HomeMy WebLinkAboutAutospa of Central WA - Agreement - Quote 22321 Car Wash Services AGREEMENT
CITY OF YAKIMA
22321 Car Wash Services
THIS AGREEMENT, entered into on the date of last execution, between the City of Yakima, a Washington municipal corporation
("City"), and Autospa of Central WA, ("Contractor").
WITNESSETH:The parties, in consideration of the terms and conditions herein,do hereby covenant and agree as follows:
1. Scope of Services
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 Quote 22321 Car Wash Services. Specifications which are attached as Exhibit A, all
of which are incorporated herein by this reference, and shall perform any alterations in or additions to the work provided under this
Contract and every part thereof.
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 to Exhibit B, attached hereto and incorporated herein, which Exhibit includes the
deliverables and payment schedule of itemized prices as listed in the Contractor's Quote submittal at the time and in the manner and
upon the conditions provided for the Contract.
3. Contract Term
The period of this Contract shall be for a period of one (1)year from its effective date. The City may, at its option, extend the Contract
on a year to year basis for up to two (2)additional years,for a total of three (3)years. 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 or unless the Services
have been completed to the City's satisfaction prior to any automatic renewal.
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 itself, and for its 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, Production and Retention 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.
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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. If any litigation,claim or audit is started before the expiration of the six(6)year period,the
records shall be retained until all litigation,claims,or audit findings involving the records have been resolved.
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. 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.
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 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 39.06.010 or
39.12.065(3).
d. Contractor must provide proof of a valid Washington Employment Security Department number as required by Title 50
RCW.
9. 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, gender identity, 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.
10. 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
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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.
11. Indemnification and Hold Harmless
a. Contractor shall take all necessary precautions in performing the Services to prevent injury to persons or property.
The Contractor agrees to release, indemnify, defend, and hold harmless the City, its elected and appointed officials,
officers, employees,agents, representatives, insurers, attorneys,and volunteers from all liabilities, losses, damages,
and expenses related to all claims, suits, arbitration actions, investigations, and regulatory or other governmental
proceedings arising from or in connection with this Agreement or the acts, failures to act, errors or omissions of the
Contractor,or any Contractor's agent or subcontractor, in performance of this Agreement.
b. Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any
immunity that may be granted to it under the Washington State industrial insurance act,Title 51 RCW, solely for the
purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the
amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts,
disability benefit acts or any other benefits acts or programs. Contractor shall 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, 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
Parties acknowledge that they have mutually negotiated this waiver.
c. Should a court of competent jurisdiction determine that this Agreement 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 the Contractor and the City, the Contractor's liability, including the duty and cost to defend,
shall be only to the extent of the Contractor's negligence.
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.
12. 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:
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 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 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
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the City thirty(30) calendar days 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. 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.
Commercial General Liability: Combined Single Limit: $2,000,000 Per Occurrence
$2,000,000 Annual Aggregate
Garage Liability $1,000,000
Garage Keepers Liability $200,000
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
neither the City nor its insurance providers shall contribute to any settlements, defense costs,or other payments made by Contractor's
insurance.
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. All additional insured endorsements required by this Section shall include an explicit waiver of
subrogation.
13. 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.
14. Contract Documents
This Contract, the Invitation to Quote 22321 Scope of Work, conditions, addenda, and modifications and Contractor's proposal (to the
extent consistent with City of Yakima 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.
15. Termination
Termination for Cause
In the event the Contractor breaches this Contract, the City may terminate the Contract at its sole discretion in such event that it
provides the Contractor with written notice of Contractor's breach and the Contractor fails to cure its breach within 30 days of this
notice.
In the event of the City breaches this Contract, the Contractor may terminate the Contract at its sole discretion in such event that it
provides the City with written notice of City's breach and the City fails to cure its breach of the Contract within 60 days of this notice.
The following represents a non-exclusive,illustrative list of instances that shall be considered a breach by the Contractor:
a. Defaults on 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;
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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;
I. Contractor performance threatens the health or safety of a City,County or municipal employee;or
Termination for Convenience
The City may terminate the Contract,without cause, by providing 30 days written notice 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 30 days of written notice to the Contractor requesting
the refund.
Change in Funding
In addition to the above termination provisions, 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.
16. 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.
17. Re-Award
When the contract is terminated by the Contractor upon providing the written notice as herein required, the City, pursuant to City
ordinance,may re-award the contract to the next most responsible Proposer within 120 days from original award.
When a Contractor is unable to supply goods and/or services to the City and is in breach of the contract, or when the contract is
terminated by the City for cause as herein provided, the City reserves the right to re-award the contract to the next most responsible
Proposer within 120 days from original award.
18. 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.
19. Governing Law
This Contract shall be governed by and construed in accordance with the laws of the State of Washington.
20. 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.
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21. Authority
The person executing this Contract, on behalf of Contractor, represents and warrants that they have 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.
22. 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.
23. 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: Christina Payer, Buyer II TO CONTRACTOR: Autospa of Central WA
City of Yakima Purchasing 416 S 72nd Avenue
129 North 2nd Street Yakima,WA 98908
Yakima,WA 98901
24. Survival
The foregoing sections of this Contract, 1-24 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 0 YAKJMA/1j AUTOSPA OF CENTRAL WA
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By: 4C1
City Manager
Date: t-61,(AD.3 Date: Z3
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Attest �: q hr�rint name)
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City CIO r * ►,
List of Exhibits attached to this contract r�rh`.%tiv.—
Exhibit A—Specifications CITY CONTRACT NO
Exhibit B—Contractor's Quote Form RESOLUTION NO: Ai
22321 Car Wash Services for Various City Departments Page 6 of 8
EXHIBIT A- SPECIFICATIONS
22321 Car Wash Services for Various City Departments Page 7 of 8
!'' CITY OF YAKIMA INVITATION TO QUOTE #22321
Nor COVER SHEET
THIS IS NOT AN ORDER
QUOTE Release Date:August 10, 2023
Quote Receipt: Quotes can be emailed to: Christina.paveranvakimawa.gov. Late Quotes will not be accepted or evaluated.
Quotes shall be firm for acceptance for ninety (90) days from date of Quote opening, unless otherwise noted
Quote openings are not public.
Purchasing For Buyer in charge of this procurement(Contact for further information):
City of Yakima Parks and Recreation Christina Payer, CPPB
2301 Fruitvale Blvd. Buyer II
Yakima, WA 98902
Quotes Must be completely uploaded by: Phone E-Mail Address
August 24, 2023, 11:00:0o AM PST (509) 576-6696 christina.paver(a�vakimawa.gov
Public Opening ❑ NO
PROJECT DESCRIPTION SUMMARY
Car Wash Services for Various City Departments
Enter Prompt Payment Discount: % net days Services under contract to start within days after award has
been made.
❑Check if you are a WMBE or DBE Vendor and list certification Number:
❑ I hereby acknowledge receiving addendum(a) , , (use as many spaces as addenda received)
In signing this Quote we also certify that we have not,either directly or indirectly,entered into any agreement or participated in any collusion or otherwise taken
any action in restraint of free competition;that no attempt has been made to induce any other person or firm to submit or not to submit a Quote;that this Quote
has been independently arrived at without collusion with any other Bidder,competitor or potential competitor;that this Quote has not been knowingly disclosed
prior to the opening of Quotes to any other Bidder or competitor;that the above statement is accurate under penalty of perjury.
We will comply with all terms,conditions and specifications required by the City of Yakima in this Invitation to Quote and all terms of our Quote.
Company Name Company Address
Name of Authorized Company Representative(Type or Print) Title Phone (
Fax ( )
Signature of Above Date Email Address
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INVITATION TO QUOTE #22321
Car Wash Services
I. GENERAL INFORMATION
1. Purpose
It is the intent and purpose of these specifications to describe Car Wash Services in sufficient detail to secure quotes
on comparable services. All services, which are necessary in order to provide a complete quote, shall be included in
the quote and shall conform in strength, quality of services to that which is usually provided the trade in general.
Any variance from the specifications or standards of quality must be clearly pointed out in writing by the Bidder.
2. Exceptions
All exceptions to these specifications shall be so listed on a separate sheet headed "EXCEPTIONS TO THE
SPECIFICATIONS". Any Quote submitted without exceptions will be required to meet every detail of these
specifications regardless of cost to the successful bidder, including the cost to meet the insurance requirements.
Where "NO EXCEPTIONS" are shown, none will be allowed. No exceptions will be considered that may tend to
devalue the equipment or give an individual bidder who is offering a lesser item a distinct advantage.
3. More or Less
Quantities are estimated only and shall be bid on a MORE OR LESS basis. For the purpose of comparison, Quotes
shall be made in the quantities listed in this specification. Listed quantities shall not be considered firm estimates of
requirements for the year, nor shall the City be bound or limited to quantities listed. Payment will be made only for
quantities actually ordered, delivered, and accepted, whether greater or less than the stated amounts.
4. Delivery/Completion
Each bidder is required to list on the proposal and/or Quote form the number of calendar days he/she expects
services to start after award has been made. Time of delivery will be considered in the evaluation of the Quotes.
Failure to include a specific number of calendar days may be sufficient grounds for rejection of Quote.
5. Term
See item 3 of contract.
6. Price Increases
Pricing and discounts shown on Bid shall be consistently applied and remain firm throughout the first twelve (12)
months of the contract. If requested by the Contractor in writing thirty (30)days before the anniversary date of each
year of the contract, the City will consider increasing the Contractor's rates per the Seattle-Tacoma-Bellevue
Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W)for the previous twelve months.The CPI
Calculator is available at: https://beta.bls.gov/dataViewer/view/timeseries/CWURS49DSAO. The City, in its sole
discretion, will decide whether to approve or deny the rate increase request or any part thereof within thirty (30)
days of receipt of the request. If approved, increase shall take effect thirty(30) days after approval.
Price increases for any other justifiable reason will be considered on a case-by-case basis. Price increase requests
will not be considered or granted until any outstanding required financial reports have been submitted to the City.
No discount adjustments will be allowed.
The adjustment (if any)shall remain firm and fixed for at least 365 days after the effective date of the adjustment.
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7. Expansion Clause
Any resultant contract may be further expanded by the Purchasing Manager in writing to include any other item
normally offered by the bidder, as long as the price of such additional products is based on the same cost/profit
formula as the listed item(s). At any time during the term of this contract, other City departments may be added to
this contract, if both parties agree.
8. Regulations and Codes
To the extent applicable, all equipment or materials shall comply with Washington State vehicle regulations, Federal
regulations, OSHA and WISHA requirements,to include EPA standards and City safety codes.
9. Prompt Payment
Bidders are encouraged to offer a discount for prompt payment of invoice. Please indicate your discount proposal
on page 2 of this document. If awarded by the City, period of entitlement begins only after:
• Receipt of a properly completed invoice
• Receipt of all supplies, equipment or services ordered
• Satisfactory completion of all contractual requirements
10. Payments/Invoices
All City departments will have their own account number and will be issued a separate invoice. Vendor is to submit
properly completed invoice(s)to:
City of Yakima,Accounts Payable, 129 N. 2nd Street,Yakima,WA 98901, unless otherwise indicated.
To insure prompt payment each invoice should cite purchase order number, Quote number, description of item
purchased, unit and total price, discount terms and include the Vendor's name and return remittance address.
Payment will be mailed within thirty(30)days of:
• Receipt and acceptance of order,
• Properly completed invoice,and
• All papers required to be delivered with order
11. Unapproved Services/Products
The Contractor, or his employees, shall not offer services/products not covered by this contract or give credits,
coupons,or any other gratuities to City employees for services performed by Contractor on City vehicles.
If a review of invoices submitted to the City reveals that services other than those covered by and specified in the
contract have been delivered, the Purchasing Manager will take such steps as are necessary to have unapproved
services or products credited to the City. Regardless of the time elapsed between the date of delivery and
discovery of the violation. Violation of this clause may result in the removal of the offending Contractor's name
from the City bid list for a period of up to three (3)years.
12. Payment Method—Credit Card Acceptance
The City, in its sole discretion, will determine the method of payment for goods and/or services as part of this
agreement. The City's preferred method of payment is by procurement(credit) card. Respondents may be required
to have the capability of accepting the City's authorized procurement card as a method of payment. No price
changes or additional fee(s) may be assessed when accepting the procurement card as a form of payment.
13. Acceptance of Terms
Acceptance of a City Purchase Order (PO) for any units affiliated with this purchase constitutes acceptance of, and
agreement with, all of the general and specific requirements and stipulations listed in this boiler plate, and in the
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attached equipment specification(s); including all penalties mentioned.
14. Clarifications and/or Revisions to Specification and Requirements
If a Bidder discovers any significant ambiguity, error, conflict, discrepancy, omission, or other deficiency in this
solicitation, the Bidder has a duty to immediately notify the Buyer of such concern and request modification or
clarification of the Quote document.
Any questions, exceptions, or additions concerning the subject matter of the Quote document(s) shall not be
considered unless submitted via e-mail (no phone calls)to the Buyer listed on page 1, a minimum of five (5) business
days prior to the submittal due date.
In the event that it becomes necessary to provide additional clarifying data or information, or to revise any part of
this Quote, supplements or revisions will be provided to all known Bidders in the form of an Addendum. All
Addenda are posted on www.yakimawa.gov/services/purchasing and sent directly to interested parties who have
registered (per instructions on website)for updates to this Quote.
If any requirements of the Quote are unacceptable to any prospective Bidder, they may choose not to submit a
Quote.
15. Incurring Costs
The City is not liable for any cost incurred by a Bidder in the process of responding to this Quote, including but not
limited to the cost of preparing and submitting a response, in the conduct of a presentation, in facilitating site visits
or any other activities related to responding to this Quote.
16. No Obligation to Contract
This Quote does not obligate the City to contract for service(s), or product(s)specified herein. City reserves the right
to cancel or reissue this Quote in whole or in part, for any reason prior to the issuance of a Notice of Intent to
Award. The City does not guarantee to purchase any specific quantity or dollar amount. Quotes that stipulate that
the City shall guarantee a specific quantity or dollar amount will be disqualified (e.g. "all-or-none".)
17. Retention of Rights
The City retains the right to accept or reject any or all Quotes or accept any presented which meet or exceeds these
specifications, and which would be in the best interest of the City and will not necessarily be bound to accept the
low Quote.
All Quotes become the property of City upon receipt. All rights, title and interest in all materials and ideas prepared
by the Bidder for the Quote to City shall be the exclusive property of City and may be used by the City at its option.
18. Points Not Addressed
Bidders are encouraged to list any points not addressed in these specifications that they feel improve or enhance
the operation of their units.
19. Services Bought from Different Vendor
Should the contracted vendor be unable to or refuse to supply services, on any given day, to which the supplier has
agreed and the City is forced to obtain services from a different vendor, the difference in the Quote price of the
services and that paid the new vendor, shall be charged to and paid for by the contracted vendor holding the Quote
award for these services.
Vendor shall not, however, be responsible for delays in delivery due to:
22321 Car Wash Services for Various City Departments Page 4 of 22
A. Unavoidable mechanical breakdowns
B. Strikes
C. Inability to secure component materials
D. Acts of God
E. Fire
Provided the Buyer listed on Page 1 is notified in writing by the contracted vendor of such pending or actual delay.
In the event of any delay,the date of delivery shall be extended for a period equal to the time lost due to the reason
for the delay.
20. Errors and Omissions
The City reserves the right to correct obvious ambiguities and errors in the Bidder's quote submittal and to waive
non-material irregularities and/or omissions. In this regard, if the unit price does not compute to the extended total
price,the unit price shall govern.
II. PREPARING AND SUBMITTING A QUOTE
1. General Instructions
The evaluation and selection of a Bidder will be based on the information submitted in the Quote and will be
awarded to the lowest responsive and responsible bidder. Failure to respond to each of the requirements in the
QUOTE may be the basis for rejecting a Quote.
2. Submitting a Quote
Quotes shall be emailed, no later than the date, and time to the Buyer listed on Page 1. Late Quotes will not be
accepted or evaluated.
Quotes are not considered to be confidential per Washington State Public Records Act (RCW 42.56 et seq.) All
sections of the response shall be made available to the public immediately after contract opening.
3. Multiple Quotes
Multiple quotes from a Bidder will be permissible; however, each quote must conform fully to the requirements for
quote submission. Each such quote must be submitted separately and labeled as Quote #1, Quote #2, etc. on the
first page of their response.
4. Withdrawal of Quotes
Bidders may withdraw or supplement their Quote at any time up to the quote closing date and time. If a previously
submitted Quote is withdrawn before the quote due date and time, the Bidder may submit another quote at any
time up to the quote closing date and time. After quote closing date and time, all submitted quotes shall be
irrevocable until contract award
III. BIDDER'S CHECKLIST
Bidder must complete and submit, as part of their Quote submittal, all required forms listed below in accordance with
Section II - Preparing and Submitting a Quote. The list below may not be all inclusive. Be sure to READ the entire Quote
document and include everything that is required.
• Cover Sheet/Signature Page Page 1
• Technical Specification Analysis Page 7
22321 Car Wash Services for Various City Departments Page 5 of 22
• Quote Form Pages 8&9
• Bidder's Questionnaire Page 10
IV. EVALUATION AND CONTRACT AWARD
1. Preliminary Evaluation
All Quotes shall be evaluated against the same standards. The Quotes will first be reviewed to determine if they
contain the required forms,follow the submittal instructions and meet all mandatory requirements.
2. Quote Evaluation
Evaluation of quotes shall be based on conformity to the specifications, cost, past experience with item availability
and service performance.
3. Offer in Effect for Ninety(90) Days
A Quote may not be modified, withdrawn or canceled by the Bidder for a ninety (90) day period following the
deadline for Quote due date, and Bidder so agrees by submittal of a quote.
4. Geographical Location
The city of Yakima reserves the right to make a multiple award based on the best value and geographical location to
each city department, per schedule 1 and 2 below.
V. GENERAL SPECIFICATIONS
The city of Yakima has a requirement for car wash services. The primary departments utilizing this service will be Police,
Fire,Water/Irrigation and the Airport. Vehicles may range from compact passenger autos to 3/4-ton pick-up trucks.
Department Location Number of Vehicles
Yakima Air Terminal 2406 W Washington Ave., Ste. B 2
Fire Station 91 401 N Front Street 9
Fire Station 95 807 E Nob Hill Blvd. 4
Water/Irrigation 2301 Fruitvale Blvd. 3
Yakima Police Department 200 S 3rd Street 185
There are approximately 203 City of Yakima city owned vehicles that may use this service. The number of times each
department will use this service during a given month will vary. The estimated average monthly car washes for the
Police Department is 750.
1. Scope of Services
A brushless car wash system shall be utilized. Washing and cleaning may include any of the following services:
1.1 Exterior Automatic Wash: Includes exterior vehicle brushless wash, wheels cleaned and air machine dried.
1.1.1 A drive-through car wash that thoroughly cleans the outside of vehicle.
1.2 Self Service Wash Bays: Includes high pressure hose and a foam brush to wash vehicles.
1.3 Car Wash Hours:
1.3.1 Car wash services shall be available from 8:00am to 5:00 pm., Monday through Saturday. The
city of Yakima police department will require 24-hour access.
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2. Billing Procedures/Authorized Users
In order to streamline billing procedures for all departments involved,the following procedure is preferred:
A. Key Codes
Each City department will be issued their own key codes to access car wash services. Each department will be in
charge of setting up their individual key codes. City departments will be invoiced on a monthly basis with a
detailed report listing user, date and contracted amount of service.
B. Authorized List
In the event the car wash vendor does not have a key code system in place, each City department will be in
charge of providing the car wash vendor an authorized list of vehicles. Only these vehicles will be authorized for
car wash services. Upon completion of car wash service, the car wash vendor will give the city employee a
receipt with:
• Type of Service received (e.g. drive through wash)
• Cost of Service (per contract pricing)
• City Vehicle Number
• License Plate Number
• Legible signature of City Employee
The City will not be responsible for services rendered to unauthorized vehicles.
VI.TECHNICAL SPECIFICATIONS ANALYSIS
Deliverables Agree or Explanation
Disagree
A. Damage: The vendor shall be responsible for
damage during car wash to antenna, warning
lights, lightbars or vinyl decals on the exterior
of vehicles.
B. Billing Requirements: The City requires all
charges to be identified by transaction and
according to quote requirements provided.
The amount charged shall be the contract
price only. Services not quoted in this
contract shall not be charged to the accounts.
It is the vendor's responsibility to record and
report accurate vehicle numbers and
transaction details in order to receive
payment.
C. Invoicing: Vendor shall bill each Fleet
monthly, by the 2nd working day of the
following month, providing the transaction
information in an Excel spreadsheet format;
along with a monthly statement.
D. Credits: City staff will review billing
statements and notify the vendor of charges
22321 Car Wash Services for Various City Departments Page 7 of 22
Deliverables Agree or Explanation
Disagree
that do not match the contract. The vendor
shall issue a credit on the next billing
statement, identified by amount, vehicle
number and reference to the date, time,
location, and charge that relates to. Lump
sum credits without the above identification is
not acceptable.
E. Customer Service/Problem Resolution:
Provide contact information for person of
authority who is trained, responsive, and able
to resolve any account issues in a timely
manner:
Name:
Title:
Address:
Phone:
Email:
22321 Car Wash Services for Various City Departments Page 8 of 22
VII. QUOTE FORM
Bidder Name:
INVITATION TO QUOTE NO. 22321 Car Wash Services
TO BIDDER: PLEASE QUOTE YOUR LOWEST PRICE, BEST DELIVERY DATE AND PAYMENT DISCOUNT TERMS FOR THE
FOLLOWING. THE CITY RESERVES THE RIGHT TO REJECT ANY OR ALL QUOTES AND TO ACCEPT ANY OR ALL ITEMS AT
THE PRICE QUOTED. THE CITY INTENDS TO AWARD THIS CONTRACT WITHIN 90 CALENDAR DAYS.
Quote your lowest price for the following:
SCHEDULE 1
ITEM QTY UNIT DESCRIPTION UNIT PRICE
NO.
1 1 Each Exterior Automatic Wash — Basic $
2. 1 Each Self Service Wash $
3. 1 Each Additional Wash Options Available:
Include price sheets with description of services provided.
SCHEDULE 2 — 24 Hour Access
ITEM QTY UNIT DESCRIPTION UNIT PRICE
NO.
1. 1 Each Exterior Automatic Wash - Basic $
2. 1 Each Self Service Wash $
3. 1 Each Additional Wash Options Available:
Include price sheets with description of services provided.
22321 Car Wash Services for Various City Departments Page 9 of 22
Automated Car Wash Service Requirements: The Service performed shall be a professional, complete and
thorough cleansing with one trip of the vehicle through the car wash. If the vehicle is not clean after one
trip, describe what driver should do:
What does the "Automatic External Wash - Basic" include?
What locations will be covered under this contract?
Comments:
22321 Car Wash Services for Various City Departments Page 10 of 22
VIII. BIDDER QUESTIONNAIRE
INSTRUCTIONS: Provide the requested information, sign and date. If the Owner requires further description,the Owner
may request bidder to provide such information within a mandatory due date. You must submit this completed form to
the Owner with your Bid Proposal. Failure to submit this form fully complete, may result in disqualification of Bid.
BIDDER INFORMATION
Bidder's Legal Name:
Company's dba: (if applicable)
CEO/President
Name:
Business Federal
License No. UBI No. EIN No.
Phone ( ) Toll Free Phone ( )
FAX ( ) E-Mail Address
Mailing Address
City State Zip+4
Physical Address
City State Zip +4
Name the person to contact for questions concerning this quote.
Name Title
Phone ( ) Toll Free Phone ( )
FAX ( ) E-Mail Address
Mailing Address
City State Zip+4
Physical Address
City State Zip +4
22321 Car Wash Services for Various City Departments Page 11 of 22
IX. SAMPLE CONTRACT
AGREEMENT
CITY OF YAKIMA
22321 Car Wash Services
THIS AGREEMENT, entered into on the date of last execution, between the City of Yakima, a Washington municipal corporation
("City"), and , ("Contractor").
WITNESSETH: The parties, in consideration of the terms and conditions herein, do hereby covenant and agree as follows:
1. Scope of Services
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 Quote 22321 Car Wash Services. Specifications which are attached as Exhibit A, all
of which are incorporated herein by this reference, and shall perform any alterations in or additions to the work provided under this
Contract and every part thereof.
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 to Exhibit B, attached hereto and incorporated herein, which Exhibit includes the
deliverables and payment schedule of itemized prices as listed in the Contractor's Quote submittal at the time and in the manner and
upon the conditions provided for the Contract.
3. Contract Term
The period of this Contract shall be for a period of one(1) year from its effective date. The City may, at its option, extend the Contract
on a year to year basis for up to two(2) additional years,for a total of three(3)years. 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 or unless the Services
have been completed to the City's satisfaction prior to any automatic renewal.
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 itself, and for its 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, Production and Retention 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-
22321 Car Wash Services for Various City Departments Page 12 of 22
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. If any litigation,claim or audit is started before the expiration of the six(6)year period, the
records shall be retained until all litigation,claims, or audit findings involving the records have been resolved.
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. 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.
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 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 39.06.010 or
39.12.065(3).
d. Contractor must provide proof of a valid Washington Employment Security Department number as required by Title 50
RCW.
9. 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, gender identity, 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.
22321 Car Wash Services for Various City Departments Page 13 of 22
10. 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.
11. Indemnification and Hold Harmless
a. Contractor shall take all necessary precautions in performing the Services to prevent injury to persons or property.
The Contractor agrees to release, indemnify, defend, and hold harmless the City, its elected and appointed officials,
officers, employees, agents, representatives, insurers, attorneys, and volunteers from all liabilities, losses, damages,
and expenses related to all claims, suits, arbitration actions, investigations, and regulatory or other governmental
proceedings arising from or in connection with this Agreement or the acts, failures to act, errors or omissions of the
Contractor, or any Contractor's agent or subcontractor, in performance of this Agreement.
b. Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor waives any
immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW, solely for the
purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any limitation on the
amount of damages, compensation or benefits payable to or by any third party under workers' compensation acts,
disability benefit acts or any other benefits acts or programs. Contractor shall 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, 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
Parties acknowledge that they have mutually negotiated this waiver.
c. Should a court of competent jurisdiction determine that this Agreement 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 the Contractor and the City, the Contractor's liability, including the duty and cost to defend,
shall be only to the extent of the Contractor's negligence.
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.
12. 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:
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 Two Million
22321 Car Wash Services for Various City Departments Page 14 of 22
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 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 thirty (30) calendar days 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. 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.
Commercial General Liability: Combined Single Limit: $2,000,000 Per Occurrence
$2,000,000 Annual Aggregate
Garage Liability $1,000,000
Garage Keepers Liability $200,000
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
neither the City nor its insurance providers shall contribute to any settlements, defense costs, or other payments made by Contractor's
insurance.
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. All additional insured endorsements required by this Section shall include an explicit waiver of
subrogation.
13. 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.
14. Contract Documents
This Contract, the Invitation to Quote 22323 Scope of Work, conditions, addenda, and modifications and Contractor's proposal (to the
extent consistent with City of Yakima 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.
15. Termination
Termination for Cause
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In the event the Contractor breaches this Contract, the City may terminate the Contract at its sole discretion in such event that it
provides the Contractor with written notice of Contractor's breach and the Contractor fails to cure its breach within 30 days of this
notice.
In the event of the City breaches this Contract, the Contractor may terminate the Contract at its sole discretion in such event that it
provides the City with written notice of City's breach and the City fails to cure its breach of the Contract within 60 days of this notice.
The following represents a non-exclusive, illustrative list of instances that shall be considered a breach by the Contractor:
a. Defaults on 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;
I. Contractor performance threatens the health or safety of a City, County or municipal employee;or
Termination for Convenience
The City may terminate the Contract, without cause, by providing 30 days written notice 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 30 days of written notice to the Contractor requesting
the refund.
Change in Funding
In addition to the above termination provisions, 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.
16. 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.
17. Re-Award
When the contract is terminated by the Contractor upon providing the written notice as herein required, the City, pursuant to City
ordinance, may re-award the contract to the next most responsible Proposer within 120 days from original award.
22321 Car Wash Services for Various City Departments Page 16 of 22
When a Contractor is unable to supply goods and/or services to the City and is in breach of the contract, or when the contract is
terminated by the City for cause as herein provided, the City reserves the right to re-award the contract to the next most responsible
Proposer within 120 days from original award.
18. 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.
19. Governing Law
This Contract shall be governed by and construed in accordance with the laws of the State of Washington.
20. 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.
21. Authority
The person executing this Contract, on behalf of Contractor, represents and warrants that they have 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.
22. 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.
23. 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: TO CONTRACTOR:
Christina Payer
Buyer 2
City of Yakima Purchasing
129 North 2nd Street
Yakima,WA 98901
22321 Car Wash Services for Various City Departments Page 17 of 22
24. Survival
The foregoing sections of this Contract, 1-24 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 [ENTER CONTRACTOR NAME]
By:
City Manager
Date: Date:
Attest: (Print name)
City Clerk
List of Exhibits attached to this contract
Exhibit A—Specifications
Exhibit B—Contractor's Quote Form
22321 Car Wash Services for Various City Departments Page 18 of 22
EXHIBIT A - SPECIFICATIONS
EXHIBIT B - CONTRACTOR'S QUOTE FORM
22321 Car Wash Services for Various City Departments Page 19 of 22
X. SAMPLE INSURANCE
AccoR or CERTIFICATE OF LIABILITY INSURANCE
_
1HS CERTIFICATE t15 IIIRLIED AS A RATTER Of riFLIFOLA TIDY CV&Y AND LOWERS RO IROHTS uPON THE LERTIFIC.ATE HY..iLDER.Tres
CERTIFICATE DOES NOT AFFIRMATIVELY OR MEDATIvELY AlliEwD. EA!END OR ALTER THE cCeVERAOE AFFORDED Er I HE POLKAES
EsEL OA. THIS CERTIFICATE OF NIMURANCE DOES HOT ,A3P13 nTUTE A LOH TRAL*I TASER THE ISSLIPAI INSuREfuSi, ALITHORLMO
REPREff*NTATNE OR PRODUCER,AM THE CERTIFICATE HDLOEft
IMPORT AMT. 11 the certetlesei Whirr ie AM TKAIAL rlti .D. polerelies)must haw.ADOTIORAL r4SuRED'Ravi:ikons ex be endereed_
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THIS 15 atIFTIFY THAT The mg lot 5 Of 114P.1111Atre C Vt 3L L".1 xc r= r ME YAW C ALICVL•=41 'DIE f•Ck.C 111=C
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22321 Car Wash Services for Various City Departments Page 20 of 22
POLICY NUMBER: COMMERCIAL GENERAL LIABILITY
CG 20 10 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - SCHEDULED PERSON OR
ORGANIZATION
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Persons)
Or Organlzationts): Location(*)Of Covered Operations
The City of Yakima,its agents,employees,authorized
volunteers,elected and appointed officiate are Included
as Primary/Non-Contributory additional Insured.
Information required to complete this Scheduffftuotshown above,will be shown In the Declarations.
A. Section II —Who Is An Insured is • to B. W4h respect to the insurance afforded to these
include as an additional Insured the •- -• (s) or additional insureds, the folowing additional exctu-
organization(s) shown in the ch 6put only sions apply:
with respect to liability for "txx tr"yu�x-property This insurance does not apply to"bod4y injury"or
damage- or "personal and advertatrng injury' "property damage"occurring after:
caused,in whole or in part,by:
1. Your acts or omissions;or 1. Al work, including materials, parts or equip-
ment furnished in connection with such work,
2. The acts or omissions of those acting on your on the project(other then service,maintenance
behalf: or repairs) to be performed by or on behalf of
in the performance of your ongoing operations for the additional insured(a) at the location of the
the additional insured(s) at the locations) desig- covered operations has been completed;or
noted above. 2. That portion of "your work" out of which the
injury or damage arises has been put to its in-
tended use by any person or organization other
than another contractor or mute-sintrartnr en-
gaged in performing operations for a principal
as a part of the same project.
CG 2010 07 04 ISO Properties,Inc.,2004 Page 1 of 1 0
22321 Car Wash Services for Various City Departments Page 21 of 22
POLICY NUMBER:CGD300084907 COMMERCIAL GENERAL LIABILITY
CG 24 04 12 19
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US (WAIVER OF SUBROGATION)
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
ELECTRONIC DATA LIABILITY COVERAGE PART
LIQUOR LIABILITY COVERAGE PART
POLLUTION LIABILITY COVERAGE PART DESIGNATED SITES
POLLUTION LIABILITY LIMITED COVERAGE PART DESIGNATED SITES
PRODUCTSICOMPLETED OPERATIONS LIABILITY COVERAGE PART
RAILROAD PROTECTIVE LIABILITY COVERAGE PART
UNDERGROUND STORAGE TANK POLICY DESIGNATED TANKS
SCHEDULE
Name Of Person(s)Or Organization(s):
Where required by written contract or agreement executed prior to loss(except where not permitted by law).
Information required to complete this Schedule,if not shown above,will be shown in the Declarations.
The following is added to Paragraph 8. Transfer Of
Rights Of Recovery Against Others To Us of
Section IV—Conditions:
We waive any right of recovery against the person(s)
or organization(s) shown in the Schedule above
because of payments we make under this Coverage
Part.Such waiver by us applies only to the extent that
the insured has waived its right of recovery against
such person(s) or organization(s) prior to loss. This
endorsement applies only to the persons) or
organ¢ation(s)shown in the Schedule above.
CG 24 04 12 19 @ Insurance Services Office,Inc_.2018 Page 1 of I
22321 Car Wash Services for Various City Departments Page 22 of 22
EXHIBIT B - CONTRACTOR'S QUOTE FORM
22321 Car Wash Services for Various City Departments Page 8 of 8
VII. QUOTE FORM
Bidder Name:
INVITATION TO QUOTE NO.22321 Car Wash Services
TO BIDDER: PLEASE QUOTE YOUR LOWEST PRICE.BEST DELIVERY DATE AND PAYMENT DISCOUNT TERMS FOR THE
FOLLOWING. THE CITY RESERVES THE RIGHT TO REJECT ANY OR ALL QUOTES AND TO ACCEPT ANY OR ALL ITEMS AT
THE PRICE QUOTED. THE CITY INTENDS TO AWARD THIS CONTRACT WITHIN 90 CALENDAR DAYS.
Quote your lowest price for the following:
SCHEDULE 1
ITEM QTY UNIT DESCRIPTION UNIT PRICE
NO.
1. 1 Each Exterior Automatic Wash —Basic ( Do u e) $ / `°°
2. 1 Each Self Service Wash
$ 0O ?- v
3. 1 Each Additional Wash Options Available:
i a ler-L,,_ — p4-gamma. $ /y 4' i
�4-1)tv tAj � 0 l f, MIL t /-(2— $ ik. 61 v
Include price sheets with description of services provided.
SCHEDULE 2—24 Hour Access
ITEM QTY UNIT DESCRIPTION UNIT PRICE
NO.
Sttyvi-e' a S
1. 1 Each Exterior Automatic Wash - Basic $
2. 1 Each Self Service Wash $
3. 1 Each Additional Wash Options Available:
$
Include price sheets with description of services provided. V
1 t2/
W- a tliti 7- - 63 C
l 4 7j / ri A- Lt1 fro P Si), '? et el..) Ot Atit
-- .._ ,Z.ir d,ti' -/ S= '/ 3
22321 Car Wash Services for Various City Departments ( ` Page 9 of 22
Automated Car Wash Service Requirements: The Service performed shall be a professional, complete and
thorough cleansing with one trip of the vehicle through the car wash. If the vehicle is not clean after one
trip, describe what driver 1should do: 1- j P
6-0
Li%I I I ✓ 14 u GI -Pt6A G' -N^- I,Gc L 41.44✓ j y G,UGS A....
,J
What does the"Automatic External Wash - Basic" include?
t , i ,5 h pre fstire v`,5e Prz..e- ,'Kim
,. .. 5191-14:710,30..frp 4r oteeitv_iiiviVivi 0 i_e.......s ,:}dtp <;ezt_i________7404„Lc::01 .4,,,,,,..14,_ 1 sv,L,2e__÷._
What locations will be covered under this con ct?
Ait osio„.. ,<j(CX_1.7 a-i s
ytAkivti- - 3 310 y Tie -b,-' '<.-
- 70,,,0( Li( ( S. 7ar,4i, -,, -t.,
-- -1--1-k �)/ el—ic)o i 0
- Lion, /l, ,_ 1.), -� 1.. O /
Comments:n
67
— (A)LLer- -, 3 it S. LA 'o46,- S -:
,M15 5,i `7 v( AJ- ..�-14-5.5 i .
22321 Car Wash Services for Various City Departments Page 10 of 22