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HomeMy WebLinkAboutContractSMALL WORKS CONTRACT AGREEMENT Using State Master Contract #04216 CAG-22-______ 1.Scope of Services: Contractor will provide all material and labor necessary to perform all work described in the Proposal which is attached and fully incorporated into this Agreement by reference as Exhibit “A.” 2.Changes in Scope of Services: Renton, without invalidating this Agreement, may order changes to the Scope of Services consisting of additions, deletions or modifications, the Agreement Sum being adjusted accordingly by Parties mutual agreement. Such changes in the work shall be authorized by written Change Order signed by the Parties. 3.Time of Performance: Contractor shall commence performance of the Agreement no later than 180 calendar days after the Agreement’s Effective Date, or as indicated in the Notice to Proceed and complete the project no later than October 30, 2022. The Notice to Proceed may be delayed or Agreement terminated per paragraph 4 below due to permitting issues or if the City fails to obtain necessary permits. Notice to Proceed will not issue until all permits are issued. 234 THIS AGREEMENT (“Agreement”) is made as of the 13th day of __July______, 2022, (the “Effective Date”) by and between the City of Renton, a non-charter code city under RCW 35A and a municipal corporation under the laws of the State of Washington (“Renton”), and Landscape Structures, Inc. (“Contractor”), who are collectively referred to as the “Parties”, to supply exercise equipment, safety surfacing, site furnishings, and landscaping, including demolishing existing equipment and surfacing, designing layout within existing Senior Activity Center Bocce Court area, installation of exercise equipment and poured-in-place safety surfacing, including compacted gravel base, cleanup, site restoration and debris removal at Renton Senior Activity Center, located at 211 Burnett Avenue North; Renton, WA 98057. Renton and Contractor agree as set forth below. WHEREAS, the City has entered into the State Master Contracts Usage Agreement (MCUA) #21725 authorizing the use of State Contracts; and, WHEREAS, through competitive bid process Washington State Department of Enterprise Services (DES) awarded Contract #04216 that provide for Parks & Recreation Equipment and Related Services (NASPO) including removal and installation services; and WHEREAS Contractor is a listed and participating Contractor for Contract #04216. PAGE 2 OF 8 4.Term of Agreement/Termination: The Term of this Agreement shall end at completion of the Scope of Services, no later than 356 calendar days from the Effective Date. This Agreement may be extended to accomplish change orders, if required, upon mutual written agreement of Renton and Contractor. Termination: A. The City reserves the right to terminate this Agreement at any time, with or without cause by giving thirty (30) calendar days’ notice to the Contractor in writing. B.In the event this Agreement is terminated by the City, the Contractor shall be entitled to payment for all hours worked to the effective date of termination, less all payments previously made. If the Agreement is terminated by the City after partial performance of Work for which the agreed compensation is a fixed fee, the City shall pay the Contractor an equitable share of the fixed fee. This provision shall not prevent the City from seeking any legal remedies it may have for the violation or nonperformance of any of the provisions of this Agreement or from withholding payment for reasonably disputed charges. No payment shall be made by the City for any expenses incurred or work done following the effective date of termination unless authorized in advance in writing by the City. 5.Agreement Sum: The total amount of this Agreement is the sum of $248,292.46 which includes Washington State Sales Tax. This amount may be adjusted to a mutually agreed amount based on changes to the Scope of Services. 6. Consideration: In exchange for Contractor’s performance of the items and responsibilities identified in the Scope of Services, Renton agrees to make payment of the amount identified as the Agreement Sum. 7.Method of Payment: Payment by Renton for the Services will only be made after the Services have been performed and a voucher or invoice is submitted in a form acceptable to Renton. Payment of the initial 95% will be made in the next pay cycle of the Renton Finance Department after receipt of such voucher or invoice (pay cycles are bi-weekly). The remaining 5% will be retained for the purpose of completion of the project and fulfillment of claims and liens. Renton shall have the right to withhold payment to Contractor for any work not completed in a satisfactory manner until such time as Contractor modifies such work so that the same is satisfactory. A.Prevailing Wage Rates: Contractor must comply with the State of Washington prevailing wage rate requirements. Contractor must file an Intent to Pay Prevailing Wage at the beginning PAGE 3 OF 8 of the project and an Affidavit of Wages Paid at the end of the project with the Washington State Department of Labor and Industries. The State of Washington prevailing wage rates applicable for this project, which is located in King County, may be found at the following website addresses of the Department of Labor and Industries: http://www.lni.wa.gov/TradesLicensing/PrevWage/default.asp http://www.lni.wa.gov/TradesLicensing/PrevWage/WageRates/default.asp Pursuant to WAC 296-127-011, the applicable effective date for prevailing wage rates paid for the duration of this contract shall be the date the contract is executed as reflected in the “Effective Date” identified at the top of the first page of this Agreement. Upon request, the City will provide a copy of the applicable prevailing wages for this project. Alternatively, the rates may be viewed at the City of Renton City Hall by making an appointment wit the contact person identified herein or prior to contact person identified as the City of Renton contact in Paragraph 15 Notices of this agreement. B.For agreements over $150,000: Pursuant to RCW60.26 and 39.08 the City requires a 5% Retainage be withheld and that the Contractor will provide a Performance and Payment (Contract) Bond on the City approved form upon execution of the Agreement. Payment of the initial 95% will be made in the next pay cycle of the City Finance Department after receipt of such voucher or invoice (pay cycles are bi-weekly). The remaining 5% will be retained for the purpose of completion of the project and fulfillment of claims and liens. C.N/A for Agreements under $150,000 D.N/A for limited Public Works Contracts under $35,000 8.Hold Harmless: Contractor shall indemnify, defend and hold harmless Renton, its elected officials, officers, agents, employees and volunteers, from and against any and all claims, losses or liability, or any portion of the same, including but not limited to reasonable attorneys’ fees, legal expenses and litigation costs, arising from injury or death to persons, including injuries, sickness, disease or death of Contractor’s own employees, agents and volunteers, or damage to property caused by Contractor’s negligent act or omission, except for those acts caused by or resulting from a negligent act or omission by Renton and its officers, agents, employees and volunteers. PAGE 4 OF 8 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 contractor and Renton, its officers, officials, employees and volunteers, Contractor’s liability shall be only to the extent of Contractor’s negligence. It is further specifically and expressly understood that the indemnification provided in this Agreement constitute Contractor’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. 9. Insurance: Contractor 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.Professional liability insurance, in 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. C.Workers’ compensation coverage, as required by the Industrial Insurance laws of the State of Washington, shall also be secured. D.It is agreed that on Contractor’s commercial general liability policy, the City of Renton will be named as an Additional Insured on a non-contributory primary basis. Renton’s insurance policies shall not be a source for payment of any Contractor liability. E.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. F.Contractor shall provide Renton with written notice of any policy cancellation, within two (2) business days of their receipt of such notice. 10.Discrimination Prohibited: Except to the extent permitted by a bona fide occupational qualification, the Contractor agrees as follows: A.Contractor, and Contractor’s agents, employees, representatives, and volunteers with regard to the services performed or to be performed under this Agreement, shall not discriminate on the basis of race, color, sex, religion, nationality, creed, marital status, PAGE 5 OF 8 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 services or any other benefits under this Agreement, or procurement of materials or supplies. B.The Contractor 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 Contractor fails to comply with any of this Agreement’s non-discrimination provisions, Renton shall have the right, at its option, to cancel the Agreement in whole or in part. D.Contractor 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 and worker's compensation. 11.Independent Contractor: Contractor’s employees, while engaged in the performance of any of Contractor’s services under this Agreement, shall be considered employees of the Contractor and not employees, agents, representatives of Renton and as a result, shall not be entitled to any coverage or benefits from the City of Renton. Contractor’s relation to Renton shall be at all times as an independent contractor. Any and all Workman’s Compensation Act claims on behalf of Contractor employees, and any and all claims made by a third-party as a consequence of any negligent act or omission on the part of Contractor’s employees, while engaged in services provided to be rendered under this Agreement, shall be the solely Contractor’s obligation and responsibility. 12.Prevailing Wage Rates: Contractor must comply with the State of Washington prevailing wage requirements. Contractor must file an Intent To Pay Prevailing Wage at the beginning of the project and an Affidavit of Wages Paid at the end of the project with the Washington State Department of Labor and Industries, http://www.lni.wa.gov/TradesLicensing/PrevWage/default.asp. 13.Record Keeping and Reporting: Contractor shall maintain accounts and records, which properly reflect all direct and indirect costs expended and Services provided in the performance of this Agreement. The Contractor agrees to provide access to and copies of PAGE 6 OF 8 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). 14.Public Records Compliance. To the full extent the City determines necessary to comply with the Washington State Public Records Act, Contractor shall make a due diligent search of all records in its possession, 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 Contractor believes said records need to be protected from disclosure, it shall, at Contractor’s own expense, seek judicial protection. Contractor 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 Contractor has responsive records and for which Contractor has withheld records or information contained therein, or not provided them to the City in a timely manner. Contractor 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. 15.Other Provisions: A.Administration and Notices. Each individual executing this Agreement on behalf of Renton and Contractor represents and warrants that such individuals are duly authorized to execute and deliver this Agreement on behalf of Renton or Contractor. 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. This Agreement shall be administered by and any notices should be sent to the undersigned individuals or their designees. CITY OF RENTON Contractor Alan J. Wyatt, RLA, ASLA, LEED-AP Chris Donahue Capital Projects Manager 2104 SW 152nd St. Suite #1 1055 South Grady Way Burien, WA 98166 Renton, WA 98057 Phone: (253)691-6847 Phone: (206) 276-8833 chris@playcreation.com awyatt@rentonwa.gov B.Amendment and Modification. This Agreement may be amended only by an instrument in writing, duly executed by both Parties. PAGE 7 OF 8 C.Assignment and Subcontract. Contractor shall not assign or subcontract any portion of this Agreement without the City of Renton’s prior express written consent. D.Compliance with Laws. Contractor and all of the Contractor’s employees shall perform the services in accordance with all applicable federal, state, county and city laws, codes and ordinances. A copy of this language must be made a part of any contractor or subcontractor agreement. E.Conflicts. In the event of any inconsistencies between contractor proposals and this contract, the terms of this contract shall prevail. F.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. G.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. H.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. I.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. J.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. 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.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 Renton or Contractor from enforcing that provision or any other provision of this Agreement in the future. Waiver of breach of any provision of this PAGE 8 OF 8 Agreement shall not be deemed to be a waiver of any prior or subsequent breach unless it is expressly waived in writing. IN WITNESS WHEREOF, the Parties have voluntarily entered into this Agreement as of Effective Date. CITY OF RENTON By: _____________________________ CONTRACTOR By: ____________________________ Armondo Pavone Mayor 1055 South Grady Way Renton, WA 98057 Misty Link Landscape Structures, Inc. 601 7th Street South Delano, MN 55328 _____________________________ Date _____________________________ Date Attest _____________________________ Jason A. Seth City Clerk Approved as to Legal Form By: __________________________ Shane Moloney Renton City Attorney Contract Template Updated 11/26/2019 Non-standard clb 5-16-22 (1975) 5-18-22 (approved via email from Cheryl Beyer on 5/19/2022) 07/13/2022