HomeMy WebLinkAboutLayne of Washington, Inc. - Kiwanis Pump Well Repair AgreementAGREEMENT
CITY OF YAKIMA INVITATION TO QUOTE #21921
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THIS AGREEMENT, entered into this day of 01.460„` 20 11, between the City of Yakima, a Washington municipal
corporation (City.), and Layne of Washington. Inc., (�C ntra r"}.
WITNESSETH: The parties, m consideration of the terms and conditions herein, do hereby covenant and _ «ree as follows:
1. Scope of Work
The Contractor shall . <rform all work and services) and furnish all tools, materials, labor and equipment (collectively referred to as
'Services) according to the procedu outlined in the specifications of Quote #21921 Titled Kiwans Pump Well Repair and the quote
documents, which a z all attached and incorporated herein as Exhibit A. 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 wcxtc provided
under this Contract and every part thereof.
Work is estimated to be complete by 9/30/2019. Final work schedule shall be coordinated with Project Coordinator James Brock,
PresidentlOwner, (509) 947-7867.
The Contractor shall provide and bear t• - expense of all equipment; work and Tabor of any sort whatsoever that may be required
for the transfer of materials and completing the worst 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 to Exhibit 8, attached hereto and incorporated herein, which Exhibit Includes the
specifications and payment schedule of itemiz.,,
and upon the conditions provided for the Contra
prices as listed in the Contractors Quote submittal at the time and in the manner
3. Change Orders
Any proposed change in this Contract shall be sub nto the other party, as listed herein, for its prior written approval. lfa
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 orconditions is specifically unauthonzed and is not valid. Contractor may be required
to provide a detailed cost estimate for the proposed change,
4. Agency Relationship between City and Contractor
Contractor shall, at all times, be an independent Contractor and DiA an agent or representative of City with regard to perfomnance 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.
S. Successors and Assigns
a. Neither the City, nor the Contractor, shall assign, transfer, or encumber any rights, duties, or intere
this Contract without the prior written consent of the other.
b. The Contractor for himself, and for his heirs, executors, administrators, successors, and assigns, does hereby
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 intonation 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 shad. at all times, be subject to ins ion 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 City's knoveledge of defective or
non -complying performance, its s tantiality or the ease of its discovery. Contractor shall provide the City sufficient,
safe, and ;proper facilities, and/or send copies of the request documents to the City. Contractors records rel. i",ng to
the Services will be provided to the City upon the City's request.
b. Contractor shall promptly fumish 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 Secretary of States record
retention schedule, Contractor shall retain and provide the City access to (and the City shall have the right to examine,
audit and copy) ail of Contractors books, documents, papers and records which are related to the Services performed
by Contractor under this Contract.
c. All records relating to Contractors 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 part 5, if required pursuant to the
Washington State Public Records Act, Chapter 42.56 RCW, or by law. All reconis relating to Contractor's services
under this Contract must be retained by Contractor for the minimum period of time required pursuant to the Washington
Secretary of State's records retention sc ule.
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 tits City.
The City shall own any and ail data, documents, piens, copyrights, specifications, working pa,. rs, and any other materials ttae
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 materiat and workmanship for a period of one year following the date
of completion and acceptance of the Services.
10. Compliance with Law
To the extent applicable, all equipment or materials shall comply with Washington State
OSHA and WISHA requirements, to include EPA stand : *'s and City safety codes,
regulations, Federal regulations,
Contractor agrees to perform all Services under and pursuant to this Contract in full compliance with any and all applicable taws,
rules, and regulations adopted or promulgated by any governmental agency or regulatory i w t y, whether federal, state, local, or
otherwise. Contractor shall procure and have all applicable and necessary permits, licenses and approvals 04 any federal, state,
and local government or governmental authority or this project, pay all charges and ;;,s, and give all notices necessary and incidental
to the due and lawful execution of the work.
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 Ristration 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 (UM) 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 Qepadrnent number as required by Title 50
RCW.
11. Prevailing Wages
The Contractor will comply with all provisions of Chapter 39.12 RCW - Prevailing W r es on Public Work.
a. RCW 39.12.010 - the Prevailing Rate of Wage. It es 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 W t =s Paid, Before an awarding
agency may pay any sum due on account, it m 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 appfeebie for this public works project, which is located in Yakima County, may be
found at the website address of the Department of Labor and Industries:
httpsJlhaLmsswacov .rvVVage
Based on the quote submatai for this project, the applicable effective (start) date of this project for the purposes of determining
prevailing wages is the quote date, 07/10/2019.
A copy of the applicable prevailing wage rates are also avaitable for viewing at the City of Yakima Purchasing office, loosh
N 2nd Street, Yakima, WA 98901. Upon request, the City will mail a hardcopy of the applicable prevailing wages for this p
12. Certified Payroll for Non -Federally Funded Projects
Upon request by the City or by an Interested Party, copies of certified payroll shall be pro
such as last name, SSN and address, redacted in accordance with RCW 42.56. '30, in order
City, with employee info
vide for public records
t
The City reserves the right to require Contractor to deliver to City a copy of the non-redactedCertified Payroll if City determl
its sole discretion, that, such non -redacted copy is necessary or appropriate in order to enable City to comply with any appt le
law.
RCW 42.5¢„ 30 f 7)(a) Personal inform Oil Exemption, Any record used to prove identity, ag+e, residential address,
number, or other personal information required to a Iy fora driver's license or identicard.
y
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 rne+n.,;rs' wages, benefits, and conditions of employment are affected by this
chapter, and the director of labor and industries or the director's designee.
WAC 296.127-324 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 27-014(1), and overtime hours wonted each day and week, including any employee
authorizations executed pursuant to WAC ° : 2? 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 patty as defined
by RCW 39 a 2, 0 i 0(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. Nondiscrirnlrmation
During the perfomance of this Contact, the Contractor agrees as follows:
The Contractor shall not discrimin. against any person on the grounds of race, crew «, 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 noncom pliaece with the non-discrimination clause of this contract or with any such rules, regulabons,
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 appoint 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 (includi t, reasonable costs and
attorney fees) which result or arise out of the sole n~*!'gent acts or omissions of Contractor, its officials, officers,
employees or agents,
b, If any suit, judgement, action, claim or demand arises out of, or occurs 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 negg':; ronce
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 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 appoint officials, officers, employees, attorneys, agents, and
volunteers. The parties have mutually n otiated this waiver. Contractor shall similarly require that its Subcontractors,
and anyone directly or indirectly employed or nired by Contractor, and anyone for whose acts Contractor may be !liable
in connection with its performance of this Agreement, shall comply with the terms of this paragraph, waive any immunity
granted under Title 51 RCW, and assume all potential liability for actions brought by their respective employees. The
provisions of this section shall survive the expiration or terrmmination 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.
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 proud o the City, prior to commencement of worts.
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 Two Million
Dollars ($2,000,000.00) 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 stain 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 i wanes
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 Two Million Dollars ($2,000,000.00) Mr
occurrence. If Contractor carnes higher coverage limits, such limits shall be shown on the Certificate of Insurance
Endorsements and the City, its elect . 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 .'ditionai 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-VIt or higher in Best's Guide and admitted in the Slate of Washington. The requirements
contain:* 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 Subcontractors) shall at ail times comply with ail applicable workers' com• nsatlon, 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, .00. The City shall not be held
responsible in any way for ciaims filed by Contractor or its employees for services performed under the terms of this
Contract. Contractor agrees to assume full liability for a claims arising from this Contract including claims resulting
from negligent acts of all Subcontractor(s). Contractor is responsible to ensure Subcontractors) have insurance as
needed. Failure of Subcontractors(s) to comply with insurance uirements does not limit Contractor's liability or
responsibility.
Contractors insurance coverage shall be primary insurance with respect to those who are Additional Insureds under
Contract. Any insurance, or wit -insurance maintained by the City shall be in excess of the Contractor's insurance and shall not
contribute to it.
this
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 14 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, .eents, attorneys and volunt rs, Contractors
liability hereunder shall be limited to the extent of the Contractors negligence.
16. Severability
If any ten or condition of this Contract or the application thereof to any person(s) or circumstances is held invalid, such invalidity
shall not a 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 #21921, Scope of Work, conditions, addenda, and modifications and Contractors 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
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
a 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 temenabon 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 constnied 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 ijunsdktion in Y i County, Washington.
23. Authority
The person executing this Contract, on behalf of Contractor,resents 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 tens, performances and provisions of this Contract.
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CITY CONTRACT NO:
RESOLUTION