HomeMy WebLinkAboutNexus Homeless Youth Center CITY OF AUBURN AGREEMENT FOR SERVICES
NEXUS Homeless Youth Shelter
r
THIS AGREEMENT made and entered into on this �' day of . ,
2018, byand betweeniheCityofAubum,amunicipaicorporationoftheStateoflNash' gton,.
hereinafter refeRed to as "City," and Nexus Youth and Families, 1000 Auburn Way Sauth,
Aubum, WA 98002, a Washington nonprofit corporation, hereinaiter referred to as the
"Provider."
WITNESSETH :
WHEREAS,theCityisexperiencing high levelsofyouth hamelessness andthis populaGon
is wlnerable to abuse,prosUtution, substance abuse, physical and meMal health issues,s.uicide,
pregna.ncy,violence,and sexualexploitation;and
WHEREAS, the City is in need of services for youth homelessness to address their
chrnnic sta4us and to reduce abuse and criminal activities that often accompariy their
homelessness;and
WHEREAS, the City desires to retain the Rrovider to provide said services to this
population as a means of assisting these individuals, lowering crime, and bettering the
community forall residents;and
WHEREA8,the Provider operates a shelterforhomeless young adults who are residents
of Aubum, ages 18-24. The shelter is open five nights pe� week and provides food,
showers,beds,case management and resources.Two nights on theweekends,shelterprovides
beds and a safe environment for young aduRs; and
WHEREAS, the Provider has proven itseif qualified and able to provide services in
connecfion with the City's needs,and Is willing to expand their programs to address the youth
homelessness InAubum upon thetertns aridconditions herein contained.
NOW THEREFORE, the parties hereto agree as follows:
1. Scoue ofServices
The Provid.er agrees to extend its shelter hours 2.5 hours for5 days perweek throughout the2018
calendar year. The Provider shal!provide work products andservices during ihese additional
hours of a qualiiy and professional standard acceptable to the City.
The Providershail submit a quarterly reportto the CITYwhich includes the numbers ofTENANTS
served, age, ethnicity, gender, Income, city of last resitlency, and meals served during that
preceding quarter.
2. Additional Services
In the event additional services wl4h respect to related work are required beyond those
specified In the Scope of Services, and not included in the compensation listed In this
Agreement, a contract amendment shall be set forfh In writing and shall tie executed by
AGREEMENT FOR SERVICES �
NEXUS Homeless Youth Shelter Page 1
the respective parties pnorto the Providers performance of the services there under,except
as may be provided to the contrary in Section 3of this Agreeme.nt. Upon proper completion
and executfon of an Amendment (agreementforadditional senrices), suchAmendment
shall be Incorporeted into thfs Agreement and shall have the same fume and effect as Wthe
terms of such Amendment were a part of this Agreement as originally executed. The
pertormance of services pursuant to an Amendment shall be subject to the terms and
conditions of this Agreement except where the Amendment provides to the contrsry, In
which case the terms and conditions of any such Amendment shall control. In all other
respects, anyAmendment shall supplement and be construed in accortlance rviththeterms
and conditions of this Agreement.
3. Provider's Reoresentations
The PFovider hereby represents and warrants that the Provider has all necessary licenses
and cert�cations to pertorm the services provided for herein, and is qualified to perform
suchservices.
4. Cjiy's Resoonsibilities
The City shall do the folbwing in a timely manner so as not to delay the services of the
Provider:
a. Designate In wrifing a parson to actas the City's representativewith respecFto the
services. The City's designee shall have compiete authority to transmit
instnactions, receive InformaUon, interpret and define the City's polictes and
decis,ions with respect to fhe services.
b. Fumish the Provider with all Information, criteria, objecUves, schedules and
standards forthe project and the services provided for herein.
c. Pay the wmpensation provided in section 6.
5. Apreement Tertn and Extension
The initial tertn oi this Agreement is iweNe months from to the date of the execution of
this Agreement through Deoember31,2018..
6. Terminatlon
The City may terminate this qqreement upon seven (7)days'written notice; provided that '
Provfder shall be compensated for services provided proreted to the date the notice becomes �
effective.
7. Comoensation
As comperisation forthe Provider's performance of the services described herein, the City
shall pay4he Provider fhe total of fiftythousand dollars($60,000), which total amount shali
be divided in in equal monthly payriients during the initial tertn of the this Agreemsnt.The
Provider shall submit monthly invoices to the City. Upon acceptance of an inyoice or
statement,the City shall process 4he invoice or statement in the next billing(clafm cycle
following receipt of the invoice or statement, and shali remit payment to the Provider
thereafter in the normal course, subject to any conditions orprovisions in this Agreement
or by amendment. The Agreement number must appear on all Invoices or statements
submitted.The not-to-exceed amountforthisagreement is $50,Q00.00, n
���
AGREEMENT FOR SERVICES i
NEXUS Homeless Youth Shelter Page 2 ,
8. Records Insnection andAudit
All compensation payments shall be subjecttothe adjustments foranyamounts found upon
a.udit oratherwise to have been Improperly invbiced,and all rewrds and books of accounts
pertaining to anywork performed underthis Agreement shall be subject to inspection and
audit by the Cfty fora period of up to three (3) years from the final payment for work
perFormed under#hisAgreement.
If any litigatian, claim, dispute, or audit is Initiated before the expiration of the three {3)
year period,all records and books of accounts pertaining to any work performed underthis
Agreement shal!be retained untilall lkigation,claims, disputes, or audits have been finally
resolved.
9. Continuation of Performance
In the everrt that any dispute orconflict arises between the parties while U�is Contract is in
effect,the Provider agrees that, notwithstanding such dispute or conflict, theProvider shall
continue to make a good faith effort to cooperate and continue work foward successful
completion of assigned du4ies and responsibifities.
10. Administretion of Aareement
This Agreement shall be administered by Dare Hinman,on behalf ofthe Provider, and by
the Mayar of the City, or designee, on behalf of the City. Any written notices tequired tiy
the terms of this Agreement shall be served on ormailed to the following addresses:
Citv of Aubum NEXUS Youtti and Families
Dana Hinman Shelly Pricco Execufive Director
Diregtor of Administra4ion 1000 Aubum Way South '
251Nest Main Street Rubum. WA 98002 '
Aubum, WA 98001-4998 Phone: 253 804..8428
Phone: 253-931 5103 E-mail: sheilvpCtDnexus4kids.orq
E-mail: dhinmanC�D_auburnvira.qov
1 L Notices
All nolicesorcommunicationspermittedorrequiredtobegiven underthis Agreemenfshali be
in writing and shall be deemed tohave been duly given if delivered In person or deposited In the
Unfted states mail,postage prepaid,for mailing by certified mail,retum receipt requested, and
addressed, if to a party of this Agreement, to the address for the party set forth above. If
- addressedto.a personnotapartytothisAg�eement,thenaticsshallbesent,intheforegoing
manner, to the address designated by a party to this Agreement.
Eitherparty may change his,herorits address by giving notice h writing,stating his,heror its new
address,to the other party;pursuant to the procedu re set ffirth above.
12. Insurance
7he Provider shall procure and maintain for the duratlon of this Agreement at its sole expense,
insuranceagainstclaimsforinjurfestopersonsordamageto propertywhichmajrarisefrom�
AGREEMENT FOR SERVIGES
NEXUS Homeless Youth Sheiter Page 3
In connection with the pertormance of the work hereunder by the Provider, or the Proyiders
agents, representatives,employees, orsubcontractors.
Provider's maintenance ofinsuranceas required bytheAgreementshall not be construed to
fimittheliabilityoftheProviderto4hecoverageprovidedbysuch insurance,orotheryviselimit
theCiry's recourse toanyremedyavailableatlawor in equityi.
The Service Provider shail obtain Insurance of the types described below:
a. Automobile Liability Insurance, covering all owned, non-owned, hired and leased
vehicles. CoverageshallbewrittenoninsuranceSerVicesOffice(ISO)formCA0001ora
substitute formprovidingequivalentliabilitycoverage. lf necessary, the policy shall
be endorsed to provide contractual liability coveraga. Provider shaii maintein
Automobile ins.urancewith minimum combinedsinglelimitfurbodilyinjuryandproperty
damageof$1,000,000 per accident.
b. CommercialGeneralLiab'ilityinsuranceshallbewrittenoniSOoccurrenceformCG00
01 and shall cover liability arising from premises, operations, independent
contradors, products�ompleted operadons, stop gap liability, psrsonal Injury and
advertising injury, and liability assumetl under an Insured contract. The City shall be
named as an insured under the Contractor's Commercial General Liability
Insurance policy with respect to the work performed forthe City using ISOAdditional
Insured endorsement CG 201010 Ot orsubstitute endorsements providing equivalent
coverage. Commerciai General liability insurance shall be written with limits no less than
$1,000,000 each occurrence, $2,000,000 generai aggregate. '
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
forAutomobile liabili.ty and Gommercial General Liability insu�ance:
The Provider's insurance coverage shall be primary insurance as respects the City.
Any insurance, selfinsurance, or insu�ance pool coverage maintained by the City
shallbeexcessoftheProvidersinsuranceandshalinotcontribute with it
The Providers insurance shall not be cancelled by either party except after 30 days
priorwrkten noticebycertifiedmali,return receiptrequested,hasbeengiven totheCity. If
a policyexpires duringtheterm ofthisAgreement;a renewal cert�cate mus4besentto
the Cityfrfteen(f 5)days priortothe expi ration date of the policy.
Insurance is to be placed with an authorized Insurer in Washington State. The insurer
must have a current A.M,Best raf'ing of not less than A:VI I.
Provider shall fumish the City with cert�cates of insurance and a copy of the amendatory
endorsements, induding but not necessarily limited to the addilional insured endorsement,
evidencingtheinsurancerequirementsoftheProvider before commencement oi the work.
AGREEMENT FOR SERVICES �
NEXUS Homeless Youth 5hefter Page 4
The City reserves the right to require that Complete,certfied copiesofallrequired Insurance
policies be submitted to the Cfty at any time.
13. Indemn'rf'ication - Hold Harmless
Except for Injuries and damages caused by fhe sole negligence af the City,the Provider
shail defend, indemnify and hold the City end Its officers, oificials, employees, and
volunteers hartnless from anyand aII Gaims, injudes, damages, losses,orsuitsofevery kind,
including attomeyfeesand litigation expenses, arising out of or in connection with any aileged
act, omission, professional errar, fau�, mistake, or negligence of the Provider, Its
employees, agents, representatives, or subwntractors; Including employees, agents, or
representativesofltssubcontractors,taken Infheperformance ofthisAgre.ement or adsing out of
workels compensation claims, unemployment compensation claims, or unemployment
disability compensation claims.
It is further speaficaliy and expressly understood that the indemnification provided herein
constitutes the Providers waiver of immunity under IndusUial Insurance, Title 51 RCW,solely
forthe purposes ofthis Indemnification, This waiver has been mutually negotiated by Ehe parties.
The provisions ofthis section shall survive the expiration ortermination of this Agfeement.
14. Assianment
Neither party to this Agreement shall assign any right orobligation 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 de.emed to release the assignor from any liability or
obligadon under this/�qreement,orto cau§e any such liabiliry orobiigation to be reduced to a
secontlaryliabilityor obligation.
15. Rlondiscrimination
The Provider may not discriminate regarding any services ar activities to which this Agreement
mayapplydirectlyorthroughoontractual,hiring,orotherarcangements onthegroundsofrace,
color,creed,religion,national origin,sex,age,orwhere them is the presence of any sensory,
mental orphysical handicap.
16. Amendment. Modification or Waiver
Noamendment,modfication orwaiverofanycondition,provision orterm ofthis/\qreement shall
be valid or of any effect unless made In w[iti.ng, signed by the Party or parties to be bound, or
such partys or parties' duly authorized representative(s) and specifying with particularity the
nature and eztent of such amendment, modiflcation or waiver. Any waiver by any party of any
default of the other party shall not affed or Impair any right or authority arising from any
subsequent defauit.
Nothing herein shall limit the remedies orrights of the parties hereto under and pursuant to this
Agreement,
17. Indeoendent Contrador Status
The Contractors shall pertorm the services described in Section 2 as IntlependeM conVactors
and shall not be deemed:`by virtue of this Agreement and the perfortnance thereof, to,,,
AGREEMENT FOR SERVICES
�)
NEXUS Homeless Youth Shelter Page 5
have entered into any partnership, Joint venture, employment or other relationship with
the City.
18. P-afies ininterest
_ _
This/{qreement shall be binding upon,and the benefits and obligations provided for herein shall
inure to and bind;the parties.hereto and #heir respecUye successors andassigns,provided
that this secfion shall not be deemeii to permit any transfer o� assignment otherwise
prohibited by this Agreement.This Agreement is for the exclusive benefit of the parties hereto
and it does not create a contractual rela6onship with orex.istforthe benefit of anythird party;
including coritractors, subcontractorsandtheirsu�eties.
19. Costs to Prevailina Pafir
In the event of such litigation or other legal action, to enforce any rights, responsibilitiesor
obligations underthis Agreement,the prevailing paRies shall be,subject to the limitations set forth
in RCW 4.84:330, entiUed to receive its reasonable costs and attomeysfees.
20. ARolicable Law
ThisAgreementandtherightsofthepartieshereundershallbegovemedbyand intsrprated
In accordance with the laws of the State of Washington and venuefor any actionheceunder
shall be In ofthe county in Washington State In which the property or project Is located;and
if not site specific, then in King County, Washington; provided, however, ihat it Is agreed
and understood that any applicable statute of limitation shall commence no later than the
substantial completion by fhe Provider of the services.
21. Caotions. Headinas andTiUes
All captions, headings ortitles i,n the paragraphs orsections ofthis Agreement are inserted
for convenience of reference only and shall not constitute a partofthis I\qre.ement or act as
a limitation of the scope of the particular paragraph or sectionstowFfichtheyapply. As
used herein, where appropriate, the singular shall include the plural and vice versa and ;
masculine, feminine and neuter expressions shall be interchangeable. Interpreta4ion or
construction ofthis Agreement shall not be affected by any determination as to who is the ';
drefterofthisAgreement,this Agreement having been drafted bymutualagreement ofthe
parties. '
22. Severable Provisions
EachprovisionofthisAgreementislntendedtobeseyerabis. Ifanyprovisio,n hereoflslllegal
orinvalidforany�easonwhatsoeve�,such illegalityorinvalidity shali not affect the validity of
the remainder of this Agreement.
23. Entire Aa�eement
This Agreement,togetherwith any subsequent amendments or addendums;contains the
entite understantling af tfie parties hereto wilh respect to the transactions contemplated
hereby and supersedes ail prior agreements and understandingsbetweenthepartieswith
respect to such subject matter: No other understandings,oral orotherwise, regarding tfii�
Agreementshallexistorbindarfy of theparties,
AGREEMENT FOR SERVICES
NEXU.S Homeless Youth Shelter Page 6
24. Counteroarts
This Agreement may be executed in multiple counterparts,each of which shall be one and the
same Agreemerit and shall 6ecome effective when one or more counterparts have been
signed by each ofthe paRies and delivered to the other party.
25. Non Availabilitv of Funds
Every obiigation of the Ciry under this Agreement Is conditioned upon thg availability of
funds approqriated or allocated for ths performance of such obl�igation;and iffuncisarenot
allocated and available forthe contirtuance of this Agreement, lhen this Agreement may be
terminatedbytheGityattheendofthe period for which funds are availabie, withouYthe
seven (7) days' notice provided by Section 6.
No liability shall accrue to fhe City In fhe event this provision is exercised,and the City shall not be
obligated or liable for any future payments o�damages as a resutt of tertnination under this
Section.
IN WITNESS WHEREOF, the parties hereto he4e caused this Agreement to be ezecuted
effective the day and yesrfirst set forth abave.
CITY OF AUBURN NEXUS YOUTH AND FAMILIES
ANCY BA ! , Mayor ���Y PRIC , Executive Director
Elttest:.
��r,� � 1C_J��
Danie �askam, City Clerk
Appr ed as to orm:
DanielB. Hei , Ci omey
AGREEMENT FOR SERVICES
NEXUS Homeless Youth Shelter Page 7