Request for Qualifications Water Treatment Plant Soda Ash Improvements #45B-2026 Page 1 of 33

Published July 20 2026

City of Bellingham Request for Qualifications

Water Treatment Plant Soda Ash Improvements #45B-2026

RFQ INFORMATION

Purchasing Telephone: 360-778-7750 Issue Date: July 20 2026 Contact Email: bids@cob.org

CLOSING INFORMATION

Date: August, 5 2026 Time: 11:00 AM Location: Purchasing Office Mailing Address: 210 Lottie St., Bellingham, WA 98229

The City of Bellingham in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat.252, 42 U.S.C. 2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of Transportation, subtitle A, Office of the Secretary, Part 21, nondiscrimination in federally assisted programs of the Department of Transportation issued pursuant to such Act, hereby notifies all respondents that it will affirmatively ensure that in any contract entered into pursuant to this advertisement, disadvantaged business enterprises as defined at 49 CFR Part 26 will be afforded full opportunity to submit proposals in response to this invitation and will not be discriminated against on the grounds of race, color, national origin or sex in consideration for an award.

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Published July 20 2026

Request for Qualifications ("RFQ")

Water Treatment Soda Ashn Improvements

Section 1 – General Information

1.1 Background Information

The City of Bellingham (City) is seeking Request for Qualifications (RFQ) from engineering firms interested in providing professional design services to the Engineering Division of the Public Works Department for the WTP Soda Ash Improvements.

The City invites all interested parties to respond to this Request For Qualifications (RFQ) by submitting their qualifications relating to this category of work. All prospective consultants are advised any federally funded project work will be held to federal EEO requirements. Disadvantaged, minority and women-owned consultant firms are encouraged to respond.

The City of Bellingham (City) owns and operates a Water Treatment Plant (WTP) within Whatcom Falls Park that can produce up to 24 million gallons per day of drinking water and operates continuously 24 hours a day. It was first constructed in 1968 and later upgraded in 2018 to include a dissolved air flotation pretreatment system. The City feeds sodium carbonate (soda ash) to filter effluent to boost the pH levels and reduce the potential for corrosion within its drinking water distribution system. The existing soda ash system is aging, is labor-intensive to maintain, and is difficult to acquire replacement parts.

The existing soda ash system consists of a storage silo with a capacity of approximately 30,000 pounds, a hopper with a vibrator, a feeder belt with a built-in scale for dosing, a 250-gallon solution mixing tank with a mechanical mixer, a chemical feed pump, and a flexible discharge line to an injection vault. This system is always operational, while a second redundant system remains on standby to alternate starts and ensure continuous chemical feed when one system is down for maintenance.

The current soda ash treatment system includes a downstream water quality analyzer that monitors pH leaving the WTP, with a pH setpoint of 8.0 units plus or minus 0.2 units. The supervisory control and data acquisition (SCADA) system calculates the dosage of soda ash needed to meet the setpoint every 15 minutes.

Based on the usage the soda ash feed system ranges from 13,000 pounds to 51,000 pounds each month, depending on the season, or a daily range of 18 to 71 pounds per hour.

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When the effluent pH is lower than the setpoint, the feeder belt increases the rate at which it feeds soda ash into the mixing tank, depending on the weight of soda ash obtained from the storage silo. When the pH is higher than the setpoint, the feeder belt decreases its feed rate. In all cases, a constant water level is maintained in the mixing tank. The magnetic drive chemical feed pump transfers the soda ash solution into the discharge line for routing to the injection vault. The chemical feed pump can discharge up to a 7 percent soda ash solution by volume, with a typical soda ash dosage range of 10 to 20 milligrams per liter. Flow from the pump is controlled by a diaphragm valve on the discharge line.

1.2 Expertise

The consultant performing the work for the Water Treatment Plant Soda Ash Improvements shall have exceptional knowledge and demonstrated experience with the following:

Municipal Drinking Water Treatment Plant processes, capital improvement project design and permitting.

Water Treatment Plant system planning, design, maintenance and replacement strategies.

Washington State Department of Health standards and guidelines related to

Municipal Drinking Water Treatment.

American Water Works Association Standards for water treatment.

City of Bellingham Development Guidelines and Improvement Standards, and the

Bellingham Municipal Code Design and permitting Water Treatment Plant projects with similar size and complexity.

The firm should have knowledge of the traditional engineering disciplines and have specialized training and practical experience in the design, fabrication, erection, inspection, sanitary integrity, coating, and maintenance of water treatment plant filters and associated processes.

All services that are contracted through this RFQ will be in accordance with the WSDOT Local Agency Guidelines (LAG) Manual. The City’s agreement with the successful consultant firm will conform to all requirements outlined in the WSDOT Local Agency Guideline (LAG) manual, Using the Consultants’ chapter.

1.3 Duration of Services

The anticipated term of this contract is up to 24 months.

1.4 Preparation Costs

The City of Bellingham shall not be responsible for qualification submittal preparation costs, including oral interviews (if held), nor for costs including attorney fees associated with any challenge to the determination of the highest ranked proposer and/or award of contract and /or rejection of qualification submittal. By submitting a qualification submittal of qualifications each proposer agrees to be bound in this respect and waives all claims to such costs and fees.

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Published July 20 2026

1.5 Consultant Fees

After consultant selection, the consultant shall prepare a fee proposal for services, which shall include hourly rates for all work performed. No markup will be allowed on subconsultants or service invoices.

Consultant hourly rates shall include overhead and profit. All indirect and direct costs shall be included in the hourly rate provided. Indirect and direct costs include, but are not limited to, items such as base salary, fringe benefits, sick leave, vacation, holiday pay, unemployment taxes, social security, workman’s compensation, insurance, office expenses, telephone, mailing, reproductions, postage, computer time, and other expenses. The City may request an itemization of overhead costs.

Direct, non-salary costs must be pre-approved by the city. Non-salary costs should be supported for auditing purposes by copies of the invoice or billing instruments the consultant received for payment.

Travel expenses will be reimbursed at the Federal and State government per diem rates including meals and mileage with no additional overhead. No additional subsistence is allowed.

Reproduction costs may only be billed if copies are made at the city's requests such as plan sets for bidding. This also includes overnight shipping. Costs will be paid at invoice only; no additional markup will be allowed.

Items purchased and reimbursed by the city project must be furnished to the City.

Items purchased shall be reimbursed at invoice cost. Invoice must be provided.

Section 2 - Rules Governing Competition

2.1 Examination of Request for Qualifications

Consultants should carefully examine the entire RFQ and any addenda thereto and all related materials and data referenced in the RFQ. Consultants should become fully aware of the nature of the work and the conditions likely to be encountered in performing the work.

2.2 Acceptance Period

Award of this RFQ is anticipated to be announced within 30 calendar days from submission due date, although all offers must be complete and irrevocable for 90 calendar days following the submission date.

2.3 Signature Requirements

All qualification submittals must be signed. The Consultant must ensure its proposal includes a letter, or statement(s), substantially similar in content to the

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Published July 20 2026 sample proposal cover letter provided in Attachment A, signed by a person duly authorized to legally bind the person, partnership, company, or corporation submitting the proposal.

The name of the individual(s) signing the qualification submittal must be clearly shown immediately below the signature. Please ensure firm’s name, address, telephone and facsimile numbers, main point of contact and the e-mail address for the main point of contact for the project are included.

2.4 Submission

The City invites all interested parties to respond to this RFQ by submitting their Statement of Qualification (SOQ) documents on the City of Bellingham website at https://cob.procureware.com/. Questions can be addressed to the Purchasing Office at the above address or by email Bids@cob.org

The Purchasing Office, 210 Lottie Street Bellingham, WA 98225 must receive the electronic submittals no later than 11:00 AM on August 5, 2026. The sealed electronic submittals will be opened and read after the 11:00 AM deadline. The City reserves the right to postpone making the award for a reasonable length of time, to reject all submittals or parts of submittals as may be in the best interest of the City.

2.5 Disposition of Qualification Submittals

All materials submitted in response to this RFQ will become the property of the City of Bellingham. The City at its discretion, may make additional copies of the submittal for evaluation only. One copy shall be retained by the City for the official files of the Purchasing Division and will become part of the public record after award of the contract.

2.6 Oral Change/Interpretation

No oral change or interpretation of any provision contained in this RFQ is valid whether issued at a pre-qualification submittal conference or otherwise. Written addenda will be issued when changes, clarifications, or amendments to qualification submittal documents are deemed necessary by the City.

2.7 Modification/Withdrawal of Qualification Submittals

A respondent may withdraw a qualification submittal at any time prior to the final submission date by sending written notification of its withdrawal, signed by an agent authorized to represent the agency. The respondent may thereafter submit a new qualification submittal prior to the final submission date or submit written modification or addition to a qualification submittal prior to the final submission date. Modifications offered in any other manner, oral, or written will not be considered. A final qualification submittal cannot be changed or withdrawn after the final submission date, except for modifications requested by the City after the date of receipt and following oral presentations.

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2.8 Late Submissions

Qualification submittals not received prior to the time specified in this RFQ will not be considered.

2.9 Rejection of Submittals

The City reserves the right to reject any or all Submittals and to waive irregularities and information in the submittal and evaluation process. This RFQ does not obligate the City to pay any costs incurred by firms in the preparation and submission of their Submittals. Furthermore, this RFQ does not obligate the City to accept or contract for any express or implied services.

2.10 Professional Registration

Plans, specifications, and research reports produced under contract with the City shall be stamped and signed by the respective engineer, landscape architect, or other qualified professional licensed in the State of Washington, in accordance with the WAC and RCW.

Section 3 - Scope of Work

3.1 General

The City is seeking the design of bid-ready plans, specifications, permitting, and estimate of costs. Other services may include construction management, public outreach, etc. The City will be contracting separately surveying base mapping, topography and existing utility mapping. The City will be the lead for the right-of-way acquisition, if needed, as well as the public outreach efforts for this project.

At the City’s discretion, the consultant may be requested to provide construction services (assist the City with submittal review, RFIs, change orders, inspections, or other construction-related tasks) or construction management services during construction of the design produced under this contract.

Soda Ash Feeder Replacement The City would like to replace components of its existing soda ash chemical feed system, downstream of the silo to the injection point without disturbing bulk soda ash storage. The existing mechanical components used to generate soda ash solution continue to cause operational challenges. The City’s main concern is having a reliable system that can run overnight and on weekends when lead operators are not present. Solid soda ash powder tends to bridge and clog between the silo outlet and feeder belt where there is a manually operated slide gate, requiring intervention from an operator. In addition, the built-in scale in the feeder belt must be manually calibrated frequently to ensure accuracy. The magnetic drive chemical feed pumps are likely overdosing the system when there are reductions in pH levels since the system over corrects to the target pH level.

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Published July 20 2026

Any proposed replacement for the current chemical feed system will be constrained to the physical area within the structural beam supports of the storage silos and below the hopper. The replacement soda ash feed system should maintain the current feed and dose range and target pH but should have a different and more modern mechanism for creating the soda ash solution at different concentrations. The Washington State Department of Health (DOH) will need to review any initial proposed changes to the soda ash system to determine if a formal Project Report is required prior to implementation. Coordinating with DOH during the design phase to ensure their expectations are met for surface water plant improvements may be necessary.

Soda Ash Construction Phasing To install a new soda ash chemical feed system, construction phasing needs to be considered to maintain the WTP’s effluent pH at its target setpoint throughout construction.

Storage Silo Improvements The storage and delivery of soda ash poses challenges for the City. Currently, the chemical supplier is limited to delivering full tanker trucks of soda ash, which is 40,000 pounds per delivery. Each of the two silos at the WTP has a capacity of 30,000 pounds, or 60,000 pounds total. Therefore, the City must consume most of the soda ash in storage before receiving a delivery. This also requires alternating both soda ash systems to draw down both silos and to balance the dry chemical. If one of the systems is not operational, there would be no means to transfer soda ash between each silo. Therefore, the silos should be retrofitted with a system to transfer solids between silos, such as a screw conveyor or auger. This should be incorporated into the future design. During construction of the soda ash chemical feed system, the City would like each of the silos emptied and cleaned to ensure the equipment is free of all debris. This requirement can be incorporated into the future design specifications.

The manually operated slide gates that are used to discharge soda ash from the silo outlets are difficult for operators to close completely due to the head pressure of chemical above within the silo. An actuated gate is recommended to replace the current slide gate system. Selection of a gate and actuator would occur during the future design phase, to be retrofitted once a silo is empty.

Chemical Feed Piping Improvements The City is interested in replacing the chemical feed piping from the chemical feed pumps to the injection vault. The current configuration is a 60-foot length of approximately 2-inch-diameter clear corrugated flexible hose that is susceptible to solid buildup as soda ash scale accumulates on the hose walls. Operators break up powder buildup within the hose manually with a rubber mallet, and if unsuccessful, operators uncouple the cam lock at the injection vault and use high pressure water to backflush the hose and/or use acid to clean the hose of remaining soda ash. For this reason, it is recommended that replacement piping

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Published July 20 2026 be installed with flushing ports at intervals along its length to ensure operators can clean the system regularly while in service without pipe disassembly. It also is recommended that the piping has a smooth internal surface between joints to prevent the buildup of soda ash.

3.2 Expectations

The following is a general list of the key items of work. Consultants are encouraged to demonstrate their specific knowledge of the project site and to include any additional issues/ideas that may be appropriate to successful completion of this project.

Gather field/plant information as required to inform the project design.

o Interior/Exterior Survey (if required).

o Existing power, piping, process, and system control interfaces.

Prepare plans, specifications, and cost estimates at the 30%, 60%, 90%, and 100% levels.

Act as the project lead in applying for and obtaining any required federal, State, local, and environmental permits associated with the design.

Engage the services of qualified process control and integration personnel to develop Piping and Instrumentation Diagrams (P&ID).

Coordinate with City Plant Staff and SCADA manager to determine the necessary process controls required during the design.

Consulting work and services as required to comply with Department of Health and Environmental Protection Agency requirements, guidelines, and regulations

Provide a formal Project Report submittal to the Washington Department of Health.

This work would only be required if DOH determines that a Project Report is required for the scope of the project proposed.

Provide availability for additional services (construction management) during construction.

Provide contract documentation through construction.

Due to the complexity of this project, work may include all, some or none of the items listed above. There is no guarantee as to the amount or extent of work under this contract.

3.3 Time for Completion

The estimated time for completion will be negotiated after contract award based on a negotiated scope of work specific to each project or task order.

Work may be completed in multiple phases. If construction documents are developed, construction will be coordinated within the required permitting work windows. The consultant must have expertise in environmental permitting processes and preparation of construction documents.

There may be prolonged scheduling and unforeseen permitting issues that will need to be resolved. The consultant must understand and have the expertise to

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Published July 20 2026 properly plan for delays and accelerations resulting from project review, public input, and changed threatened or endangered species listings as these items are typically encountered for the type of work proposed.

3.4 Budget

This project will be funded by the City of Bellingham Water Fund. Funding for the project is subject to change.

Additional services of the same nature and type may be added to the contact at the direction of the City’s project manager pending availability of other funding and as identified within the City’s scope of work.

Section 4 - Submission Parameters

4.1 General

The intent of this Request for Qualifications (RFQ) is to obtain professional services from qualified firms who agree to perform services as outlined in the City’s scope of work. The following is a sample format for submittals. Consultants are asked to organize their qualification submittals in the manner specified below.

Submittals shall be limited to a maximum of ten pages not including the title page (limited to one page), table of contents (limited to one page), and resumes (limited to 1 page for each person). Minimum font size is 10 pt. Submittals over the maximum page size limit will not be considered.

4.2 Title Page

Show the RFQ number and subject, the name of your firm, address, e-mail address, telephone and facsimile numbers, name of contact person, name of Principal in Charge, and date.

4.3 Table of Contents

Clearly identify the materials by section number.

4.4 Letter of Transmittal

Briefly describe your firm’s understanding of the services to be performed and make a positive commitment to provide the services as specified.

Give the name of the Principal in Charge, the name(s) of the person(s) who are authorized to make representations for your firm, their titles, address, e-mail address, telephone and facsimile numbers. The letter must be signed by a corporate officer or other individual with authority to bind the firm.

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4.5 Qualification Submittal Contents

Qualification submittals should contain, but not necessarily be limited to the following:

Firm Qualifications & Experience: Provide a statement of intent explaining why the firm is interested, highlighting the firm’s qualifications and experience to do the work. Verify the firm’s ability to provide the desired professional services and outline the firm’s approach to delivering these services. Discuss the diversity of services the firm provides.

Team Organization: Show the organization of the proposed design team. Include project management and design methodology. Talk about any supporting functions as deemed necessary.

Technical Knowledge and Qualifications: Discuss the firm’s key personnel available to be assigned within the firm and from sub consulting firms. Include an organizational chart. Highlight the roles, qualifications, and level of experiences of key personnel who would be assigned to perform the work. Include relevant resumes for all personnel and proposed sub consultants’ firms, team members’ names, qualifications, certifications, etc.

Schedule & Management: Discuss firm’s resources available. What is the firm’s current workload size, the firm’s ability to manage and meet project schedules?

Show documentation of project history. Describe firm’s physical availability to the City in terms of communication, conduct meetings and field work. How will distance from the project site and the City affect the response time to critical matters pertaining to an assigned project?

References: Provide a list of references (including contact name and telephone number) of at least two (2) complete or current projects within the last four (4) years of similar scope and size. Briefly describe each project and the role the firm played in the delivery of the project. The City reserves the right to contact references without prior notification.

Section 5 – Evaluation Criteria and Process

5.1 Evaluation Criteria

All parties shall provide a response containing all required elements herein to the City of Bellingham at the stated address by the deadline given.

The City intends to enter into a contract with the Consultant who provides a proposal that, in the opinion of the City, best meets all the below listed evaluation criteria (receives the highest evaluated score) as determined by a selection committee formed by the City. Further, the City reserves the right to conduct interviews with one or more Proponents as necessary to complete its evaluation.

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Upon selection of a Consultant, the City intends to enter into a contract using its standard Consulting Services Agreement, which shall be used to secure these services. A copy of the City’s agreement is attached, as Attachment B, and shall be incorporated into this RFQ by this reference.

Selection Criteria Weight Qualifications & Experience (Consultant’s qualifications, experience, character and reputation including primary & support staff)

25 pts

Organization (organizational abilities, project management techniques, innovativeness, creativity & capacity of the supporting functions)

20 pts

Technical Knowledge (technical knowledge & expertise with respect to the types of services identified in the scope of work)

25 pts

Projects (the number & size of other projects currently being performed by the consultant)

10 pts

Schedule (ability to begin/complete work on time & provide timely response, including in-person response time as necessary)

10 pts

References (references, past performance on projects of similar size and nature)

10 pts

Total 100 pts

5.2 Evaluation Process

A selection committee of individuals representing the City will evaluate the qualification submittals as submitted. The City reserves the right to award a contract solely on the written qualification submittal.

The City also reserves the right to request oral interviews with the highest ranked firms (a.k.a. "short list"). The purpose of these interviews is to allow expansion upon the written responses. The same evaluation criteria will be used for the interviews. The final selection will be based on the total of all evaluators’ scores.

The highest ranked proposer(s) after scoring may be invited to enter into final negotiations with the City for purposes of contract award.

The selection committee may request additional information to be submitted and/or ask additional questions during the interview. The lead firm’s project manager shall be present for the interview. Each sub consultant’s key team member is encouraged to be present for the interview.

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Section 6 – Selection Process

The firm with the highest total evaluation points may be invited to enter into contract negotiation with the City. If an agreement cannot be reached, the second highest proposer may be contacted for negotiations. This process may continue until successful negotiations have been achieved. The City reserves the right to terminate negotiations with any proposer should it be in the City’s best interest.

Section 7 – Terms and Conditions

7.1 Equal Opportunity Employment

The successful Consultant(s) must comply with the City of Bellingham equal opportunity requirements. The City of Bellingham is committed to a program of equal employment opportunity regardless of race, color, creed, religion, gender, age, national origin, pregnancy, genetic information, marital status, sexual orientation (including gender identity), or the presence of any sensory, physical or mental disabilities.

The City of Bellingham is also committed to complying with Title VI of the Civil Rights Act of 1964, that provides “no person in the United States shall, on the ground of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subject to discrimination under any program or activity receiving federal financial assistance.”

7.2 Americans with Disabilities Act (ADA) Information

The City of Bellingham in accordance with Section 504 of Rehabilitation Act (Section 504) and the Americans with Disability Act (ADA), commits to non-discrimination on the basis of disability, in all of its programs and activities.

7.3 Insurance Requirements

The successful Consultant(s) shall maintain insurance that is sufficient to protect the Consultant’s business against all applicable risks, as set forth in the City’s standard contract, a sample of which has been attached as Attachment B and incorporated by this reference.

7.4 Indemnification

The Consultant(s) shall hold harmless, defend, and indemnify the City and the City’s officers, agents, and employees against any liability that may be imposed upon them by reason of the Consultant’s failure to provide compensation coverage or liability coverage.

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Published July 20 2026

7.5 Business License

The Consultant(s) awarded a contract will be required to obtain and maintain a City of Bellingham Business License.

https://www.cob.org/services/business/pages/business-registration.aspx

7.6 Non-Collusion

Submittal and signature of a submittal swears that the document is genuine and not a sham or collusive, and not made in the interest of any person not named, and that the Consultant has not induced others to submit a sham offer, or to refrain from proposing.

7.7 Compliance with Laws and Regulations

In addition to non-discrimination and affirmative action compliance requirements previously listed, the Consultant ultimately awarded a contract shall comply with federal, state and local laws, statutes and ordinance relative to the execution of the work. This requirement includes, but is not limited to, protection of public and employer safety and health; environmental protection; waste reduction and recycling; the protection of natural resources; permits; fees; taxes; and similar subjects.

7.8 Ownership of Documents

Any reports, studies, conclusions and summaries prepared by the Consultant shall become the property of the City.

7.9 Confidentiality of Information

All information and data furnished to the Consultant by the City, and all other documents to which the Consultant’s employees have access during the term of the contract, shall be treated as confidential to the City. Any oral or written disclosure to unauthorized individuals is prohibited.

7.10 Public Records

Under Washington state law, the documents (including but not limited to written, printed, graphic, electronic, photographic or voice mail materials and/or transcriptions, recordings or reproductions thereof) submitted in response to this RFQ becomes a public record upon submission to the City, subject to mandatory disclosure upon request by any person, unless the documents are exempt from public disclosure by a specific provision of the law. If the City receives a request for inspection or copying of any such documents it will promptly notify the person submitting the documents to the City (by U.S. mail or email if person has provided an email address) and upon the written request of such person, received by the City within five (5) days of the mailing of such notice, will postpone disclosure of the documents for a reasonable period of time as permitted by law to enable such person to seek a court order prohibiting or conditioning the release of the documents. The City assumes no contractual obligations to enforce any exemption.

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Section 8 – Inquiries

All respondents are requested to review this request carefully and to submit any questions concerning this RFQ, the City’s requirements or its evaluation process to Purchasing Office via the City’s procurement portal at https://cob.procureware.com/.

Questions should be received no later than seven (7) calendar days prior to response submission deadline so that they can be addressed through the portal to ensure any necessary amendments can be published and distributed to plan holders to prevent receipt of a non-responsive solicitation.

No other City official, employee or department is empowered to speak for the City with respect to this RFQ. Any Information obtained from any other source shall not be considered binding and may disqualify your proposal.

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ATTACHMENT A

Sample Proposal Cover Letter

Letterhead or proponent’s name and address

Date

Subject: Request for Qualifications name Request for Qualifications number List any amendment nos. and dates

The enclosed is submitted in response to the above-referenced Request for Qualifications (RFQ). Through submission of this proposal we agree to all the terms and conditions of the Request for Qualifications.

We have carefully read and examined the Request for Qualifications and have conducted such other investigations as were prudent and reasonable in preparing the proposal. We agree to be bound by statements and representations made in this proposal and to any agreement resulting from the proposal.

Yours truly, Signature

Name:

Type or print

Title:

Legal name of proponent:

Date:

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ATTACHMENT B

SAMPLE

AGREEMENT FOR CONSULTANT SERVICES

CITY OF BELLINGHAM –

The CITY OF BELLINGHAM, a first-class municipal corporation of the State of

Washington, located at City Hall, 210 Lottie Street, Bellingham, Washington, 98225

(hereinafter the "City"), and ,___________________________________ (hereinafter the

"Consultant"), in consideration of the mutual covenants herein, agree as follows:

I. OBJECTIVE. The objective of this Agreement is (hereinafter the "Project" as further set forth in Article III. below).

II. RESPONSIBLE OFFICERS.

A. The City designates______________ as its Project Manager for the

Project. The Project Manager is the City's liaison officer to the Consultant for all purposes in carrying out the Project.

B. The Consultant designates _____________ as its Representative for the

Project. The Consultant's Representative is its liaison officer to the City for all purposes in carrying out the Project.

III. SCOPE OF WORK UNDERTAKEN BY CONSULTANT AND PROJECT

SCHEDULE.

Consultant agrees to carry out the following work (hereinafter "the Project") to the satisfaction of the Project Manager:

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See Exhibit "A" attached and incorporated herein by this reference.

IV. PAYMENT.

A. The maximum payable to Consultant under this Agreement is

$____________, which amount shall be inclusive of any State sales tax payable by Consultant.

B. Payments to the Consultant will be made monthly for work done during the previous month, based on invoices submitted to the Project Manager. A short narrative progress report shall accompany each invoice, which report shall discuss any problems or potential causes for delay, with the status of the Project, amount of work completed, and other relevant information.

C. The cost records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the City or any other governmental agency with jurisdiction for a period of three (3) years after final payment.

D. The basis for payment hereunder is: See Exhibit "B" attached and incorporated herein by this reference.

V. ADDITIONAL CONTRACT TERMS AND CONDITIONS.

If any additional contract terms and conditions are mutually agreed upon, they shall appear in a separate Exhibit C, attached hereto and incorporated by this reference.

VI. CHANGES AND ADDITIONAL WORK.

A. Upon request of the City, the Consultant shall make such revisions in work done under this Agreement as are necessary to correct errors or

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Published July 20 2026 omissions appearing therein and make such other minor revisions as are reasonably requested, without additional compensation therefor.

B. The City may, at any time, by written order direct the Consultant to revise portions of the Project work previously completed in a satisfactory manner, delete portions of the Project, make other changes within the general scope of the services or work to be performed under this Agreement, or request other additional work not reasonably implied by the scope of work.

If such changes cause an increase or decrease in the Consultant's cost of or time required for performance of any service under this Agreement, an equitable cost and/or completion time adjustment shall be made, and this

Agreement shall be modified in writing accordingly. The Consultant must assert any claim for adjustment under this section in writing within thirty days from the date of receipt by the Consultant of the notification of change.

VII. INFORMATION AND WORK PROVIDED BY THE CITY. Such data as is possessed by the City and is useful or necessary to the Consultant in order to carry out the Project shall be turned over to the Consultant at a time and place mutually convenient. The Consultant is entitled to rely on the data provided.

Except as specifically provided in this section, the City is not required to retain additional consultants, do research or obtain additional data for use by the

Consultant at the City's expense.

Exceptions are as follows: None

VIII. CONSULTANT'S STUDIES, REPORTS AND WORK PRODUCT.

A. The Consultant shall prepare such information and studies as may be pertinent and necessary, or as may be requested by the City, in order that the City may pass critical judgment on the features of the work.

Compliance with the foregoing provision shall not constitute additional work as described in this Agreement.

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B. All documents, maps, and other materials of whatever kind prepared by the Consultant pursuant to this Agreement shall be deemed property of the City upon completion of the Project or termination of this Agreement.

The Consultant may keep file copies of its work product but shall retain no other rights of ownership therein.

IX. TIME OF BEGINNING AND COMPLETION.

A. The Consultant shall not begin work under the terms of this Agreement until authorized in writing by the City's Project Manager. The completion time for all work under this Agreement shall be the Project schedule contained in the Scope of Work.

B. Established completion time is a material part of this Agreement and shall not be extended because of any unwarranted delays attributable to the

Consultant. However, it may be extended by the City in the event of a delay attributable to the City or because of unavoidable delays caused by an act of God or other conditions beyond the control of the Consultant.

X. RELATIONSHIP OF THE PARTIES; SUBCONTRACTING.

A. The Consultant warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for the Consultant, to solicit or secure this Agreement; and that it has not paid or agreed to pay any company or person, other than a bona fide employee working solely for the Consultant, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, the

City shall have the right to annul this Agreement without liability, or in its discretion to deduct from the Agreement price or consideration or otherwise recover the full amount of such fee, commission, percentage, gift or contingent fee.

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B. During the term of this Agreement, the Consultant shall not engage, on a full-time, part-time, or other basis, any professional or technical personnel who are, or have been at any time during the term of this Agreement, in the employ of the City (except regularly retired employees) without written consent of the City.

C. This Agreement is for the performance of professional services. The parties intend that the Consultant shall be an independent contractor in the performance of services rendered pursuant hereto. To this end, Consultant represents that it is customarily in the business of providing the services described in this Agreement, has its own place of business, is eligible for and does file with the Internal Revenue Service a schedule of business expenses, has established or will timely establish an account with the State Department of Revenue and has received a unified business identifier number, and maintains a separate set of books and records for such business.

D. Any and all employees of the Consultant while engaged in the performance of any work or services required by the Consultant under this

Agreement shall be considered employees of the Consultant only and not of the City. Any and all claims that may or might arise under the Workers

Compensation Act on behalf of said employees while so engaged on any of the work or services to be rendered herein shall be the sole obligation and responsibility of the Consultant.

E. None of the services covered by this Agreement shall be subcontracted by the Consultant without the prior written consent of the City, executed by its

Project Manager. The Consultant shall be as fully responsible to the City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as it is for the acts and omissions of persons directly employed by it. The Consultant shall insert in each

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Published July 20 2026 subcontract appropriate provisions requiring compliance with the provisions of this Agreement, and subcontractors shall be deemed to be bound by all the terms hereof.

XI. CONFLICT OF INTEREST.

A. Consultant covenants that it presently has no pecuniary or proprietary interest and shall not acquire any such interests, direct or indirect, which conflicts in any manner or degree with the performance of services required to be performed under this Agreement. The Consultant further covenants that in the performance of this Agreement no person or subcontractor having such interest shall be employed.

B. No members of the City government, and no other officer, employee or agent of the City who exercises any functions or responsibilities in connection with the carrying out of the Project shall have any personal interest, direct or indirect, in this Agreement.

XII. DISPUTE RESOLUTION, ATTORNEYS' FEES, AND APPLICABLE LAW.

A. The City and the Consultant shall give each other prompt notice of any development either observes or becomes aware of which affects the scope or timing of the Project or involves any defect in the work of

Consultant, or its contractors or subcontractors. In the event of material disagreements between the City's Project Manager and the Consultant's

Representative arising out of this Agreement, the issue shall be addressed at meetings between the parties, which shall in such case also include at least the Project Manager and the Consultant's Representative (or equivalent), all of whom shall use their best efforts to timely resolve the dispute.

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B. In the event of litigation to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs.

C. This Agreement and all provisions hereof shall be interpreted in accordance with the laws of the State of Washington in effect on the date of execution of this Agreement. The Superior Court of Whatcom County, Washington, shall have exclusive jurisdiction and venue over any legal action arising under this Agreement without recourse to any principle of

Conflicts of Laws.

XIII. TERMINATION.

A. In the event of the death of a member, partner, or officer of the Consultant, or any of its supervisory personnel assigned to the Project, the surviving members of the Consultant hereby agree to complete the work under the terms of this Agreement if requested to do so by the City in its sole discretion.

B. In the event that funding is withdrawn, reduced or limited in any way after the effective date of this Agreement due to City budgetary constraints, and prior to its normal completion, the City may summarily terminate this

Agreement as to the funds withdrawn, reduced or limited notwithstanding any other termination provisions of this Agreement. If the level of funding withdrawn, reduced or limited is so great that the City deems that the continuation of the services covered by this Agreement is no longer in the best interest of the City, the City may summarily terminate this Agreement in whole notwithstanding any other termination provision of this

Agreement. Termination under this Section shall be effective upon receipt of written notice thereof. Nothing herein prevents Consultant from being paid sums, duly documented, for work performed prior to termination.

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C. Should either party hereto believe that the other has failed to substantially perform all or a material part of its obligations under the Agreement, it shall deliver written notice to that effect to the other, specifying the alleged default and giving the other party fifteen (15) days to cure such default.

Thereafter, should the default not be remedied to the satisfaction of the non-defaulting party, this Agreement may be terminated upon seven (7) days written notice (delivered by certified mail). In the event of termination under this subparagraph, the Consultant shall be paid an amount, in the discretion of the Project Manager, which takes into account actual costs incurred by the Consultant in performing the Project work to the date of termination, the amount of work originally required which was satisfactorily completed to the date of termination, the cost to the City of completing the work itself or of employing another firm to complete it and the inconvenience and time which may be required to do so, along with any other factors which affect the value to the City of the Project work which has been performed to the date of termination. In no event shall the

Consultant receive an amount based on anticipated profit on unperformed services or other work.

D. Upon receipt of a termination notice, the Consultant shall promptly discontinue all services affected unless the notice directs otherwise, and shall promptly deliver or otherwise make available to the City all data, drawings, specifications, calculations, reports, estimates, summaries, and such other information and materials as the Consultant or its subconsultants may have accumulated in performing this Agreement, whether completed or in progress, and shall also make available all equipment and/or materials purchased specifically for the Project where the City has reimbursed the Consultant therefor. The City may thereafter, at its sole option, take over the work and prosecute the same to completion by whatever means it chooses. Consultant shall have the right, during the termination notice period, to complete such analyses and records as necessary to place its files in order and, when necessary for

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Published July 20 2026 protection of its professional reputation, to produce a report of services completed to the date of termination.

E. Termination of this Agreement shall not prevent the City from invoking those provisions herein necessary to protect or enforce its rights hereunder, which provisions shall survive termination.

XIV. LEGAL RELATIONS AND INSURANCE.

A. The Consultant shall comply, and shall ensure its subconsultants comply, with all City ordinances and resolutions, and federal and state grant agreements and local laws, regulations and ordinances applicable to the work and services to be performed under this Agreement.

B. The Consultant shall defend, indemnify and hold harmless the City, its officers, employees, principals and agents from any and all injury or damage to the City or its property, and also from all claims, demands, causes of action, or suits of any kind that arise directly or indirectly out of, incident to, or due to any actual or alleged negligence, intentional tort, or breach of duty by the Consultant, its agents, employees, representatives or subcontractors in performing work and services under this Agreement, except for injuries and damages caused by the sole negligence of the City.

C. In the event any claim, suits, or actions result from the concurrent negligence of (a) the City or the City's agents or employees and (b) the

Consultant or the Consultant's agents or employees, the defense and indemnity provisions in the preceding paragraph of this section shall be valid and enforceable only to the extent of the Consultant's negligence or the negligence of its agents and employees.

D. The Consultant specifically agrees to defend and indemnify the City from claims or suits brought by Consultant's own employees against the City.

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For this purpose, Consultant specifically and expressly waives any immunity that may be granted it under the Washington State Industrial

Insurance Act, Title 51 RCW. Further, the indemnification obligation under this Agreement shall not be limited in any way by any limitation on benefits payable to or for any third party under the workers' compensation acts.

This waiver has been mutually negotiated by the parties.

E. The City's rights and remedies in this Agreement are in addition to any other rights and remedies provided by law.

F. Prior to execution of the Agreement, the Consultant shall file with the City appropriate evidence of insurance from insurer(s) certifying to the coverage of all insurance required herein and which will be subject to approval by the City. In the event that the Consultant is unable, through no fault or neglect, to maintain such insurance, the City shall have the right to terminate the Agreement pursuant to paragraph XII after giving the

Consultant a reasonable opportunity to find alternate insurance coverage acceptable to the City. All insurance policies shall be endorsed to require the insurer to provide thirty days' notice of cancellation.

G. The Consultant shall require that all subcontractors obtain and maintain comprehensive general liability, professional liability and workers compensation insurance appropriate and applicable to the scope of work and services to be performed by such subconsultants. It shall be the responsibility of the Consultant to initially determine the appropriate and applicable insurance coverage, which will be submitted to the City for approval. The Consultant shall furnish to the City insurance certificates for all subcontractors.

H. The Consultant shall obtain and maintain the minimum limits of liability insurance set forth below. By requiring such minimum limits, the City shall not be deemed to have assessed the risks which may be applicable to the

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Consultant under this Agreement. The Consultant shall assess its own risks and, if it deems it appropriate and prudent, maintain greater limits.

The insurance of the…