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HomeMy WebLinkAboutEden Advanced Pest Technologies AG-S-012~~.i~,~ CITY OF AUBURN AGREEMENT FOR SERVICES AG-S-012 THIS AGREEMENT made and entered into on this day of 2007, by and between the City of Auburn, a municipal corporation of the State f Washington, hereinafter referred to as "City" and Eden Advanced Pest Technologies, 3425 Stoll Rd SE, Olympia WA 98501, hereinafter referred to as the "Provider." WITNESSETH: WHEREAS, the City is in need of the services of individuals, employees or firms for monitoring and possible treatment of mosquito larval sites; and, WHEREAS, the City desires to retain the Provider to provide said services in connection with the City's work; and, WHEREAS, the Provider is qualified and able to provide services in connection with the City's needs for the above-described work, 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 Provider agrees to perform in a good and professional manner the tasks described on Exhibit "A" which is attached hereto and by this reference made a part of this Agreement. (The tasks described on Exhibit "A" shall be individually referred to as a "task," and collectively referred to as the "services.") The Provider shall perform the services as an independent contractor and shall not be deemed, by virtue of this Agreement and the performance thereof, to have entered into any partnership, joint venture, employment or other relationship with the City. 2. Additional Services In the event additional services with respect to related work are required beyond those specified in the Scope of Work, and not included in the compensation listed in this Agreement, a contract amendment shall be set forth in writing and shall be executed by the respective parties prior to the Provider's performance of the services there under, except as may be provided to the contrary in Section 3 of this Agreement. Upon proper completion and execution of an Amendment (agreement for additional services), such Amendment shall be incorporated into this Agreement and shall have the same force and effect as if the terms of such Amendment were a part of this Agreement as originally executed. The performance of services pursuant to an Amendment shall be subject to the terms and conditions of this Agreement except where the Amendment provides to the Service Agreement AG-S-012 Page 1 of 8 contrary, in which case the terms and conditions of any such Amendment shall control. In all other respects, any Amendment shall supplement and be construed in accordance with the terms and conditions of this Agreement. 3. Performance of Additional Services Prior to Execution of an Amendment The parties hereby agree that situations may arise in which services other than those described on Exhibit "A" are desired by the City and the time period for the completion of such services makes the execution of Amendment impractical prior to the commencement of the Provider's performance of the requested services. The Provider hereby agrees that it shall perform such services upon the written request of an authorized representative of the City pending execution of an Amendment, 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 7 of this Agreement. 4. Provider's Representations The Provider hereby represents and warrants that the Provider has all necessary licenses and certifications to perform the services provided for herein, and is qualified to perform such services. 5. Responsibilities The City shall do the following in a timely manner so as not to delay the services of the Provider: 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. Notification of public intent to spray for adult mosquito control. c. Maps, information, and briefings about progress in other areas of the IMM program. d. Site inspections and data collected about adult mosquitoes to help optimize treatments for adults. The Provider shall be responsible for the following: a. Ground based ULV application systems. b. Calibration of equipment and swath width checks. c. Recording equipment for applications. d. List of approved insecticides for use in urban and rural areas. e. Responsibility for Insecticides. 6. Acceptable Standards The Provider shall be responsible to provide, in connection with the services contemplated in this Agreement, work products and services of a quality and professional standard acceptable to the City. Service Agreement AG-S-012 Page 2 of 8 7. Compensation As compensation for the Provider's performance of the services provided for herein, the City shall pay the Provider the fees and costs specified on Exhibit "B" which is attached hereto and by this reference made a part of this Agreement (or as specified in an Amendment). The Provider 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 Provider thereafter in the normal course, subject to any conditions or provisions in this Agreement or Amendment. The Agreement number must appear on all invoices submitted. The total cost of all tasks included in the Scope of Services and Potential Additional Services shall not exceed $22,000. 8. Time for Performance and Term of Agreement The Provider shall not begin any work under this Agreement until authorized in writing by the City. The Provider shall perform the services provided for herein during the months of May through October 2007. The Term of this Agreement shall terminate on October 31, 2007. 9. 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 Provider 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. 10. 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. 11. Continuation of Performance In the event that any dispute or conflict arises between the parties while this Contract is in effect, the Provider agrees that, notwithstanding such dispute or conflict, the Provider shall continue to make a good faith effort to cooperate and continue work toward successful completion of assigned duties and responsibilities. 12. Administration of Agreement This Agreement shall be administered by Elmer Bensinger on behalf of the Provider, 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: Service Agreement AG-S-012 Page 3 of 8 City of Auburn Tim Carlaw, Storm Drainage Engineer 25 W Main St Auburn, WA 98001-4998 Phone: 253.804.5060 Fax: 253.931.3053 E-mail: tcarlaw@auburnwa.gov Eden Advanced Pest Technologies Elmer Bensinger 3425 Stoll Rd SE Olympia, WA 98501 Phone: 1.800.401.9935 Cell: 360.507.3968 E-mail: elmer@edenpest.com 13. 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 Either party may change his, her or its address by giving notice in writing, stating his, her or its new address, to the other party, pursuant to the procedure set forth above. 14. Insurance The Provider shall procure and maintain for the duration of this Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Provider, or the Provider's agents, representatives, employees, or subcontractors. Provider's maintenance of insurance as required by the Agreement shall not be construed to limit the liability of the Provider 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 Provider shall obtain insurance of the types described below: a. Automobile Liability insurance, covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. Provider shall 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 shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, stop gap liability, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to Service Agreement AG-S-012 Page 4 of 8 provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. There shall be no endorsement or modification of the Commercial General Liability insurance for liability arising from explosion, collapse or underground property damage. The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO Additional Insured endorsement CG 20 10 10 01 and Additional Insured-Completed Operations endorsement CG 20 37 10 01 or substitute endorsements providing equivalent coverage. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate, and a $2,000,000 products-completed operations aggregate limit. c. Worker's Compensation coverage as required by the Industrial Insurance laws of the State of Washington. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: a. The Provider's insurance coverage shall be primary insurance as respects the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Provider's insurance and shall not contribute with it. b. The Provider's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after 30 days prior written notice by certified mail, return receipt requested, has been given to the City. 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:VII. Provider shall furnish the City with 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 the Provider before commencement of the work. 15. Indemnification/Hold Harmless The Provider shall defend, indemnify and hold the City and its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses, or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. Should a court of competent jurisdiction determine that this Agreement 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 Service Agreement AG-S-012 Page 5 of 8 negligence of the Provider and the City, its officers, officials, employees, and volunteers, the Provider's liability hereunder shall be only to the extent of the Provider's negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Provider'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 shall survive the expiration or termination of this Agreement. 16. 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. 17. Nondiscrimination The Provider 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. 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 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 affect 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 Provider if the services provided for herein are no longer needed from the Provider. If this Agreement is terminated through no fault of the Provider, the Provider shall be compensated for services performed prior to termination in accordance with the rate of compensation provided in Exhibit "B" hereof. Service Agreement AG-S-012 Page 6 of 8 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 Prevailing Party 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 and 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 Provider 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. 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. Service Agreement AG-S-012 Page 7 of 8 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 ---~~ Peter B. ewis, Mayor Attest: ,u%~.--~ d ~~~~~ anielle Daskam City Clerk EDEN ADVANCED PEST TECHNOLOGIES Signature Name: ~~ w~ ~-~ c. is--~~. ` s~~•:.c-~.~-~ ~ , Title: ~°r~t{ ~-~ -f~t~ t `cam c s~z ~ F_~ ~~6 `~ -~cTC<c Signature Name: itle: Service Agreement AG-S-012 Page 8 of 8 EXHIBIT A SCOPE OF SERVICES Eden Advanced Pest Technologies (EDEN) will provide mosquito larval surveillance to provide an overview of mosquito breeding activity. Selection of larval monitoring sites will be determined in location and number so as to give an adequate assessment of emerging mosquito populations, especially mosquito species that are known vectors of West Nile virus. Larval collections will be accomplished by "dipping". Surveillance data will be updated in a timely manner. Adult mosquito monitoring will be performed in areas where larval collection will not be effective or in areas where tracking adult mosquito populations is deemed necessary. Adult monitoring will be done with CDC light traps and by observing landing counts. All surveillance will be performed in coordination with local authorities. Surveillance activities will be conducted monthly, May through October (more surveillance may be needed during period of warm wet weather depending on activity). If predetermined thresholds of mosquito larvae are reached, the application of larvicides will be made to key breeding sites. Methoprene will be the material of choice, however, all materials will be approved by the local authority. Larvicide applications will be performed in conjunction with the surveillance described. POTENTIAL ADDITIONAL SERVICES If it is deemed necessary to treat storm drain catch basins, applications of methoprene pellets at 10 gram per catch basin will be made. If approved by local authority, XR Brickets fora 150 day effective treatment will be used instead of the 30 day methoprene pellets treatment. Local authority will specify number and grids to be treated. Localized applications for adult mosquitoes can be performed as deemed necessary by local authorities. Applications will be made with ULV backpack apparatus using approved materials to quickly knock down adult populations. Applications will be performed by a Certified Commercial Operator. Eden Advanced Pest Management will conduct ground based ULV applications in order to suppress adult mosquitoes. These treatments will be conducted to protect man and domestic animals from harassment and diseases that mosquitoes can carry. These services are part of an Integrated Mosquito Management program and compliment the other efforts being performed to reduce the spread of West Nile Virus. Ground based ULV treatments will be conducted in coordination with the City and will be part of a larger Integrated Mosquito Management program. Applications will be made with the ElectraMist EM-4000. This is the state of the industry electric ULV application unity, which permits the tracking of routes, treated with a GPS based unity. All information on treatments will be kept in a database and these records will be sent to the contracting authority after each application cycle is completed (one weekly). Exhibit A AG-S-012 Page 1 of 2 Treatment grids and specific street routes will be determined and agreed upon prior to application for adulticiding services. All applicable provisions and specifications of this proposal will be agreed upon by both parties before any applications of adulticides are made. All applications will be made in accordance to Federal, State and local laws governing the proper use of adulticides for mosquito control. This will be done to protect the interests of both parties and provide a concise format for conducting applications of adulticides to control adult mosquitoes. In order to conduct these operations in the correct manner Eden Advanced Pest Technologies will follow Best Management Practices (BMP's) approved by the Washington State Department of Agriculture. These BMP's were issued to guard against the inappropriate use of adulticides and to provide a margin of safety while using these products to suppress adult mosquitoes. In the event of a wide area public health emergency caused by West Nile Virus or another disease transmitted by mosquitoes, it may be necessary to expand coverage in certain areas by making aerial applications. These types of services are not offered by Eden Advanced Pest Technologies. LIST OF 23 WET PONDS Facility Name Pond urface Area Square Footage Lakeland Hills Mill Pond 37,056 Glacier Park 1 74,073 Racetrack 14,418 Velvet S uare 1,891 Riverwalk North 20,263 Llo d's Pit North 15,702 East oint Pond 11,789 277th East 4,105 Webster Place 18,553 Ea le Run 1,947 Summer Field Estates 7,957 Ro al Hills Track B 6,607 Ro al Hills Track D 4,719 Cam us Rim 13,568 O us 63,402 Glen Cara 5,411 Llo ds Pit Vault 856 LTPE #2 39,772 LTPE #1 25,123 277th West 2,601 Lakeland Hills Wa North 16,117 Lakeland Hills Wa South 14,375 Vista Heights 105,000 Exhibit A AG-S-012 Page 2 of 2 EXHIBIT B Fee Schedule 23 Ponds as Specified in Scope of Services Surveillance Services $ 1,750.00 er month Larvicide Application, as needed $ 1,748.00 per month, pro-rated per pond $76.00/ and Potential Additional Services Surveillance & Larvide $150.00 per month for ponds up to 1 acre, plus $50 A lications er and for each additional acre of surface area Treat Storm Drain Catch Basins $150 per hour for labor with applications of methoprene ellets at 10 ram er catch basin Treat Storm Drain Catch Basins $150 per hours for labor with XR Brickets Localized applications with ULV $285 per hour for labor (one hour minimum) backpack apparatus for adult including chemical costs mos uitoes. Adulticidin Services $46.00 er street mile, includin chemical costs. Exhibit B AG-S-012 Page 1 of 1