HomeMy WebLinkAboutColumbia Asphalt & Gravel, Inc. - Fog Seal Runway 4-22For City of Yakima Use Only:
Project No.
BID No.
AGREEMENT
CITY OF YAKIMA
QUOTE 21708-S
FOG SEAL
THIS AGREEMENT, entered into this 15__ day of , 2017, between the City of Yakima ("City") and
Columbia Asphalt & Gravel, Inc., ("Contractor").
WITNESSETH: The parties, in consideration of the terms and conditions herein, do hereby covenant and agree as
follows:
1. Scope of Work:
The Contractor shall perform all work and service(s) and furnish all tools, materials, labor and equipment (collectively
referred to as "Services") according to the procedure outlined in the specifications of the Quote 21708-S Fog Seal
Runway 4-22 and the bid documents, which are all attached and incorporated herein, and any applicable construction
standard(s), which are by this reference incorporated herein and made a part hereof, and shall perform any alterations
in or additions to the work provided under this Contract and every part thereof.
Work is estimated to be complete by September 15, 2017. Final work schedule shall be coordinated with Richard
Stein, Airport Operations & Maintenance Manager, (509) 575-6010.
The Contractor shall provide and bear the expense of all equipment; work and labor of any sort whatsoever that may
be required for the transfer of materials and completing the work provided for in this Contract and every part thereof,
except such as are mentioned in the specifications to be furnished by the City of Yakima.
2. Compensation:
The City agrees to pay the Contractor according the attached specifications and payment schedule of itemized prices
as listed in the Contractor's Bid submittal at the time and in the manner and upon the conditions provided for the
Contract.
3. Change Orders:
Any proposed change in this Contract shall be submitted to the other party, as listed herein for its prior approval. If
approved, change will be made by a contract modification that will become effective upon execution by the parties
hereto. Any oral statement or representation changing any of these terms or conditions is specifically unauthorized
and is not valid.
4. Agency Relationship between City and Contractor:
Contractor shall, at all times, be an independent Contractor and not an agent or representative of City with regard to
performance of the Services. Contractor shall not represent that it is, or hold itself out as, an agent or representative
of City. In no event shall Contractor be authorized to enter into any agreement or undertaking for, or on, behalf of City.
5. Successors and Assigns:
a. Neither the City, nor the Contractor, shall assign, transfer, or encumber any rights, duties, or interests
accruing from this Contract without the prior written consent of the other.
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b. The Contractor for himself, and for his heirs, executors, administrators, successors, and assigns, does
hereby agree to the full performance of all the covenants herein contained upon the part of the Contractor.
6. Property Rights:
All records or papers of any sort relating to the City and to the project will at all times be the property of the City and
shall be surrendered to the City upon demand. All information concerning the City and said project which is not
otherwise a matter of public record or required by law to be made public, is confidential, and the Contractor will not, in
whole or part, now or at any time disclose that information without the express written consent of the City.
7. Inspection and Production of Records:
a. The records relating to the Services shall, at all times, be subject to inspection by and with the approval
of the City, but the making of (or failure or delay in making) such inspection or approval shall not relieve
Contractor of responsibility for performance of the Services in accordance with this Contract,
notwithstanding the City's knowledge of defective or non -complying performance, its substantiality or the
ease of its discovery. Company shall provide the City sufficient, safe, and proper facilities, and/or send
copies of the requested documents to the City. Company's records relating to the Services will be
provided to the City upon the City's request.
b. Contractor shall promptly furnish the City with such information and records which are related to the
Services of this Contract as may be requested by the City. Until the expiration of six (6) years after final
payment of the compensation payable under this Contract, or for a longer period if required by law or by
the Washington State Secretary of State's record retention schedule, Contractor shall retain and provide
the City access to (and the City shall have the right to examine, audit and copy) all of Contractor's books,
documents, papers and records which are related to the Services performed by Contractor under this
Contract.
c. All records relating to Contractor's services under this Contract must be made available to the City, and
the records relating to the Services are City of Yakima records. They must be produced to third parties,
if required pursuant to the Washington State Public Records Act, Chapter 42.56 RCW, or by law. All
records relating to Contractor's services under this Contract must be retained by Contractor for the
minimum period of time required pursuant to the Washington State Secretary of State's records retention
schedule.
d. The terms of this section shall survive any expiration or termination of this Contract.
8. Work Made for Hire
All work the Contractor performs under this Contract shall be considered work made for hire, and shall be the property
of the City. The City shall own any and all data, documents, plans, copyrights, specifications, working papers, and any
other materials the Contractor produces in connection with this Contract. On completion or termination of the Contract,
the Contractor shall deliver these materials to the City.
9. Guarantee:
Contractor warrants the Services will be free from defects in material and workmanship for a period of one year
following the date of completion and acceptance of the Services.
10. Compliance with Law:
Contractor agrees to perform all Services under and pursuant to this Contract in full compliance with any and all
applicable laws, rules, and regulations adopted or promulgated by any governmental agency or regulatory body,
whether federal, state, local, or otherwise. Contractor shall procure and have all applicable and necessary permits,
licenses and approvals of any federal, state, and local government or governmental authority or this project, pay all
charges and fees, and give all notices necessary and incidental to the due and lawful execution of the work.
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a. Procurement of a City Business License. Contractor must procure a City of Yakima Business License
and pay all charges, fees, and taxes associated with said license.
b. Contractor must provide proof of a valid Washington State Contractor Registration number.
c. Contractor must provide proof of a valid Washington department of Revenue state excise tax registration
number, as required in Title 85 RCW.
d. Contractor must provide proof of a valid Washington Unified Business Identification (UBI) number.
Contractor must have a current UBI number and not be disqualified from bidding on any public works
contract under RCW 39.06.101 or 36.12.065(3).
e. Contractor must provide proof of a valid Washington Employment Security Department number as
required by Title 50 RCW.
11. Prevailing Wages:
The Contractor will comply with all provisions of Chapter 39.12 RCW - Prevailing Wages on Public Work.
a. RCW 39.12.010 - the Prevailing Rate of Wage. It is solely the responsibility of the Contractor to
determine the appropriate prevailing wage rate for the services being provided.
b. RCW 39.12.040 - Statement of Intent to Pay Prevailing Wages and an Affidavit of Wages Paid. Before
an awarding agency may pay any sum due on account, it must receive a statement of Intent to Pay
Prevailing Wages approved by the Department of Labor and Industries. Following final acceptance of a
public work project, and before any final money is disbursed, each contractor and subcontractor must
submit to the awarding agency an Affidavit of Wages Paid, certified by the Department of Labor and
Industries.
c. RCW 39.12.070 - Fees Authorized for Approval Certification and Arbitrations. Any fees charged by the
Department of Labor and Industries for approvals or fees to cover costs of arbitration conducted shall
be the responsibility of the Contractor.
The State of Washington prevailing wage rates applicable for this public works project, which is located in Yakima
County, may be found at the following website address of the Department of Labor and
Industries: https://fortress.wa.qov/Ini/wagelookup/prvWagelookup.aspx. Based on the bid submittal for this project,
the applicable effective (start) date of this project for the purposes of determining prevailing wages is the bid date,
June 16, 2017.
12. Certified Payroll for Non -Federally Funded Projects:
Upon request by the Owner or by an Interested Party, copies of certified payroll shall be provided to Owner, with
employee information such as last name, SSN and address, redacted in accordance with RCW 42.56.230, in order to
provide for public records requests.
The Owner reserves the right to require Contractor to deliver to Owner a copy of the non -redacted Certified Payroll if
Owner determines, in its sole discretion, that such non -redacted copy is necessary or appropriate in order to enable
Owner to comply with any applicable law.
RCW 42.56.230 (7)(a) Personal Information Exemption: Any record used to prove identity, age, residential address,
social security number, or other personal information required to apply for a driver's license or identicard.
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RCW 39.12.010 (4): An "Interested Party" for the purposes of this chapter shall include a contractor, subcontractor, an
employee of a contractor or subcontractor, an organization whose members' wages, benefits, and conditions of
employment are affected by this chapter, and the director of labor and industries or the director's designee.
WAC 296-127-320 Payroll:
(1) Each contractor shall keep accurate payroll records for three years from the date of acceptance of the public works
project by the contract awarding agency, showing the name, address, Social Security number, trade or occupation,
straight time rate, hourly rate of usual benefits as defined by WAC 296-127-014(1), and overtime hours worked each
day and week, including any employee authorizations executed pursuant to WAC 296-127-022, and the actual rate of
wages paid, for each laborer, worker, and mechanic employed by the contractor for work performed on a public works
project.
(2) A contractor shall, within ten days after it receives a written request, from the department or from any interested
party as defined by RCW 39,12.010(4), file a certified copy of the payroll records with the agency that awarded the
public works contract and with the department.
(3) A contractor's noncompliance with this section shall constitute a violation of RCW 39.12.050.
13. Nondiscrimination:
During the performance of this Contract, the Contractor agrees as follows:
The Contractor shall not discriminate against any person on the grounds of race, creed, color, religion, national origin,
sex, age, marital status, sexual orientation, pregnancy, veteran's status, political affiliation or belief, or the presence of
any sensory, mental or physical handicap in violation of the Washington State Law Against Discrimination (RCW
chapter 49.60) or the Americans with Disabilities Act (42 USC 12101 et seq.).
This provision shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment,
advertising, layoff or termination, rates of pay or other forms of compensation, selection for training, and the provision
of Services under this Agreement.
In the event of the Contractor's noncompliance with the non-discrimination clause of this contract or with any such
rules, regulations, or orders, this Contract may be cancelled, terminated, or suspended in whole or in part and the
Contractor may be declared ineligible for any future City contracts.
14. Indemnification and Hold Harmless:
a. Contractor shall take all necessary precautions in performing the Services to prevent injury to persons or
property. Contractor agrees to defend, indemnify and hold harmless the City, its elected and appointed
officials, officers, employees, attorneys, agents, and volunteers from any and all claims, demands, losses,
liens, liabilities, penalties, fines, lawsuits, and other proceedings and all judgments, awards, costs and
expenses (including reasonable costs and attorney fees) which result or arise out of the sole negligent
acts or omissions of Contractor, its officials, officers, employees or agents.
b. If any suit, judgment, action, claim or demand arises out of, or in conjunction with, the negligent acts
and/or omissions of both the Contractor and the City, or their elected or appointed officials, officers,
employees, agents, attorneys or volunteers, pursuant to this Contract, each party shall be liable for its
proportionate share of negligence for any resulting suit, judgment, action, claim, demand, damages or
costs and expenses, including reasonable attorneys' fees.
c. Contractor's Waiver of Employer's Immunity under Title 51 RCW. If any design or engineering work
is done pursuant to this Contract, Contractor intends that its indemnification, defense, and hold harmless
obligations set forth above in Section (a) shall operate with full effect regardless of any provision to the
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contrary in Title 51 RCW, Washington's Industrial Insurance Act. Accordingly, to the extent necessary to
fully satisfy the Contractor's indemnification, defense, and hold harmless obligations set forth above in
section A, Contractor specifically waives any immunity granted under Title 51 RCW, and specifically
assumes all potential liability for actions brought by employees of the Contractor against the City and its
elected and appointed officials, officers, employees, attorneys, agents, and volunteers. The parties have
mutually negotiated this waiver. Contractor shall similarly require that its subcontractors, and anyone
directly or indirectly employed or hired by Contractor, and anyone for whose acts Contractor may be liable
in connection with its performance of this Agreement, to comply with the terms of this paragraph, waive
any immunity granted under Title 51 RCW, and assume all potential liability for actions brought their
respective employees. The provisions of this section shall survive the expiration or termination of this
Agreement.
d. Nothing contained in this Section or this Contract shall be construed to create a liability or a right of
indemnification in any third party.
e. The terms of this section shall survive any expiration or termination of this Contract.
15. Contractor's Liability Insurance:
At all times during performance of the Services and this Contract, Contractor shall secure and maintain in effect
insurance to protect the City and Contractor from and against any and all claims, damages, losses, and expenses
arising out of or resulting from the performance of this Contract. Contractor shall provide and maintain in force
insurance in limits no less than that stated below, as applicable. The City reserves the right to require higher limits
should it deem it necessary in the best interest of the public.
Contractor will provide a Certificate of Insurance to the City as evidence of coverage for each of the policies and
outlined herein. A copy of the additional insured endorsement attached to the policy will be included with the certificate.
This Certificate of insurance shall be provided to the City, prior to commencement of work.
The following insurance is required:
a. Commercial Liability Insurance. Before this Contract is fully executed by the parties, Contractor shall
provide the City with a certificate of insurance as proof of commercial liability insurance with a minimum
liability limit of One Million Dollars ($1,000,000.00) per occurrence, combined single limit bodily injury and
property damage, and Two Million Dollars ($2,000,000.00) general aggregate. If Contractor carries
higher coverage limits, such limits shall be shown on the Certificate of Insurance and Endorsements and
the City, its elected and appointed officials, employees, agents, attorneys and volunteers shall be named
as additional insureds for such higher limits. The certificate shall clearly state who the provider is, the
coverage amount, the policy number, and when the policy and provisions provided are in effect. Said
policy shall be in effect for the duration of this Contract. The policy shall name the City of Yakima, its
elected and appointed officials, employees, agents, attorneys and volunteers as additional insureds, and
shall contain a clause that the insurer will not cancel or change the insurance without first giving the City
prior written notice. The insurance shall be with an insurance company or companies rated A -VII or
higher in Best's Guide and admitted in the State of Washington. The requirements contained herein, as
well as City of Yakima's review or acceptance of insurance maintained by Contractor is not intended to
and shall not in any manner limit or qualify the liabilities or obligations assumed by Contractor under this
contract.
b. Automobile Liability Insurance.
Before this Contract is fully executed by the parties, Contractor shall provide the City with a certificate of
insurance as proof of automobile liability insurance with a minimum liability limit of One Million Dollars
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($1,000,000.00) per occurrence. If Contractor carries higher coverage limits, such limits shall be shown
on the Certificate of Insurance and Endorsements and the City, its elected and appointed officials,
employees, agents, attorneys and volunteers shall be named as additional insureds for such higher limits.
The certificate shall clearly state who the provider is, the coverage amount, the policy number, and when
the policy and provisions provided are in effect. Said policy shall be in effect for the duration of this
Contract. The policy shall name the City of Yakima, its elected and appointed officials, employees,
agents, attorneys and volunteers as additional insureds, and shall contain a clause that the insurer will
not cancel or change the insurance without first giving the City prior written notice. The insurance shall
be with an insurance company or companies rated A -VII or higher in Best's Guide and admitted in the
State of Washington. The requirements contained herein, as well as City of Yakima's review or
acceptance of insurance maintained by Contractor is not intended to and shall not in any manner limit or
qualify the liabilities or obligations assumed by Contractor under this contract. The business auto liability
shall include Hired and Non -Owned coverage if necessary.
c. Employer's Liability (Stop Gap):
Contractor and all subcontractor(s) shall at all times comply with all applicable workers' compensation,
occupational disease, and occupational health and safety laws, statutes, and regulations to the full extent
applicable, and shall maintain Employer's Liability insurance with a limit of no less than
$1,000,000.00. The City shall not be held responsible in any way for claims filed by Contractor or its
employees for services performed under the terms of this Contract. Contractor agrees to assume full
liability for all claims arising from this Contract including claims resulting from negligent acts of all
subcontractor(s). Contractor is responsible to ensure subcontractor(s) have insurance as
needed. Failure of subcontractors(s) to comply with insurance requirements does not limit Contractor's
liability or responsibility.
Contractor's insurance coverage shall be primary insurance with respect to those who are Additional Insureds under
this Contract. Any insurance, self-insurance or insurance pool coverage maintained by the City shall be in excess of
the Contractor's insurance and shall not contribute to it.
If at any time during the life of the Contract, or any extension, Contractor fails to maintain the required insurance in full
force and effect, all work under the contract shall be discontinued immediately. Any failure to maintain the required
insurance may be sufficient cause for the City to terminate the Contract.
Should a court of competent jurisdiction determine that this Contract is subject to RCW 4.24.115, 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 Contractor and the City, its officers, elected and appointed officials, employees, agents,
attorneys and volunteers, Contractor's liability hereunder shall be limited to the extent of the Contractor's negligence.
16. Severability:
If any term or condition of this Contract or the application thereof to any person(s) or circumstances is held invalid,
such invalidity shall not affect other terms, conditions or applications which can be given effect without the invalid term,
condition or application. To this end, the terms and conditions of this Contract are declared severable.
17. Contract Documents:
This Contract, the Invitation to Quote 21708-S, Scope of Work, conditions, addenda, and modifications and
Contractor's proposal (to the extent consistent with Yakima City documents) constitute the Contract Documents and
are complementary. Specific Federal and State laws and the terms of this Contract, in that order respectively,
supersede other inconsistent provisions. These Contract Documents are on file in the Office of the Purchasing
Manager, 129 No. 2nd St., Yakima, WA, 98901, and are hereby incorporated by reference into this Contract.
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18. Termination - Convenience:
This Contract may be terminated by either party by giving thirty (30) days written notice of such intent and will become
effective thirty (30) days from the date such written notice is delivered to the applicable party to the Contract.
19. Termination - Cause:
The City reserves the right to terminate this Contract at any time, upon written notice, in the event that the Services of
Contractor are deemed by the City to be unsatisfactory, or upon failure to perform any of the terms and conditions
contained in this Contract. The effective date for such termination shall be upon receipt of the notice, or three days
after the notice is mailed first class mail, certified with return receipt requested.
20. Force Majeure:
Contractor will not be responsible for delays in delivery due to acts of God, fire, strikes, epidemics, war, riot, delay in
transportation or railcar transport shortages, provided Contractor notifies the City immediately in writing of such pending
or actual delay. Normally, in the event or any such delays (acts or God, etc.) the date of delivery will be extended for
a period equal to the time lost due to the reason for delay.
21. Governing Law:
This Contract shall be governed by and construed in accordance with the laws of the State of Washington.
22. Venue:
The venue for any action to enforce or interpret this Contract shall lie in a competent jurisdiction in Yakima County,
Washington.
23. Authority:
The person executing this Contract, on behalf of Contractor, represents and warrants that he/she has been fully authorized
by Contractor to execute this Contract on its behalf and to legally bind Contractor to all the terms, performances and
provisions of this Contract.
24. Notice:
Any notice required or permitted to be given under this Contract shall be in writing and deemed effective if either delivered
in person or by overnight courier, facsimile or first class mail, certified with return receipt requested. Notices to the parties
shall be delivered to:
TO CITY: City Manager
City of Yakima
City Hall—First Floor
129 North Second Street
Yakima, WA 98901
COPY TO: City of Yakima Purchasing
City Hall—First Floor
129 North Second Street
Yakima, WA 98901
TO CONTRACTOR: Columbia Asphalt & Gravel, Inc.
P.O. Box 9337
Yakima, WA 98908
25. Survival:
The foregoing sections of this Contract, 1-24 inclusive, shall survive the expiration or termination of this Contract in
accordance with their terms.
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IN WITNESS WHEREOF, the parties hereto execute this Contract as of the day and year first above written.
CITY OF YAKIMA
Cliff Moore,
Date: g
Manager
Attest:
COLUMBIA ASPHALT & GRAVEL, INC.
By?
Date: F /q/2
a n iN (P\ElA
(Print name)
City Clerk
CITY CONTRACT NO:
2D/ 7 -/,3$
RESOLUTION NO: /9/4/4
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