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HomeMy WebLinkAboutContract 08/20/2011 19:50 2085331983 ATHLETE FOUNDATIONS PAGE 01 CAG-11-166 EFormatted City of Renton Community Services Department 2011 LIBERTY PARK DONATION CONTRACT AGREEMENT THIS AGREEMENT is made as of the—11>---day of [/ OS 2011, between the CITY OF RENTON, a noncharter code city under RCW 35A.03, and a municipal corporation of the State of Washington, hereinafter referred to as "Renton," and the Jamal Crawford Foundation. hereinafter referred to as "Foundation." WHEREAS Renton provides recreational facilities throughout the city including free public basketball courts at Liberty Park: and WHEREAS the Foundation is committed to providing youth the resources to become well-rounded and successful adults: and WHEREAS Renton has accepted the offer of the award-winning Foundation to renovate the basketball courts at Liberty Park for the benefit of the City, its residents and guests, and children in particular; NOW, THEREFORE, in consideration of the mutual benefits and covenants herein referred to, it is hereby agreed by and between the parties as follows: Renton shall provide the land/basketball courts and the Foundation shall resurface the basketball courts and replace the basketball goals at Liberty Park (1101 Bronson Way North (between Bronson Way North and Houser Way Northeast), Renton, Washington, 98055). I 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 02 `4r+ City of Renton Liberty Park Contract Agreement Renton and Foundation agree as set forth below: 1. Scope of Services_ Bleachers, concrete pads, site restoration work, basketball poles, backboards, rims and padding, irrigation relocation and court surfacing, More specifically,the Foundation agrees, at a minimum, to: a. Bleachers: Procure and install non-elevated aluminum angle frame, National Recreation System model#NB-0515ASTD, 5 Rows high x 15 feet long. b. Concrete pads: Install two (2) pads with crushed rock and rebar as well as related and/or necessary excavation, base material and site preparation. Concrete pads shall be dimensioned so that when in use there is sufficient leg room between the bottom bench and the existing concrete walk, preventing encroachment into the walk area. c.Site restoration work: Procure and install new topsoil and non-netted sod to repair areas damaged by construction. Re-locate and/or install new irrigation heads as required to provide full coverage of turf areas. d. Basketball poles/baekboards and rims: Prepare and install (4) four 6-inch square fixed poles and pole pads, with clear "W' thick tempered glass backboards, pro-style flex rims and hardware and mounting systems—Goalrilla DC72.. e, Surface existing full court and 2 half courts: Prepare, surface, and stripe or mark the basketball courts utilizing the Plexipave Acrolotex System. Court surface color will be "Australian Open True Blue" and the keys and out of bounds areas will be "California Red." Court markings will be white with the exception of the logo(s). The court logo(s)will be designed and installed by the donor and approved by Renton. f.Construction Fencing; Temporary six feet high chain link construction fencing will be installed to secure the area while under construction. Fencing will enclose the existing court(s) and proposed bleacher area. g. Bronze Plaque: A bronze plaque will be procured and installed by the donor. Plaque size and location to be approved by the City. 2 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 03 City of Renton Liberty Park Contract Agreement Maintenance. The Foundation agrees to and commits to be responsible for 10 years of maintenance costs for normal wear and tear for each of the basketball courts. This includes backboard replacement at five (5) years and surface cleaning and re- surfacing utilizing the Plexipave Acrylotex system as required, including the logos. The replacement items and maintenance levels must conform or exceed the standard provided for above. 2. Channes in Scone of Services. Any changes in the work must be authorized by a written Change Order signed by Renton and the Foundation. 3. Time of Performance_ The Foundation shall commence performance of the Contract no later than 12:00 p.m_, August 29, 2011, and shall complete the full performance of the contract no later than 12:00 p.m., October 15, 2011. 4. Term of Contract. The Term of this Contract shall be for the period from August 29, 2011, to October 15. 2011, This Contract may be extended for additional periods of time upon written agreement of the City and the Foundation. The maintenance requirement will extend ten (10)years from the date that the work is completed. 5. Contract Consideration. The valuable consideration in this contract includes but is not limited to Renton providing the land, basketball courts, and access to the same including water and power, and the Foundation providing the services stated in Section 1 of this Agreement. Renton shall retain ownership of the underlying land. 6, Design and Construction. The Foundation will be the Lead Agency in the design, construction, renovation. and installation for each basketball court, backboard, backboard post, and related items. The Foundation will be the contact point for vendors, contractors and other entities and shall have authority to enter into the necessary agreements to satisfy Section 1 of this Agreement. Renton retains an approval right for the design of the logo and for any changes to the agreed standard of materials. The Foundation shall execute, hold and administer all contracts and agreements necessary to execute the project design, construction, renovation and installation. 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 04 fir'' V City of Renton Liberty Park Contract Agreement 7. Record Keeping and Repprting. The Foundation shall maintain accounts and records which properly reflect all direct and indirect costs expended and services provided in the performance of this Agreement. The Foundation agrees to provide access to any records required by Renton for five(5) Years. At the conclusion of the project.the Foundation agrees to provide to the City a Bill of Sale for the donation. 8. Warranty. The Foundation shall be under the duty to remedy any defects in the work and pay for any damage to other work resulting there from, which shall appear within the period of twenty-eight (28) days from the date of final acceptance of the work, unless a longer period is specified. 9, Independent Contractor. The Foundation and Renton agree that the Foundation is an independent contractor with respect to the services provided under this Agreement. Nothing in this Agreement shall be considered to create, and it is not the intent of the Parties to create, the relationship of employer and employee between the parties hereto. Neither the Foundation nor any employee of the Foundation shall be entitled to any benefits accorded Renton employees by virtue of the services provided under this agreement, The Foundation shall be responsible for paying all applicable taxes including income and business taxes. 10. Hold Harmless. The Foundation shall fully indemnify, defend and hold harmless Renton, its elected officials, officers, agents, employees and volunteers, from and against any and all claims, losses of liability, or any portion thereof, including all attorneys' fees and costs, arising from property damage or from injury or death to persons including injuries. sickness, disease or death to Foundation's own employees, or damage to property occasioned by a negligent act, omission or failure of Foundation, The Foundation waives any immunity that may be granted to it under the Washington State Industrial Insurance Act, Title 51 RCW, which waiver has been mutually negotiated. 11. Dispute Resolution. Any dispute or disagreement arising between the Parties in connection with this Agreement shall first be attempted to be settled by the 4 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 05 'err✓ v✓ City of Renton Liberty Park Contract Agreement authorized representatives of each Party. The representative for Renton is the Recreation Director or the Director's designee. The authorized representative for the Foundation is David Walker, (Insert title). Unresolved disputes can be submitted to the Community Services Administrator whose decision shall be final. 12, General Provisions. a. Entire Acreement. This Agreement contains all of the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior agreements shall be effective for any purpose. b. Modification. No provision of this Agreement may be amended or modified except by written agreement signed by the Parties. c. Full Force and Effect. Any provision of this Agreement which is declared invalid or illegal shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect, d, Assignment. Neither the Foundation nor Renton shall have the right to transfer or assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the other Party. e. Successors in Interest. Subject to the foregoing subsection, the rights and obligations of the Parties shall inure to the benefit and may be binding upon their respective successors in interest, heirs, and assigns. f. No Waiver. Failure or delay of Renton to declare any breach or default immediately upon occurrence shall not waive such breach or default, Failure of Renton to declare one breach or default does not act as a waiver of Renton's right to declare another breach or default. g. 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. h. Authority, Each individual executing this Agreement on behalf of Renton and the Foundation represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of the Foundation or the City of Renton. i. Notices. Any notices required to be given by the Parties shall be delivered at the addresses set forth below. Any notices may be delivered personally to the addressee of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth below. Any notice so posted in the United States mail shall be deemed received three (3)days after the date of mailing. Written notice sent to Renton should be addressed as follows: 5 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 06 ✓ *,.,f City of Renton Liberty Park Contract Agreement Leslie Betlach, Director City Of Renton Parks Planning/Natural Resources 1055 South Grady Way, 6"'Floor Renton, WA 98057 Written notice to the Foundation shall be sent to the address in the Foundation signature block on the last page of this Agreement. j. Captions. The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall not be deemed to modify or otherwise affect any of the provisions of this Agreement. k. Performance. 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 Services is essential to the Foundation's performance of this Agreement. I. Remedies Cumulative. Any remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative with all other remedies available to Renton at law, in equity. or by statues. m. Counterparts. This Agreement may be executed in any number of counterparts, which counterparts shall collectively constitute the entire Agreement. n. Attorney Fees. In the event either of the Parties defaults on the performance of any terms of this Agreement or either Party places the enforcement of this Agreement in the hands of an attorney, or files a lawsuit, each Party shall pay all its own attorneys' fees, costs and expenses. o. Venue, The venue for any dispute related to this Agreement shall be King County,Washington, P. Severability. If any portion of this Agreement is found to be invalid or illegal, shall in no way affect or invalidate any other provision hereof and such other provisions shall remain in full force and effect. q. Third-Party rights. Nothing in this agreement is intended to convey or bestow any rights of action or standing to any third-parties. 13,Termination. Prior to the expiration of the Term, this Agreement may be terminated without cause by either Party. Renton may cancel this Agreement upon thirty (30) days written notice to the Foundation. The Foundation may cancel this Agreement only upon thirty(30)days prior written notice to the Renton. 6 08/20/2011 19:50 2065337983 ATHLETE FOUNDATIONS PAGE 07 VOW City of Renton Liberty Park Contract Agreement 14.Insurance. The Foundation shall secure and maintain in force throughout the duration of this Contract commercial general liability insurance. A Certificate of Insurance evidencing the Foundation's insurance coverage shall be delivered to Renton before executing the Work of this Agreement. City of Renton insurance requirements are listed. The Parties agree that Renton's insurance policies shall not be subject to any claims related to the project, the Foundation, the Foundation's employees or the Foundation's contractors or sub-contractors. A_ Minimum Scope of Insurance The Foundation shall obtain insurance of the types described below: 1. 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, 2, Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop gap liability, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to 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. Renton shall be named as an insured under the Foundation's Commercial General Liability insurance policy with respect to the work performed for Renton using ISO Additional Insured endorsement. 3. Workers' Compensation coverage and, if applicable, employer's liability insurance in sufficient amounts as required by the Industrial Insurance laws of the State of Washington. 4, Builders Risk insurance covering interests of Renton, the Foundation Subcontractors, and Sub-subcontractors in the work. Builders Risk insurance shall be on a all-risk policy form and shall insure against the perils of fire and extended coverage and physical loss or damage including flood and earthquake, theft, vandalism, malicious mischief, collapse, temporary buildings and debris removal. This Builders Risk insurance covering the work will have a deductible of no more than $5,000 for each occurrence, which will be the responsibility of the Foundation. Higher deductibles for flood and earthquake perils may be accepted by Renton upon written request by the Foundation and written acceptance by Renton. Any increased deductibles accepted by 7 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 08 City of Renton Liberty Park Contract Agreement Renton will remain the responsibility of the Foundation. The Builders Risk insurance shall be maintained until final acceptance of the work by Renton. B. Minimum Amounts of Insurance The Foundation shall maintain the following insurance limits: 1 Automobile Liability insurance with a minimum combined single it for bodily injury and property damage of $1.000,000 per accident. 2. 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. 3 Builders Risk insurance shall be written in the amount of the completed value of the project with no coinsurance provisions. C_ Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Commercial General Liability and Builders Risk insurance: 1. The Foundation's insurance coverage shall be primary insurance as respect Renton. Any insurance, self-insurance, or insurance pool coverage maintained by Renton shall be excess of the Foundation's insurance and shall not contribute with it. 2. The Foundation's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to Renton. 0_ The Foundation's Insurance for Other Losses The Foundation shall assume full responsibility for all loss or damage from any cause whatsoever to any tools, Foundation's employee owned tools, machinery, equipment, or motor vehicles owned or rented by Foundation, or Foundation's agents, suppliers or contractors as well as to any temporary structures, scaffolding and protective fences. E. Waiver of Subrogation The Foundation waives all rights against the City of Renton, any of their Subcontractors, Sub-subcontractors, agents and employees. each of the other, for damages caused by fire or other perils to the extent covered by Builders Risk insurance or other property insurance obtained pursuant to the Insurance Requirements Section of this Contract or other property 9 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 09 of Renton Liberty Perk ContrNeAgreement insurance applicable to the work. The policies shall provide such waivers by endorsement or otherwise, F.Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VI I. G.Verification of Coverage The Foundation shall furnish Renton with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the Automobile Liability and Commercial General Liability insurance of the Foundation before commencement of the work. Before any exposure to loss may occur, the Foundation shall file with Renton a copy of the Builders Risk insurance policy that includes all applicable conditions, exclusions, definitions, terms and endorsements related to this project. H_ Subcontractors The Foundation shall ensure that each subcontractor of every tier obtain at a minimum the same insurance coverage and limits as stated herein for the Foundation (with the exception of Builders Risk insurance).The Foundation shall provide evidence of such insurance to the City, 15. Subcontracts and Purchases Subcontract Defined. "Subcontract"shall mean any agreement between the Foundation and a subcontractor or between subcontractors that is based on this Agreement, provided that the term"subcontract"does not include the purchase of support services not related to the subject matter of this Agreement, or supplies. Writing Required: Any work or services assigned or subcontracted hereunder shall be in writing. The Foundation agrees that it is as fully responsible to Renton for the acts and omissions of its subcontractors and their employees and agents, as it is for the acts and omissions of its own employees and agents. 16. Compliance with Laws. The Foundation and all of the Foundation's employees, contractors, and subcontractors shall perform the services in accordance with all applicable federal, state, county and city laws, rules, regulations,and ordinances. 9 08/20/2011 19:50 2065331983 ATHLETE FOUNDATIONS PAGE 10 trr' City of Renton Liberty Park Contract Agreement 17. City of Renton Business License. The Foundation shall ensure contractors and sub-contractors under contract to the Foundation and performing work as outlined in this Agreement purchase a City of Renton Business License and maintain the license in full force and effect throughout the work of the project. The License may be purchased from the City Cleric located in the City of Renton Municipal Building, 1055 S. Grady Way, Renton,WA. This Agreement is entered into as of the day and year written above. FOUNDATION CITY OF RENTON ALSignature Signatu Aeowl Printed Name and Title t Printed Name and Title AM / Dom., Business Name ?c�tt'.. Mailing Address City State zip Telephone l t1