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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