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HomeMy WebLinkAbout2024-0214 - - Fence Installation of City Owned Property Parcel 0521059152 - All City Fence Co. Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 CITY OF AUBURN CONTRACT FOR SERVICES Fence Installation of City-Owned Property. THIS CONTRACT made and entered into on this 17 of December , 2024 (the Effective Date), by and between the CITY OF AUBURN (City), a municipal corporation of the State of Washington, and KOCH HOLDINGS INC. d/b/a ALL CITY FENCE CO. (ALL CITY, or Contractor), whose address is PO Box 84307, Seattle WA 98124 (UBI #602 734 717). I. RECITALS 1. On November 4, 2024 the City solicited Bids (BID) from three fencing contractors to install fencing around a City-owned property. 2. Each of the three contractors submitted bids. ALL CITY submitted the lowest bid. II. CONTRACT FOR SERVICES Accordingly, and in consideration of the conditions and the mutual promises and covenants contained in this Contract, the parties agree as follows: 1. Scope of Services The Contractor agrees to perform the tasks described on Exhibit "A". The Contractor will be responsible to provide work products and services of a quality and professional standard acceptable to the City, consistent with the professional skill and care ordinarily provided by contractors practicing in the same or similar locality under the same or similar circumstances. The Contractor will, without additional compensation, correct or revise any negligent errors, omissions or other deficiencies in its plans, designs, drawings, specification, reports and other services required, whether during or after the Term of this Contract, for up to 1 year after the Contractor has concluded its services under this Contract, or until all litigation, claims, disputes, or audits regarding such services are finally resolved, whichever date is later. Any approval by the City of Contractor's services will not in any way relieve the Contractor of responsibility for the accuracy and adequacy of its services. 2. Additional Services If additional services with respect to related work are required or requested beyond those specified in the Exhibit A, and not included in the compensation listed in this Contract, the parties will amend this Contract prior to the Contractor performing the additional services. The amendment will set the nature, and scope of the additional services. However, if the time period for the completion of such services makes execution of an amendment impractical prior to the commencement of the Contractor's performance, the Contractor agrees that it will perform such additional services on the written request of an authorized ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 1 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 representative of the City pending execution of an Amendment subject to the terms and conditions of this Contract except where the authorization provides to the contrary. The invoice procedure for any such additional services will be as described in Section 4 of this Contract. 3. Contractor's Representations & Qualifications The Contractor represents and warrants that it is qualified to perform those services described in Exhibit A and has or can obtain all necessary licenses, tools, skills and personal protective equipment to perform those services. Contractor will be responsible for the supervision/management of its crew and ensure all necessary safety precautions and procedures are followed to protect its employees and the public. Prior to commencing any work associated with this Contract, Contractor shall supply the City with the copies of the following documents: • Active State of Washington business and contractor's licenses • City of Auburn active business license • Certificate of Insurance meeting the terms set forth in Section 12 below. Contractor warrants that any person conducting work on behalf of this contract, not having at least thirty (30%) percent ownership in the company shall be paid wages at or above the prevailing wage rate for the appropriate trade category for King County as of the BID solicitation date described in the recitals. Contractor further represents that the person signing this Contract on behalf of Contractor has all requisite authority to bind Contractor to the terms and conditions of this Contract. 4. Compensation As compensation for the Contractor's performance of the services provided for in this Contract, the City will pay the Contractor the fees and costs specified in Exhibit A. These payments will be full compensation for work performed or services rendered and for all labor, materials, supplies, equipment, overhead, profit, and incidentals necessary to complete the work. The Contractor will submit to the City an invoice reflective of the Payment Terms described in Exhibit A. All invoices shall include the total amount of the contract, the remaining balance available against the contract, the amount being invoiced, and the remaining after balance. Upon acceptance of the invoice the City will process the invoice in the next billing/claim cycle, and will remit payment to the Contractor, subject to any conditions or provisions in this Contract or Amendment. The Contract reference (ALL CITY— Parcel 0521059152 Fencing) must appear on all invoices submitted. Copies of original supporting documents will be supplied to the City upon request. The not-to-exceed amount for this Contract is EIGHTEEN THOUSAND SEVEN HUNDRED SEVENTY FOUR DOLLARS AND 34/100 ($18,774.34). The Contractor will not undertake any work or otherwise financially obligate the City in excess of this amount without prior written authorization. ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 2 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 Compensation to be paid the Contractor in succeeding years after the current year will be contingent upon availability of funds. 5. Time for Performance, Term, and Termination of Contract The term of this Contract will be effective as of the Effective Date, however, the Contractor will not perform any services until the CITY has issued the CONTRACTOR a "Notice to Proceed". All work performed under this Contract will be completed by December 31, 2024. Termination for Cause. Either party may terminate this Contract upon written notice to the other party if the other party fails substantially to perform in accordance with the terms of this Contract through no fault of the party terminating the Contract. The notice will identify the reason(s) for termination and specify the effective date of termination. In the event of a default by Contractor, City may suspend all payments otherwise due to Contractor and the City will have no further obligations to Contractor. Termination for Convenience. The City may terminate this Contract upon not less than seven (7) days written notice, which shall contain the effective date of termination, to the Contractor. If this Contract is terminated through no fault of the Contractor, the Contractor will be compensated for services performed prior to termination in accordance with the rate of compensation provided in Exhibit "A". This payment shall fully satisfy and discharge the City of all obligations and liabilities owed the Contractor, who shall not be liable for any anticipated profits or other consequential damages resulting from the termination. Upon receipt of a termination notice, the Contractor will promptly discontinue all services affected and deliver to the City all data, drawings, specifications, reports, summaries, and such other information and materials as the Contractor may have accumulated, prepared, or obtained in performing this Contract, whether fully or partially completed. All rights and remedies provided in this Section are not exclusive of any other rights or remedies that may be available to the City, whether provided by Law, equity, in any other Contract between the parties or otherwise. 6. Retainage and Prevailing Wages If Contractor uses labor by any employee or an owner owning less than 30% in the company while performing the services of this contract, then Contractor shall file a "Statement of Intent to Pay Prevailing Wages" with the State of Washington Department of Labor & Industries prior to commencing work. The Contractor shall pay prevailing wages and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate provisions to any non-owner performing labor for this contract. The prevailing wage rate revision effective date, November 4th, 2024, is linked in Exhibit "B" and by this reference incorporated herein and made a part hereof. In the event of employee labor or owners with less than 30% ownership interest in the company is used to provide work for the contract, the City will not issue payment to Contractor until the City receives a Department of Labor and Industries approved Statement of Intent to Pay Prevailing Wages form, copies of certified payroll approved by Washington State Labor and Industries (L&I) and an L&I approved Affidavit for the Contractor and each and every subcontractor providing work for the contract. ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 3 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 7. Defective or Unauthorized Work The City reserves its right to withhold payment from the Contractor for any defective, unauthorized or incomplete work. Defective, unauthorized or incomplete work includes, without limitation: work that does not conform to the requirements of this Contract, any extra work charged for without the City's written approval. If the Contractor is unable, for any reason, to satisfactorily complete any portion of the work, the City may complete the work by contract or otherwise, and the Contractor shall be liable to the City for any additional costs incurred by the City. If the Contractor as part of its work creates unnecessary or unreasonable impact to the Sites, the contractor shall be responsible for restoration of the impacted areas at their sole cost and expense plus additional costs that shall not be charged against this Contract. "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Contract price specified above. The City further reserves its right to deduct the cost to complete the Contract work, including any additional costs, from any and all amounts due or to become due the Contractor. 8. Continuation of Performance In the event that any dispute or conflict arises between the parties while this Contract is in effect, the Contractor agrees that, notwithstanding such dispute or conflict, the Contractor will continue to make a good faith effort to cooperate and continue to work toward successful completion of the delivery of services and its contractual responsibilities. 9. Independent Contractor The Contractor will perform the services as an independent contractor and will not be deemed, by virtue of this Contract and performance of its provisions, to have entered into any partnership, joint venture, employment or other relationship with the City. Nothing in this Contract creates any contractual relationship between the Contractor's employee, agent, or subcontractor and the City. 10. Administration of Contract This Contract will be administered by Patrick Hall, on behalf of the Contractor, and by the Mayor of the City, or designee, on behalf of the City. Any written notices required by the terms of this Contract will be served on or mailed to the following addresses: Josh Arndt Patrick Hall City of Auburn All City Fence Co. 25 West Main St PO Box 843307 Auburn WA 98001-4998 Seattle, WA 98124 Phone: 253.931.4011 Phone: 206.391.5796 Email: Jarndt@auburnwa.gov Email: Phall@allcityfence.com 11. Notices All notices or communications permitted or required to be given under this Contract will be in writing and will be deemed to have been duly given if delivered in person or sent by electronic (email) or regular mail, postage prepaid, [by certified mail, return receipt requested,] and addressed, if to a party of this Contract, to the address for the party set forth above. Delivery by email where no delivery failure notification has been received will be deemed to have been one (1) business day after the email was sent. If addressed to a ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 4 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 non-party, the notice will be sent, in the foregoing manner, to the address designated by a party to this Contract. Either party may change its address by giving notice in writing to the other party. 12. Insurance The Contractor will, at its sole expense, procure and maintain for the duration of this Contract and 30 days thereafter insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of this Contract by the Contractor, its agents, representatives, or employees. Contractor's maintenance of insurance as required by the Contract will not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. The Service Contractor will obtain insurance of the types described below: a. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage will be at least as broad as Insurance Services Office (ISO) form CA 00 01 (Contractor may use a substitute form providing equivalent liability coverage). Contractor will maintain automobile insurance with minimum combined single limit for bodily injury and property damage of$1,000,000 per accident. b. Commercial General Liability insurance will be at least as broad as ISO occurrence form CG 00 01 and will cover liability arising from premises, operations, stop-gap independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The City will be named as an additional insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO Additional Insured endorsement CG 20 26. Commercial General Liability insurance will be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. c. Worker's Compensation coverage as required by the Industrial Insurance laws of the State of Washington. d. Professional Liability insurance appropriate to the Contractor's profession with limits no less than $1,000,000 per claim and $2,000,000 policy aggregate limit. For Automobile Liability and Commercial General Liability insurance, the policies are to contain or be endorsed to contain that Contractor's insurance coverage will be primary insurance as respects the City. Any insurance, self-insurance, or self-insurance pool coverage maintained by the City will be excess of the Contractor's insurance and will not contribute with it. Insurance is to be placed with an authorized insurer in Washington State. The insurer must have a current A.M. Best rating of not less than A:V. ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 5 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 The Contractor will furnish the City with original certificates of insurance and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of this Contract before commencement of the work. The City reserves the right to require that complete, certified copies of all required insurance policies and/or evidence of all subcontractors' coverage be submitted to the City at any time. The City may withhold payment if the Contractor does not fully comply with this request. If the Contractor maintains higher insurance limits than the minimums shown above, the City will be insured for the full available limits of Commercial General and Excess or Umbrella liability maintained by the Contractor, irrespective of whether such limits maintained by the Contractor are greater than those required by this Contract or whether any certificate of insurance furnished to the City evidences limits of liability lower than those maintained by the Contractor. The Contractor will provide the City with written notice of any policy cancellation within two business days of their receipt of such notice. Failure by the Contractor to maintain the insurance as required will constitute a material breach of this Contract, upon which the City may, after giving five (5) business days' notice to the Contractor to correct the breach, immediately terminate the Contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the City's sole discretion, offset against funds due the Contractor from the City. 13. Indemnification/Hold Harmless Except for injuries and damages caused by the sole negligence of the City, the Contractor will indemnify and hold the City and its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses, or suits of every kind, including reasonable attorney fees and litigation expenses, to the extent caused by the negligent acts, errors, or omissions of the Contractor, its employees, agents, representatives, or subcontractors, including employees, agents, or representatives of its subcontractors, made in the performance of this Contract, or arising out of worker's compensation, unemployment compensation, or unemployment disability compensation claims. However, should a court of competent jurisdiction determine that this Contract is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the Contractor and the Public Entity, its officers, officials, employees, and volunteers, the Contractor's liability, including the duty and cost to defend, hereunder shall be only to the extent of the Contractor's negligence. It is further specifically and expressly understood that this indemnification constitutes the Contractor's waiver of immunity under Industrial Insurance, Title 51 RCW, solely for the purposes of this indemnification. This waiver has been mutually negotiated by the parties. The provisions of this section will survive the expiration or termination of this Contract. ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 6 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 The provisions of this section were separately and mutually negotiated by the parties. 14. Assignment Neither party to this Contract will assign any right or obligation hereunder in whole or in part, without the prior written consent of the other party. No assignment or transfer of any interest under this Contract will release the assignor from any liability or obligation under this Contract, or to cause any such liability or obligation to be reduced to a secondary liability or obligation. 15. Nondiscrimination The Contractor may not discriminate regarding any services or activities to which this Contract 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. 16. Amendment, Modification and Waiver No amendment, modification, or waiver of any condition, provision, or term of this Contract will be valid or of any effect unless made in writing, signed by the party or parties to be bound, or the party's or parties' duly authorized representative(s) and specifying with particularity the nature and extent of such amendment, modification or waiver. Any waiver, approval or acceptance, or payment by any party will not affect or impair that party's rights arising from any default by the other party. 17. Parties in Interest This Contract is binding upon, and the benefits and obligations hereto will inure to and bind, the parties and their respective successors and assigns, although this section will not be deemed to permit any transfer or assignment otherwise prohibited by this Contract. This Contract is for the exclusive benefit of the parties and it does not create a contractual relationship with or exist for the benefit of any third party, including contractors, sub- contractors and their sureties. 18. Force Maieure Any delay in the performance of any obligation under this Contract shall be excused, if and so long as the performance of the obligation is prevented, delayed or otherwise hindered by any act not within the control of a party such as fire, cyber/ransomware attack, earthquake, flood, explosion, actions of the elements, riots, mob violence, strikes, pandemic, lockouts, and emergency orders of the state or federal government. 19. Applicable Law This Contract and the rights of the parties will be governed by the laws, regulations, and ordinances of the City, of the State of Washington, and King County. Venue for any action involving this Contract will be in the county in which the property or project is located, and if not site specific, then in King County. It is agreed that any applicable statute of limitation will commence no later than the substantial completion by the Contractor of the services. 20. Captions, Headings and Titles All captions, headings or titles in the paragraphs or sections of this Contract are inserted for convenience of reference only and will not constitute a part of this Contract or act as a limitation of the scope of the particular paragraph or sections to which they apply. Where ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 7 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 appropriate, the singular will include the plural and vice versa and masculine, feminine and neuter expressions will be interchangeable. Interpretation or construction of this Contract will not be affected by any determination as to who is the drafter of this Contract, this Contract having been drafted by mutual Contract of the parties. 21. Severable Provisions Each provision of this Contract is intended to be severable. If any provision is illegal or invalid for any reason, such illegality or invalidity will not affect the validity of the remaining provisions. 22. Entire Contract This Contract together with any subsequent amendments or addendums contains the entire understanding of the parties in respect to the transactions contemplated and supersedes all prior representations, Contracts and understandings between the parties, either oral or written. No other understandings, oral or otherwise, regarding this Contract shall bind any party. 23. Non-Availability of Funds Every obligation of the City under this Contract is conditioned upon the availability of funds appropriated or allocated for the performance of such obligation; and if funds are not allocated and available for the continuance of this Contract, then this Contract may be terminated by the City at the end of the period for which funds are available, without the seven (7) days' notice provided by Section 5. No liability will accrue to the City in the event this provision is exercised, and the City will not be obligated or liable for any future payments or damages as a result of termination under this Section. 24. Counterparts This Contract may be executed in multiple counterparts, each of which will be one and the same Contract and will become effective when one or more counterparts have been signed by each of the parties and delivered to the other party. [SIGNATURES ON THE FOLLOWING PAGE] ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 8 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed effective the day and year first set forth above. CITY OF AUBURN ALL CITY FENCE CO. PattstA046 ocuSigned by: ,-DocuSigned by: '�"" 12/17/2024 �b��ln 1A.S1MUSlc,v 12/17/2024 Nncji` aciu ; Mayor Robyn Lesmeister, Office Manager Approved as to Form: Signed by: NIS0-N UM-AbfN Jasony mien, City Attorney ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 9 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 EXHIBIT A Scope of Work Project: Parcell a 052 1 05-91 52 Near 30125 112t Ave SE Auburn WA 98092 All City Fence Company proposes the following for the above referenced project: • Furnish and install approximately 240' of 6' tall black chain-link fence including (1) 12' opening double swing gate Line posts will be 2-3/8 DO 40 set in concrete o Terminal and gate posts will be 2-7/8 D040 set in concrete o Top rail will be 1-5/8 Full weight o Tension wire will run at bottom of fence o Gate will have drop rod and ability to add Lock (lock provided by customer) TOTAL PRICE 517.021.16 (excl. tax) • Labor rates bid at Prevailing wage rates Customer receives a full 3-year warranty on materials and labor form All City Fence Co. Purchaser accepts this proposal by agreeing to terms attached and signing in the space provided Scheduling Deposit& Net 10 for final payment Exclusions(unless noted otherwise) • Clearing • Staking the Fence Line • Temporary Fence • Grading • Fence Grounding • Set or Supplying Sleeves • Core Drilling • Hazardous Waste Training or • Hazardous Waste Treatment or • Painting Equipment Removal • Permits • Bond • Sales and Use Tax • Fence Removal • Excess Liability • Underground Utility Locates • Surveying • Traffic Control • Concrete Mow Stnp • Union Wages • Federal Prevailing Wages • AC power and conduits Please visit us on the web at www.allcityfence.com TAX RATE I0.3°o Quote is valid for 30 days PRICE S17 021 16 All City Fence Company STATE SALES TAX S 175 t tR Patrick Hall TOTAL S18 774 34 Project Manager(206)391-5796 Scheduling deposit S0 00 phall@allcityfence corn Net 10 days Visa/MasterCard Payment Terms: • Payment due within 21 days of completion of work & receipt of Labor and Industries prevailing wage affidavit from Provider. ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 10 of 11 Docusign Envelope ID:3E66FAFF-FF45-4C1 D-98CA-4EDD05C6D999 EXHIBIT "B" Prevailing Wage Rates • County work performed in: King • Effective Date of Wages: November 4, 2024 • Washington State Department of Labor & Industries Wage Lookup o httos://secure.Ini.wa.aov/wacielookup/?utm medium=email&utm source=aovdelivery ALL CITY FENCE CO.—Parcel 0521059152 Fencing 12/3/24 Page 11 of 11