HomeMy WebLinkAbout3320 RESOWTION NO. 3 3 2 0
A RESOLUTfON OF THE CITY COUNCIL OF THE CITY OF AUBURN,
WASHINGTON; AUTHORIZING THE MAYOR AND CITY GLERK TO
EXECUTE AN AGREEMENT FOR PROFESSIONAL SERVICES FOR A
LITTER CONTROL PROGRAM BETWEEN THE CITY OF AUBURN AND
VADIS.
WHEREAS, the City of Aubu�n, Washington, finds a need to provide a
litter control program for the City;,and
WHEREAS, VADIS, 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 #he City of Auburn and VADIS. 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. 3320
January 29, 2001
; Page 1
Section 2. The Mayor is hereby authorized to implement such
administrative proeedures as may be necessary to carry out the directives of
this legislation.
DATED and SIGNED this ��day of Fe6ruary, 2001.
CITY OF AUBURN
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CHARLES A. BOOTH
MAYOR
ATTEST:
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Dan Ile E. Daskam,
City Clerk
APPROVED AS TO FORM;
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Michael J. Reynolds,
City Attorney
Resolution No. 3220
January 29,2001
Page 2
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AGREEMENT FOR PROFESSIONAL SERVICES
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TMIS AGREEMENT made and entered into this � day of
� G�...� _, 2001, by and between the CITY OF AUBURN, a municipal ��.:
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p g ' Auburn, WA � �
cor oration of the State of Washin ton, whose address is 25 West Main,
98001, hereinafter referred to as "CITY" and VADIS , a nonprofit corporation of the
State of Washington, whose address is 1701 Elm Street, Sumner, WA 98390,
hereinafter referred to as "VADfS"'.
In eonsideration of the covenants and conditions herein the parties agree as
follows:
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1. PURPOSE.
The purpose of this Agreement is to contract with VADIS, 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 eifher the City's Street, Water, Sewer, Sto�m 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 �ut not limited to streets, roads, alleys, paths and
Exhibit"A"I
Resolution No. 3320
January 29,2001
Page 1
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parkways); public parking lots and other designated areas.
The Division for whom tasks are to be perFormed may be
�changed by the CITY'S Solid Waste Supervisor as provided
in paragraph (5) below at the CITY'S discretion #o meet its
needs.
(2) EQUIPMENT RENTAL.
Wash and clean designated CITY vehicles as assigned.
(3) SEWER.
Remove weeds and perform other landscaping duties as
assigned.
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(4) STORM DRAINAGE.
Collect and remove tree leaves, Iimbs, trash and other
debris from the top of storm water catch basins and from the
sidewalk curbs and gutters as assigned.
(5) JOB ASSIGNMENT PRIORITIES. .
Task assignments are subject to change and prioritization by
the CITY Solid Waste Supervisor, Maintenance and
Operations Division, Department of Public Works.
B. EXAMINATION OF WORK SITES.
VADIS shall examine all work sites thoroughly befor'e commencing
work at the site. It shall be the responsibility of VADIS fo verify all
the duties, assignments, and job sites. All existing conditions at the
Exhibit"A"
Resolution No. 3320
,
January 29, 2001
Page 2 .
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job site will be noted and copies with verifcation noted, given fo the
C1TY'S Solid Waste Supervisor on a da.ily basis.
C. HOURS.
VAD1S shall perform tasks to completion between the hours of 8:00
AM and 3:00 PM Monday through Friday. VAD1S shall recognize
the same observed holidays as the CITY.
3. TERnA.
This Agreement shall commence and be in effect on March 1, 2001 The
� Agreement will expire on February 28; 2002.
4. COMPENSATION.
The CITY agrees to pay the sum of FIVE THOUSAND SEVEN HUNDRED
SIXTY-NINE and 00/100 DOLLARS ($5;769.00) per month, not to exceed
a maximum amount of SIXTY-NINE THOUSAND TWO HUNDRED
TWENTY-EIGHT DOLLARS ($69,228.00) for the term of this Agreement.
Such payment shall be full eompensation for all work performed and/or
services rendered and for all supervision, labor, supplies, materials,
employees, equipment and all incidentals necessary to complete services
under this Agreement. Payment shall be made by U.S. Mail within thirty .
(30) . days following reaeipt of properly submitted monthly invoices
provided by VAD1S 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 satisfaetorily performed.
Exhibit"A''
Resolution No. 3320
January 29,2001
Page 3
All services are to be performed in a good workmanlike manner to
the satisfaction of the Public WorKs DepartmenUMaintenance 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 fhe 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 perfocm, from its
inadeguate 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 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 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
Exhibit"A"
Resolution No. 3320
January 29,2001
Page 4
activities. The VADIS supervisor must be trained in traffic control
� and must possess a "Traffic Control Flagging Licens.e" certified by
the State of Washington. VADIS will pi-ovide the supervisor's
name, address and telephone humber 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 ofi the
month, one day the second week of the month, and one day the
third week of the month.
' C. VADIS is responsible for the security of fa.cilities where assigned
tasks are performed as well as tools, equipment, 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.
D. 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 liow VADIS will �
accomplish maintaining the level of performance required under ,
Exhibit"A"
Resolution No. 3320
January 29,2001
Page 5
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this Agreement. Quality control statemen#s shall be provided to the
CITY'S Solid Waste Supervisor on a monthly basis.
E. 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 emergencyflashers.
F. VADIS shall provide rain gear, foul weather gear, footwear as
required and clothing as needed for its employees.
G. VADIS shall follow accepted safety practices in the performance of
all work. After every work shift of litter clean-up and other a.ssigned
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. RESP.ONS1BiLITY OF CITY.
, A. The CITY shall supply litter bags to VADIS for its use in the
collection of litter, trash and debris.
B. The CITY shalJ 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
Exhibit"A" �
Resolution No. 3320
January 29, 2001
Page 6
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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.
D. The CITY shall provide VAD1S 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 proyided to VADIS and its Aubum supervisor. The
CITY shall determine the priority to be given the various
assignments. The CITY shall verify that all services are
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satisfactorily performed as scheduled. �
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,
subcontraetors 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 �
Exhibit"A"
Resolution Na 3320
January 29, 2001 ,
Page 7
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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 af its
sole cost and expense; provided that the CITY retains the right to
participate in said suit if any prineiple 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 C1TY 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 expira#ion or termination of this Agreement.
8. INDEPENDEIVT CONTRACTOR/ASSIGNnAEIVT.
The parties agree and undecstand that VADIS is an ,independent
contractor and not the agent or employee of the CITY and that no liabi(ity
shall attaeh 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. INSU�2ANCE.
VADIS shall procure and maintain for the duration of this Agreement,
comprehensive general liability insurance againsf claims for injuries to
persons or damage to property which may arise from or in conjunction
Exhibit"A"
� Resolution No. 3320
January 29,2001
Page 8
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 TWO MILLION DOLLARS ($2,000,000)
. combined single limit per occurrence for bodily injury, personal injury and
property damage. �
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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, canceled, reduced in coverage or in limits except after
forty (40) days prior written notice by certified mail return �eceipt
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
Exh'ibit"A"
Resolution No. 3320 ,
January 29, 2001
Page 9
CITY reserves the right to require that complete, certified copies of all
� cequired insurance policies be submitted to the CITY at any time.
10. NOiVDISC.RIMINATION.
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 fhe presence of any sensory, mental or
physical handicap.
11. RECORDS AfVD DOCUMENTS.
. VADIS agrees to maintain all books and records relating to its operation
and concem'ing this Agreement for a period of three (3) years following
the date that this Agreement is expired or otherwise terminated. VAD1S
further agrees that the CITY may 'inspect any and all documents held by
. �,
� VADIS and relating fo this Agreement upon good cause at any reasonable
� time within the three (3) year period. VADIS also agrees to p�ovide to the II
CITY, at the CITY'S request, the originals of all documents and
information compiled in providing services to the C1TY under the terms of
this Agreement.
12. TE-RMINATION OF AGREEMEIVT.
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 ofi this Agreement, GITY
Ezh'ibit"A''
Resolution No. 3320.
January 29, 2001
Page 10
reserves the right to cancel and terminate the Agreement upon written
; notification. In the event of termination :due to VAD1S' breach it shall be
paid by the CITY for satisfactory services performed to the date of
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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.
14. GEiVERAL PROVISIONS.
14.1. 7his Agreement shall be governed by the laws, regulations
and ordinances of the City of Auburn, the State of Washington, King I
County, and where applicable, Federal laws. !
142. 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 fnal 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, thei�
partners, successors, assigns, and legal representatives to the other party
#o this Agreemen#with respect to all coyenants to this Agreement.
Exhibit"A"
Resolution No. 3320
January 29, 2001
Page 11
14.4. This Agreement represents the entire and integrated
Agreement befinreen 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 ineluding
reasonable attorneys fees, expenses and court eosts shall be paid to the
su6stantially prevailing party.
14.6. VADIS agrees to comply with all local, state and federal laws
applicable to its performance underthis Agreement.
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Exhibit"A"
Resolution No. 3320 '
Janua_ry 29, 2001
Page 12
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CITY OF AUBURN
, ,
� ` �Od
� CHARLES A. BOO H
MAYOR
ATTEST:
Da ' `Ile E. Daskam, ,
City Clerk
APPROVED AS TO FORM:
,
Michael J. Reynolds,
City Attorney
Exhibit"A"
Resolution No. 3320
January 29,2001
Page 13
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TITLE:
STATE OF WASHINGTON )
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COUNTY OF KING )
On this Z���'`- da of �'%�`u�'�---' , 2001, before me, fhe undersigned, a
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Notary Public in and for the State of Washington, personally appeared
�;;j���;����,,,;.__Chr�15� �n , to me Known to be the
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�'�c u�,��� l��re��� _ _ , of VADI S, 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.
Chery{Gradwohl , -
Not�ry Pu61ic `�`-�
StafeofWashington NOTARY UBUC in and f r the State of ,
Washington, residing at
MyCommission Expires Apr 5,2003
MY COMMISSION expires: �
Exhibit"A"
Resolution No. 3320
January 29, 2001
Page 14