HomeMy WebLinkAboutContractVENDOR AGREEMENT FOR RECYCLING EVENTS
THIS AGREEMENT, dated for reference purposes only as May 6 2025, is by and between the City
of Renton (the “City”), a Washington municipal corporation, andTriton(“Vendor”), a Washington
Profit Corporation. The City and the Vendor are referred to collectively in this Agreement as the
“Parties.” Once fully executed by the Parties, this Agreement iseffective as of the last date signed
by both parties.
1. Scope of Work: Vendor agrees to provide recycling and collection services as specified
below.
A. Event Date(s), Location and Benefit: Vendor agrees to provide recycling services
for Recycling Events (the “Event”) hosted by the City.
The Event location, dates, and times are as follows: Renton Technical College Parking Lot
3, June 7, 2025, from 10 a.m. to 2 p.m.
B. Vendor Responsibilities:The Vendor agrees to provide the following services:.
1. Description of Services: collection and recycling of mattresses, boxsprings
and cardboard. The vendor shall recycle all collected items in compliance with
State and Federal Laws.
2. Delivery, set up and take down – including dates and times: June 7, 2025.
The vendor shall arrive at the event location by 9:30 a.m. and depart by 2:30 p.m.
3. Attendance at Event:3-4 staff from Triton
C. Display Materials:The Vendor is allowed to display their own logo, display
materials, and brochure flyers at the Event.
2. Changes in Scope of Work: Changes to the Work shall be agreed in writing and the
Compensation shall be equitably adjusted consistent with the rates set forth in the
Agreement or as otherwise mutually agreed by the Parties.
3. Time of Performance: Vendor shall commence performance of the Agreement pursuant
to the schedule(s) set forth above. This AGREEMENT shall commence upon the authorized
CAG-25-191
PAGE 2 OF 9
signature of this Agreement by the VENDOR and CITY and shall continue until December
31, 2025 unless extended to a later date or terminated/cancelled at City discretion.
Cancellation Policy:The CITY has the right to cancel EVENT and/or this Agreement due
to inclement weather or for any reason at the CITU’s sole descretion in which case the
Vendor is not entitled to any compensation. No penalty or expense shall accrue to the
City in the event this provision applies.The CITY will notify the Vendor immediately
following the decision to cancel EVENT or this Agreement.
4. Compensation:
A. Amount. Total compensation to Vendor for Work provided pursuant to this
Agreement shall not exceed $400.00 plus any applicable state and local sales taxes.
Compensation shall be paid as a flat rate fixed sum based upon Work actually
performed according to the daily rate of $400.00 per event . The Vendor agrees that
any hourly or flat rate charged by it for its Work shall remain locked at the negotiated
rate of $400.00 per event unless otherwise agreed to in writing. Except as specifically
provided herein, the Vendor shall be solely responsible for payment of any taxes
imposed as a result of the performance and payment of this Agreement.
B. Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed, the Vendor shall submit a voucher or invoice in a form
specified by the City. The Vendo must complete a Vendor Set-up Form on file with the
City. The City may withhold payment for work that does not meet the requirements
of this Agreement.
5. Termination:
The City reserves the right to terminate this Agreement at any time, with or without cause
by giving ten (10) calendar days’ notice to the Vendor in writing.
6. Record Maintenance: The Vendor shall maintain accounts and records, which properly
reflect all direct and indirect costs expended and Work provided in the performance of
this Agreement and retain such records for as long as may be required by applicable
Washington State records retention laws, but in any event no less than sixyears after the
termination of this Agreement. The Vendor agrees to provide access to and copies of any
records related to this Agreement as required by the City to audit expenditures and
charges and/or to comply with the Washington State Public Records Act (Chapter 42.56
RCW). The provisions of this section shall survive the expiration or termination of this
Agreement.
7. Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Vendor shall make a due diligent search of
PAGE 3 OF 9
all records in its possession or controlrelating to this Agreement and the Work, including,
but not limited to, e-mail, correspondence, notes, saved telephone messages, recordings,
photos, or drawings and provide them to the City for production. In the event Vendor
believes said records need to be protected from disclosure, it may, at Vendor’s own
expense, seek judicial protection. Vendor shall indemnify, defend, and hold harmless the
City for all costs, including attorneys’ fees, attendant to any claim or litigation related to
a Public Records Act request for which Vendor has responsive records and for which
Vendor has withheld records or information contained therein, or not provided them to
the City in a timely manner. Vendor shall produce for distribution any and all records
responsive to the Public Records Act request in a timely manner, unless those records are
protected by court order. The provisions of this section shall survive the expiration or
termination of this Agreement.
8. Independent Contractor Relationship:
The nature of the relationship between Vendor and the City of Renton under this
Entertainment Agreement shall be that of an independent contractor, not employee,
consultant, or agent.
9. Hold Harmless: The Vendor agrees to release, indemnify, defend, and hold harmless the
City, elected officials, employees, officers, representatives, and volunteers from any and
all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney’s or attorneys’ fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Vendor in its performance of this Agreement or a breach
of this Agreement by Vendor, except for that portion of the claims caused by the City’s
sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction, alteration, improvement, etc., of structure or improvement attached to real
estate…) 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
Vendor and the City, its officers, officials, employees and volunteers, Vendor’s liability
shall be only to the extent of Vendor’s negligence.
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Vendor’s waiver of immunity under the Industrial Insurance
Act, RCW Title 51, solely for the purposes of this indemnification. The Parties have
mutually negotiated and agreed to this waiver. The provisions of this section shall survive
the expiration or termination of this Agreement.
PAGE 4 OF 9
10. City of Renton Business License: Unless exempted by the Renton Municipal Code,
Vendor shall obtain a City of Renton Business License prior to performing any Work and
maintain the business license in good standing throughout the term of this agreement
with the City.
Information regarding acquiring a city business license can be found at:
https://www.rentonwa.gov/Tax
Information regarding State business licensing requirements can be found at:
https://dor.wa.gov/doing-business/register-my-business
11. Insurance: Vendor shall secure and maintain:
A. Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B. N/A .
C. Workers’ compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
D. Commercial Automobile Liability for owned, leased, hired or non-owned, leased, hired
or non-owned, with minimum limits of $1,000,000 per occurrence combined single
limit, if there will be any use of Vendor’svehicles on the City’s Premises by or on behalf
of the City, beyond normal commutes.
E. Vendor shall name the City as an Additional Insured on its commercial general liability
policy on a non-contributory primary basis. The City’s insurance policies shall not be
a source for payment of any Vendor liability, nor shall the maintenance of any
insurance required by this Agreement be construed to limit the liability of Vendor to
the coverage provided by such insurance or otherwise limit the City’s recourse to any
remedy available at law or in equity.
F. Subject to the City’s review and acceptance, a certificate of insurance showing the
proper endorsements, shall be delivered to the City before performing the Work.
G. Vendor shall provide the City with written notice of any policy cancellation, within
two (2) business days of their receipt of such notice.
12. Successors and Assigns: Neither the City nor the Vendor shall assign, transfer or
encumber any rights, duties or interests accruing from this Agreement without the
written consent of the other.
PAGE 5 OF 9
13. Notices: Any notice required under this Agreement will be in writing, addressed to the
appropriate party at the address which appears below (as modified in writing from time
to time by such party), and given personally, by registered or certified mail, return receipt
requested, by facsimile or by nationally recognized overnight courier service. Time period
for notices shall be deemed to have commenced upon the date of receipt, EXCEPT
facsimile delivery will be deemed to have commenced on the first business day following
transmission. Email and telephone may be used for purposes of administering the
Agreement, but should not be used to give any formal notice required by the Agreement.
CITY OF RENTON
Julie Pursell
1055 South Grady Way
Renton, WA 98057
Phone: (425) 430-7396
jpursell@rentonwa.gov
VENDOR
Suzanne Breen
18489 Renton Maple Valley Road
Maple Valley, WA 98038
Phone: (206) 730-6448
tritonexca@gmail.com
14. Discrimination Prohibited: Except to the extent permitted by a bona fide occupational
qualification, the Vendor agrees as follows:
A. Vendor, and Vendor’s agents, employees, representatives, and volunteers with
regard to the Work performed or to be performed under this Agreement, shall not
discriminate on the basis of race, color, sex, religion, nationality, creed, marital status,
sexual orientation or preference, age (except minimum age and retirement
provisions), honorably discharged veteran or military status, or the presence of any
sensory, mental or physical handicap, unless based upon a bona fide occupational
qualification in relationship to hiring and employment, in employment or application
for employment, the administration of the delivery of Work or any other benefits
under this Agreement, or procurement of materials or supplies.
B. The Vendor will take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, creed,
color, national origin, sex, age, sexual orientation, physical, sensory or mental
handicaps, or marital status. Such action shall include, but not be limited to the
following employment, upgrading, demotion or transfer, recruitment or recruitment
advertising, layoff or termination, rates of pay or other forms of compensation and
selection for training.
C. If the Vendor fails to comply with any of this Agreement’s non-discrimination
provisions, the City shall have the right, at its option, to cancel the Agreement in
whole or in part.
PAGE 6 OF 9
D. The Vendor is responsible to be aware of and in compliance with all federal, state and
local laws and regulations that may affect the satisfactory completion of the project,
which includes but is not limited to fair labor laws, worker's compensation, and Title
VI of the Federal Civil Rights Act of 1964, and will comply with City of Renton Council
Resolution Number 4085.
15. Miscellaneous:The parties hereby acknowledge:
A. The City is not responsible to train or provide training for Vendor.
B. Vendor will not be reimbursed for job related expenses except to the extent
specifically agreed within the attached exhibits.
C. Vendor shall furnish all tools and/or materials necessary to perform the Work except
to the extent specifically agreed within the attached exhibits.
D. In the event special training, licensing, or certification is required for Vendor to
provide Work he/she will acquire or maintain such at his/her own expense and, if
Vendor employs, sub-contracts, or otherwise assigns the responsibility to perform the
Work, said employee/sub-contractor/assignee will acquire and or maintain such
training, licensing, or certification.
E. This is a non-exclusive agreement and Vendor is free to provide his/her Workto other
entities, so long as there is no interruption or interference with the provision of Work
called for in this Agreement.
F. Vendor is responsible for his/her own insurance, including, but not limited to health
insurance.
G. Vendor is responsible for his/her own Worker’s Compensation coverage as well as
that for any persons employed by the Vendor.
16. Other Provisions:
A. Approval Authority. Each individual executing this Agreement on behalf of the City
and Vendor represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of the City or Vendor.
B. General Administration and Management. The City’s project manager is Julie Pursell.
In providing Work, Vendor shall coordinate with the City’s contract manager or
his/her designee.
PAGE 7 OF 9
C. Amendment and Modification. This Agreement may be amended only by an
instrument in writing, duly executed by both Parties.
D. Conflicts. In the event of any inconsistencies between Vendor proposals and this
Agreement, the terms of this Agreement shall prevail. Any exhibits/attachments to
this Agreement are incorporated by reference only to the extent of the purpose for
which they are referenced within this Agreement. To the extent a Vendor prepared
exhibit conflicts with the terms in the body of this Agreement or contains terms that
are extraneous to the purpose for which it is referenced, the terms in the body of this
Agreement shall prevail and the extraneous terms shall not be incorporated herein.
E. Governing Law. This Agreement shall be made in and shall be governed by and
interpreted in accordance with the laws of the State of Washington and the City of
Renton. Vendor and all of the Vendor’s employees shall perform the Work in
accordance with all applicable federal, state, county and city laws, codes and
ordinances.
F. Joint Drafting Effort. This Agreement shall be considered for all purposes as prepared
by the joint efforts of the Parties and shall not be construed against one party or the
other as a result of the preparation, substitution, submission or other event of
negotiation, drafting or execution.
G. Jurisdiction and Venue. Any lawsuit or legal action brought by any party to enforce or
interpret this Agreement or any of its terms or covenants shall be brought in the King
County Superior Court for the State of Washington at the Maleng Regional Justice
Center in Kent, King County, Washington, or its replacement or successor. Vendor
hereby expressly consents to the personal and exclusive jurisdiction and venue of
such court even if Vendor is a foreign corporation not registered with the State of
Washington.
H. Severability. A court of competent jurisdiction’s determination that any provision or
part of this Agreement is illegal or unenforceable shall not cancel or invalidate the
remainder of this Agreement, which shall remain in full force and effect.
I. Sole and Entire Agreement. This Agreement contains the entire agreement of the
Parties and any representations or understandings, whether oral or written, not
incorporated are excluded.
J. Time is of the Essence. Time is of the essence of this Agreement and each and all of
its provisions in which performance is a factor. Adherence to completion dates set
forth in the description of the Work is essential to the Vendor’s performance of this
Agreement.
PAGE 8 OF 9
K. Third-Party Beneficiaries. Nothing in this Agreement is intended to, nor shall be
construed to give any rights or benefits in the Agreement to anyone other than the
Parties, and all duties and responsibilities undertaken pursuant to this Agreement will
be for the sole and exclusive benefit of the Parties and no one else.
L. Binding Effect. The Parties each bind themselves, their partners, successors, assigns,
and legal representatives to the other party to this Agreement, and to the partners,
successors, assigns, and legal representatives of such other party with respect to all
covenants of the Agreement.
M. Waivers. All waivers shall be in writing and signed by the waiving party. Either party’s
failure to enforce any provision of this Agreement shall not be a waiver and shall not
prevent either the City or Vendor from enforcing that provision or any other provision
of this Agreement in the future. Waiver of breach of any provision of this Agreement
shall not be deemed to be a waiver of any prior or subsequent breach unless it is
expressly waived in writing.
N. Counterparts. The Parties may execute this Agreement in any number of
counterparts, each of which shall constitute an original, and all of which will together
constitute this one Agreement.
IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of the date
last signed by the Parties below.
CITY OF RENTON
By:_____________________________
VENDOR
By:____________________________
Martin Pastucha
Public Works Administrator
Suzanne Breen
Owner
_____________________________
Date
_____________________________
Date
Approved as to Legal Form
By: __________________________
Cheryl Beyer
Senior Assistant City Attorney
Approved by Cheryl Beyer via email 5/15/2025
PAGE 9 OF 9
NS Recycling Event Contract Template 2-26-25 clb 3336
Clb 4-23-25 StyroRecycle 3336