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Agreements/Contracts - Public Works
GRANT 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 ANO DATE: 1 1 .ZO.2025 PHONE: 509-754-6082 - - -------------• • • "290 : ► ©Agreement / Contract ❑AP Vouchers ❑Appointment / Reappointment ❑ARPA Related ❑ Bids / RFPs / Quotes Award ❑ Bid Opening Scheduled ❑ Boards / Committees ❑ Budget ❑Computer Related ❑County Code El Emergency Purchase ❑Employee Rel. ❑ Facilities Related ❑ Financial ❑ Funds ❑ Hearing ❑ Invoices / Purchase Orders ❑ Grants — Fed/State/County ❑ Leases ❑ MOA / MOU ❑Minutes ❑Ordinances ❑Out of State Travel El Petty Cash ❑ Policies ❑ Proclamations EI Request for Purchase ❑ Resolution ❑ Recommendation ❑ Professional Serv/Consultant ❑ Support Letter ❑ Surplus Req. ❑Tax Levies ❑Thank You's ❑Tax Title Property ❑WSLCB Negotiated hourly rate consultantagreement N• 25031 G with HLA Engineering Land Surveying, Inc. for Consulting Engineering Services for various county projects as the need arises and for Interim County Engineer duties, up to the initial maximum maximum amount payable of $200,000.00. If necessary, was this document reviewed by accounting? ❑ YES LEGAL REVIEW if- this dop q"q 3ll r a f _fqr_Tq*W pr If necessary, was this document reviewed by legal? 0 YES ❑ NO ❑NO ON/A f DATE OF ACTION: ( DEFERRED OR CONTINUED TO: APPROVE: DENIED ABSTAIN D 1: /S D� D3: WITHDRAWN: ❑ N/A RECEIVED Nov 2 o 2025 4/23/24 GRANT COUNTY COMMISSIONERS Local Agency A&F Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number.- 250_31G Firm/Organization Legal Name (do not use dba's): HLA ENGINEERING AND LAND SURVEYING, INC. (HLA} Address 2803 RIVER ROAD, YAKIMA, WA 98902 Federal Aid Number UBI Number Federal TIN 60017737 91-123?18$ Execution Date Completion Date December 31, 2Q28 1099 Form Required Federal Participation 1:1 Yes ❑ No ❑Yes FE] No Project Title Consulting Engineering Services Description of Work Engineering services for the planning, preliminary design engineering, and construction engineering for various County bridge, road, and public works projects as the need arises. Services also include performing Interim County Engineer duties. The initial maximum amount payable of $200,000.00 will be utilized to perform Interim County Engineer services as identified in Phase 1.0 of the Scope of Work. Actual expenditures will be evaluated after two months of services to identify when a supplement will be needed. Project planning, engineering, and surveying services, as identified in the Scope of Work, will be performed under independent task orders, to be reviewed and approved under separate cover. Yes 1[] No DBE Participation ❑ I Maximum Amount Payable: $200,000.00 1:1 Yes E] No MBE Participation 0 Yes F] 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 Engrineerincy and Other Data Exhibit D Prime Consultant Cost Computations Exhlbirt E Sub -consultant Cost Computations Exhibit F Title V1 Assurances Exhibit G Certification Documents L I f I L., , t 44 Exhibit I Alle(yed Consultant Design Error Procedures Exhibit J Consultant Claim Procedures 25031G Local A gency A &E Professional Services Agreement Number ZI) N( -,,,,fyotiatedHoiirlrRtiteC(onstiltantA(-.rrc--eirient Grant Co. Revised 11/1912025 Page I of 14 THIS AGREEMENT, made and entered into as shown in the "Execution Date"' box on page one (1) of this AGREEMENT, between the Grant County hereinafter called the "AGENCY," and the "Firm / Organization Name" referenced on page one (1) of this AGREEMENT, hereinafter called the "CONSULTANT." WHEREAS, the AGENCY desires to accomplish the work referenced in "Description of Work7 on page one �1} 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 ftimish consulting services to the AGENCY. NOW THEREFORE., in consideration of the terms conditions covenants, and performance contained herein or attached and incorporated and made a part hereof, the parties hereto agree as follows: 1. General Description of Work The work under this AGREEMENT shall consist of the above -described SERVICES as herein defined, and necessary to accomplish the completed work for this project. The CONSULTANT shall furnish all services, labor, and related equipment and, if applicable, sub -consultants and subcontractors necessary to conduct and complete the SERVICES as designated elsewhere in this AGREEMENT. H. General Scope of Work 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. The General Scope of Work was developed utilizing performance based contracting methodologies. 111. General Requirements All aspects of coordination of the work of this AGREEMENT with outside agencies, groups, or individuals shall receive advance approval by the AGENCY. Necessary contacts and meetings with agencies, groups, and/or individuals shall be coordinated through the AGENCY. The CONSULTANT shall attend coordination, progress, and presentation meetings with the AGENCY and/or such State, Federal, Community, City, or County officials, groups or individuals as may be requested by the AGENCY. The AGENCY Will provide the CONSULTANT sufficient notice prior to meetings requiring CONSULTANT participation. The minimum required hours or days' notice shall be agreed to between the AGENCY and the CONSULTANT and shown in Exhibit "A." The CONSULTANT shall prepare a monthly progress report, in a form approved by the AGENCY, which will outline in written and graphical form the various phases and the order of performance of the SERVICES in sufficient detail so that the progress of the SERVICES can easily be evaluated. The CONSULTANT, any sub -consultants, and the AGENCY shall comply with all rP.Qder.8.17 State, and local laws, rules, codes, regulations, and all AGENCY policies and directives, applicable to the work to be peifortned under this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. Local Agemy A &E Profession al Services Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Page 2 of 14 Participation for Disadvantaged Business Enterprises (DBE) or Small Business Enterprises (SBE), if required, per 49 CFR Part 26, shall be shown on the heading of this AGREEMENT. If DBE firms are utilized at the commencement of this AGREEMENT, the amounts authorized to each firm and their certification number will be shown on Exhibit "B" attached hereto and by this reference made part of this AGREEMENT. If the Prime CONSULTANT is, a DBE certified finn they must comply with the Commercial Useful Function (CUF) regulation outlined in the AGENCY's "DBE Program Participation Plan" and pelforrn a minimum of 30% of the total amount of this AGREEMENT. It ig recommended, but not required, that non -DBE Prime CONSULTANTS perform a minimum of 3 0 % of the total amount of this AGREEMENT. In the absence of a mandatory DBE goal, a voluntary SBE goal amount of ten percent of the Consultant Agreement is established. The Consultant shall develop a SBE Participation Plan prior to commencing work. Although the goal is voluntary, the outreach efforts to prqvide SBE maxim-Lun practicable opportunities are not, The CONSULTANT, on a monthly basis, shall enter the amounts paid to all firms (including Prime) involved with this AGREEMENT 'Into the wsdot.diversitycompliance.com program. Payment information shall identify any DBE Participation. All Reports, PS materials, and other data furnished to the CONSULTANT by the AGENCY shall be returned. All electronic files, prepared by the CONSULTANT, must meet the requirements as outlined in Exhibit "C — Preparation and Delivery of Electronic Engineering and other Data." All designs, drawings, specifications, documents, and other work products, 'including all electronic files, prepared by the CONSULTANT prior to completion or termination of this AGREEMENT are instruments of service for these SERVICES, and are the property of the AGENCY. Reuse by the AGENCY or by others, acting through or on behalf of the AGENCY of any such instruments of service, not occum'ng, as a part of this SERVICE, shall be without liability or legal exposure to the CONSULTANT. Any and all notices or requests required under this AGREEMENT shall be made in writing and sent to the other party by (i) certified mail, return receipt requested, or (ii) by email or facsimile, to the address set forth below: If to AGENCY: If to CONSULTANT: Name- Andy Booth Name: Beni amin A. Annen, PE Agency: Grant County Address: 124 Enterprise Street SE' City: Ephrata State: WA Email: abooth@grantcountywa.gov Phone: (509 754-6082 Facsimile: Agency: HLA Engineering and Land Surveying Address: 2803 River Road Zip: 98823 City: Yakima State:WA Zip:98902 Email: bannen@hlacivil.com Phone: (509) 966-7000 Facsimile: IV. Time for Beginning and Completior The CONSULTANT shall not begin any work under the terms of this AGREEMENT until authorized 'in writing by the AGENCY. All work under this AGREEMENT shall conform to the criteria agreed upon detailed in the AGREEMENT documents. These SERVICES must be completed by the date shown in the heading of this AGREEMENT titled "Completion Date." The established completion time shall not be extended because of any delays attributable to the CONSULTANT, but may be extended by the AGENCY in the event of a delay attributable to the AGENCY, or because of unavoidable delays caused by an act of GOD, governmental actions, or other conditions beyond the control of the CONSULTANT. A prior supplemental AGREEMENT issued by the AGENCY is required to extend the established completion time. 25031 G Local Agency A&E Professional Services AgreementNumber Negotiated Hourly Rate Consultant Agreement Grant Co.. evised 1111912025 Page 3 of 14 V. Payment Provisions The CONSULTANT stiall 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 CFI Part 31 (www.eefr.gov). A. Hourly Rates: Hourly rates are comprised of the following elements - Direct (Raw) Labor, Indirect Cost Rate, and Fee (Profit). 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 1-D AGREEMENT. These negotiated hourly rates will be accepted based on a review of the CONSULTANT's direct labor rates and indirect cost rate computations and agreed upon fee. The accepted negotiated rates shall be memorialized in a 'final written acknowledgment between the parties. Stich final written acknowledarnent shall be incorporated into, and become a part of, this AGREEMENT. The initially accepted 4i negotiated rates shall be applicable from the approval date, as memorialized in. a final written acknowledgment, to 180 days following the CONS ULTANT's fiscal year end (FYE date. The direct (raw) labor rates and classifications, 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 following cy FYE date) uwr pon itten 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 C� written request is made, the current direct (raw) labor rates and classifications as shown on Exhibits "D" and ' 1. `E" will remain in effect for the 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 direct (raw) labor rates and classifications that will be applicable for the twelVe (12. month period. Any agreed to renegotiated rates shall be memorialized in a final written acknowledgment between the parties. Such final written acknowledgment shall be incorporated into, and become a part of, this AGREEMENT. If requested the CONSULTANT shall provide current payroll register and classifications to yid t in negotiations. If the parties cannot reach an agreement on the. direct (raw) labor rates and classifications, the AGENCY shall perform an audit of the CONSULTANT's books and records to determine the CONSULTANT's actual costs. The audit findings will establish the direct (raw) labor rates and classifications that will applicable for the twelve (12) month period. The fee as identified in Exhibits "D", and "E" shall represent a value to be applied throughout the life of the AGREEMENT. The CONSULTANT shall submit annually to the AGENCY an updated indirect cost rate within 180 days of the close of its -fiscal year. An approved updated indirect cost rate shall be included in the current fiscal year rate under this AGREEMENT, even if/when other components of the hourly rate are not renegotiated. These rates will be applicable for the twelve (12) month period. At the AGENCY's option, a provisional and/or conditional indirect cost rate- may be negotiated. This provisional or conditional indirect rate shall remain in effect until the updated indirect cost rate is completed and approved. Indirect cost rate costs 'incurred during the provisional or conditional. period will not be adjusted. The CONSULTANT may request an extension of the last approved indirect cost rate for the twelve (12) month period. These requests for provisional indirect cost rate and/or extension will be considered on a case -by -case basis, and if granted, will be memorialized in a final written acknowledgment. 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 fee (profit) percentage. The CONSULTANT shall bill each employee's actual classification, and actual salary plus indirect cost rate plus fee. 25031E Local Agency A&E Profcwsional Services Agreement Number Ne,gotiated Hourly Rate- Consultantgreeinent Grant Co. Revised 1111912025 Page 4 of 14 A. 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 accordance with the W * M d SDOT's Accounting Manual 13 - 82, Chapter 10 — Travel Rules and Procedures, an all revisions thereto. Air., train, and.. rental card costs shall be reimbursed in accordance with 48 Code of Federal Regulations (CFI .} Part 3 1 .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 STATE upon request. All above charges must be necessary for the SERVICES provided under this AGREEMENT. B. Maximum Amount Payable: The Maximum Amount Payable by the AGENCY to the CONSULTANT under tbi's AGREEMENT shall not exceed the amount shown 'in the heading of this AGREEMENT on page one (L) 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. C. Monthly Progress Payments: Progress payments may be claimed on a monthly basis for all costs authorized in A and B above. Detailed statements shall support the monthly billings 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 performing work on the SERVICES at the time of the interview. D. 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, other r plans, maps, notes, reports, electronic data, and I e related documents, which are required to be furnished under this AGREEMENT. Acceptance of suchTinal Payment by the CONSULTANT shall constitute a 'release of all claims for payment, Which the CONSULTANT may have against the AGENCY unless such claims are specifically reserved in writing and transmitted to the AGENCY by -the CONSULTANT prior to its acceptance. Said Final Payment shall not, however, be a bar to any claims that the AGENCY may.have against the CONSULTANT or to any remedies the AGENCY may pursue with respect to such claims. The payment of any billing will not constitute agreement as to the appropriateness of any item and at the time of final audit all required adjustments will be made and reflected in a final payment. In the event that such final audit reveals an overpayment to the CONSULTANT, the CONSULTANT will refund such overpayment to the AGENCY within thirty (30) 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 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 E. Inspection of Cost Records: The CONSULTANT and their sub -consultants shall keep available for inspection by representatives of the AGENCY 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 perfonned on this AGREEMENT. The audit, 'if any, will be performed by the State Auditor, WSDOT's Internal Audit Office and for at the request of the AGENCY's Proj e ct Matiage r. 25031 G Local Agency A &E Professional Services Agreement Number Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Page 5 of 14 V1, Sub -Contracting The AGENCY permits subcontracts for those items of SERVICES as shown in Exhibit "A" attached hereto and by this reference made part of this AGREENMNT. The CONSULTANT shall not subcontract for the performance of any SERVICE under this AGREEMENT without prior written per M" fission of the AGENCY. No permission for subcontracting shall create, between the AGENCY and sub -consultant any contract or any other relationship. Compensation for this sub -consultant SERVICES shall be based on the cost factors shown on Exhibit "E" attached hereto and by this reference made part of this AGREEMENT. The SERVICES of the sub -consultant shall not exceed its maximum amount payable identified in each sub consultant cost estimate unless a prior written approval has been issued by the AGENCY. All reimbursable direct labor., indirect cost rate, direct non -salary costs and fee costs for the sub -consultant shall be negotiated and substantiated in accordance with section V "'Payment Provisions" herein and shall be memorialized in a final written acknowledgment between the parties All subcontracts shall contain all applicable provisions of this AGREEMENT, and the CONSULTANT shall require each sub -consultant or subcontractor, of any tier, to abide by the terms and conditions of this AGREEMENT. With respect to sub -consultant paytnent, the CONSULTANT shall comply with all applicable sections of the STATE's Proropt Payment laws as set forth in RCW 39.04.250 and RCW 39.76.011. The CONSULTANT, sub -recipient, or sub -consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this AGREEMENT. The CONSULTANT shall carry out applicable tr et . requirements of 49 CFR Part 26 1 in the award and administration of DOT -assisted con a s Failure by the CONSULTANT to carry out these requirements is a material breach of this AGREEMENT, which may result in the termination of this AGREEMENT or such other remedy as the recipient deems appropriate. V11. Employment and Organizational Conflict of Interest The CONSULTANT warrants that they have not employed or retained any company or person, other than a I bona fide employee working solely. -for the CONSULTANT, to solicit or secure this contract, and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the percentage, brio'kerage fee. gift, or any other consideration, CONSULTANT, any fee, commission, P .1 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 AGRFEMENT without liability or, in its discretion, to deduct from this AGREEMENT price or consideration or otherwise recover the full amount of such fee,, commission, percentage, brokerage fee, gift, or contingent fee. Any and all employees of the CONSULTANT or other persons while engaged in the performance of any work or services required of the CONSULTANT under this AGREEMENT, shall be considered employees of the CONSULTANT only and not of the AGENCY, and any and all claims that may arise under any Workmen's Compensation Act on behalf of said employees or other persons while so engaged, and any and all claims made by a 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. Agreement Number: 25031 G Local Agency A&E Professional Services Agreement Number Negofiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Page 6 of 14 ''dill. Nondiscrimination During the performance of this AGREEMENT, the CONSULTANT, for itself, its assignees, Rtb-conSLIltants,, subcontractors and successors in interest., agrees to comply with the following laws and regulations: I C) Z:� * Title VI of the Civil Rights Act of 1964 (4? U.S.C. Chapter 21 Subchapter V § 2000d through 20OOd-4a) L-1 'Federal -aid Highway Act of 1973 (23 U.S.C. Chapter 3 § 324) Civil Rights Restoration. Act of 1987 (Public Law 100-259) American with Disabilities Act of 1990 (42 U.S.C. Chapter 126 § 12101 et. seq.) a 23 CR. Part 200 * Rehabilitation Act of 1973 * 49 CFR Part 21 (29 U.S.C. Chapter 1.6 Subchapter V § * 49 CFR Part 26 794) * RCW 49.60,180 Age Discrimination Act of 1975 (42 U.S.C. Chapter 76 § 6101 et. seq.) In relation to Title V1 of the Civil Rights Act of 1'964, the CONSULTANT is bound by the provisions of Exhibit "F"' attached hereto and by this reference made part of this AGREEMENT, and shall include the attached Exhibit "'F" in every sub -contract, including procurement of materials and leases of equipment, unless exempt by the Regulations or directives *Issued pursuant thereto. 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 .for actual services rendered at the time of ten-nination of this AGREEMENT, plus any direct non -salary costs incurred up to the time of termination of this AGREEMENT. No payment shall be made for arty SERVICES completed after ten C10) days following receipt by the CONSULTANT of the not -ice to terminate. If the aCCUMLIlated 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, then no -final payment shall be due and the CONSULTANT shall immediately reimburse the AGENCY for any excess paid. If the services of the CONSULTANT are terminated by the AGENCY for default on the part of the CONSULTANT, the above formula for payment shall not apply. In the event of a termination for default,, the amount to be paid to the CON'SULTA Nt"T 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 termination, whether that SERVICE is in a form or a type which is usable to the AGENCY at the tirne 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 determined for any reason, that the CONSULTANT was not in default or that the CONSULTANT's failure to perform is without the CONSULTANT's or 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. Local Agency A&E Professional ServiceS Agreetnent Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised I 1119120.25 Page 7 of 14 The CONSULTANT shall, within 15 days, notify the AGENCY in writing, in the event of the death of any member, 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 AG P-.,EEMENT for convenience or 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 per -form SERVICES required of it by the AGENCY. Forbearance of any rights under the AGREEMENT will not conStitLIte waiver of entitlement to exercise those rights with respect to any future act or omission br the CONSULTANT. X. Changes of Worh The CONSULTANT shall make such chancrz:yes, and revisions in the completed work of this AGREEMENT as necessary to correct errors appearing therein, without additional compensation thereof. Should the AGENCY find it desirable for its own purposes to have previously satisfactorily completed SERVICES or parts thereof changed or revised, the CONSULTANT shall make Such revisions as directed by the AGENCY. This work shall 4 be considered as ExtraWork and will be paid for as herein provided Linder section, XIII "Extra Work." .Any disputed. issue not resolved pursuant to the terms 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 bindiner on the parties of this AGREEMENT; provided however. that if an action is brought challengincr the Director of Public Works or AGENCY Engineer's decision, that decision shall be subject to judicial. review. If the parties to this AGREEMENT mutually agree, disputes concerning allecred 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 Linder 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 Washington. The CONSULTANT hereby consents to the personal jurisdiction of the Superior Court of the State ofWash*ncrton I I situated in the county in which the AGENCY is located. XII. Legal Relations The CONSULTANT, any 'Sub -consultants, and the AGENCYshall comply with all Federal, State, and local laws, rules, codes, regulations and all AGENCY policies and directives, applicable to the work to be performed Linder this AGREEMENT. This AGREEMENT shall be interpreted and construed in accordance with the laws of the State of Washington. tQtfa aSAX � i -rA-rr,'� The CONSULTANT shall defend, indemnify, and hold the %JJ. TV - TH"I 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 25031 G Local Agency A&E Professional Services Agreement Number Negotiated Hourly Rate Considtant agreement Grant Co. Revised 1111912025 Page 8 of 14 C'A J-12 'NCY and their officers and employees against and hold to defend or indernnify the JI cil Ida, officers and employees froni claims. demands or suits based harmless the- the AGENCY and their solely upon the negligence of, or breach of any oblig-jation Linder this AGREEMENT by a the AGENCY, their agents, officers, employees, sub -consultants, Subcontractors or vendors, of any tie . or any other &"'l'and provided further that if theclams clas persons for whom LH %e 'Sill I the AGENCY may be letyallv liable or Suits are caused by or result From the concurrent negligence of (a) the CONSULTANT or the CO St. a(.Tents, employees. sub -consultants, subcontractors or vendors. of any tier, or any other persons for whom the CONSULTANT is legyally liable, and (b) their agents, officers, employees, SUb-conSLIltants, Subcontractors and or vendors, of any tier, or any other persons for whorn U" -I :I4Iait :11, "QaUgU—'AGENCYrnav be leualiv liable. the defense and Jndemnitvobl'l(,)ation shall be valid and enforceable only to the extent of the CONS U L'-I-"ANT* s negliaence or the negligence of the CONStJLTANT's acyents,, employees, sub -consultants. subcontractors or vendorsof anv tier. or any other persons for whom the CONSULTANT may be lel--yally liable. This provision shall be included in any, AGREEMENT between CONS U LTAN"Fanal any SLib-conSLIltant, subcontractor and vendor, of any tier. Th,e CONSULTANT shall also defend, inderrinify, and hold the AGENCY and their officers and employees harmless From all claims, demands, or suits at law or eqL[itv arising in whole or in part frOm the allegyed patent or copyri-olit infrin-gernent or other allegledly improper appropriation or use of trade secrets. -1 f' W patents. proprietary information, know-how. copyright rigyhts or inventions by the CONSULTANT or the CONSULTANT*s ag-ents. ernplovees. SLIb-consultants. Subcontractors or vendors, of any tier, or any other persons for whorn the CONSLA,XANT may be legally liable. in perfori-nance of the Work Linder t1 iS AGREEMENT or arisit'121; Out of anV use in connection with the AGREE MENT of methods, processes.. designs. CY. their acyents, officers and information or other items furnished or communicated to S'4A4:�t., the AGEN employees pursuant to the AGREEMENT; ed that this in& hall not apply to any alleged patent or provide emnity s coPN;rt(.1ht infrinacTement or other allegedly improper appropriation or use of trade secrets. patents, proprietary information, know-1 ow. copyright rights oi- inventions resultin(2-Y from AGENCY's, their agents". off cars and employees" failure to comply with specific written instructions regardincy use provided to STATE and/'or AGENCY. their a(. --Tents. officers and employees by the CONSULTANT, its agents. employees, SL[b- consultants, subcontractors or vendors, of anNi tier, or any other persons for \Xvhorn. the CONSULTANT may be legally liable. _ W I'lic- CONSULTA NT"s relation to th,e AGENCY shall he at all times as an independent contractor. Notwithstandimy any determination bv the Executive Ethics Board or other tribunal. the AGENCY mavin its i sole discretion, by written notice to the CONSULTANT terminate this AGREEMEN J if It is found after due notice and examination by the AGENCY that there is a violation of the Ethics in Public Service Act, Chapter 42.52) RCW; or any similar statute Involvinty the CONSULTANT in the procurement of, or performance Linder. this AGREEMENT. The CONSULTANT specifically assumes potential liability for actions brOLIa-ht by the CONSULTANTs own 4-1-- C' �r_ U 'I 1� employees or its a��)fents againsttrrt-.---zF --- 9f-' 7 the AGENCY and. solely for the purpose of this indemnification and defense, the CONSULTANT specifically waives any IMITIUnItV Linder the state industrial. insurance law, Title- 5)1. RCW. The Parties have MUtLialiv newtiated this waiver. t-linless otherwise specified in this AGREEMENT. the AGENCY shall be responsible for administration of construction contracts, if any, on the project. SLIttlect to the processing of a new sole Source, or an acceptablke, Supplemental AGREEMENT. the CONSULTANT shall provide On -Call assistance to the AGENCY ClUri[E), contract administration. By providing Such assistance, the CONSULTANT shall assume no responsibility for proper constrLiCti011 techniques, job site safety, or any construction contractor's failure to perform its work in accordance with the contract documents. The CONSULTANT shall obtain and keep in force during the terms of this AGREEMENT, or as otherwise required. the following insurance with companies or through SOUrCltt-s approved by the State Insurance Commissioner pursuant to Title 48 RCW. 25031 G L ureement Number ocal A orenci- A& E Profe,,vsional Services A, Nq rotiated Hourly Rate Consultant Agreement Grant Co. Revised 11/19 1'1025 Pa�e 9 of .14 Insurance Coverage A. Worker's compensation and employer's liability insurance as required by the STATE. B. Commercial general liability insurance written under ISO Form CG 00 01 12 04 or its equivalent with minimum limits of one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) in tha-aggregate for each policy period. rr C. Business auto liability insurance written under ISO Form CG 00 01 10 01 or equivalent providing covera6i,- ia for any "Auto" (Symbol 1) used in an amount not less than a one million dollar ($1,000,000.00) combined single limit for each occurrence. Excepting the Worker's Compensation Insurance and any Professional Liability Insurance, the STATE and AGENCY, their officers, employees, and agents will be named on all policies of CONSULTANT and any sub - consultant and/or subcontractor as an additional insured (the "Als"), with no restrictions or limitations conceming products and completed operations coverage. This coverage. shall be primary coverage and non- contributory and any coverage maintained by the Als shall be excess over, and shall not contribute with, the additional insured coverage required hereunder. The CONSULTANT's and. 'the sub -consultant's and/or subcontractor's insurer shall waive any and all rights of subrogation against the Als. The CONSULTANT shall furnish the AGENCY with verification of insurance and endorsements required by this AGREEMENT. The AGENCY reserves the right to require complete, certified copies of all required insurance policies at any time. All insurance shall be obtained from an insurance company authorized to do business in the State of Washington. The CONSULTANT shall submit a verification of insurance as outlined above within fourteen (14) days of the execution of this AGREEMENT to: Name: Andy Booth Agency: Grant County Address: 124 Enterprise Street SE City: Epharata State, WA Zip: 98823 Email: abooth@grantcountywa.gov Phone'., (5O9) 754-6082 Facsimile-. No cancellation of the foregoing * R policies shall be effective without thirty ('0) days prior notice to the AGENCY. The CONSULTANT's professional liability to the AGENCY, including that which may arise in -reference to section IX "Termination of Agreem'enf' of this AGREEMENT, shall be limited to the accumulative amount of the authorized AGREEMENT or one million dollars ($1,000,000.00), whichever is greater, unless the limit of liability is increased by the AGENCY pursuant to Exhibit H. In no case shall the CONSULTANT's professional liability to third parties be limited in anyway. 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. The AGENCY will pay no progress payments -under section V "Payment Provisions" until the CONSULTANT has fully complied with this section. This remedy is not exclusive; and the AGENCY may take such other action as is available to it under other provisions of this AGREEMENT, or otherwise in law. I Local Agency A & E Professional Serviees Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Page 10 of14 X111. Extra Work A. The AGENCY may at any time, by written order, make changes within the general scope of this AGREEMENT in the SERVICES to be performed. B. If any such change causes an increase or decrease In the estimated cost of, or the time required for, performance of any part of the SERVICES under this AGREEMENT, whether or not changed by the order, or otherwise affects any other terms and conditions of this AGREEMENT, the AGENCY shall make an equitable adjustment in the: (I) maximum amount payable; (2) delivery or completion schedule, or both; and (3) other affected terms and shall modify this AGREEMENT accordingly. C. The CONSULTANT must submit any "request for equitable adjustment," hereafter referred to as "CLAIM," under this clause within thirty (30) days from the date of receipt of the written order. However, if the AGENCY decides that the facts justify it, the AGENCY may receive and act upon a CLAIM submitted before final payment of this AGREEMENT. D. Failure to agree to any adjustment shall be a dispute under the section XI "Disputes" clause. However, nothing in this clause shall excuse the CONSULTANT from proceeding with the AGREEMENT as changed. E. Notwithstanding the terms and conditions of paragraphs (A..) and (B.) above, the maximum amount payable for this AGREEMENT, shall not be increased or considered to be increased except by specific written supplement to this AGREEMENT. XIV. Endorsement of Plans If applicable, the CONSULTANT shall place their endorsement on all plans, estimates, or any other engineering data furnished by them. XV. Federal Review The Federal Highway Administration shall have the right to participate in the review or examination of the SERVICES in progress. XVL Certification of the Consultant and the Agency Attached, hereto as Exhibit "G-1(a and b)" are the Certifications of the CONSULTANT and the AGENCY, Exhibit ",G-2" Certification Regarding Debarment, Suspension and Other Responsibility Matters - Primary Covered Transactions, Exhibit "G-P Certification Regarding the Restrictions of the Use of Federal Funds for Lobbying and Exhibit ",G-4" Certificate of Current Cost.. or Pricing Data. Exhibit "G-3"' is required only in AGREE''TENTSover one hundred thousand dollars ($100,000.00) and Exhibit "G-4" is required only in AGREEMENTS over five hundred thousand dollars (50o,000.Q0.) These Exhibits must be executed by the CONSULTANT, and submitted with the master AGREEMENT, and returned to the AGENCY at the address listed in section III "General Requirements" prior to its performance of any SERVICES under this AGREEMENT. XVIL Complete Agreement This document and referenced attachments contain all covenants, stipulations and provisions agreed upon by the parties. No agent, or representative of either party has authority to make, and the parties shall not be bound by or be liable for, any statement,, representation, promise or agreement not set forth herein. No changes, amendments, or modifications of the terms hereof shall be valid unless reduced to writing and signed by the parties as a supplement to this AGREEN ENT. XV111. Execution and Acceptance This AGREEMENT may be simultaneously executed in several counterparts, each of which shall be deemed to Ire an original having identical legal effect. The CONSULTANT does hereby ratify and adopt all statements, representations, warranties, covenants, and AGREEMENT's contained in the proposal, and the supporting material submitted by the CONSULTANT, and does hereby accept this AGREEMENT and agrees to all of the terms and conditions thereof. 25031 G Local Agency A&E Professional Serviees Agreement Number Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Page 11 of 14 X1X. Protection of Confidential Information The CONSULTANT acknowledges that some of the material and information that may come into its possession or knowled(ye in connection with this AGREEMENT or its per'Fornnance may consist of information that is exempt from disclosure to the public or other unauthorized persons Under either chapter 42.56 RCW or other * local, state, or federal statutes -S-ttoece�-,�Confidential Information—), The -01MILK., 3 -Confidential Information" includes, but is not limited to, names, addresses, Social Security numb,%--Irsn e-mail addresses,, telephone numbers, financial profiles credit card information, driver's license numbers, medical data, law enforcement records (or any other information identifiable to an individual),, 983FATFd ffind. AGEN`CY Source code or object code. S EN .A attd—AGENCY security data, noel- Specifications, Q�rA= "11CT AGENCY non -publicly available data, C-1 -P A -P 4A .4 proprietary software, CLI I %AAGENCY seCUrity data, or information which may jeopardize any f the W 41, . part o project that relates to any of these types of information. The CONSULTANT agrees to hold the -S� ' Confidential Information in strictest confidence and not to make use of the Confidential Information for any purpose other than the performance of this AGREEMENT. to release it only to authorized employees, sub - consultants or subcontractors rewiring Such information. for the purposes of carrying Out this AGREEMENT and not to release, diVL11cr , publish. transfer. sell. disclose, or otherwise make it kno�vn to any other party without the AGENCY's express written consent or as provided by law. The CONTSULTANT agrees to release such information or material only to employees. sub -consultants or Subcontractors who have signed a employees. 1 nondisclosure AGREEMENT, the terms of which have been previously approved by the AGENCY. The CONSULTANT agrees to implement physical, electronic. and managerial safeguards to prt-Nvent unauthorized access to the S-4.-atte"s - Ar" -Onridential Information. Immediately upon expiration or termination of this AGREEMENT, the CONSULTAN"IF shall, at the AGENCY's option: 0) certify to the AGENCY that the CONSULTANT has destroved all of the S-*va" Conridential Information.-, or (ii) returned all of the Sh: t"attaw =s.--Confidential Info ri-nation to the AGENCY: or (iii) take whatever other steps the AGENCY requires of the CONSULTANT to protect the "C_a_C%Z7,_.5_Confidential Information. As required Linder Executive Order 00-0.3, the CONSUL'_FANT shall maintain a log documenting the following - the Confidential Information received in the performance of this AGREEMENT: the purpose(s) for Which the -onfidential Information was received; who received, maintained, and used the -F4,ate.�!s Confidential Information,- and the final disposition of the Slatt-:� ConfidC.-ntial Information. The CONSULTANT's records shall be SLlblect to 'Inspection, review, or audit upon reasonable notice from the AGENCY. J'he AGENCY reserves the right to monitor, audit, or investigate the use of the L onfidential Information collected, used, or acquired by the CONS L1JL'_FANT through this AGREEMENT. The monitoring. auditing. or 4W_ investigating may include, but is not lin-cited to, salting databases. Violation of this section by the CONSULTANT or its sub-com-131,111tants or subcontractors may result in termination of this AGREEMENT and demand for return of all Confidential Intormation, monetary, damages, or penalties damages. It is understood and acknowledged that the, CONSULTANIT may provide the AGENCY with information, which r�) proprietary and/or confidential during the term of this AGREE\14ENT. The parties agree to maintain the Z__ 4_1 confidentiality of such information during the term of this AGREEMEN'r and afterwards. All materials containing-, such proprietary and/or confidential in-Fornnation shall be clearly identified and marked as Confidential" and shall be returned to the disclosing party at the conclusion of the SERVICES under this AGREEIMEN"I". 25031 G Local Ageng A&E Professional Services Agreement Number Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 11/1912025 P(rqe 12 of 14 The CONSULTANT shall provide the AGENCY with a list of all information and materials it considers conflidt-7,ntial and/or proprietary in nature: (a) at the commencement of the term of this AGUEMENT, or (b) as soon as SLIch confidential or proprietary material is developed. "Proprietary and/or confidential information"' is not meant to inclUde anv information which, at the time of its diSCIOSLire: (i) is already known to the other party; (ii) is rightfully disclosed to one of the parties by a third party, that is not actin as an agent or representative for the other party; (I e ii) is independently devloped by or for the other party-, (iv) is publicly known; or (v) is crenerally utilized by unaffiliated third pat -ties encvaued in the same business or businesses as the CONSULTANT. st" L* I A L, + L � A f'- C X T C' X/ _ 1, 1— A: At: Pit Ali�'.31.��_�V��Ililj e, lill 62 Gill AIA -f-_N %�: 't�s—ur 4: 1 %A %w L I L W Xj I%.- L VV I• d�A.%,r 9 t I F L, is ft1qtM1 4*w. A 4:1 A +; I -r11%— L ] 0 it 1 " 0 -V1 11�Llt �ft A• T ins a ea,11 111 JUL t,3%jl 7-VfVj1 �_-Itj A L Ill 16 11"L ; iFi'E T e.r�.1..f ,.F. �w t MWti UN A -7aw-, iI C L 1% 4; 6 A f rL - .-;, V_ I I - f T I j I I I V I J 4� e-r �..+t*, A -,j It 1 4t 11 LK hill Le --rrrr--- f It I • • 110"t L "I I L VY FIFT-T! z Ile- Cl`UnUC'-.yU e -Stfft- tmklt, 1,1111 %-- 0� Mr t s-, F L . . . . . . . . . . . .......... 1- 11:21 , 1- - Q I #Sttrt! HAQ !it jiltoe titer-, 4 ta A f:Jis,ttilim 11111L VV V_UL(4111 " �;_QU I L V I %A Ud t e4,L, f e kre-ive-* -iit mmg - 1h -ti-at e-. 4 LL XC_)N T!Q 1 T IC , -r .1A 7 4 yIr- I VUIVC, "0"I %. ff01,6,UIA Cal-"IW Z_UA FjT-+C1T,P;;, I viiiii L.41 S XI7 -IV.I.V,VIT -ta-IT --:5- 11 ftftv. fv;5-,- e001EI. ----- During the prol-iress of the Work and SERVICES provided here ender and for a period of not less than six (6) vears from the date of final payment to the CONSULTANT, the CONSULTANT shall keep, retain. and he SERVICES provided purRiant to this AGREEMENT. Copies of all maintain all -documents pertainincy to t "dog L!ments*" pertaining to the S Z__ ER ICE provided hereunder shall be made available for review at the CONSULTANT*s place of business during normal working hours. If any litigation., claim, or audit is commenced, the CONS tjILTA N''T shall cooperate with AGENCY and assist in the production of all SLIch dOCLIments. *'Documents" shall be retained until all litioration. claims or audit findinas have been resolved even Z: thOL12111 such litigation. claim, or audit continues past the six (6) year retention period. For purposes of this AGREEMENT, "documents" means every writing or record of every type and descripti.on. including electronically stored information (``EI`'). that is in the possession, control, or custody of the CONSULTANT. includina. withOLit limitation,, any and all correspondences. contracts. AGREEMENT's, appraisals, plans. desians, data, surveys., maps, spreadsheets, memoranda, stenographic or hand-v\,xittizm notes, reports., records, teleararns, schedules, diaries, notebooks, loabooksinvoices, accounting records. work sheets, charts, notes, drafts. scribblings, recordings, visual displays, photographs, minutes of meetings, tabulations. Computations. summaries, inventories, and writings recyardinor conferences, conversations or telephone conversations, and any and all other taped, recorded, written, printed or typed matters of any kind or description: every copy of the Foregoing whether or not the original is in the POSSeSSi011. CLIstod%,% or control of the CONS U and ever copy of any of the foregoing. whether or not such copy is a copy identical to an y Z" ori(yinal, or ��hether or not such copy contains any commentary or notation whatsoever that does not appear on the ori(Tinal. I',- Local Agency A & E Professional Senyices Aureement Number - Negotiated Houry Rate Consultant Agreement Grant Co. Revised 1111912025 Page 13 (/'l 4 For purposes of this AGREEMENT, "ES I" means any and all computer data or electronic recorded media of any kind, including "Native Files", that are stored in any medium from which it can be retrieved and examined, either directly or after translation into a reasonably useable form. EST may include information and/or documentation storedin various software programs such as Email; Outlook, word, Excel, Access, Publisher, PowerPoint, Adobe Acrobat, SQL databases, or any other software or electronic communication programs or databases that the CONSULTANT may use in the performance of its operations. ESI may be located on network servers; backup tapes, smart phones, thumb drives, CDs, DVDs, floppy disks, work computers, cell phones, laptops, or any other electronic device that CONSULTANT uses in the performance of its work or SERVICES hereunder, including any personal devices used by the CONSULTANT or any sub -consultant at home. "'Native files" are a subset of ESI and refer to the electronic format of the application in which such. EST is normally created, viewed, and /or modified The CONSULTANT shall include this section XX "Records Maintenance" in every subcontract it enters into in relation to this AGREEMENT and bind the sub -consultant to its terms, unless expressly agreed to otherwise in writing by the AGENCY prior to the execution of such subcontract. In witness whereof, the parties hereto have executed this AGREEMENT as of the day and year shown in the "Execution Date" box on page one (1) of this AGREEMENT. Signature Date Nov 19, 2025 Signature Date Any modification, change, or reformation of this AGREEMENT shall require approval as to form by the Office of the Attorney General. 25031 G Local Agency A&E Professional ,Services Agreement Number Negotiated Hourly Rate Consultant Agreement Grant Co. Devised 1111912025 Page 14 a, f 14 I �l 'M W � Scope of Work HLA Engineering and Land Surveying, Inc. (HLA) The Grant County (County) requests HLA to provide various engineering support. HLA will perform professional engineering, surveying, planning, and construction administration services for Grant County (County) as requested under a general services agreement or specific project -related Task Orders, Each Task Order will define the specific project, scope, schedule, and fee. Services may include, but are not limited to, the following: 1.0 Interim County Engineer Services HLA will provide interim County Engineer services for Grant County (County) as authorized under RCW 36,80.030 and related statutes. These services and exclusions are intended to define the limits of responsibility for HLA and the designated Interim County Engineer while ensuring compliance with RCW 36.80. These services will be performed under the direction of a Washington -licensed Professional Engineer and a Principal Engineer of HLA, and may include the following duties: - A. Administrative and Statutory Duties 1.1 Serve as the designated County Engineer of record, responsible for engineering oversight of the County's public works functions, operating under the direction of the county commissioners. 1.2 Provide general supervision and direction for engineering staff, consultants, and contract forces engaged in the planning, design, construction, and maintenance of County roads, bridges, and facilities. 1.3 Review, stamp, and approve engineering plans, specifications, and reports prepared for County projects, ensuring conformance with applicable standards and codes. 1A Maintain compliance with statutory requirements under RCW 36.80 (Roads and Bridges — Engineer), RCW 6.75 (Roads and Bridges' General Provisions), and related WAC provisions. 1.6 Prepare and execute annual certifications required by WSDOT and the County Road Administration Board (CRAB), including the Annual Certification of Road Fund Expenditures, Construction Program, and Maintenance Management reports. 1.6 Obtain and maintain an official bond at an amount set by the Board of County Commissioners, conditioned on the faithful performance of County Engineer duties. B. Public Works Administration 1.7 Assist the County Public Works Director in developing and administering the County's Six - Year Transportation Improvement Program (TIP) and Annual Construction Program. 1.8 Provide engineering review and recommendations for right-of-way establishment, road vacations, and encroachment permits. 1.9 Review private development proposals impacting County infrastructure for compliance with County Road Standards and other adopted codes. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G 1.10 Support preparation of bid documents, engineer's estimates, and award recommendations for County -administered construction contracts. 1.11 Overs.ee consultant and contractor performance as directed by the County, ensuring contract compliance and documentation. C. Coordination and Representation 1.12 Represent the County in meetings with local, state, and federal agencies, including WSDOT, CRAB, and the Federal Highway Administration (FHWA). 1.13 Provide professional input and testimony at County Commissioner meetings and public hearings on engineering and infrastructure -related matters. 1.14 HLA and the designated Interim County Engineer will attend County Commissioner meetings weekly in a digital format unless specifically requested by the County to attend in person, 1.15 HLA will also have a senior staff member on -site two days each week during the transition month of November and will revisit the necessary frequency of on -site presence thereafter based on County needs. 1.16 Participate in coordination meetings with County departments, special purpose districts, and community stakeholders. 1.17 Support the County in responding to public inquiries and addressing citizen concerns related to infrastructure planning, design, and construction. D. Safety, Inspection, and Compliance Oversight 1.18 Provide technical direction for road and bridge inspection programs, including annual bridge inspections in coordination with SDOT Local Programs. 1.19 Review maintenance and construction methods for compliance with safety and environmental standards. 1.20 Ensure appropriate record -keeping of County road logs, maps, and right-of-way records. 1.21 Support compliance with external agencies required for County projects. E. Transitional and Staff Support 1.22 Assist in the recrUitment, onboarding, and transition of a permanent County Engineer when applicable. 1.23 Provide continuity of operations during the interim period by maintaining clear documentation, decision logs, and correspondence records. F. Exclusions 1.24 The County will provide qualified personnel to perform required bridge inspections in accordance with WSIDOT Local Programs and FHWA requirements. FILA and the designated Interim County Engineer may provide coordination or review only as necessary. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G 1.25 The County will prepare supporting documentation and financial data for WSDOT and CRAB annual certifications, road fund reports, and other budget -related submittals. HLA and the designated Interim County Engineer wH1 review, verify, and certify such reports as required under RCW 36.80,0301 but will not be responsible for preparing the underlying financial or administrative records. 1.26 Routine construction management, daily field inspection, and material testing services for active projects are excluded unless specifically authorized by a separate Task Order. 1.27 Boundary, topographic, and construction surveying will be performed by County staff or others under separate authorization unless otherwise requested, 1.28 Preparation of full design plans, specifications, and estimates for capital projects is excluded unless included under a specific Task Order. 1.29 HLA and the designated Interim County Engineer will not make policy, administrative, or legal decisions on behalf of the County. All final decisions remain with the Board of County Commissioners and the Public Works Director. 1.30 HLA and the designated Interim County Engineer will not perform personnel management or human resources functions for County staff, including employee discipline, evaluations, or collective bargaining matters. These remain the sole responsibility of the County- 1.31 Routine public works operations such as road maintenance scheduling, equipment allocation, fleet management, snow and ice control, and direct supervision of maintenance crews are excluded from HLA's scope. HLA and the designated Interim County Engineer may provide technical guidance when requested. 1.32 Administration of land use permits, subdivision applications, or other development review processes will remain the responsibility of County planning and permitting staff- HLA and the designated Interim County Engineer may provide technical input as requested. 1.33 HLA and the designated Interim County Engineer will not provide legal representation or expert testimony in litigation or administrative proceedings unless separately authorized in writing by the County. 1.34 On capital projects requiring Request for Qualifications (RFQ) that HLA may pursue, HLA will not be involved with the RFQ process to eliminate any conflict of interest considerations, and the Public Works Director, or as assigned, will lead the process. 2.0 Manning and Project Development HLA will assist the County with planning, programming, and development of public works projects. Work under this task will focus on advancing projects from initial concept through design readiness. Tasks may include: 2.1 Developing conceptual layouts, feasibility studies, and preliminary opinions of probable construction cost. 2.2 Public outreach, engagement, and preparation of visualizations to support project development and communication. 2.3 Preparation of Water System Plans, General Sewer Plans, Stormwater Plans, Treatment Plant Facilities Plan, Capital Facilities plan, or amendments thereof. 2.4 Identifying potential project needs and alternatives based on coordination with County staff, long-range plans, and regulatory requirements. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G 2.5 Assisting with financial planning and funding strategy development, including preparation of grant and loan applications. 2.6 Grant and loan administration, including obligation packages. 2.7 Coordinating with local, state, and federal agencies as required. 2.8 Participating in public meetings, workshops, and coordination sessions with County. staff, elected officials, and community stakeholders. 2.9 Preparing exhibits, maps, and presentation materials to support project development and funding pursuits. 2.10 Performing current and long-range planning. 2.11 Private development processing, review, permitting, and administration. 2.12 Geographic Information System (GIS) mapping and management. 3.0 Preliminary Engineering HLA will perform preliminary engineering and environmental tasks necessary to advance projects toward design readiness, Tasks may include: 3.1 Conducting topographic and boundary surveys, right-of-way and easement research, and preparation of base mapping. 3.2 Performing geotechnical coordination, environmental screening, and permit assessments. 3.3 Preparing preliminary engineering reports, project descriptions, and cost estimates for County and funding agency review. 3.4 Assisting with environmental documentation, including SEPA checklists, NEPA documentation, and other permitting submittals. 3.5 Preparing right-of-way plans, legal descriptions, and exhibits necessary for property acquisition or easement negotiation. 3.6 Attending coordination meetings with County staff and other agencies to confirm design parameters, utility coordination, and design constraints. 4.0 Design Engineering ILA will prepare detailed engineering design, plans, specifications, and estimates (PS&E) in accordance with County, state, and federal standards. Tasks may include: 4.1 Designing improvements for transportation, domestic water, sanitary sewer, storm drainage, irrigation, parks, and related public works systems. 4.2 Preparing plans and specifications for roadway, bridge, and culvert improvements, including geometric design, grading, surfacing, pavement, illumination, signing, and channelization. 4.3 Designing utility improvements and coordinating with public and private utility owners to resolve conflicts. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G 4.4 Preparing bid -ready contract documents, including special provisions, bid item schedules, and opinions of probable construction costs. 4.5 Providing stamped drawings and specifications prepared under the direct supervision of a Washington -licensed Professional Engineer. 4.6 Suppo*rting the County with advertising, bid opening, and award recommendations. 5.0 Construction Engineering HLA will provide construction -phase engineering support to the Countylr acting as an extension of staff as requested. Tasks may include: 5.1 Administering preconstruction conferences and coordination meetings. 5.2 Providing general construction administration, including contract management and documentation. 53 Reviewing contractor submittals, shop drawings, requests for information (RFIs), and requests for progress payments. 5.4 Performing site inspections and field reviews of contractor work to confirm compliance with plans, specifications, and permits. 5.5 Preparing and recommending contract change orders, field memos, and other documentation to support the County's records. 5.6 Maintaining communication with County staff regarding project progress, schedule, and cost. 5.7 Assisting with the preparation of as -built drawings and record documentation following construction completion. 5.8 Providing consultation and recommendations necessary to address unforeseen project conditions or warranty issues after project closeout. 6.0 Standards, Permitting', and Compliance HLA will assist the County with engineering standards, permitting, and compliance obligations. Tasks may include: 6.1 Preparing and administering updates to County Road and Construction Standards, specifications, and standard details. 6.2 Assisting with environmental and regulatory permit applications (DOE, WDFW, USACE, etc.) and coordination with permitting agencies. 6.3 Ensuring all services comply with applicable federal, state, and local laws, regulations, and codes. 6.4 Supporting the County Engineer in fulfilling statutory responsibilities in accordance with RCW and WAC requirements. 6.5 Ensuring that all project work is led by a Washington -licensed Professional Engineer (PE). 6.6 Maintaining compliance with all applicable safety standards and providing appropriate personal protective equipment. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G 7.0 Surveying and Land Rights HLA will perform surveying and land rights tasks as needed to support County projects. Tasks may include: 7.1 Performing topographic, boundary, Tight -of -way, and construction staking surveys. 7.2 Preparing plats, legal descriptions, and exhibits for property acquisitions, vacations, and easements. 7.3 Assisting with the establishment and vacation of County roads, including public hearing documentation and presentations. 7.4 Coordinating with County staff and property owners during right-of-way and easement negotiations. ' 7.5 Performing drone aerial photography and videography. 8.0 General Municipal Engineering Support HLA will provide on -call general engineering support, operating as an extension of County staff. Tasks may include: 8.1 Reviewing private development projects for compliance with County standards. 8.2 Preparing and reviewing cost estimates, project schedules, and technical memoranda. 8.3 Assisting with the coordination of multiple County departments and outside consultants. 8.4 Supporting the County with comprehensive plans and capital facilities planning updates. 8.5 Preparing technical reports and documentation to support project management, budgeting, and funding compliance, 8.6 Performing miscellaneous engineering, surveying, or planning services as requested. 9.0 Assumptions 9.1 Services will be performed from HLA's offices or on -site at the County's offices in Ephrata, Washington, as directed, 9.2 During the transition period, through the departure of the current County Engineer, HLA will provide staff on -site two days per week to ensure continuity of service and effective coordination. Following the departure of the current County Engineer, the on -site frequency will be adjusted in consultation with the Public Works Director and Board of County Commissioners. 9.3 Deliverables will be provided electronically unless otherwise requested by the County. 9.4 Work will be performed in close coordination with County staff, and progress will be reviewed at regular intervals. 9.5 Additional tasks may be identified and incorporated into Task Orders as project needs evolve. LocalAgency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Agreement Number 25031 G DBE Participation Plan In the absents of a n-iandatory BE Goal. a volLintary SBE (Toal amount often percent of the Consultant Agreement -1� A CLIL Lk".A: alpa"a 0,040-:10; is established. JAH 0- 'k- %J1 10 tA I L"I IL �>A ACLI t L*-IfJ LL " "A-, I Ctl LL%, ljJ"LX%-Il I A 1"I I FL IN-01, "'vil I 11*,,Mte,,2NOMLL5 VV %-IL V.- I V I W 1%-J%,t 6- it Lit%, =ao-SAW", C 11 L aloe" Wa %j4AX AO I I t.1%. 25031 G Local Agemy Ack E Prqfe�vsional Services Aareement iumber Negotiated Hourli, Rate Consultant Agareement Grant Co. Revised 11/1912025 Exhibit C 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 Topographic survey performed by ILA Engineering and Land Surveying, Inc. On file at CONSULTANT's office. B. Roadway Design Files AutoCAD Civil 3D. On file at CONSULTANT's office. C. Computer Aided Drafting Files AutoCAD Civil 3D. On file at CONSULTANT's office. Local Agency A&-E Professional Services Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Agreement Number 25031 G D. Specify the Agency" s Right to Review Product with the Consultant The Agency will review the product as described 'in Exhibit A - Scope of Work. E. Specify the Electronic Deliverables to Be Provided to the Agency A .11 Contract Documents. F. Specify What Agency Furnished Services and Information Is to Be Provided 1. Provide full information as to AGENCY requirements of the PROJECT. 2. Provide all available -information pertinent to the PROJECT relative to the completion of design and construction of the PROJECT. 3. Examine all documents presented by HLA and provide written decisions within a reasonable time so as not to delay the work of HLA. All design submittals {30%, 60%, 90%) shall be reviewed by the AGENCY, and conunents returned to HLA within two (2) weeks of each submittal. 4. Obtain approval of all government authorities for the PROJECT, and approvals and consents from other individuals as necessary for completion of the PROJECT. 5. Review and pay for PROJECT bid advertisement costs., as may be required. 6. Review and process all environmental processes required for the PROJECT. 7. Review and process all federal ftmding reimbursement requests, 8. Pay for all necessary permits and testing fees not paid by the Contractor. 9. The AGENCY shall provide any existing right-of-way files that are pertinent to the design. No right- of-way acquisition is planned as part of the PROJECT. No temporary construction easements (TCE's) are expected for the PROJECT. Assistance with right-of-way processes can be provided and billed as Additional Services, as directed by the AGENCY. Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 11119122025 Agreement Number 25031 G U. Any Other Electronic Files to Be Provided On file at CONSUL` ANT's office. III. Methods to Electronically Exchange Data Emalt, thumb drive, Microsoft OneDrive administered through the CONSULTANT's office, or other FTP site software. Local Agency A & E Profession al Services Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 CIF A. Agency Software Suile Microsoft products and/or Bluebeam Revu. B. Electronic Messaging System Microsoft exchange and Outlook, C. File Transfers Format .docx, XISX,. pdfand dwg Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 25031 G Agreement Number Exhibit D Prime Consultant Cost Computations See attached EXHIBIT D - Schedule of Hourly Rates Local Agency A&E Professional Services Negotiated Hourly Rate Consultant Agreement Grant Co, .devised 1111912025 Agreement .IYuarrher _ �_._ EXHIBIT D SCHEDULE OF HOURLY RATES FOR HLA Engineering and Land Surveying, Inc. Effective January 1, 2025, through December 31, 2025 Senior Principal Engineer $274.00 Licensed Principal Engineer $245.00 Licensed Principal Land Surveyor $245.00 Director of Engineering, Construction, Other $245.00 Licensed Professional Engineer $221.00 Other Licensed Professional $221.00 Project Engineer 11 $202.00 Supervisor of Construction, Planning, Other $202.00 Licensed Professional Land Surveyor $199-00 Planner 111 $185-00 Project Engineer 1 $181.00 CAD 11 $180.00 Administrative 111 $166-00 Contract Administrator 111 $166.00 Resident Engineer 11 $166-00 Planner 11 $164.00 CAD 1 $160-00 Surveyor 11 $160.00 Engineering Technician 111 $149.00 Planner 1 $149,00 Resident Engineer 1 $149.00 Surveyor $147.00 Surveyor on Two -Man Crew $141.00 Administrative 11 $139.00 Contract Administrator 11 $139.00 Engineering Technician 11 $139.00 Surveyor on Three -Man Crew $123.00 Administrative 1 $107.00 Contract Administrator 1 $107.00 Engineering Technician 1 $107-00 Survey Scanner $150.00 Vehicle Mileage Federal Rate Schedule of Rates may be adjusted during the term of this Agreement to the HLA Standard Hourly Rates in effect at the time. Rev. 01-06-2025 EXHIBIT D SCHEDULE OF HOURLY RATES FOR HLA Engineering and Land Surveying, inc. Effective January 1, 2026, through December 31 , 2026 Senior Principal Engineer $285-00 Licensed Principal Engineer $255.00 Licensed Principal Land Surveyor $255.00 Director of Engineering, Construction, Other $255.00 Licensed Professional Engineer $230.00 Other Licensed Professional $230.00 Project Engineer 11 $211.00 Supervisor of Construction, Planning, Other $211.00 Licensed Professional Land Surveyor $211-00 Planner 111 $193.00 Project Engineer 1 $189.00 CAD 11 � $188.00 Administrative 111 $172.00 Contract Administrator 111 $172.00 Resident Engineer 11 $172.00 Planner 11 $169.00 Surveyor 11 $167.00 CAD 1 $164,00 Engineering Technician 111 $155.00 Planner 1 $155-00 Resident Engineer 1 $155.00 Surveyor 1 $147.00 Surveyor on Two -Man Crew $147,00 Administrativo 11 $145.00 Contract Administrator 11 $145-00 Engineering Technician 11 $145,00 Surveyor on Three -Man Crew $123.00 Administrative 1 $112.00 Contract Administrator 1 $112.00 Engineering Technician 1 $112.00 Survey Scanner $156.00 Vehicle Mileage Federal Rate Schedule of Rates may be adjusted during the term of this Agreement to the HLA Standard Hourly Rates in effect at the time. Rev. 08-31-2025 Exhibit E Sub -consultant Cost Computations If no sub -consultant participation listed at this time. The CONSULTANT shall not sub -contract for the performance of any work ' under this AGREEMENT without prior written permission of the AGENCY. Refer to section VI "Sub -Contracting" of this AGREEMENT. Local Agency A & E Professional Services Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 25031 G Agreement Number Exhibit F -Title Vl Assurances Appendix A & E APPENDIX A Durina the performance of this contract, the contractor, for itself. its assignees. and successors in interest (hereinafter referred to as the "contractor") agrees as follows: 1. Compliance Nvith Regulations: 1'he contractor (hereinafter includes consultants) will comply with the Acts and the Re�,,tlations relative to Non-discrimination in Federal ly-assisted programs of the U.S. Department of Transportation. (Federal Higrhwty Administration), as they may be amended from time to time, which are herein incorporatc-' 1)v reference and made a part of this contract. Non-discrimination: The contractor, with regard to the work performed by it dUrincy the contract. will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly" or indirectly in the discrimination prohibited by the Acts and the Redo-Ulations, includiner employment practices .01 %"- when the contract covers any activity, project, or proorrarn set forth in Appendix B of 49 CFR Part 21. Jr r# J f"" J A S "I 'PA'ill C"t""f .3IP A Solieftations for Subcontracts, Includ*ng Procurements of NLaterials and Equipment: In all solicitations, either by competitive bidding. or nealotiation made by the contractor for work to be performed under a subcontract', including procurements of materials. or leases of eqLiipment. each potential subcontractor or supplier will be notified by the contractor of the contrarCtor's oblit-Yations under this contract and the Acts and th;C- IL" also; Regulations relative to N- on -discrimination on the grounds of race. color. or national oriain. 4 4. Information and Reports: The contractor will provide all information and reports required by the Acts, the Regulatioins, and directives issued purstiant thereto and will permit access to its books, records. accounts, other sources of information, and its facilities as may be deters -pined by the Recipient or the (Fetteral Hiah wkV AdminiVration to be pertinent to ascertain compliance with such Acts. Re(Ullations. and instructions. 'Where any information required of a contractor is in the exclusive possession of another N-vho fails or refuses to furnish the information, the contractor Will so certify to the Recipient or the (Fe)!deral Highway Add- inistration . as appropriate, and will set forth what efforts it has made to obtain the information. Sanctions for Noncompliance: In the event of a contractor's nonconipliance with the on -discrimination provisions of this contract. the Recipient will impose such contract sanctions as it or the (Federal H�.ahwaJ1 Adminl*strittion) nia-v determine to be appropriate includina, bUt not limited to: a. withholding payments to the contractor Linder the contract until the contractor complies- and/or Z11 b. cancellina, terminating inn part. or suspendi ng ., a contract, in whole ori CI� 6. Incorporation of Provisions.- The contractor will include the provisions of paragraphs one through six in every k.' t� .1 Subcontract inclUdinor procurements of materials and leases of eqUipment,, unless exempt by the Acts. the .0 Rei-Tulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the Recipient or the (Federal 11grhwtijl Administration) may direct as a means of enforcing Such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier becaLlSe of such direction, the contractor may reqUeSt the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the t.'nited States. Local Agency A& E Prqfessional Services Actregiment A"umber 25031 G Negotiated Hourli, Rate Consultant Agreentent Grant Co. Revised 11/19/21025 Exhibit F - Title V1 Assurances Appendix A & E APPENDIX E During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: Pertinent Non -Discrimination Authorities: • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et "Seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform. Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal -aid programs and projects); • Federal -Aid Mzhway Act of 1973, (2_25 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); o Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq..), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 el seq.), (prohibits discrimination on the basis of age); • Airport and Airway Improvement Act of 1982, (49 U SC § 47 1, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title V1 of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal -aid recipients, sub -recipients and contractors., whether such programs or activities are Federally funded or not); • Titles 11 and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, plac*es of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; Executive Order 13)166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title V1, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100)1, • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). Local Agency A&E Professional Services Negotiated Hourly Rate Considtant Agreement Grant Co. Revised 1111912025 25031 G Agreement Number LIi r G Certification Document Exhibit G- I (a) Certification of Consultant Exhibit G-1 (b) Certification of AGE-NCY 0IF-TICIAL Exhibit G-'-) Certification Re(yardincy Debarment. SLIspenslon and Othl,,.--,,.- ResponsibilitAv, Matters - Primary Covered Transactions Exhibit G-3 Certification 2=� Re(jardina the Restrictions of the Use of Federal Funds for Lobbvino t� w Z: -t fir. 4:' C' J2 A Q* ": Local A aenev A& E Professional S(-.-,rvice-v Aureement Auniber 25031 G A`egotiated Hourly Rate Consultant Agr(-,etnent Grant Co. Revised I 111912025 Exhibit G-1 (a) Certification of Consultant I hereby certify that I am the and duly authorized representative of the firm of HLA ENGINEERING AND LAND SURVEYING, INC. (H!A) whose address is 2803 RIVER ROAD, YAKIMA, WA,98902 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 AGR-EEMENT; or c) Paid, or agreed to pay, to any firm, organization or person (other than a bona fide employee working solely for me or the above CONSULTANT) any fee, contribution, donation, or consideration of any kind for, or in connection with, procuring or carrying out this AGREEMENT; except as hereby expressly stated (ifany); 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. HLA ENGINEERING AND LAND SURVEYING, INC. (HLA) Consultant (Firm Name) Nov 19, 2025 Signature {Authorized Offidial of Consultant) Date Local Agency ACE Professional Services Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Exhibit G-1(b) Certification of AGENCY OFFICIAL l hereby certify that I am the: 0 AGENCY OFFICIAL El Other of the GRANT COUNTY , and HLA ENGINEERING AND LAND SURVEYING 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; o 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): Y 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 fiends, and is subject to applicable State and Federal laws, both criminal and civil. 1. S�gnatr y y y Date Local Agency AA&E Professional Services Agreement .Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 11/7912025 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 them 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 under a public transaction; violation of Federal or State anti-trust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property; C. Are not presently 'Indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; an D. Have not within a three (3) year period preceding this application / proposal had one or more public 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. HLA ENGINEERING AND LAND SURVEYING, INC. (HLA) Consultant (Firrn Name) Nov 19,2025 Signature (Authorized Official of Consultant) Date Local Agency A &E Professional Services Agreement Number 250:31 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 11/1912025 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: 1. No Federal appropriated funds lave been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or any employee of a Member of Congress in connection with the awarding of any Federal contract, the makin,g of any Federal grant, the making of any Federal loan, the entering into of any cooperative AGREEMENT, and the extension, continuation, renewal, amendment, or modification of Federal -contract, grant, loan or cooperativeAGREEMENT. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan or cooperative AGREEMENT, the undersigned shall complete and submit Standard Fon-n - LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. This certification 'is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person Who fails to file the require 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 -contracts, Which exceed 100,000 and that all such P sub-rec'Iients shall certify and disclose accordingly. HL ENGINEERING AND LAND SURVEYING, INC. (HLA), Consultant (Firm Name) Nov 19, 2025 Signature (Authorized Official of Consultant) Date Local Agency A & E Professional Services Agreement Number 2503IG Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Exhibit G-4 Certification of Current Cost or Pricing Data This is to certify that, to the best of my knowledge and belief the cost or pricing data (as defined in section of the Federal Acquisition Regulation (FAR) and required under FAR subsection 15.403-4) submitted, either actually or by specific identification in writing, to the Contracting Officer or to the Contracting Officer's representative in support of N/A are accurate, complete, and current as of N/A This certification includes the cost or pricing data supporting'any advance AGREEMENT's and forward pricing rate AGREEMENT's between the offer or and the Government that are pait of the proposal. Firm: N/A NIA Signature Date of Execution NIA N/A Title *identify the proposal, quotation, request for pricing adjustment, or other submission involved, giving the appropriate identifying number project title-) I (e.g.Cy "Insert the day, month, and year, when price negotiations were concluded and price AGREEMENT was reached. ***Insert the day, month, and year, of signing, which should be as close as practicable to the date when the price negotiations were concluded and the contract price was agreed to. Local Agency A&E Professional Services Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 Exhibit H Liability Insurance Increase To Be Used Only If Insurance Requirements Are Increased The professional liability limit of the CONSULTANT to the AGENCY identified in Section X11, Legal Relations and Insuranec of this Agreement is amended to$ N/A . 0 The CONSULTANT shall provide Professional Liability insurance with minimum per occurrence limits in the aniountof $ NIA Such insurance coverage shall be evidenced by one of the following methods: Certificate of Insurance Self -'insurance through an irrevocable Letter of Credit from a qualified financial institution Self-insurance through documentation of a separate fund established exclusively for the payment of professional liability claims.. including claim amounts already reserved against the fund, safeguards established for payment I from the fund a copy of the latest annual financial statements, and disclosure of the investment portfolio for those funds. Should the minimum Professional Liability insurance limit required by the AGENCY as specified above exceed $1 million per occurrence or the value of the contract, whichever is greater- then justification shall be submitted to the Federal Highway Administration (FHWA) for approval to increase the minimum insurance limit. If FHWA approval is obtained, the AGENCY may, at its own cost, reimburse the CONSULTANT for the additional professional liability insurance required. Notes: Cost of added insurance requirements:$ N/A • Include all costs, fee increase, premiums. • This cost shall not be billed against an FHWA funded project. a For final contracts, this hi ex 'bit N/A Local Agency A&E Professional Services Agreement Number 25031G Negotiated Hourly Rate Consultant Agreement Grant Co* Revised 1117912025 Exhibit l Alleged Consultant Design Error Procedures The purpose of this exhibit is to establish a procedure to determine if a consultant has 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 I 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 01 potential design error(s). For federally funded projects, the Region Local Programs Engineer should be infonned and involved in these procedures. (Note: The Director of Public Works or Agency Engineer may appoint an agency staff person other than the project manager, who has not been as directly involved in the project., to be responsible for the remaining steps in these procedures.) I Step 2 Project Manager Documents the Alleged Consultant Design Error(s) tf After discussion of the alleged design error(s) and the magnitude of the alleged error(s), and with the t, Director of Public Works or Agency Engineer's concurrence, the project manager obtains more detailed documentation than is normally required on the project. Examples include all decisions and descriptions of work photographs, records of labor, materials, and equipment. I C> 0 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 error(s) issue. Step 4 Attempt to Resolve Alleged Design Error with Consultant After the meeting(s) with the consultant have been completed regarding the consultant's alleged design error(s), there are three possible scenarios: • It is determined via mutual agreement that there is not a consultant design error(s). If this is the case, then the process will not proceed beyond this point. It is determined via mutual agreement that a consultant design error(s) occurred. If this is the case, then the Director of Publir, Works or Agency Engineer, or their representatives, negotiate a settlement with the consultant. The settlement would be paid to the agency or the amount would be reduced from the consultant's agreement with the agency for the services on the project in which the design error took place. The agency is to provide LP, through the Region Local Programs Engineer, a summary of the settlement for review and *to make adjustments, if any, as to how the settlement affects federal reimbursements. No further action is required. • There is not a mutual agreement regarding the alleged consultant design error(s). The consultant may request that the alleged design error(s) issue be forwarded to the Director of Public Works or Agency Engineer for review. If the Director of Public Works or Agency Engineer, after review with their legal counsel, is not able to reach mutual agreement with the consultant, proceed to Step S. Lo cat Agency A &E Professional Services Agreement Number 25031 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 11/1912025 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. 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. Loeal Agency A&E Professional Services Agreement Number 250 1 G Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 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) total a $1,000 or less, it would not be cost effective to proceed through the outlined steps. It is suggested that the Director of Public Works or Agency Engineer negotiate a fair and reasonable price for the consultant's claim(s) that total $1,000 or less. This exhibit will outline the procedures to be followed by the consultant and the agency to consider a potential claim by the consultant. Step I Consultant Files a Clairn 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 theAgency'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 a Any correspondence that directed the consultant to perform the additional work; Timeframe of the additional work that was outside of the project scope; 01 .7 Summary of direct labor dollars, overhead costs,, profit and reimbursable costs associated with the additional work; and Explanation as to why the consultant believes the additional work was outside of the agreement scope of work. Step 2 Review by Agency Personnel Regarding the Consultant's Claim for Additional Compensation After the consultant has completed step 1, the next step in the process is to forward the request to the Agency's project manager. The project manager will review the consultant's claim and will met with the Director of Public Works or"Agency Engineer to determine if the Agency agrees with the claim. If the FHWA is participating in the project's funding, forward a copy of the consultant's claim and the Agency's recommendation for federal participation in the claim to the WSDOT 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 managgr, Director of Public Works or Agency Engineer, WSDOT Local Programs (if applicable), and FHWA (if applicable) agree with the consultant's claim, send a request memo,, including backup documentation to the consultant to either supplement the agreement,, or create a new agreement for the claim. After the request has been approved, the Agency shall write the supplement and/or new agreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit. No further action in needed regarding the claim procedures. If the Agency does not agree with the consultant's claim, proceed to step 3 of the procedures. L o ea I Agency A & E Profess 1o n al Services Negotiated Hourly Rafe Consultant Agreement Grant Co. Revised 1111912025 25031 G Agreement Number Step 3 Preparation of Support Documentation Regarding Consultant's Claim(s) If the Agency does not agree with the consultant's claim, the project manager shall prepare a summary for the Director of Public Works or Agency Engineer that included the following: • Copy of information supplied by the consultant regarding the claim; • Agency's summation of hours by classification for each firm that should be included in the claim • Any correspondence that directed the consultant to perform the additional work; • Agency"s summary of direct labor dollars, overhead costs, profit and reimbursable costs associate with the additional work; Explanation regarding those areas in which. the Agency does/does not agree with the consultant's claim(s); Explanation to describe what has been instituted to preclude future consultant claim(s); and • Recommendations to resolve the claim. Step 4 Director of Public Works or Agency Engineer Reviews Consultant Claim and Agency Documentation The Director of Public Works or Agency Engineer shall review and administratively approve or disapprove the claim, or portions thereof, which may include getting Agency Council or Commission approval (as appropriate to agency dispute resolution procedures). If the project involves federal participation, obtain concurrence from WSDOT Local Programs and FHWA regarding final settlement of the claim. if the claim is not eligible for federal participation, payment will need to be from agency funds. Step 5 Informing Consultant of Decision Regarding the Claim The Director, of Public Works or Agency Engineer shall notify (in writing) the consultant of their final decision regarding the consultant's claim(s). Include the final dollar amount of the accepted claim(s) and rdtionale 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 Igreement and pay the consultant the amount of the claim. Inform the consultant that the final payment for the agreement is subject to audit 250 1 G Local Agency A & E Profess 1*0 n a I Services Agreement Number Negotiated Hourly Rate Consultant Agreement Grant Co. Revised 1111912025 2025a 1■1 � 19 25031 G LACA Iated HourlyRate Final REVISED Final Audit Report 2025-11-19 Created: 2025-11-19 By: Susan Shane (sshane@hlac:ivll.com) Status: Signed Transaction ID: CBJCHBCAABAAAyIUYihdDlbNeJnJOflHiorlTlvp4geN "2025-11-19 25031 G LACA - Negotiated Hou rl Rate Final REVI S ED" History Document created by Susan Shane (sshane@hlacivii.com) L_J 2025-11-19 - 7:19:43 PM GMT Document emailed to Benjamin A. Annen, PE (bannen@hlacivii.com) for signature 2025-11-19 - 7:26:37 PM GMT Email viewed by Benjamin A. Annen, PE (bannen@hlacivil.com) 2025-11-19 - 7:33-156 PM GMT Document e-signed by Benjamin A. Annen, PE (bannen@hlacivii.com) Signature Date.- 2025-11-19 - 7:34.45 PM GMT -Time Source, server Agreement completed. 2025-11-19 - 7:34:45 PM, GMT Adobe Acrobat Sign