise exchange information with such other CONSULTANT. Agreement Number: FM"xRW=aWN Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 10 of 11 Revised 41412016 The project for which the SERVICES of the CONSULTANT are required may involve litigation of claims against or brought by the STATE and / or AGENCY. Subject to Washington "s Public Records Act (RCW ch. 42.17 et. al.) all information developed by the CONSULTANT and all information made available to the CONSULTANT and all analyses, conclusions, and/or opinions reached by the CONSULTANT shall be confidential as between the CONSULTANT and the AGENCY. Such information shall not be revealed by the CONSULTANT to any other person, organization, or entity without the express consent of the AGENCY. The confidentiality Of Such, information will survive the completion of work under this AGREEMENT and/or the termination of this AGREEMENT. The SERVICES to be performed Linder this AGREEMENT do not include SERVICES as an expert witness; in the event of the commencement of liticration, SERVICES as an expert witness will be the subject of a separate AGREEMENT. XT71. Applicab&47 qf`La w This AGREEMENT shall be deemed executed in the State of Washington and the laws of the State of Washington shall govern the interpretation and application of its provisions. Venue for any suits between the CONSULTANT and the AGENCY arising from this AGREEMENT shall be brought and maintained in the Superior Court of the State of Washington, situated in the county in which the AGENCY is located. 1 T/71. Special Pi-ovisions None - Not Applicable XVIII. Modfication qJ'Agreement This AGREEMENT., or any provision thereof, may be modified or amended only by express written AGREEMENT revision properly signed by all parties. z!) This AGREEMENT is hereby tendered and the terms and obligations hereof shall. not become binding on the State of Washington unless and Until accepted and approved hereon in writing for the AGENCYs authorized representative. In witness whereof, the pat -ties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date" in the heading on page one (1) of this AGREEMENT. B Vice President, Westerrilegion Title Date Z -0 ol7r By Title Rob Jones, Chair Date g/2.te. / Z� Agreement Number: Local Agency Real Estate Professional Services Negotiated Hourly Rate Consultant Agreement Page 11 of 11 Revised 41412016 See following page - Exhibit A Exhibit A Scope of Work Project No. CRP 18-05 Agreement Number: WSDOT Form 140-089 EF Exhibit A Page 1 of 1 Revised 1013012014 August 15, 2025 Scope of Work Grant County Westshore Reconstruction Project Right of Way Acquisition Services UNIVERSAL FIELD SERVICES Universal Field Services (UFS) will complete all Right of Way services in accordance with the Grant County (County) and Washington State Department of Transportation's (WSDOT) approved Right of Way Acquisition Procedures, WSDOT Local Agency Guidelines — Section 25 (Right of Way Procedures), and the federal Uniform Relocation Assistance and Real Property Acquisitions Policies Act (URA). This scope of work is based on the following: • ROW Kick-off meeting • Hire appraiser to complete a sales data book Prepare 70 Appraisal Waivers and submit to County for review and approval • Prepare offer packages, get County's • Mail Temporary Easement Documents and the offer package to each owner. • Follow up with owners after a week to see if there are questions or to meet as needed. 0 Return completed parcel packages to County for payment. A. Preparation and Administration — Upon Notice to Proceed, UFS staff will attend a kickoff meeting with the County and its design team to obtain additional project information including available contact information for property owners; discuss material and information needed from the County along with any additional information that will assist in the right of way acquisition process. Universal will prepare, monthly progress and tracking reports to the County and include when invoicing. UFS will provide sample templates of all acquisition documents (offer letters, deeds, easements, right of entries, consents, etc.) for the County's review and approval for project use. All forms and documents will comply with County standards and in accordance with statutory requirements, The County's pre -approved documents will be used when provided. UFS will maintain acquisition records in accordance with statutory., regulatory and policy requirements. It is understood the County will provide finalized legal descriptions, and parcel acquisition exhibit maps for all the real property rights to be acquired. It is assumed these items will be provided by the County prior to the preparation of the appraisal waivers. For each parcel impacted, prepare acquisition files to include fair offer letters., a standard diary form indicating all contacts with owner(s), recording and ancillary documents, and other items necessary to complete the work, Deliverables: • Attend Project Kickoff Meeting —teams meeting • Provide up to four Monthly Progress Reports • Coordinate County approval of Acquisition forms and documents for project use B. Appraisals / AOS Worksheets - Universal will subcontract and manage the property valuation process for each parcel through a State licensed and WSDOT approved appraiser who will prepare a sales data book. This scope of work also assumes that Appraisal Waivers could be prepared for those parcels along the project. These are temporary easements for driveway reconnections. There are 70 estimated owners. 1 of 2 August 15, 2025 Completed Waiver Valuations will be submitted to the County by Universal for written approval establishing the amount of Just Compensation to be offered the property owner. Deliverable: • A total of seventy (70) Appraisal Waivers. C. Acquilisiltilon Wigotilatiton — UFS will acquire temporary easements for driveway connections from seventy (70) separate tax parcels. Upon written approval from, the County approving the arno-unts of just compensation., UFS will prepare each offer package and mail them to each owner with a stamped return envelope for the owner's convenience. UFS will', contact, each owner after a weekto see if the received the package, had any questions, and were returning the signed easement. If needed, Universal will coordinate meeting with the owners to get the easements signed in person. Universal will prepare and maintain parcel files to include fair offer letters, acquisition documents, a standard diary form indicating all contacts with owner(s), and other items necessary for negotiations. Negotiations shall not be deemed to have failed until at least three significant meaningful contacts have been made and documented with each owner and/or their representative through direct personal contacts. Telephone calls to set up an appointment with a property owner does not justify a significant meaningful contact, unless the property owner refuses to grant an appointment and instructs, the County to proceed with condemnation. Deliverables: Acquisition Negotiation services with owners of seventy (70) separate tax parcels. D. Parcel Closing - The signed conveyance documents together with the diary and all other documentation will be transmitted to the County for approval and signature. Deliverable: 0 Completed Acquisition files — Seventy (70), parcels 2 of 2 WSDOT DBE goal is zero. Exhibit B DBE Participation Agreement Number: WSD 0 T Form 140-089 EF Exhibit 8 page I of 1 Revised 1013012014 Exhibit G Preparation and Delivery of Electronic Engineering and Other Data In this Exhibit the agency, as applicable, is to provide a description of the format and standards the consultant is to use in preparing electronic files for transmission to the agency. The format and standards to be provided may include, but are not limited to, the following: I. Surveying, Roadway Design & Plans Preparation Section A, Survey Data NIA B. Roadway Design Files N/A C. Computer Aided Drafting Files N/A Agreement Number-, WSDOT Form 140-089 EF Exhibit C Page I of 4 Revised 1013012014 D. Specify the Agency's Right to Review Product with the Consultant Agency retains ownership of all electron files E. Specify the Electronic Deliverables to Be Provided to the Agency Consultant will provide -to the Agency all files as requested F. Specify That Agency Furnished Services and Information Is to Be Provided Agency will provide all services and information as detailed in the Scope of Work. Agreement Number: WSDOT Form 140-089 EF Exhibit C Page 04 Revised 1013012014 II. Any Other Electronic Files to Be Provided As mutually agreed upon between Agency and Consultant 111. Methods to Electronically Exchange Data Data will be transfered via email, sharepoint and other compatible electronic transfer method, WSDOT Form 140-089 EF Exhibit C Page 3 of 4 Revised 1013012014 A. Agency Software Suite Microsoft Office 365 B. Electronic Messaging System Email (MS Outlook) C. File Transfers Format Sharepoint and other compatible media. WSDO T Form 140-089 EF Exhibit C Page 4 of 4 Revised 1013012014 See following page - Exhibit D Exhibit D Prime Consultant Cost Computations Agreement Number: WSDor Form 140-089 EF Exhibit 0 Page 1 of I Revised 1013012014 EXHIBIT D Universal Field services, Inc. August 15, 2026 Fee Estimate Westshore Drive Reconstruction DIRECT SALARY COSTS Personnel Hours Rate Cost 1 ROW Oversight 20.0 X $94.96 = $ 11899 2 Lead Sr. Acquisition Specialist 76.0 X $53.61 = $ 4,074 3 Sr. Agent 92.0 X $51.50 = $ 47738 4 R/W Specialist 70.0 X $45.32 $ 31172 Total Hours 258,0 Subtotal Direct Salary Costs (DSC) $ 13,884 Overhead (01-1) 63.87% $ 8?868 Fixed Fee (FF) 30% $ 4J65 TOTAL DSC $ ........... - 260917 DIRECT NONSALARY COSTS (DNSC) Mileage 2600 miles @ $ 0,700 $ 11760 Postage -1st class & return postage 70 each 25 $ 11760 TOTAL (DNSC)= $ 37500 SUBCONSULTANTS Rich Duncan, MAI - Sales Data Book $ 11500 TOTAL SUBCONSULTANT FEES = $ 1,500 =TOTAL ESTIMATE AMOUNT = $ 31 Notes: 1 Universal reserves the right to re -negotiate estimate total it Notice to Proceed not provided within 180 days.. frorn- the -date -of -this-estim. ate.-- 2.) Mileage to be billed at $0.701mile or the approved IRS rate at the time mileage is incurred. 3.) Reimbursable miscellaneous expenses including but not limited to: postage, parking, road tolls, printing, etc., at cost - no markup. 1 Of 1 EXHIBIT D August 15, 2025 Fee Estimate Westshore Drive Reconstruction Project Universal Field Services, Inc. Lead Preliminary Right of Way Activities Project Mgr Senior Acquisition Senior Agent Specialist Mileage Soecialist A ROW Planning - Administrative / Team Meetings 1 - Prepare for and participate in a Kick Off Meeting - Video Conference 2 2 2 4. Provide four (4) monthly progress reports 4 4 5. Provide input on an as -needed basis 4_ 8 B Parcel / Ownership Research 1. Develop a Parcel Information Spreadsheet to include thirty-three (70) separate tax parcels 10 C Appraisal Waivers -------- 1. Utilize Sales data book - prepare appraisal waivres 2 20 D Offers to owners Prepare letters to property owners i�nd mail ---- --- 2 --------------- 10 Follow up acquisitions 2 20 80 2500 E Closing ---------------- ---------- ------- Finalize closed files 4 12 20 Notes: 1 Of I Z U I I U 1 Z74 1r v1 U Exhibit F Title V1 Assurances During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, and successors in interest agrees as follows-, I. Compliance with Regulations: The CONSULTANT shall comply with the Reg-ulations 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 this AGREEMENT, 91 IN i shall not discriminate on the grounds of race, color, sex, or national origin n 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 11 '1i REGULATIONS, including employment practices when this AGREEMENT covers a program set forth in Appendix B of the REGULATIONS, 3. Solicitations for Sub -consultants, Including Procurement of Materials and Equi went: In all solicitations P 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, 10 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 the. AGENCY, the STATE, or the Federal Highway Administration (FH A) 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, the 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- e 10 discrimination provisions of this AGREENMNT, the AGENCY shallimpose 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 this AGREEMENT until the CONSULTANT complies, and/or, "Canoe Haim; termi,nation, .'o.r. s...u..sp . eftsion-of thi-s* AGREEMENT; M*­whole -orin- -patt. 6. Incorporation of Provisions: The CONSULTANT shall include the provisions of Paragraphs (1) through (5) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the REGULATIONS, or directives issued pursuant thereto. The CONSULTANT skull take such action with respect to any sub -consultant or pro6urement as the STATE, the AGENCY, or F14WA may direct as a means of enforcing such provisions including sanctions for non-compliance. 0 Provided, howeveri , that in the event a CONSULTANT becomes involved in, or s threatened with, litigation with a sub -consultant or supplier as a result of such direction, the CONSULTANT may request the AGENCY enter into such litigation to protect the interests of the STATE and/or the AGENCY and, in addition,, the CONSULTANT may request the United States enter into such litigation to protect the interests of the United States. Agreement N-Lunber: WSDOT Forin 140-089 EF Exhibit F Pago I of 1 Revised 1013012014 Exhibit G Certification Documents Exhibit G-1 (a) Certification of Con.SLIltant Exhibit G- I (b) Certification of GRAN'TCOUNTY Exhibit G-2 Certification Regarding Debarment, SLIspension and Wier Responsibility Matters - Primary Covered Transactions Exhibit G-3 Certiffication Regarding the Restrictions of the Use of Federal Funds for Lobby ing Exhibit G-4 Certificate Of Current Cost or Pricing Data Agreement Number: WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Revised 1013012014 Exhibit G-1(a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of .0 Universal Field Services, Inc. whose address is 111 Main Street, Suite 105, Edmonds WA 98020 and that neither the above firm nor I have: a) Employed or retained for a commission, percentage, brokerage, contingent fee, or other consideration, any firm or person (other than a bona fide employee working solely for me or the above CONSULTANT) to solicit or secure this AGREEMENT: b) Agreed, as an express or implied condition for obtaining this contract, to employ or retain the services of any firm or person in connection with carrying out this AGREEMENT; or c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for. or in connection with, procuring or carrying out this AG.'REEMENT; except as hereby expressly stated (if any); Z:� I acknowledge that this certificate is to be furnished to the Grant County 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. Universal Field Services, Inc Consultant (Firm Name) Signature (Authorized Offi­c'lra�l of Consulta,)D Date Agreement NUmber: WSDOT Form 140-089 EF Exhibit G Page I of 1 Revised 1013012014 Exhibit G-1(b) Certification of I hereby certify that I ant the: ❑ Design f Construction Engineer b,.0ther of the GRANT COUNTY , and UNIVERSAL FIELD SERVICES, INC. or its representative has not been required, directly or indirectly as an express or implied condition in connection with obtaining or carrying out this .AGREEMENT to: a) .Employ or retain, or agree to employ to retain, any firm or person; or b) Pay, or agree to pay, to any firm, person, or organization, any fee, contribution, donation, or consideration of any kind.; except as hereby expressly stated (if any): I acknowledge that this certificate is to be furnished to the 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. G07 ;:> Signature es, Chair 8 Zce z s Date Agreement NLunber: WSDOT Farm 140-089 EF Exhibit G Page 1 of 1 Revised 1013012014 Exhibit G-2 Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions I. The prospective primary participant certifies to the best of its knowledge and belief, that it and its principals.- A. Are not presently debarred, suspended, proposed for debarment,. declared ineligible or Voluntarily excluded from covered transactions by any Federal department or agency-, B. Have not within a three (_3 )) year period preceding this proposal been convicted of or had a civil judgment rendered against there for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local.) transaction or contract Linder rP a public transaction; violation of Federal or State anti-trust statues or coni.mission 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 (l)(b) of this certification; and D. Have not within a three 3) year period preceding this application / proposal had one or more pLiblic transactions (Federal, State and local) terminated for cause or default. 11. 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. Universal Field Services, Inc. Consultant (Firm Name) Sign at4&utho'rize_d_0f Kiial of Cons(ta Date Agreement Number: WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Revised 1013012014 Exhibit G-3 Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying The prospective participant certifies., by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: I No Federal appropriated funds have been paid or will be paid, by or on behalf of the Undersigned, to any person for infl.Liencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal. loan, Z.) the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal contract, grant, loan or cooperative AGREEMENT. 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 Yee 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. C� 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 L.) this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall. be SUbject to a civil penalty of not less than $10,000.00, and not more than $ 100,000.00, for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier sub -con -tracts, which exceed $100,000, C� and that all such sub -recipients shall certify and disclose accordingly. :_I Universal Field Services, Inc. Consultant (Firm Name) Signature (Authorized Official of Consultan�-j Date Agreement Number: WSDO T Form 140-089 EF Exhibit G Page I of 1 Revised 1013012014 Exhibit G-4 Certificate of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief, the cost or pricing data (as defined in sectioll I .0. 10 1 of the Federal Acquisition Regulation (FAR) and required Linder 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 'Westshore Drive ReconstrUCtion are accurate, complete, and current as of August 15, 2025. This certification includes the cost or pricing data supporting any advance AGREEMENT's and forward pricing rate AGREEMEN'T"s between the offer or and the Government that are part of the proposal. Firm: Universal Field Services, Inc -0& Signature/ Date of Execution* * *: Title Vice President, Western Region *Identifty the proposal, quotation, request for pricing adjustment,, or other submission involved, giving the appropriate identifying number(e.g. project title.) **insert the clay, month, and year, when price negotiations were concluded and price AGREEMENTNvas reached. ***hiseil the day, month, and year, of signing, which should be as close as practicable to the date when the price negotiations were C011CILided and the C7 contract price was agreed to. Agreement Number: WSDOT Form 140-089 EF Exhibit G Page 1 of 1 Revised 1013012014 Exhibit H Liability Insurance Increase To Be Used Only If Insurance Requirements Are Increased e professional liability limit of the CONSULTANT to the AGENCY identified in Section XII, Legal Relatio and ' surance of this.Agreement is amended to The CON ._ LTAANT shall provide Professional Liability insurance with minimum per occur-rens in the aniount of $ Such insurance cover, e shall be evidenced by one of the following methods: 0 44 Certificate of Insuraric %.. t Self-insurance through an i - 'vocable Letter of Credit from a qualified finajxZial institution. Self-insurance through documentatiot f a separate fund established ex sively for the payment of professional a separate ate established s v f s p I e' ,liability claims, including claim amounts -eady reserved against tl Lind, safeguards established for payment from the fund, JILI final I s ts I isc losu -e of the investment portfolio for ,, a copy of the latest annual final ial statements, a.. disclosui. those ftinds. Should the minimum Professional Liability insuran 5� A"t?W required by the AGENCY as specified above exceed ,$I million per occurrence or the value of the con . ct. whicher is greater, then justification shall be Submitted to the Federal Highway Administration (FH) for approval to crease the minimum insurance limit. If FHWA approval is obtained, the AICY may, at its own cost, rei professional liability insurance re fired. Notes: Cost of added insur e requirements: $ of added i s ur c' • Include all costs, fi increase, premiums. • of be billed This cost sha against an FHA funded project. • I,z tt cts include lu c For final ntracts, include this exhibit. the CCAN SU'LXANT for the additional Agreement Number: WSDOT Form 140-089 EF Exhibit H Page 1 of 1 Revised 1013012014 Exhibit I Alleged Consultant Design Error Procedures NOWN-00 The purpose of this exhibit is to establish a procedure to determine if a consultant's alleged design error is of a nature that exceeds the accepted standard of care. In addition, it will establish a uniform method for the resolution and/or cost recovery procedures in those instances where the agency believes it has suffered some material damage due to the alleged error by the consultant. Step 1 Potential Consultant Design Error(s) is Identified by Agency's Project Manager At the first indication of potential consultant design error(s), the first step in the process is for the Agency's project manager to notify the Director of Public Works or Agency Engineer regarding the potential design error(s). For federally funded projects, the Region Local Programs Engineer should be informed and 10 involved ,in these procedures. (:Tote: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly 'Involved in the project, to be responsible for the remaining steps in these procedures) Step 2 Project Manager Documents the Alleged Consultant Design Error(s) After discussion of the alleged design error(s) and the magnitude of the alleged orror(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 %P ptoons of work-5 photographs, records of labor, materials and equipment, Step 3 Contact the Consultant Regarding the Alleged Design Error(s) If it is determined that there is a need to proceed further, the next step in the process is for the project manager to contact the consultant regarding the alleged design error(s) and the magnitude of the alleged error(s). The project manager and other appropriate agency staff should represent the agency and the consultant should be represented by their project manager and any personnel ("including sub- consultants) deemed appropriate for the alleged design errors} issue. Step 4 Attempt to Resolve Alleged. Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the cansuttant'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 viok-plau-* ... The�--a rfcy---is-to-provtda-LP,,-tb-r-ough-th-e-R-egion-L--ocal-Prugrams--E-ngirrear-,-a---summary* of the settlement for review and to make adjustments, if any, as to how the settlement affects federEtl reimbursements. No further action is required. • There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step 5. Agreement Number: WSDOT Form 140-089 EF Exhibit I Page 1 of 2 Revised 1013012014 Step 5 Forward Documents to Local Programs For federally funded projects all available information, including costs, should be forwarded through the Region Local Programs Engineer to LP for their review and consultation with the FHWA. LP will meet with representatives of the agency and the consultant to review the alleged design error(s), and attempt to find a resolution to the issue. If necessary, LP will request assistance from the Attorney General's Office for legal 'Interpretation. LP will also identify how the alleged error(s) affects eligibility of project costs for federal reimbursement, 9 If mutual agreement is reached, the agency and consultant adjust the scope of work and costs to reflect the agreed -upon resolution. LP, in consultation with FHWA, will identify the amount of federal participation in the agreed upon resolution of the issue. * If mutual agreement is not reached, the agency and consultant may seek settlement by arbitration or by litigation. Agrooment Number-, WSD OT Form 140-089 EF Exhibit I Page 2 of 2 Revised 1013012014 of Exhibit J Consultant Claim Procedures The purpose of this exhibit is to describe a procedure regarding claim(s) on a consultant agreement. The following procedures should only be utilized on consultant claims greater than $ 1,000, If the consultant's claim(s) are a total Of $ 1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Worl<s or Agency Engincer 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" J� 9 Any correspondence that directed the consultant to perform the additional work; e Timeframe of the additional work- that was outside of the project scope-, a 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 .PH A. is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation. in the claim to the WSDOT Local Programs through the Region Local Programs Engineer. If the claim is not eligible for federal participation, payment will need to be from agency funds,. If the Agency project manager,., Director of Public Worl<s or Agency Engineer, WSDOT Local Programs (if 'a pp1_i 6 a b - 1 e), and applicable' '-) - agree ree wiffi-t- h- e* 'c'"o-n-, 's- -u-I't-ant", s'", claim, im, send a request memo, inch—dingbackup documentation to the consultant to either supplement the agreement, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim, Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree witb the consultant's claim, proceed to step 3 of the procedures, Agroomont Number-, WSDOT Form 140-089 EF Exhibit J Page 1 of 2 Revised 1013012014 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: a Copy of information supplied by the consultant regarding the claim; a Agency's summation of hours by classification for each firm that should be included in the claim; s Any correspondence that directed the consultant to perform the additional work, - a 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 Worlfs or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim., or portions thoreof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Prograins 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 clahn(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. In -form the consultant that the final payment for the agreement is subject to audit, Agreement Number: WSD OT Form -140-089 EF Exhibit J Page 2 of 2 Revised 1013012014