HomeMy WebLinkAboutPat BaileyCITY OF AUBURN AGREEMENT
FOR SERVICES
THIS AGREEMENT made and entered into on this 26`h day of May, 2015, by and
between the City of Auburn, a municipal corporation of the State of Washington, hereinafter
referred to as "City" and Pat Bailey, hereinafter referred to as the "Consultant."
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WHEREAS, the City is in need of professional consulting services to expand public
health opportunities within the City of Auburn; and,
WHEREAS, the City desires to retain the Consultant to provide certain services in
connection with the City's work on said project; and,
WHEREAS, the Consultant is qualified and able to provide consulting services in
connection with the City's needs for the above- described work/project, and is willing and
agreeable to provide such services upon the terms and conditions herein contained.
NOW, THEREFORE, the parties hereto agree as follows:
Scope of Services.
The Consultant agrees to perform in a good and professional manner the tasks described
as follows:
• Work to secure permanent Public Health Clinic funding in King County, and identify
strategies for meeting the public health needs in the Auburn Community and in King
Count}'
• Evaluate and give direction for conducting a community health assessment.
• Evaluate the current impacts of homelessness and health access, including the burden
on existing healthcare systems and assessing the need for additional resources.
• Map existing healthcare networks in Auburn and give direction for future growth and
coordination opportunities.
• identify potential healthcare elements related to the development of a Veterans &
Human Services Center
• Work with emergency responders — Police, Fire, EMS — to support, coordinate and
launch a Community Medic Tech program.
2. Independent Contractor
The Contractor's services will be furnished by the Contractor as an independent
contractor and not as an agent, an employee or a servant of the City The Contractor
specifically has the right to direct and control Contractor's own activities in providing the
agreed services in accordance with the specifications set out in the Contract.
The Contractor acknowledges that the entire compensation for the Contract is set forth in
the compensation provisions of the Contract and the Contractor is not entitled to any City
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benefits, including, but not limited to- vacation pay; retirement /pension pay; holiday pay;
sick leave pay; medical, dental or other insurance benefits; fringe benefits; or any other
rights or privileges afforded to City of Auburn employees.
The Contractor will have and maintain complete responsibility and control over all of its
subcontractors, employees, agents and representatives. No subcontractor, employee,
agent or representative of the Contractor will be or be deemed to be, or act or purport to
act, as an employee, agent or representative of the City
3 Additional Services.
From time to time hereafter, the parties hereto may agree to the performance by the
Consultant of additional services with respect to related work or projects. Any such
agreement(s) shall be set forth in writing and shall be executed by the respective parties
prior to the Consultant's performance of the services there under, except as may be
provided to the contrary in Section 4 of this Agreement. Upon proper completion and
execution of an addendum (agreement for additional services), such addendum shall be
incorporated into this Agreement and shall have the same force and effect as if the terms
of such addendum were a part of this Agreement as originally executed. The
performance of services pursuant to an addendum shall be subject to the terms and
conditions of this Agreement except where the addendum provides to the contrary, in
which case the tens and conditions of any such addendum shall control. In all other
respects, any addendum shall supplement and be construed in accordance with the terms
and conditions of this Agreement.
4 Performance of Additional Services Prior to Execution of an Addendum.
The parties hereby agree that situations may arise in which services other than those
described in Section 1 hereof are desired by the City and the time period for the
completion of such services makes the execution of addendum impractical prior to the
commencement of the Consultant's performance of the requested services. The
Consultant hereby agrees that it shall perform such services upon the oral request of an
authorized representative of the City pending execution of an addendum, at a rate of
compensation to be agreed to in connection therewith. The invoice procedure for any
such additional services shall be as described in Section 8 of this Agreement.
5 Consultant's Representations.
The Consultant hereby represents and warrants that it has all necessary licenses and
certifications to perform the services provided for herein, and is qualified to perform such
services.
6. City's Responsibilities.
The City shall do the following in a timely manner so as not to delay the services of the
Consultant:
a. Designate in writing a person to act as the City's representative with respect to the
services. The City's designee shall have complete authority to transmit
instructions, receive information, interpret and define the City's policies and
decisions with respect to the services.
b. Furnish the Consultant with all information, criteria, objectives, schedules and
standards for the project and the services provided for herein.
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C. Examine and evaluate all studies, reports, memoranda, plans, and other
documents prepared by the Consultant and render decisions regarding such
documents in a timely manner to prevent delay of the services.
7 Acceptable Standards.
The Consultant shall be responsible to provide, in connection with the services
contemplated in this Agreement, work product and services of a quality and professional
standard acceptable to the City
8. Compensation.
As compensation for the Consultant's performance of the services provided for herein.
the City shall pay the Consultant the fees calculated at the rate of Seventy -five Dollars
($75 00) per hour, up to a total contract amount not to exceed fifty thousand and 00 /100
Dollars. ($50,000.00) without further written permission from the City The Consultant
shall submit to the City an invoice or statement of time spent on tasks included in the
scope of work provided herein, and the City shall process the invoice or statement in the
next billing /claim cycle following receipt of the invoice or statement, and shall remit
payment to the Consultant thereafter in the normal course, subject to any conditions or
provisions in this Agreement or addendum.
9 Time for Performance and Term of Agreement.
The Term of this Agreement shall commence on the date hereof or on the 26'h day of
May, 2015. The work shall be completed on or before December 31, 2015
10 Ownership and Use of Documents.
All documents, reports, memoranda, diagrams, sketches, plans, surveys, design
calculations, working drawings and any other materials created or otherwise prepared by
the Consultant as part of his performance of this Agreement (the "Work Products') shall
be owned by and become the property of the City, and may be used by the City for any
purpose beneficial to the City.
11 Records Inspection and Audit.
All compensation payments shall be subject to the adjustments for any amounts found
upon audit or otherwise to have been improperly invoiced, and all records and books of
accounts pertaining to any work performed under this Agreement shall be subject to
inspection and audit by the City for a period of up to three (3) years from the final
payment for work performed under this Agreement.
12. Continuation of Performance.
In the event that any dispute or conflict arises between the parties while this Contract is in
effect, the Consultant agrees that, notwithstanding such dispute or conflict, the Consultant
shall continue to make a good faith effort to cooperate and continue work toward
successful completion of assigned duties and responsibilities.
13 Administration of Agreement.
This Agreement shall be administered by Pat Bailey, on behalf of the Consultant, and by
the Mayor of the City, or designee, on behalf of the City Any written notices required by
the terms of this Agreement shall be served on or mailed to the following addresses:
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City of Auburn Consultant
Attn: Michael Hursh Pat Bailey
25 West Main Consultant — Community Health Care
Auburn, WA 98001 -4998 2821 21" Ave. Ct NW
(253) 931 -3000 FAX (253) 931 -3053 Gig Harbor, WA 98335
14 Notices.
All notices or communications permitted or required to be given under this Agreement
shall be in writing and shall be deemed to have been duly given if delivered in person or
deposited in the United States mail, postage prepaid, for mailing by certified mail, return
receipt requested, and addressed, if to a party of this Agreement, to the address for the
party set forth above, or if to a person not a party to this Agreement, to the address
designated by a party to this Agreement in the foregoing manner. Any party may change
his, her or its address by giving notice in writing, stating his, her or its new address, to
any other party, all pursuant to the procedure set forth in this section of the Agreement.
15 Insurance.
The Consultant shall be responsible for maintaining, during the term of this Agreement
and at its sole cost and expense, the types of insurance coverages and in the amounts
described below The Consultant shall furnish evidence, satisfactory to the City, of all
such policies. During the term hereof, the Consultant shall take out and maintain in full
force and effect the following insurance policies:
• Automobile Liability insurance covering all owned, non - owned, hired and leased
vehicles.
16. Indemnification.
The Consultant shall indemnify, defend and hold harmless the City and its officers,
agents and employees, or any of them from any and all claims, actions, suits, liability,
loss, costs, expenses, and damages of any nature whatsoever, including attorney fees, by
any reason of or arising out of the act or omission of the Consultant, its officers, agents,
employees, or any of them relating to or arising out of the performance of this Agreement
except for injuries and damages caused by the sole negligence of the City If a final
judgment is rendered against the City, its officers, agents, employees and /or any of them,
or jointly against the City and the Consultant and their respective officers, agents and
employees, or any of them, the Consultant shall satisfy the same to the extent that such
judgment was due to the Consultant's negligent acts or omissions.
17 Assignment.
Neither party to this Agreement shall assign any right or obligation hereunder in whole or
in part, without the prior written consent of the other party hereto No assignment or
transfer of any interest under this Agreement shall be deemed to release the assignor from
any liability or obligation under this Agreement, or to cause any such liability or
obligation to be reduced to a secondary liability or obligation.
18 Amendment, Modification or Waiver.
No amendment, modification or waiver of any condition, provision or term of this
Agreement shall be valid or of any effect unless made in writing, signed by the party or
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parties to be bound, or such party's or parties' duly authorized representative(s) and
specifying with particularity the nature and extent of such amendment, modification or
waiver Any waiver by any party of any default of the other party shall not effect or
impair any right arising from any subsequent default. Nothing herein shall limit the
remedies or rights of the parties hereto under and pursuant to this Agreement.
19 Termination and Suspension.
Either party may terminate this Agreement upon written notice to the other party if the
other party fails substantially to perform in accordance with the terms of this Agreement
through no fault of the party terminating the Agreement. The City may terminate this
Agreement upon not less than seven (7) days written notice to the Consultant if the
services provided for herein are no longer needed from the Consultant. if this Agreement
is terminated through no fault of the Consultant, the Consultant shall be compensated for
services performed prior to termination in accordance with the rate of compensation
provided herein.
20 Parties in Interest.
This Agreement shall be binding upon, and the benefits and obligations provided for
herein shall inure to and bind, the parties hereto and their respective successors and
assigns, provided that this section shall not be deemed to permit any transfer or
assignment otherwise prohibited by this Agreement. This Agreement is for the exclusive
benefit of the parties hereto 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.
21 Costs to Prevailiniz Part}_
In the event of such litigation or other legal action, to enforce any rights, responsibilities
or obligations under this Agreement, the prevailing parties shall be entitled to receive its
reasonable costs and attorney's fees.
22. Applicable Law.
This Agreement and the rights of the parties hereunder shall be governed by the
interpreted in accordance with the laws of the State of Washington and venue for any
action hereunder shall be in of the county in Washington State in which the property or
project is located, and if not site specific, then in King County, Washington; provided,
however, that it is agreed and understood that any applicable statute of limitation shall
commence no later than the substantial completion by the Consultant of the services.
23 Captions, Headings and Titles.
All captions, headings or titles in the paragraphs or sections of this Agreement are
inserted for convenience of reference only and shall not constitute a part of this
Agreement or act as a limitation of the scope of the particular paragraph or sections to
which they apply As used herein, where appropriate, the singular shall include the plural
and vice versa and masculine, feminine and neuter expressions shall be interchangeable.
Interpretation or construction of this Agreement shall not be affected by any
determination as to who is the drafter of this Agreement, this Agreement having been
drafted by mutual agreement of the parties.
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24. Severable Provisions.
Each provision of this Agreement is intended to be severable. If any provision hereof is
illegal or invalid for any reason whatsoever, such illegality or invalidity shall not affect
the validity of the remainder of this Agreement.
25. Entire Agreement.
This Agreement contains the entire understanding of the parties hereto in respect to the
transactions contemplated hereby and supersedes all prior agreements and understandings
between the parties with respect to such subject matter
26. Counterparts.
This Agreement may be executed in multiple counterparts; each of which shall be one
and the same Agreement and shall become effective when one or more counterparts have
been signed by each of the parties and delivered to the other party
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
effective the day and year first set forth above.
CITY OF AUBURN
Nancy Ba V
Mayor
Attest:
Danielle E. Daskam City Clerk
CONSULTANT
,S A:a 7%CA k-/
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Y STATE
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STATE OF
WASHINGTON
Sole Proprietorship
BUSINESS LICENSE
PAT BAILEY
PAT BAILEY CONSULTANT COMMUNITY HEALTHCARE
2821 21ST AVENUE CT NW
GIG HARBOR WA 98335 7951
TAX REGISTRATION
REGISTERED TRADE NAMES:
PAT BAILEY CONSULTANT COMMUNITY HEALTHCARE
Unified Business ID #: 603 496 918
Business ID #: 1
Location 1
This docume. lists the registrations, en, theemesc and licenses authorized for (he business
named above.8y acceptingthisdocumen6the litenseecertifiesthe information ontheapplicalion
was complete, true, and accurate to the best of his or her knowledge, and that business will be
conducted in compliance with all applicable. Washington state, county, and city regulations. Director, Department of Revenue
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