HomeMy WebLinkAbout3168RESOLUTION NO. 3 1 6 8
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON, AUTHORIZING THE MAYOR AND CITY CLERK TO
EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES FOR A
LITTER CONTROL PROGRAM BETWEEN THE CITY OF AUBURN AND
VADIS NORTHWEST.
WHEREAS, the City of Auburn, Washington, finds a need to provide a
litter control program for the City; and
WHEREAS, VADIS NORTHWEST, a non - profit corporation that
develops employment for individuals with disabilities, is able to provide to the
City a twelve -month litter clean -up program as well as other maintenance tasks
for the City's Street, Water, Sewer, Storm Drainage and Equipment Rental
Divisions.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AUBURN,
KING COUNTY, WASHINGTON, IN A REGULAR MEETING DULY
ASSEMBLED, HEREWITH RESOLVES THAT:
Section 1. The Mayor and City Clerk of the City of Auburn are herewith
authorized to execute an Agreement for Professional Services for a litter control
program and other duties between the City of Auburn and VADIS
NORTHWEST. A copy of said Agreement is attached hereto, denominated as
Exhibit "A" and made a part hereof as though set forth in full herein.
Resolution No. 3168
01/25/00
Page 1
Section 2. The Mayor is hereby authorized to implement such
administrative procedures as may be necessary to carry out the directives of
this legislation.
DATED and SIGNED this 7h day of February, 2000.
CITY OF AUBURN
C1,4,,, 4,1(1g
ATTEST:
&,4u,Dc
Danielle E. Daskam,
City Clerk
APPROVED AS TO FORM:
Michael J. 'eynolds,
City Attorney
Resolution No. 3168
01/25/00
Page 2
CHARLES A. BOOTH
MAYOR
AGREEMENT FOR PROFESSIONAL SERVICES
THIS AGREEMENT made and entered into this i day of
k ✓ r y , 2000, by and between the CITY OF AUBURN, a municipal
corporation of the State of Washington, whose address is 25 West Main, Auburn,
WA 98001, hereinafter referred to as "CITY" and VADIS NORTHWEST, a
nonprofit corporation of the State of Washington, whose address is 1701 Elm
Street, Sumner, WA 98390, hereinafter referred to as "VADIS ".
In consideration of the covenants and conditions herein the parties agree
as follows:
1. PURPOSE.
The purpose of this Agreement is to contract with VADIS
NORTHWEST, a non - profit corporation that develops employment for individuals
with disabilities, for a twelve -month litter clean -up program as well as other
maintenance tasks for either the City's Street, Water, Sewer, Storm Drainage or
Equipment Rental Divisions.
2. SCOPE OF WORK.
VADIS agrees to perform the following services:
A. SPECIFIC TASKS.
(1) SOLID WASTE. VADIS will collect and remove litter,
trash and debris from the shoulders of CITY traveled
ways (including but not limited to streets, roads,
alleys, paths and parkways), public parking lots and
Exhibit "A"
Resolution No. 3168
01/25/00
Page 1
other designated areas on Monday, Tuesday, and
Wednesday of each work week. On Thursday and
Friday other maintenance tasks will be performed for
either the Street, Water, Sewer, Storm Drainage or
Equipment Rental Divisions. However, the Division
for whom tasks are to be performed may be changed
by the CITY'S Solid Waste Supervisor as provided in
paragraph (5) on page 3 at the CITY'S discretion to
meet its needs.
(2) EQUIPMENT RENTAL.
Wash and clean designated CITY vehicles as
assigned on Thursday or Friday.
(3) SEWER.
Remove weeds and perform other landscaping duties
as assigned on Thursday or Friday.
(4) STORM DRAINAGE.
Collect and remove tree leaves, limbs, trash and other
debris from the top of storm water catch basins and
from the sidewalk curbs and gutters as assigned on
Thursday or Friday.
(5) JOB ASSIGNMENT PRIORITIES.
Task assignments are subject to change and
prioritization by the CITY Solid Waste Supervisor,
Exhibit "A"
Resolution No. 3168
01/25/00
Page 2
Maintenance and Operations Division, Department of
Public Works.
B. EXAMINATION OF WORK SITES.
VADIS shall examine all work sites thoroughly before
commencing work at the site. It shall be the responsibility of VADIS
to verify all the duties, assignments, and job sites. All existing
conditions at the job site will be noted and copies with verification
noted, given to the CITY'S Solid Waste Supervisor on a daily basis.
C. HOURS.
VADIS shall perform tasks to completion between the hours
of 9:00 AM and 3:00 PM Monday through Friday. VADIS shall
recognize the same observed holidays as the CITY and in addition
VADIS recognizes the national holiday for Martin Luther King, Jr.
3. TERM.
This Agreement shall commence and be in effect on March 1,
2000. The Agreement will expire on February 28, 2001.
4. COMPENSATION.
The CITY agrees to pay the sum of FOUR THOUSAND EIGHT
HUNDRED SIXTY -EIGHT and 38/100 DOLLARS ($4,868.38) per month, not to
exceed a maximum amount of FIFTY -EIGHT THOUSAND FOUR HUNDRED
TWENTY DOLLARS and 56/100 ($58,420.56) for the term of this Agreement.
Such payment shall be full compensation for all work performed and /or services
rendered and for all supervision, labor, supplies, materials, employees,
Exhibit "A"
Resolution No. 3168
01/25/00
Page 3
equipment and all incidentals necessary to complete services under this
Agreement. Payment shall be made by U.S. Mail within thirty (30) days following
receipt of properly submitted monthly invoices provided by VADIS to the CITY'S
Maintenance and Operation Division. The contract number must appear on all
invoices submitted. Full payment will be made to VADIS only after services are
satisfactorily performed.
All services are to be performed in a good workmanship manner to
the satisfaction of the Public Works Department/Maintenance and Operations
Division. If VADIS fails to perform or delays in performing work assigned by the
CITY in accordance with the specified instructions and actual damages to the
CITY are either difficult or impossible to determine, VADIS agrees the monthly
payment may be reduced in such amount as in the judgment of the CITY shall
compensate the CITY for inconvenience resulting from VADIS' failure to perform,
from its inadequate performance or from its delay in performance.
5. RESPONSIBILITY OF VADIS.
VADIS shall be responsible for the following:
A. The performance and accomplishment of tasks and work
assigned in accordance with paragraph 2 herein.
B. The performance of all work as provided in under this
Agreement with its own employees. Individuals who perform
work under this Agreement must be carried on VADIS'
payroll. VADIS is responsible for administering and paying
employee wages, benefits and all other employee - related
Exhibit "A"
Resolution No. 3168
01/25/00
Page 4
costs. Although VADIS company headquarters may be
located outside of Auburn, Washington, VADIS shall provide
in the Auburn geographical area a full -time supervisor who
will continuously oversee VADIS employee work and will
have authority to represent VADIS in the day -to -day
activities. The VADIS supervisor must be trained in traffic
control and must possess a "Traffic Control Flagging
License" certified by the State of Washington. VADIS will
provide the supervisor's name, address and telephone
number to the CITY'S Solid Waste Supervisor at the
beginning of the contract period. A second supervisor
trained in traffic control possessing a "Traffic Control
Flagging License" certified by the State of Washington will
perform flagging on busy streets of Howard Road and
Kersey Way. This second person will be available one day
the first week of the month, one day the second week of the
month, and one day the third week of the month.
C. VADIS shall prohibit its employees from disturbing papers on
desks, opening desk drawers and cabinets, entering the
central stores area, or using CITY telephones or office
equipment.
D. VADIS is responsible for the security of facilities where
assigned tasks are performed as well as tools, equipment,
Exhibit "A"
Resolution No. 3168
01/25/00
Page 5
safety gear, traffic control devices and any other items which
may be supplied by the CITY for VADIS' use in the
performance of contracted duties. No equipment or supplies
will be removed from CITY premises except as required for
the performance of assigned duties.
E. VADIS shall prohibit small children from being on any work
site area during the time services are being performed.
F. VADIS shall provide CITY with a quality control system
acceptable to the CITY within ten days of the date of the
Agreement. The quality control system shall be a plan
specifying how VADIS will accomplish maintaining the level
of performance required under this Agreement. Quality
control statements shall be provided to the CITY'S Solid
Waste Supervisor on a monthly basis.
G. VADIS shall provide a motor vehicle to transport its
employees to and from the designated work sites. VADIS'
vehicle shall be well identified with signs and equipped with
safety warning lights, strobe light and emergency flashers.
H. VADIS shall provide rain gear, foul weather gear, footwear
as required and clothing as needed for its employees.
VADIS employees shall tie litter bags filled with litter, trash
and debris at the top and place them along the road
Exhibit "A"
Resolution No. 3168
01/25/00
Page 6
shoulders in a manner which will not cause a safety hazard
to the motoring public.
J. VADIS shall follow accepted safety practices in the
performance of all work. After every work shift of litter clean-
up and other assigned tasks and services the following shall
be done: the work areas shall be inspected for fire hazards;
electrical or power machines and /or equipment shall be
turned off; outside doors and windows closed and locked;
gates closed and locked and all miscellaneous work tools
and equipment shall be inspected and put away.
6. RESPONSIBILITY OF CITY.
A. The CITY shall supply litter bags to VADIS for its use
in the collection of litter, trash and debris. CITY work crews will
collect and dispose of the filled bags.
B. The CITY shall supply traffic control devices, e.g.,
signs and traffic cones to VADIS so VADIS can place the traffic
devices at work site(s) to protect its employees while performing
services under this Agreement. The CITY shall also provide hard
hats and reflective traffic vests.
C. The CITY shall supply all grounds maintenance
equipment and hand tools as needed, to perform duties under this
Agreement for outside grounds maintenance.
Exhibit "A"
Resolution No. 3168 •
01/25/00
Page 7
D. The CITY shall provide VADIS and its Auburn
supervisor a copy of the daily work schedule and any change
notices to use as a basic guide for the distribution of work each
week. The work schedule may be changed as deemed appropriate
by the CITY and a copy of such changes provided to VADIS and its
Auburn supervisor. The CITY shall determine the priority to be
given the various assignments. The CITY shall verify that all
services are performed as scheduled. At the end of each month
the CITY shall note all services as either (S) Satisfactory or (U)
Unsatisfactory. If any services have been rated (U), the CITY shall
contact VADIS to discuss the deficiency and action necessary to
correct the deficiency.
7. INDEMNIFICATION /HOLD HARMLESS.
VADIS agrees to defend, indemnify and hold harmless the CITY, its
elected and appointed officials, employees and agents from any and all claims,
demands and /or causes of action of any kind or character whatsoever arising out
of or relating to VADIS, its officers, employees, subcontractors or agents for any
and all claims by any persons for alleged personal injury, death or damage to
their persons or property to the extent caused by the negligent acts, errors or
omission of VADIS, its officers, employees, agents, subcontractors or
representatives and arising out of its performance of this Agreement. In the
event that any suit or claim for damage is brought against the CITY, VADIS shall
defend the CITY at its sole cost and expense; provided that the CITY retains the
Exhibit "A"
Resolution No. 3168
01/25/00
Page 8
right to participate in said suit if any principle of governmental or public laws is
involved; and if final judgment be rendered against the CITY and /or its officers,
agents or employees or any of them, or jointly against the CITY and VADIS and
its respective officers, agents, subcontractors, employees or any of them, VADIS
agrees to fully satisfy the same and VADIS shall reimburse the CITY for any cost
and expense which the CITY has incurred as a result of such claim or suit. The
provisions of this section shall survive the expiration or termination of this
Agreement.
8. INDEPENDENT CONTRACTOR/ASSIGNMENT.
The parties agree and understand that VADIS is an independent
contractor and not the agent or employee of the CITY and that no liability shall
attach to the CITY by reason of entering into this Agreement except as otherwise
provided herein. The parties agree that this Agreement may not be assigned in
whole or in part without the written consent of the CITY.
9. INSURANCE.
VADIS shall procure and maintain for the duration of this Agreement,
comprehensive general liability insurance against claims for injuries to persons or
damage to property which may arise from or in conjunction with services
provided to the CITY by VADIS, its officers, agents, employees or
subcontractors, under this Agreement. VADIS agrees to provide comprehensive
general liability insurance and shall maintain liability limits of no less then ONE
MILLION DOLLARS ($1,000,000) combined single limit per occurrence for bodily
injury, personal injury and property damage.
Exhibit "A"
Resolution No. 3168
01/25/00
Page 9
The general liability coverage shall also provide that the CITY, its officers,
employees and agents are to be covered as additional insureds as respects:
Liability arising out of the services or responsibilities performed by or under
obligation of VADIS under the terms of this Agreement, by VADIS, its employees,
agents and subcontractors.
Liability coverages shall provide that VADIS' insurance coverage shall be
primary insurance as respects the CITY, its officials, employees and agents. Any
insurance or self insurance maintained by the CITY, its officials, employees or
agents shall be excess to VADIS' insurance and shall not contribute with it. Each
insurance policy required by this section of the Agreement shall be endorsed to
state that coverage shall not be suspended, voided, cancelled, reduced in
coverage or in limits except after forty (40) days prior written notice by certified
mail return receipt requested has been given to the CITY. VADIS agrees to
provide copies of the certificates of insurance to the CITY specifying the
coverage required by this section at the time that this Agreement takes effect.
The CITY reserves the right to require that complete, certified copies of all
required insurance policies be submitted to the CITY at any time.
10. NONDISCRIMINATION.
VADIS may not discriminate regarding any services or activities to which
this Agreement may apply directly or through contractual, hiring, or other
arrangements on the grounds of race, color, creed, religion, national origin, sex,
age, or where there is the presence of any sensory, mental or physical handicap.
Exhibit "A"
Resolution No. 3168
01/25/00
Page 10
11_ RECORDS AND DOCUMENTS.
VADIS agrees to maintain all books and records relating to its operation
and concerning this Agreement for a period of three (3) years following the date
that this Agreement is expired or otherwise terminated. VADIS further agrees
that the CITY may inspect any and all documents held by VADIS and relating to
this Agreement upon good cause at any reasonable time within the three (3) year
period. VADIS also agrees to provide to the CITY, at the CITY'S request, the
originals of all documents and information compiled in providing services to the
• CITY under the terms of this Agreement.
12. TERMINATION OF AGREEMENT.
This Agreement may be terminated by either party upon thirty (30) days
written notice to the other party, and based upon any cause. In the event of a
breach by VADIS of any of the provisions of this Agreement, CITY reserves the
right to cancel and terminate the Agreement upon written notification. In the
event of termination due to VADIS' breach it shall be paid by the CITY for
satisfactory services performed to the date of termination.
13. RENEWAL.
CITY shall have the option to renew this Agreement for five additional one -
year (1) terms with compensation the only negotiable item. The option must be
exercised by written notice sixty (60) days before the expiration of the term of the
Agreement.
Exhibit "A"
Resolution No. 3168
01/25/00
Page 11
14. GENERAL PROVISIONS.
14.1. This Agreement shall be governed by the laws, regulations and
ordinances of the City of Auburn, the State of Washington, King County, and
where applicable, Federal laws.
14.2. All claims, disputes and other matters in question arising out of, or
relating to, this Agreement or the breach hereof, except with respect to claims
which have been waived, will be decided by a court of competent jurisdiction in
King County, Washington. Pending final decision of a dispute hereunder, VADIS
and the CITY shall proceed diligently with the performance of the services and
obligations herein.
14.3. The CITY and VADIS respectively bind themselves, their partners,
successors, assigns, and legal representatives to the other party to this
Agreement with respect to all covenants to this Agreement.
14.4. This Agreement represents the entire and integrated Agreement
between the CITY and VADIS and supersedes all prior negotiations,
representations or agreements either oral or written. This Agreement may be
amended only by written instrument signed by both the CITY and VADIS.
14.5. Should it become necessary to enforce any term or obligation of this
Agreement, then all costs of enforcement including reasonable attorneys fees,
expenses and court costs shall be paid to the substantially prevailing party.
14.6. VADIS agrees to comply with all local, state and federal laws
applicable to its performance under this Agreement.
Exhibit "A"
Resolution No. 3168
01/25/00
Page 12
BY:
TITLE:
STATE OF WASHINGTON )
)ss
COUNTY OF KING
On this day of ' -ebr t3G( , 2000, before me, the
undersigned, a Notary Public in and for the tate of Washington, personally
appeared (17(-,-.)-/-4/, , to me known to be the
y (' /i'1 / , of VADIS NORTHWEST, the nonprofit
corporation who executed the within and foregoing instrument, and
acknowledged said instrument to be the free and voluntary act and deed of said
nonprofit corporation for the uses and purposes therein mentioned, and on oath
stated that he /she is authorized to execute said instrument on behalf of said
nonprofit corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the date hereinabove set forth.
Exhibit "A"
Resolution No. 3168
01/25/00
Page 14
Cheryl Gradwohi
Notary Publla
State of Washington
My Commission Expires Apr 5, 2003
NOTARY PU in and for the State of
Washington, residing at P,,,tic. / //)
MY COMMISSION expires: L/- LI3
BLIC
ATTEST:
Danielle E. Daskam,
City Clerk
APPROVED AS TO FORM:
Michael J. Reynolds,
City Attorney
Exhibit "A"
Resolution No. 3168
01/25/00
Page 13
CITY OF AUBURN
CHARLES A. BOOTH
MAYOR