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City of
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PROFESSIONAL SERVICES AGREEMENT
Between
THE CITY OF RENTON and Mr. PHIL OLBRECHTS
This Professional Services Agreement ("Agreement") is dated and executed this .3/ day of
(2df , 2013 (the "Effective Date"), by and between the City of Renton, a noncharter code
city under RCW 35A, and a municipal corporation under the laws of the State of Washington
("Renton") and Mr. Phil Olbrechts, in consideration of the mutual benefits, terms and
conditions specified in this Agreement. Collectively, Renton and Mr. Olbrechts are at times
referred to in this Agreement as the "Parties". "Mr. Olbrechts" shall mean Mr. Phil Olbrechts;
Olbrechts and Associates; and/or any partners, shareholders, agents, associates, employees
and/or volunteers of Olbrechts and Associates, as it exists or may exist in the future.
RECITALS
WHEREAS Renton has a need to have a hearing examiner hear and decide a variety matters
under Renton Municipal Code (RMC) 4-8-110 (Appeals) and related sections;
WHEREAS Mr. Olbrechts has experience sitting as a hearing examiner or hearing examiner pro
tem in Renton and other jurisdictions;
NOW, THEREFORE, in consideration of the recitals, which are incorporated by reference, and
the following mutual promises and covenants contained in this Agreement, the Parties mutually
agreed as follows:
1) Term. The term of this Agreement shall be for three (3) years starting on the Effective Date
of this Agreement which is stated above.
2) Scope of Services. Mr. Olbrechts agrees to provide the City of Renton with the following
services:
a. Perform a variety of administrative and quasi-judicial duties related to
matters ranging from land use and environmental cases to appeals of various City
departments' determinations; conduct open public hearings to assure due process in an
impartial, objective and timely manner; and render decisions and recommendations to
Renton.
b. Conduct quasi-judicial and administrative hearings, apply applicable
federal, state or local standards and decisional law; receive, consider and examine
testimony and exhibits related to matters heard; prepare a case record and enter
findings, conclusions of law, decisions and recommendations to Renton.
C. Hear, recommend or decide various land use issues as provided for by
city ordinances; assure compliance with city, state and federal environmental
regulations; consider statutory requirements and philosophical guidelines in
determining the appropriate size, scale and design of development projects.
d. Conduct hearings of appeals for vehicles impounded as provided for by
the RMC.
e. Conduct forfeiture hearings for property and monies seized pursuant to
forfeiture statutes and laws.
f. Analyze technical drawings and development plans and approve
development permits in keeping with land use laws, regulations and policies.
g. Prepare Hearing Examiner Reports as required by ordinance; render
written decisions that are clear, complete, internally consistent, factually accurate and
legally sufficient, and provide a copy to Renton for distribution to parties of record and
interested parties.
3) Conflict of Interest. Mr. Olbrechts agrees to disqualify himself as to any application which
Mr. Olbrechts has had substantial pre-hearing contact with proponents or opponents; or
which Mr. Olbrechts has a personal financial interest or the appearance of a conflict of
interest. Mr. Olbrechts further agrees that neither he nor any firm of which he is a
principal, officer, or employee shall offer new consultation services or other new
professional assistance related to land use activities in the City of Renton which may result
in applications for review under the provisions of the RMC within Mr. Olbrechts' decision
making authority during the duration of this Agreement, or for a period of six (6) months
following the termination of this Agreement. Mr. Olbrechts will endeavor to give Renton as
much advance notice as possible of any conflict of interest so that the item can be assigned
to another pro tem hearing examiner.
4) Procedures and Exhibits. Mr. Olbrechts agrees to adopt and communicate to hearing
parties a set of procedures for hearings before him. During the course of the hearings, the
Mr. Olbrechts shall mark any and all exhibits accepted into the record, with the case,
number or letter of the exhibit. All such exhibits will be entrusted to Renton after the Mr.
Olbrechts has rendered his final decision on the matter.
5) Facilities and Administrative Support. Renton will provide facilities for the hearings,
including a hearing room and recording equipment. Renton will also provide staff support
at the hearing to record proceedings. The staff support includes satisfying the RMC public
notice requirements.
6) Recesses and Continuances. Mr. Olbrechts agrees to set all recessed or continued hearings
to a time certain whenever possible. Mr. Olbrechts will coordinate such rescheduling with
Renton to ensure that adequate facilities will be available.
7) Compensation. In exchange for his performance of professional services identified in the
Scope of Services, Renton will pay Mr. Olbrechts at the rate of $145 an hour, not including
travel time to and from Renton. Payment will be for time actually devoted to rendering
services under this Agreement, for hearings assigned, and time necessary for hearing and
decision preparation. Renton may adjust this compensation rate no more than once every
twelve (12) months. Mr. Olbrechts shall keep accurate time records and shall provide such
records for review by Renton or an auditor as requested. Invoices documenting hours spent
for services rendered may be submitted monthly to Renton's [Community and Economic
Development Department] for payment.
8) Insurance.
a. Mr. Olbrechts' Insurance. Mr. Olbrechts shall secure and maintain the
following insurance policies, and shall not cancel or suspend the insurance policies
identified below, except after twenty (20) calendar day's prior written notice by
certified-mail to the City of Renton:
i. Automobile Liability insurance: With a minimum combined single
limit for bodily injury and property damage of$1,000,000 for each accident. This
is required of all Mr. Olbrechts and professional service providers where a
vehicle will be used on the contract. Renton may request a copy of Mr.
Olbrechts' driving record abstract.
ii. Commercial General Liability Insurance: With the minimum
amounts of $1,000,000 for each occurrence/$2,000,000 aggregate throughout
the duration of this Agreement.
iii. Professional Liability Insurance: With the minimum amount of
$1,000,000 for each occurrence, shall also be secured for any professional
services being provided to Renton that are excluded in the commercial general
liability insurance.
iv. Workers' Compensation: As required by the Industrial Insurance
laws of the State of Washington, shall also be secured.
V. Renton as an Additional-Insured: Primary insurance with coverage
for the City of Renton. It is agreed that on Mr. Olbrechts' commercial general
liability policy, the City of Renton will be named as an Additional-Insured on a
non-contributory primary basis.
vi. Verification of Coverage: Subject to Renton's review and
acceptance, a certificate of insurance showing the proper endorsements, shall be
delivered to Renton before executing the work of this Agreement.
b. Renton's Insurance. The City of Renton's insurance, self-insurance, or
insurance pool coverage shall only cover the City of Renton and not contribute to Mr.
Olbrechts' coverage.
C. Review of Policy: Upon request, Mr. Olbrechts shall give Renton a full
copy of the insurance policy for its records and for the Renton City Attorney's or Risk
Manager's review. The policy may be reviewed and the value reassessed annually.
d. Termination: Notwithstanding any other provision of this Agreement, the
failure of Mr. Olbrechts to comply with the above provisions of this section shall subject
this Agreement to immediate termination without notice to any person in order to
protect the public interest.
9) Indemnification. The Parties agree to indemnify, hold harmless and defend the other party,
its elected officials, officers, employees, agents, partners, shareholders, associates,
representatives and volunteers from any and all claims, demands, losses, actions and
liabilities (including costs, expenses and all reasonable attorneys' fees) to or by any and all
persons or entities, including without limitation, their respective agents, licensees, or
representatives, arising from, resulting from, or connected with the Agreement to the
extent caused by the negligent acts, errors or omissions of that party, that party's elected
officials, officers, employees, agents, partners, shareholders, associates, representatives
and volunteers, or that party's breach of this Agreement.
Mr. Olbrechts' waives any immunity that may be granted to it under the Washington State
Industrial Insurance Act, Title 51 RCW. Mr. Olbrechts' indemnification shall not be limited in
any way by any limitation of the amount of damages, compensation or benefits payable to
or by any third party under workers' compensation acts, disability benefit acts or any other
benefits acts or programs.
Except in cases where Renton elects to appeal or challenge an action or decision of Mr.
Olbrechts, Renton will actively represent Mr. Olbrechts and defend any and all legal
challenges to or appeals of any action taken and/or decision rendered by Mr. Olbrechts
when acting within the scope of the quasi-judicial duties called for by this Agreement, to the
same extent as it would for any other City of Renton quasi-judicial decision maker.
The costs of such legal representation shall not be charged to Mr. Olbrechts as long as the
action taken/or decision rendered is within the scope of the quasi-judicial duties called for
in this Agreement. Renton reserves the right to settle any such appeal or legal challenge to
any such action or decision in any manner Renton deems appropriate with or without
consulting with or obtaining Mr. Olbrechts' consent or agreement.
In the event that any action taken and/or decision rendered is determined to be outside the
scope of Mr. Olbrechts' quasi-judicial duties, Renton shall have no obligation to represent or
defend Mr. Olbrechts or any action taken and/or decision rendered, and Mr. Olbrechts'
indemnity obligations set forth in this Agreement shall apply.
10)Compliance with Laws. Mr. Olbrechts shall, in performing the services contemplated by
this Agreement, faithfully observe and comply with all federal, state, and local laws,
ordinances and regulations, applicable to the services rendered under this Agreement.
11)Discrimination Prohibited. In all of Mr. Olbrechts' services, programs, or activities, and all
of Mr. Olbrechts' hiring and employment made possible by or resulting from this Agreement
there shall be no discrimination by Mr. Olbrechts against any person because of sex, age
(except minimum age and retirement provisions), race, color, creed, national origin, marital
status, sexual orientation, honorably discharged veteran or military status, or the presence
of any disability, including sensory, mental or physical handicaps, unless based upon a bona
fide occupational qualification in relationship to hiring and employment.
Any material violation of this provision shall be grounds for Renton to terminate this
Agreement without penalty.
12)Independent Contractor. Mr. Olbrechts and Renton agree that Mr. Olbrechts is an
independent contractor with respect to the services provided under this agreement. The
Parties do not intend to create and nothing in this Agreement shall be considered to create
an employer-employee relationship between the Parties. Mr. Olbrechts shall not be
entitled to any benefits accorded city employees by virtue of this Agreement. Mr. Olbrechts
shall be solely responsible for payment of all taxes and fees, including business license fees
and social security taxes. Renton shall not be responsible for withholding or otherwise
deducting federal income tax or social security or contributing to the State Industrial
Insurance Program, or otherwise assuming the duties of an employer with respect to Mr.
Olbrechts.
Industrial or any other insurance that is purchased for the benefit of Renton, regardless of
whether such may provide a secondary or incidental benefit to Mr. Olbrechts, shall not be
deemed to convert this Agreement to an employment contract.
13)Nonexclusive Contract. Nothing in this Agreement shall constitute a guarantee to provide a
minimum amount of work or a promise by Renton to supply work to Mr. Olbrechts. Renton
reserves the right to assign hearing examiners duties to other persons, either by way of
agreement or employment.
14)Termination. This Agreement shall remain in full force and effect for three years. Either
party may terminate this Agreement without cause by giving sixty (60) calendar days
written notice of termination.
15)General Provisions.
a. Amendment and Modification. This Agreement may be amended only by
an instrument in writing, duly executed by authorized representatives of both Parties.
b. Assignment. Mr. Olbrechts shall not have the right to transfer or assign,
in whole or in part, any or all of his obligations and rights without Renton's prior written
consent.
C. Attorneys' 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, unless otherwise provided for in this
Agreement.
d. Authority. Each individual executing this Agreement on behalf of Renton
and Mr. Olbrechts represents and warrants that such individuals are duly authorized to
execute and deliver this Agreement on behalf of Renton or Mr. Olbrechts.
e. Captions or Headings. 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.
f. Conflicts. If there is a conflict between this and any previous Agreement,
the terms of this Agreement shall supersede the terms of the previous Agreement.
g. Counterparts. This Agreement may be executed in any number of
counterparts, which counterparts shall collectively constitute the entire Agreement.
h. Duplicate Originals. This Agreement shall be executed with duplicate
originals, with each duplicate original having the same force and effect as the other.
i. Entire Agreement. 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.
j. Force Maieure. If either Party cannot perform any of its obligations due
to events beyond its reasonable control (other than the payment of money), the time
provided for performing such obligations shall be extended by a period of time equal to
the duration of such events. Events beyond a Party's reasonable control include, but are
not limited to, Acts of God, war, acts of domestic terrorism or violence, civil commotion,
labor disputes, strikes, earthquakes, fire, flood or other casualty, shortages of labor or
materials, government regulations or restrictions and weather conditions.
k. 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.
I. Joint Drafting Effort. This Contract 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.
M. Modification. No provision of this Agreement may be amended or
modified except by written Agreement signed by the Parties.
n. 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) calendar days after the date of mailing. Written
notice sent to Renton should be addressed as follows:
Mr. Chip Vincent
Administrator
6t" Floor, Community and Economic Development Department
1055 South Grady Way, Renton, WA 98057
CVincent @rentonwa.gov
Written notice to Mr. Olbrechts shall be sent to the address following Mr. Olbrechts
signature on the last page of this Agreement.
o. 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.
P. Performance. Time is of the essence of this Agreement and each and all
of its provisions in which performance is a factor.
q. Public Document/Public Disclosure. This Agreement will be considered a
public document and will be available for reasonable inspection and copying by the
public during regular business hours. This document may be subject to RCW 42.56.
r. 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 statutes.
S. Renton's Police Powers. This Agreement will not diminish, or eliminate,
or be deemed to diminish or eliminate Renton's governmental or police powers.
t. Severability. A determination by a court of competent jurisdiction that
any provision or part of this Agreement is illegal or unenforceable shall not cancel or
invalidate the remainder of such provision of this Agreement, which shall remain in full
force and effect.
U. Singular, Plural and Gender. Whenever required by the context of this
Agreement, the singular shall include the plural and the plural shall include the
singular. The masculine,feminine and neuter genders shall each include the other.
V. Sole and Entire Agreement. This Agreement contains the entire
agreement of the Parties and any representations or understandings, whether oral or
written, not incorporated in this Agreement are excluded.
W. 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.
X. 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
Renton and Mr. Olbrechts, and all duties and responsibilities undertaken pursuant to
this Agreement will be for the sole and exclusive benefit of Renton and Mr. Olbrechts.
Y- Venue and Governing Law. The venue for any dispute related to this
Agreement shall be Superior Court, King County, Washington, and is made in and shall
be governed by and interpreted in accordance with the laws of the State of Washington.
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the
Effective Date.
CITY OF RENTON MR. OLBRECHTS
By B .
Denis Law Phil Olbrechts
Mayor, City of Renton Olbrechts and Associates
1055 South Grady Way, 7th Floor 18833 NE 74th Street
Renton, WA 98057 Granite Falls, WA 98252
ATTEST: APPROVED AS TO FORM:
By:
Bonnie I. Walton Lawrence J. Warren
City Clerk City Attorney
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