HomeMy WebLinkAboutStowe Development & Strategies, LLC - Professional Services Agreement PROFESSIONAL SERVICES AGREEMENT
FOR
DEVELOPMENT OF EDA BUILD BACK BETTER REGIONAL CHALLENGE GRANT PROPOSAL
THIS PROFESSIONAL SERVICES AGREEMENT,entered into this d day of September,2021, between the City
of Yakima, a Washington municipal corporation ("City"), and Stowe Development & Strategies. LLC,
("Contractor").
WITNESSETH:The parties, in consideration of the terms and conditions herein, do hereby covenant and agree
as follows:
1. Statement of Work
The minimum services (hereinafter referred to as "Services") that the Contractor will provide include services
described in "Deliverables and fee Schedule", which are attached as Exhibit A hereto and incorporated herein
by this reference.
2. Compensation
The City agrees to pay the Contractor according to Exhibit A, attached hereto and incorporated herein, which
Exhibit includes the deliverables and fee schedule of itemized prices in the manner and upon the conditions
provided for the Contract.
3. Contract Term ,
The period of this Contract shall be from September W, 2021 to December 31, 2021.The City may, at its option,
extend the Contract on a month to month basis for up to six(6) additional months. Contract extensions shall be
automatic,and shall go into effect without written confirmation, unless the City provides advance notice of the
intention to not renew.
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.
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
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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. Contractor shall provide the City sufficient, safe, and
proper facilities, and/or send copies of the requested documents to the City. Contractor'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 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 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. 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, ordinances and regulations adopted or promulgated by any governmental agency or
regulatory body,whether federal,state, local,or otherwise including policies adopted by the City,as such laws,
ordinances, rules, regulations and policies apply to the use and operation of City of Yakima property, facilities
and operations as those laws, ordinances, rules, regulations, and policies now exist or may hereafter be
amended or enacted.
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.
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.
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b. Contractor must provide proof of a valid Washington department of Revenue state excise tax
registration number, as required in Title 85 RCW.
c. 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).
d. Contractor must provide proof of a valid Washington Employment Security Department number as
required by Title 50 RCW.
e. Foreign (Non-Washington) Corporations: Although the City does not require foreign corporate
proposers to qualify in the City, County or State prior to submitting a proposal, it is specifically
understood and agreed that any such corporation will promptly take all necessary measures to
become authorized to conduct business in the City of Yakima,at their own expense,without regard
to whether such corporation is actually awarded the contract, and in the event that the award is
made, prior to conducting any business in the City.
10. Nondiscrimination Provision
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.
11. Pay Transparency Nondiscrimination Provision:
The Contractor will not discharge or in any other manner discriminate against employees or applicants because
they have inquired about, discussed, or disclosed their own pay or the pay of another employee or applicant.
However, employees who have access to the compensation information of other employees or applicants as a
part of their essential job functions cannot disclose the pay of other employees or applicants to individuals who
do not otherwise have access to compensation information, unless the disclosure is (a) in response to a formal
complaint or charge, (b) in furtherance of an investigation, proceeding, hearing, or action, including an
investigation conducted by the employer, or (c) consistent with the contractor's legal duty to furnish
information.
12. 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
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or arise out of the 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 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 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 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, 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, 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 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.
13. 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 shall 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 shall be included with
the certificate. This Certificate of insurance shall be provided to the City, prior to commencement of work.
Failure of City to demand such verification of coverage with these insurance requirements or failure of City to
identify a deficiency from the insurance documentation provided shall not be construed as a waiver of
Contractor's obligation to maintain such insurance"
The following insurance is required:
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a. Commercial Liability Insurance
Before this Contract is fully executed by the parties, Contractor shall provide the City with a certificate of
insurance and additional insured endorsements 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 certificate of insurance and additional insured endorsements 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-VI' 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
($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 certificate of insurance
and additional insured endorsements 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.
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d. Professional Liability
The Contractor shall provide evidence of Professional Liability insurance covering professional errors and
omissions. Contractor shall provide the City with a certificate of insurance as proof of professional liability
insurance with a minimum liability limit of One Million Dollars ($1,000,000.00) per claim combined single limit
bodily injury and property damage, and One Million Dollars ($1,000,000.00) aggregate. 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. The insurance shall be with an insurance company or companies rated A-VII or higher in
Best's Guide. If the policy is written on a claims made basis the coverage will continue in force for an additional
two years after the completion of this contract. If insurance is on a claims made form, its retroactive date, and
that of all subsequent renewals, shall be no later than the effective date of this Contract.
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.
14. 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.
15. Contract Documents
This Contract, and Exhibit A - 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.
16. Termination
Termination for Cause: The City may terminate the Contract after providing the Contractor with thirty (30)
calendar days written notice of the Contractor's right to cure a failure of the Contractor to perform under the
terms of this Contract.
The Contractor may terminate the Contract after providing the City sixty(60) calendar days' notice of the City's
right to cure a failure of the City to perform under the terms of the Contract.
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Upon the termination of the Contract for any reason, or upon Contract expiration, each party shall be released
from all obligations to the other party arising after the date of termination or expiration, except for those that
by their terms survive such termination or expiration
Termination for Convenience: Either party may terminate the Contract at any time,without cause, by providing
a written notice; the City by providing at least thirty (30) calendar days' notice to the Contractor, and the
Contractor providing at least sixty (60) calendar days' notice to the City in advance of the intended date of
termination.
In the event of termination for convenience, the Contractor shall be entitled to receive compensation for any
fees owed under the Contract. The Contractor shall also be compensated for partially completed services. In
this event, compensation for such partially completed services shall be no more than the percentage of
completion of the services requested, at the sole discretion of the City, multiplied by the corresponding
payment for completion of such services as set forth in the Contract.Alternatively, at the sole discretion of the
City, the Contractor may be compensated for the actual service hours provided. The City shall be entitled to a
refund for goods or services paid for but not received or implemented, such refund to be paid within thirty(30)
days of written notice to the Contractor requesting the refund.
Contract Cancellation: The City reserves the right to cancel the Contract in whole or in part without penalty if
the Contractor:
a. Breaches or defaults an obligation under the Contract;
b. Fails to perform any material obligation required under the Contract;
c. Files a petition in bankruptcy, becomes insolvent, or otherwise takes action to dissolve as a legal
entity;
d. Allows any final judgment not to be satisfied or a lien not to be disputed after a legally-imposed,
30-day notice;
e. Makes an assignment for the benefit of creditors;
f. Fails to follow the sales and use tax certification requirements of the State of Washington
g. Incurs a delinquent Washington tax liability;
h. Becomes a State or Federally debarred Contractor;
i. Is excluded from federal procurement and non-procurement Contracts;
j. Fails to maintain and keep in force all required insurance, permits and licenses as provided in the
Contract;
k. Fails to maintain the confidentiality of the City information that is considered to be Confidential
Information, proprietary, or containing Personally Identifiable Information, or
I. Contractor performance threatens the health or safety of a City, County or municipal employee
m. Change in Funding: If the funds upon which the City relied to establish this Contract are withdrawn,
reduced,or limited,or if additional or modified conditions are placed on such funding,the City may
terminate this Contract by providing at least five business days written notice to the Contractor.
The termination shall be effective on the date specified in the notice of termination.
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17. Dispute Resolution
In the event that any dispute shall arise as to the interpretation of this agreement, or in the event of a notice of
default as to whether such default does constitute a breach of the contract, and if the parties hereto cannot
mutually settle such differences,then the parties shall first pursue mediation as a means to resolve the dispute.
If the afore mentioned methods are either not successful then any dispute relating to this Agreement shall be
decided in the courts of Yakima County, in accordance with the laws of Washington. If both parties consent in
writing, other available means of dispute resolution may be implemented.
18. Substitution
The Contractor shall not substitute or deviate from said specifications of this Contract without a written
amendment, signed by the City Manager, or pursuant to Section 45 below entitled "Change or Notice". Any
violation of this procedure by the Contractor will be considered cause for immediate cancellation of the Contract
for cause by the City.
19. Contractor Shall Furnish
Except as otherwise specifically provided in this Contract, Contractor shall furnish the following, all as the same
may be required to perform and provide the services in accordance with the terms of this Contract: personnel,
labor, products and supervision; and technical, professional and other services. All such services, products,
property and other items furnished or required to be furnished, together with all other obligations performed
or required to be performed, by Contractor under this Contract are sometime collectively referred to in this
Contract as the "(Services)."
20. Complementary Provisions
All provisions of this Contract are intended to be complementary, and any services required by one and not
mentioned in another shall be performed to the same extent as though required by all. Details of the services
that are not necessary to carry out the intent of this Contract, but that are not expressly required, shall be
performed or furnished by Contractor as part of the services, without any increase in the compensation
otherwise payable under this Contract.
21. Invoices
The City will use its best efforts to pay each of Contractor's invoices within thirty(30)days after the City's receipt
and verification thereof; provided, however, that all such payments are expressly conditioned upon Contractor
providing services hereunder that are satisfactory to the City. The City will notify the Contractor promptly if any
problems are noted with the invoice. To insure prompt payment, each invoice should cite purchase order
number, RFQP number, detailed description of work, unit and total price, discount term and include the
Contractor's name and return remittance address.
Contractor will mail invoices to the City at the following address:
City of Yakima
Attn: Bob Harrison, City Manager
129 N 2nd Street
Yakima, WA 98901
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22. Prime Contractor
Contractor is the Prime Contractor hereunder. The Prime Contractor shall be the sole point of contact with
regard to all contractual matters arising hereunder, including the performance of services and the payment of
any and all charges resulting from its contractual obligations.
23. Delegation of Professional Services
The services provided for herein shall be performed by Contractor, and no person other than regular associates
or employees of Contractor shall be engaged on such work or services. Contractor shall not (by contract,
operation of law or otherwise) delegate or subcontract performance of any services to any other person or
entity without the prior written consent of the City. Any such delegation or subcontracting without the City's
prior written consent shall be voidable at the City's option.
No delegation of subcontracting of performance of any of the services, with or without the City's prior written
consent, shall relieve Contractor of its responsibility to perform the services in accordance with this Contract.
Contractor shall be fully responsible for the performance, acts and omissions of Contractor's employees,
Contractor's subcontractors, and any other person who performs or furnishes any services (collectively, the
"Support").
Contractor shall at all times be an independent contractor and not an agent or representative of the City with
regard to performance of the services. Contractor shall not represent that it is, nor hold itself out as, an agent
or representative of the City. In no event shall Contractor be authorized to enter into any agreement or
undertaking for or on behalf of the City. Neither the Contractor nor any employee of the Contractor is entitled
to any benefits that the City provides its employees. The Contractor is solely responsible for payment of any
statutory workers compensation or employer's liability insurance as required by state law. The Contractor will
have an active account with the Department of Revenue, other state agencies as needed, and a separate set of
books or records that reflect all items of income and expenses of the business that the Contractor is conducting.
Contractor shall perform the services in a timely manner and in accordance with the standards of the profession.
At the time of performance,Contractor shall be properly licensed,equipped,organized,and financed to perform
the services in accordance with this Contract. Subject to compliance with the requirements of this Contract,
Contractor shall perform the services in accordance with its own methods.
24. Licenses
If applicable,Contractor shall have a valid and current business license per Chapter 5.02 Section 5.02.010 of the
Yakima Municipal Code covering this type of business and shall satisfy all applicable City Code provisions. Said
license shall be obtained prior to the award of any contract. Inquiries as to fees, etc., should be made to the
Office of Code Administration, telephone (509) 575-6121.
In addition, Contractors are required to be registered by the State per Chapter 18.27 of the Revised Code of
Washington and their registration number must be listed on the bid/RFP/quote.
Contractor shall take all reasonable precautions to protect against any bodily injury(including death)or property
damage that may occur in connection with the services.
25. Taxes and Assessments
Contractor shall be solely responsible for and shall pay all taxes,deductions,and assessments, including but not
limited to federal income tax, FICA, social security tax, assessments for unemployment and industrial injury
insurance, and other deductions from income which may be required by law or assessed against either party as
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a result of this Contract. In the event the City is assessed a tax or assessment as a result of this Contract,
Contractor shall pay the same before it becomes due.
The City and its agencies are exempt from payment of all federal excise taxes, but not sales tax (currently at
8.3%). Tax will not be considered in determining which proposal is the lowest or best, however RCW 39.30.040
allows the City to take any sales tax and B&O tax that is will receive from purchasing supplies, materials and
equipment within its boundaries into consideration when determining the lowest responsible Proposer.
26. Contractor Tax Delinquency
Contractors who have a delinquent Washington tax liability may have their payments offset by the State of
Washington.
27. Inspection: Examination of Records
The Contractor agrees to furnish the City with reasonable periodic reports and documents as it may request and
in such form as the City requires pertaining to the work or services undertaken pursuant to this Agreement. The
costs and obligations incurred or to be incurred in connection therewith,and any other matter are to be covered
by this Agreement.
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. Contractor
shall provide the City sufficient, safe, and proper facilities and equipment for such inspection and free access to
such facilities.
28. Recordkeeping and Record Retention
The Contractor shall establish and maintain adequate records of all expenditures incurred under the contract.
All records must be kept in accordance with generally accepted accounting procedures. All procedures must be
in accordance with federal, state and local ordinances.
The City shall have the right to audit, review,examine,copy,and transcribe any pertinent records or documents
relating to any contract resulting from this proposal held by the Contractor. The Contractor will retain all
documents applicable to the contract for a period of not less than six (6)years after final payment is made.
29. Confidential, Proprietary and Personally Identifiable Information
Contractor shall not use Confidential, Proprietary or Personally Identifiable Information of City for any purpose
other than the limited purposes set forth in this Contract, and all related and necessary actions taken in
fulfillment of the obligations there under. Contractor shall hold all Confidential Information in confidence, and
shall not disclose such Confidential Information to any persons other than those directors, officers, employees,
and agents ("Representatives") who have a business-related need to have access to such Confidential
Information in furtherance of the limited purposes of this Contract and who have been apprised of, and agree
to maintain,the confidential nature of such information in accordance with the terms of this Contract.
Contractor shall institute and maintain such security procedures as are commercially reasonable to maintain
the confidentiality of the Confidential Information while in its possession or control including transportation,
whether physically or electronically.
Contractor shall ensure that all indications of confidentiality contained on or included in any item of Confidential
Information shall be reproduced by Contractor on any reproduction, modification, or translation of such
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Confidential Information. If requested by the City in writing, Contractor shall make a reasonable effort to add
a proprietary notice or indication of confidentiality to any tangible materials within its possession that contain
Confidential Information of the City, as directed.
Contractor shall maintain all Confidential Information as confidential for a period of three (3) years from the
date of termination of this Contract, and shall return or destroy said Confidential Information as directed by the
City in writing.
Contractor may disclose Confidential Information in connection with a judicial or administrative proceeding to
the extent such disclosure is required under law or a court order, provided that the City shall be given prompt
written notice of such proceeding if giving such notice is legally permissible.
30. Suspension of Work
The City may suspend, in writing by certified mail, all or a portion of the Service under this Agreement if
unforeseen circumstances beyond the City's control are interfering with normal progress of the Service. The
Contractor may suspend, in writing by certified mail, all or a portion of the Service under this Agreement if
unforeseen circumstances beyond Contractor's control are interfering with normal progress of the Service. The
time for completion of the Service shall be extended by the number of days the Service is suspended. If the
period of suspension exceeds ninety (90) days, the terms of this Agreement are subject to renegotiation, and
both parties are granted the option to terminate the Service on the suspended portion of Project in accordance
with Section 16.
31. Provision of Services
The Contractor shall provide the services set forth herein with all due skill, care, and diligence, in accordance
with accepted industry practices, standards and legal requirements, and to the City 's satisfaction; the City
decision in that regard shall be final and conclusive. The City may inspect, observe and examine the
performance of the services performed on the City premises at any time. The City may inspect, observe and
examine the performance of Contractor's services at reasonable times,without notice, at any other premises.
a. If the City notifies the Contractor that any part of the services rendered are inadequate or in any
way differ from the Contract requirements for any reason,other than as a result of the City's default
or negligence, the Contractor shall, at its own expense, reschedule and perform the services
correctly within such reasonable time as the City specifies. This remedy shall be in addition to any
other remedies available to the City by law or in equity.
b. The Contractor shall be solely responsible for controlling the manner and means by which it and its
Contracted Personnel or its subcontractors perform the services, and the Contractor shall observe,
abide by, and perform all of its obligations in accordance with all legal requirements and City work
rules.
32. Assignment
This Contract,or any interest herein,or claim hereunder,shall not be assigned or transferred in whole or in part
by Contractor to any other person or entity without the prior written consent of the City. In the event that such
prior written consent to an assignment is granted, then the assignee shall assume all duties, obligations, and
liabilities of Contractor stated herein.
Develop Build Back Better Grant Proposal-Stowe Page 11 of 17
33. No Conflict of Interest
Contractor represents that it or its employees do not have any interest and shall not hereafter acquire any
interest, direct or indirect,which would conflict in any manner or degree with the performance of this Contract.
Contractor further covenants that it will not hire anyone or any entity having such a conflict of interest during
the performance of this Contract.
34. Contract Preservation
If any provision of the Agreement, or the application of such provision, shall be rendered or declared invalid by
a court of competent jurisdiction,or by reason of its requiring any steps, actions or results, the remaining parts
or portions of this Agreement shall remain in full force and effect.
35. Promotional Advertising/News Releases
Reference to or use of the City, any of its departments, agencies or other subunits, or any official or employee
for commercial promotion is prohibited. News releases pertaining to this procurement shall not be made
without prior approval of the City. Release of broadcast e-mails pertaining to this procurement shall not be
made without prior written authorization of the contracting agency.
36. Time is of the Essence
Timely provision of the services required under this Contract shall be of the essence of the Contract, including
the provision of the services within the time agreed or on a date specified herein.
37. Expansion clause
Any resultant contract may be further expanded by the Purchasing Manager in writing to include any other item
normally offered by the Contractor, as long as the price of such additional products is based on the same
cost/profit formula as the listed item/service. At any time during the term of this contract, other City
departments may be added to this contract, if both parties agree.
38. Notice of Change in Financial Condition
If, during the Contract Term, the Contractor experiences a change in its financial condition that may affect its
ability to perform under the Contract, or experiences a change of ownership or control, the Contractor shall
immediately notify the City in writing. Failure to notify the City of such a change in financial condition or change
of ownership or control shall be sufficient grounds for Contract termination.
39. Waiver of Breach
A waiver by either party hereto of a breach of the other party hereto of any covenant or condition of this
Contract shall not impair the right of the party not in default to avail itself of any subsequent breach thereof.
Leniency, delay or failure of either party to insist upon strict performance of any agreement, covenant or
condition of this Contract, or to exercise any right herein given in any one or more instances, shall not be
construed as a waiver or relinquishment of any such agreement, covenant, condition or right.
40. Integration
This Contract, along with the the Contractor's Proposal, represents the entire understanding of the City and
Contractor as to those matters contained herein. No prior oral or written understanding shall be of any force
or effect with respect to those matters covered herein. This Contract may not be modified or altered except in
writing signed by both parties.
Develop Build Back Better Grant Proposal-Stowe Page 12 of 17
41. Force Majeure
Contractor will not be responsible for delays in delivery due to acts of God, fire, strikes, epidemics, pandemics,
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.
42. Governing Law
This Contract shall be governed by and construed in accordance with the laws of the State of Washington.
43. Venue
The venue for any judicial action to enforce or interpret this Contract shall lie in a court of competent jurisdiction
in Yakima County,Washington.
44. 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.
45. Change or Notice
Any alterations, including changes to the nature of the service,made to the Contract shall be rendered in writing
and signed by both responsible parties; no changes without such signed documentation shall be valid. No
alterations outside of the general scope and intent of the original Request for Proposals or in excess of allowable
and accepted price changes shall be made.
In no event shall the Contractor be paid or be entitled to payment for services that are not authorized herein or
any properly executed amendment.
Notice of Business Changes: Contractor shall notify the City in writing within three (3) business days of any
change in ownership of the facilities of the Contractor or of the facilities of any subcontractor. The Contractor
shall notify the City in writing as soon as possible, and in no event later than three (3) business days, after any
decision by the Contractor to change or discontinue service that will affect services provided to the City under
this Contract.
The City shall have the right to renegotiate the terms and conditions of this Contract to the extent required to
accommodate a change in governing law or policy that, in the sole discretion of the City, either substantially
and unreasonably enlarges the Contractor's duties hereunder, or renders performance, enforcement or
compliance with the totality of the Contract impossible, patently unreasonable, or unnecessary. Notices and
demands under and related to this Contract shall be in writing and sent to the parties at their addresses as
follows:
TO CITY: AND ALSO TO: TO CONTRACTOR:
Robert Harrison Maria Mayhue Robert Stowe
City Manager Purchasing Manager Principal
City of Yakima City of Yakima Stowe Development &Strategies, LLC
129 North 2nd Street 129 North 2nd Street 14226 46th Avenue SE
Yakima WA, 98901 Yakima, WA 98901 Snohomish, WA 98296
Develop Build Back Better Grant Proposal-Stowe Page 13 of 17
46. Survival
The foregoing sections of this Contract,2-45 inclusive,shall survive the expiration or termination of this Contract
in accordance with their terms.
IN WITNESS WHEREOF,the parties hereto execute this Contract as of the day and year first above written.
CITY OF YAKIMA STOWE DEVELOPMENT&STRATEGIES
° By:
Robert Harrison, City Manager Robert S. Stowe, Principal
Date:
�^ ,)i Date: September 16, 2021
CITY CONTRACT NO:f fir —NO
RESOLUTION NO:
Attest:
06(eM
City Clerk
Develop Build Back Better Grant Proposal-Stowe Page 14 of 17
EXHIBIT A
Deliverables and Fee Schedule
STOWE
DEVELOPMENT&STRATEGIES
A Real Wale and Cenriu My Dwrinomar l
*rimy/ara I.'vc uk.' maws.
September 8,2021
Bob Harrison,City Manager
City of Yakima
Delivered via email to:boh.harrison@yakimawa.gov
Dear Bob,
l am pleased to present a Scope of Services and Fee for the development of an EDA Build Back
Regional Challenge Grant Application Proposal-Phase 1. The proposal is anticipated.to focus on
establishing Yakima Air Terminal/McAllister Field as the electric aircraft airport of the future,
focusing initially on intrastate passenger transport.
This letter shall serve as the Agreement between the City of Yakima and Stowe Development&
Strategies (SDS). Alternatively, the services and compensation could be inserted into the City's
standard professional services agreement or included in whatever procurement means
determined appropriate by the City.
Scope of Services
In order to contain costs,SDS will serve primarily in a coordination role working with your staff
and other identified partners to develop and assemble the various Application components. Some
of the potential partners for the Application may include but are not limited to: Yakima County
Development Association,Yakima Power Utility-Pacific Power,WSDOT Aviation Division,and,1-
3 other airports(e.g.,Portland International Airport,Paine Field Airport,etc.)
Potential projects needing technical assistance funding and identified in the Application include:
- Planning,engineering,and construction expenses associated with development of the
South Taxi-lane and associated properties;
- On-site power generation and storage for electric aircraft, public transportation,and
airport support vehicles;
- Site development to include applicable infrastructure to support aircraft manufacturing
and/or electric aircraft testing and certification. This includes but not limited to:power,
water,sewer,communication/IT fiber. Construction of testing facilities,hangers,and
other publicly owned buildings in support of electric aircraft to be leased to private
industry;
- Other infrastructure needed for electric aircraft development and support;
- Information materials to educate landowners/stakeholders in the airport vicinity to
participate and support development of the"aviation industrial cluster";and,
- Additional projects to be identified as part of Application process.
Develop Build Back Better Grant Proposal-Stowe Page 15 of 17
•
Page 2.
SDS will be responsible for editing and completing the draft application materials based on the
delivery of project descriptions, budget estimates, letters of support, definition of need, etc.,
produced by the City's team and those who will be partnering with the City on the Application.
ECONorthwest will serve as a subconsultant to SOS to provide some economic analysis in support
of the Application.
Compensation
Based on project needs and ability to work with the City upon future projects,SOS proposes a fee
of$16,500 to complete the draft Application for the City to submit.
Invoices
SOS shall submit a final invoice to the City following completion of the above Scope of Services.
The City shall pay SOS within thirty(30)days of the receipt of a correct invoice in accordance with
the City's usual payment procedures. If the City objects to all or any portion of any invoice,it shall
so notify SDS within twenty(20)days from the date of receipt but shall pay the undisputed portion
of the invoice. The parties shall immediately make every effort to settle the disputed portion of
any invoice.
Acceptance of any payment by SOS shall constitute a release of all payment claims against the City
arising under this Agreement as to such portion of the services. No payment to SDS whether
periodic or final,shall constitute a waiver or release by the City of any claim, right or remedy it
may have against SOS regarding performance of the services as required by this Agreement.
Insurance
SOS will maintain at a minimum Commercial General Liability coverage with limits of$1,000,000
per occurrence and $2,000,000 annual aggregate and Professional Liability (E&O) insurance of
$1,000,000 per claim and as an annual aggregate, The City of Yakima will be listed as an
additionally insured. SOS shall furnish the City with certificates of insurance.
Acceptance
Please indicate your acceptance of this proposal and letter of Agreement by signing and returning
one copy for our records.
Develop Build Back Better Grant Proposal-Stowe Page 16 of 17
Page 3.
Thank you for considering Stowe Development&Strategies. Please do not hesitate to call if you
have any questions.
Respectfully Submitted, Acce
j -
Robert S.Stowe,Principal Bob Harrison,City Manager
Stowe Development City of Yakima
&Strategies,LLC �Zi
Date: et
Develop Build Back Better Grant Proposal-Stowe Page 17 of 17
Extension of Professional Services Agreement No. 2021-140
For
Development of EDA Build Back Better Regional Challenge Grant Proposal
With Stowe Development & Strategies, LLC
This Extension of the existing Contract No. 2021-140 entitled "Development of EDA Build
Back Better Regional Challenge Grant Proposal" and entered into on September 20, 2021,
(hereafter the "Contract") with Stowe Development & Strategies, LLC (hereafter "Contractor") is
between the City of Yakima (hereafter the "City") and Contractor.
Whereas, the City entered into City Contract No. 2021-140, per City Manager approval,
with Contractor for the purpose of providing grant writing and consulting services related to the
EDA Build Back Better Regional Challenge Grant Proposal; and
Whereas, the original term of said Contract, including extensions thereunder, currently
terminates on June 30, 2022; and
Whereas, consulting services related to the new Washington Tax Increment Financing
(TIF) program as established under ESHB 1189 are ongoing; and
Whereas, the parties want the existing contract to remain in effect to allow for additional
professional services described in the attached proposal as presented to City Council on April 26,
2022 (Exhibit A); and
A. Now, therefore, the City and Contractor agree to the following amendments of the existing
Contract, under the conditions set forth:The term of Contract No. 2021-140 is hereby
extended for [6] six months from June 30, 2022 to December 31, 2022, at which time
Contract No. 2021-140 shall terminate, unless sooner terminated by either party in
accordance with the terms of the Contract.
B. Contractor shall submit monthly invoices for services provided under Exhibit A. The City
shall pay Contractor within thirty (30) days of the receipt of a correct invoice in accordance
with the City's usual payment procedures. If the City objects to all or any portion of any
invoice, it shall so notify Contractor within twenty (20) days from the date of receipt but
shall pay the undisputed portion of the invoice. The parties shall immediately make every
effort to settle the disputed portion of any invoice.
Except as expressly modified herein, all other terms and conditions of the above -
referenced Contract No. 2021-140 between the City of Yakima and Stowe Development &
Strategies, LLC shall remain in full force and effect.
Contract 2021-140 - Extension 1 - Stowe Development & Strategies, LLC Page 1 of 3
c yr),
Erw:
•
F YAKI A
'TST:
CLG
City C rk
Cc:ntract No. 2021-140 f
ST
VELOP E ST iI IES, LLC
me: Rolxrt Stowe
Title: Principal
Date: Jum 1, 2022
Cc.ritract 2021-140 - Extension 1 - Stowe Development St Arategies, LLC Pfige of 3
EXHIBIT A
City of Yakima Tax Increment Financing (TIF) Consulting Services Proposal
(Separate Attachment)
Contract 2021-140 - Extension 1 - Stowe Development & Strategies, LLC Page 3 of 3
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