HomeMy WebLinkAboutContract CAG-18-089
AGREEMENT FOR SERVICES
(INTERIM FACILITY DIRECTOR)
by and between
SOUTH CORRECTIONAL ENTITY AND
CITY OF RENTON
THIS AGREEMENT FOR SERVICES (this "Agreement") is entered into by and
between the SOUTH CORRECTIONAL ENTITY ("SCORE"), a governmental administrative
agency formed pursuant to Section 39.34.030(3) of the Revised Code of Washington ("RCW")
and the CITY OF RENTON (the "City", and together with SCORE, the "Parties"), a municipal
corporation under the laws and statutes of the State of Washington, and is effective as of this 21st
day of May, 2018.
RECITALS:
WHEREAS, chapter 39.34 RCW, the Interlocal Cooperation Act, authorizes
municipalities in Washington to enter into agreements for the joint undertaking of certain
projects as provided therein; and
WHEREAS, the Cities of Auburn, Renton, Federal Way, Des Moines, Burien, SeaTac
and Tukwila, Washington (the "Member Cities") entered into the Amended and Restated
SCORE Interlocal Agreement dated as of October 1, 2009 (the "SCORE Formation Interlocal
Agreement"), to form SCORE as a governmental administrative agency pursuant to
RCW 39.34.030(3) to establish and maintain a consolidated correctional facility located in the
City of Des Moines (the "SCORE Facility") to serve the Member Cities and federal and state
agencies and other local governments that contract with SCORE from time to time to provide
correctional services essential to the preservation of the public health, safety and welfare; and
WHEREAS, Section 7 of the SCORE Interlocal Agreement authorizes the Administrative
Board (the "Board") to select and employ a director (the "Facility Director") to manage the day-
to-day operations at the SCORE Facility consistent with policies adopted by the Board; and
WHEREAS, the current Facility Director has announced her retirement effective June 1,
2018 and the Board has submitted a request for proposals from qualified applicants to serve in
such position; and
WHEREAS, the Board has appointed, by an affirmative vote of a supermajority of the
Member Cities, two of which had the highest and the second highest average daily population in
the SCORE Facility for the relevant period, Kevin Milosevich, Renton Police Chief, to serve as
the interim Facility Director (the "Interim Director") until a permanent Facility Director can be
appointed; and
WHEREAS, the Parties now desire to enter into this Agreement to provide clarity and
work parameters regarding the temporary assignment of Chief Milosevich to act as Interim
Director of SCORE as provided herein;
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NOW, THEREFORE, in consideration of the mutual promises contained herein, the
Parties agree as follows:
SECTION 1. DEFINITIONS. Terms defined in the recitals of this Agreement are
incorporated herein as if fully set forth in this Agreement. Capitalized terms not otherwise
defined herein shall have the meanings set forth in the Interlocal Agreement.
SECTION 2. AGREEMENT FOR SERVICES. The City agrees to temporarily assign
Kevin Milosevich, Renton Police Chief, as the Interim Director of SCORE. The assignment
shall begin on May 21, 2018 and continue until a permanent Facility Director is hired and trained
to serve in such capacity (currently expected to be in August 2018). The Parties recognize that
this period could be extended based on the staffing needs of SCORE by mutual consent of the
Parties hereto. However, unless this Agreement is amended in writing and Chief Milosevich
agrees to continue to serve, the term of this Agreement shall not extend beyond September 28,
2018.
During the term of this Agreement, the City hereby agrees to make the Interim Director
available as needed to SCORE, and if needed, to the SCORE Facility Public Development
Authority. The Parties acknowledge and agree that while providing services to SCORE as
provided herein, Chief Milosevich will continue providing services to the City in his capacity as
Police Chief, including but not limited to providing general oversight/advisory services to the
City police department.
The Interim Director shall be responsible and report to the Board and advise it from time
to time on appropriate matters in order to fully implement the purposes of the Interlocal
Agreement and to administer SCORE in its day-to-day operations consistent with the policies
adopted by the Board.
If either Party determines it is in its interest to terminate the services agreed to herein, it
may do so with or without cause by providing notice to the other Party of the termination and
effective date thereof.
SECTION 3. EMPLOYMENT STATUS. The Interim Director shall be solely an
employee of the City for the duration of this Agreement. Although the performance of the
Interim Director shall be under the general direction of the Board of SCORE, and more
specifically of the Presiding Officer of the Board, the Interim Director shall remain an employee
of the City for all purposes including evaluation, discipline, determination of salary and benefits
and all other terms and conditions of employment. The Parties hereto agree that the City's
personnel policies and procedures and administrative policies will continue to apply to the
Interim Director, even when doing work for SCORE.
In addition to being subject to the City's personnel policies, the Interim Director will be
subject to all applicable policies of SCORE, including but not limited to anti-discrimination and
personal conduct policies. SCORE will oversee the Interim Director's compliance with its own
policies and shall notify the City if it believes the Interim Director has violated any such policies
so that the two parties may take corrective action, if necessary. SCORE shall not have the right
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or ability to terminate the Interim Director's employment status with the City, but it may
terminate this Agreement and immediately discontinue his services for SCORE, with or without
cause or notice.
The City shall be responsible for providing any salary or other benefits to the Interim
Director and will make all appropriate tax, social security, and other withholding deductions and
payments; will provide workers' compensation insurance coverage; and will make all
appropriate unemployment tax payments. The City and the Interim Director shall provide the
services under this Agreement 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 SCORE.
SECTION 4. COMPENSATION AND REIMBURSEMENT. The City shall be
responsible for payment of the Interim Director's regular salary and all associated employee
costs and benefits, including but not limited to health insurance, pension and all payroll taxes.
SCORE shall reimburse the City for the payment of such salary and costs for the time spent
providing services to SCORE under this Agreement. SCORE is responsible for reimbursing the
City for the Interim Director's reasonable use of accrued paid time off during the term of this
Agreement, provided that the Interim Director's use of paid vacation leave will be subject to
advance approval of both SCORE and the City. The Parties will negotiate an equitable
reimbursement rate if the Interim Director's use of sick leave exceeds five days over the term of
this Agreement.
Although the Interim Director will continue to provide oversight and consultation duties
for the City during the term of this Agreement, the Parties anticipate that he will spend an
equivalent amount of time providing services to SCORE as a productive full time salaried
employee. As consideration for such services, SCORE agrees to reimburse the City for the City's
full costs of employing the Interim Director without deduction or proration for the time he
expends fulfilling his duties for the City. However, if during any month the Interim Director
spends substantially less time providing services to SCORE than what would be reasonably
expected of a productive salaried full time employee, the Parties agree to negotiate an equitable
prorated reimbursement rate for that month. Partial months worked for SCORE will also be
prorated.
The City shall submit invoices each month to SCORE for services performed in a
previous calendar month in a format acceptable to SCORE. SCORE agrees to reimburse the City
within 30 days of receipt.
SECTION 5. OWNERSHIP AND USE OF DOCUMENTS. All documents, reports,
memoranda, diagrams, sketches, plans, design calculations, working drawings and any other
materials created or otherwise prepared by the City or the Interim Director as part of its
performance of this Agreement shall be owned by and become the property of SCORE and may
be used by SCORE for any purpose beneficial to SCORE.
In order to facilitate SCORE's maintenance and ownership of its records, SCORE shall
provide the Interim Director with technology (e.g. computer) and other resources necessary for
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the Interim Director to create and retain SCORE's records separately from his work for the City.
The Parties further agree to cooperate and assist each other in the event either receives a public
records request for a record it determines it is required to produce as a result of this Agreement,
if such record is only retained by the other Party.
SECTION 6. NOTICE. The following individuals are designated as representatives of
the respective Parties. The representatives shall be responsible for administration of this
Agreement and for coordinating and monitoring performance under this Agreement. In the event
such representatives are changed, the Party making the change shall notify the other Party. Any
notice or other communication given hereunder shall be deemed sufficient, if in writing and
delivered personally to the addressee, or sent electronically or by certified or registered mail,
return receipt requested, addressed as follows, or to such other address as may be designated by
the addressee by written notice to the other Party:
To SCORE: SCORE
Attn: Administrative Board, Presiding Officer
20817 17th Avenue South
Des Moines, WA 98198
To Renton: City of Renton
Attn: Robert Harrison, Chief Administrative Officer
1055 South Grady Way
Renton, WA 98057
SECTION 7. INSURANCE. Each Party hereto shall maintain in full force throughout
the duration of this Agreement comprehensive general liability insurance with a minimum
coverage of $1,000,000.00 per occurrence/aggregate for personal injury and property damage.
This requirement shall be deemed satisfied by evidence of such Party's membership in a
municipal self-insurance pool, including evidence of limits of coverage's, exclusions and limits
of liability satisfactory to the other Party.
SECTION 8. INDEMNIFICATION. SCORE shall indemnify and hold harmless the
City and its officers, officials, employees or assigns, from and against any and all claims, actions,
suits, liability, loss, costs, expenses, and damages of any nature whatsoever, which are caused by
or result from a negligent act or omission of SCORE, its agents, officers, employees or assigns,
in performing any act or service pursuant to this Agreement.
Subject to the following paragraph, the City shall indemnify and hold harmless SCORE
and its officers, officials, employees or assigns, from and against any and all claims, actions,
suits, liability, loss, costs, expenses, and damages of any nature whatsoever, which are caused by
or result from a negligent act or omission of the City, its officers, employees, assigns or third
party contractors, in performing any act or service pursuant to this Agreement.
Notwithstanding the City's above agreement to indemnify SCORE for its employees'
negligence, SCORE agrees to indemnify and defend the Interim Director and the City for claims
arising out of the Interim Director's services under this Agreement to the full extent SCORE
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would indemnify and defend a Director employed by SCORE pursuant to Section 22 of the
SCORE Formation Interlocal Agreement.
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 SCORE and the City, then
each Party's liability shall only be to the extent of its negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES EACH PARTY'S WAIVER OF
IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE
PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE
THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. This indemnification
shall survive the expiration of this Agreement.
SECTION 9. MISCELLANEOUS.
(a) Equal Opportunity. Neither Party shall discriminate against any person based on
any ground prohibited under federal, state or local law including race, creed, color, religion,
national origin, sex, age, marital status, sexual orientation, veterans and military status, political
affiliation or belief or the presence of any sensory, mental or physical handicap in violation of
any applicable federal law, Washington State Law Against Discrimination (chapter 49.60 RCW)
or the Americans with Disabilities Act(42 USC 12110 et seq.).
(b) Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Washington. If any dispute arises between the Parties
under any of the provisions of this Agreement, resolution of that dispute shall be available only
through the jurisdiction, venue and rules of the King County Superior Court, King County,
Washington.
(c) Attorney's Fees. In any claim or lawsuit for damages arising from the Parties'
performance of this Agreement, each Party shall be responsible for payment of its own legal
costs and attorney's fees incurred in defending or bringing such claim or lawsuit; however,
nothing in this subsection shall limit the each Parties' right to indemnification under this
Agreement.
(d) Non-Waiver of Breach. The failure of either Party to insist upon strict
performance of any provision of this Agreement or to exercise any right based upon a breach
thereof or the acceptance of any performance during such breach shall not constitute a waiver of
any right under this Agreement.
(e) Severability. If this Agreement, or any portion of this Agreement, is held invalid
by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force
and effect.
(f) No Joint Venture or Partnership. No joint venture, separate administrative or
governmental entity,joint board, or partnership is formed as a result of this Agreement.
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(g) Compliance with all Laws. The Parties hereto shall comply with all federal, state
and local laws, rules, regulations and ordinances applicable to the performance of this
Agreement.
(h) Entire Agreement. This Agreement contains the entire understanding between the
Parties and supersedes any prior understandings and agreements between them regarding the
subject matter hereof. No amendment of, or supplement to, this Agreement shall be valid or
effective unless made in writing and executed by the Parties hereto.
(i) Assignment. The Parties shall not assign this Agreement or any interest,
obligation or duty therein without the express written consent of the other Party.
(j) Continuation of Performance. In the event that any dispute or conflict arises
between the Parties while this Agreement is in effect, the Parties hereto agree that,
notwithstanding such dispute or conflict, they shall continue to make a good faith effort to
cooperate and continue work toward successful completion of assigned duties and
responsibilities. Provided that if SCORE fails to pay for the services provided by the City, the
City can cease providing such services until payment is made.
(k) Prior Acts. All acts taken by the Parties hereto but prior to the effective date of
this Agreement are hereby ratified and confirmed.
SECTION 10. EXECUTION. This Agreement shall be executed the Parties hereto by
their duly authorized representative. This Agreement may be executed in one or more
counterparts.
[remainder of page intentionally left blank; execution page follows]
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THIS AGREEMENT FOR SERVICES is hereby effective as of the date set forth above.
SOUTH CO:.'EC ION' L ENTITY CITY OF RENTON
"estding Officer, Denis Law,Mayor
SCORE Administrative Boa•:
ATTEST:
Jason A. Seth, CMC,Renton City Clerk
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THIS AGREEMENT FOR SERVICES is hereby effective as of the date set forth above.
SOUTH CORRECTIONAL ENTITY CITY OF RENTON
Presiding Officer, Denis Lfj-eutz.
, Mayor
SCORE Administrative Board
ATTEST:
etA0 F
Jas. A. Seth i' C, Rento Cit Clerk
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