HomeMy WebLinkAboutPK09-113 - Original - Kent Parks Foundation - 2009 Annual Agreement - 01/01/2009 i
Records Man-agement,;.
KENT Document
WAS INGTON
CONTRACT COVER SHEET
This is to be completed by the Contract Manager prior to submission
to City Clerks Office. All portions are to be completed.
If you have questions, please contact City Clerk's Office.
Vendor Name: Kent Parks Foudnation
Vendor Number:
JD Edwards Number
Contract Number: pk 09- 113
This is assigned by City Clerk's Office
Project Name: Kent Parks Foundation 2009 Annual Agreement
Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ® Contract
❑ Other:
Contract Effective Date: 1/1/2009 Termination Date: 12/31/2009
Contract Renewal Notice (Days): 09/30/2009
Number of days required notice for termination or renewal or amendment
Contract Manager: Teri Petrole Department: Parks Administration
Detail: (i.e. address, location, parcel number, tax id, etc.):
S Public\Records Management\Forms\ContractCover\adcc7832 1 11/08
K E N T
CONSULTANT SERVICES AGREEMENT
between the City of Kent and
The Kent Parks Foundation
THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation
(hereinafter the "City"), and Kent Parks Foundation organized under the laws of the State of
Washington, organized under the laws of the State of Washington, located and doing business
at 26441 - 137th Avenue SE, Kent, WA 98042. Telephone: 253-856-5099 (hereinafter the
"Consultant").
I. DESCRIPTION OF WORK.
Consultant shall perform the following services for the City in accordance with the
following described plans and/or specifications:
conduct fund-raisin efforts and provide other
Assist with grant submittals, g
services as described in the Scope of Services attached and incorporated as Exhibit
A.
Consultant further represents that the services furnished under this Agreement will be
performed in accordance with generally accepted professional practices within the Puget Sound
region in effect at the time those services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks
described in Section I above immediately upon the effective date of this Agreement. Upon the
effective date of this Agreement, Consultant shall complete the work described in Section I .
Consultant shall complete the work described in Section I by December 31, 2009.
III. COMPENSATION.
A. The City shall pay the Consultant, based on time and materials, an amount not to
exceed Twenty-Four Thousand and No/100 Dollars ($24,000.00) for the services
described in this Agreement. This is the maximum amount to be paid under this
described in Section I above
Agreement for the work des , and shall not be exceeded
without the prior written authorization of the City in the form of a negotiated and
executed amendment to this agreement. The Consultant agrees that the hourly or
flat rate charged by it for its services contracted for herein shall remain locked at
the negotiated rate(s) for a period of one (1) year from the effective date of this
Agreement. The Consultant's billing rates shall be as delineated in Exhibit A.
CONSULTANT SERVICES AGREEMENT - 1
(Over$10,000)
B. The Consultant shall submit quarterly] payment invoices to the City for work
performed, and a final bill upon completion of all services described in this
Agreement. The City shall provide payment within forty-five (45) days of receipt of
an invoice. If the City objects to all or any portion of an invoice, it shall notify the
Consultant and reserves the option to only pay that portion of the invoice not in
dispute. In that event, the parties will immediately make every effort to settle the
disputed portion.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent
Contractor-Employer Relationship will be created by this Agreement. By their execution of this
Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following
representations:
A. The Consultant has the ability to control and direct the performance and
details of its work, the City being interested only in the results obtained
under this Agreement.
B. The Consultant maintains and pays for its own place of business from which
Consultant's services under this Agreement will be performed.
C. The Consultant has an established and independent business that is eligible
for a business deduction for federal income tax purposes that existed before
the City retained Consultant's services, or the Consultant is engaged in an
independently established trade, occupation, profession, or business of the
same nature as that involved under this Agreement.
D. The Consultant is responsible for filing as they become due all necessary tax
documents with appropriate federal and state agencies, including the Internal
Revenue Service and the state Department of Revenue.
E. The Consultant has registered its business and established an account with
the state Department of Revenue and other state agencies as may be
required by Consultant's business, and has obtained a Unified Business
Identifier (UBI) number from the State of Washington.
F. The Consultant maintains a set of books dedicated to the expenses and
earnings of its business.
V. TERMINATION. Either party may terminate this Agreement, with or without
cause, upon providing the other party thirty (30) days written notice at its address set forth on
the signature block of this Agreement. After termination, the City may take possession of all
records and data within the Consultant's possession pertaining to this project, which may be
used by the City without restriction. If the City's use of Consultant's records or data is not
related to this project, it shall be without liability or legal exposure to the Consultant.
VI. DISCRIMINATION. In the hiring of employees for the performance of work under
this Agreement or any subcontract, the Consultant, its subcontractors, or any person acting on
behalf of the Consultant or subcontractor shall not by reason of race religion, color, sex age,
,
sexual orientation, national origin, or the presence of any sensory, mental, or physical disability,
discriminate against any person who is qualified and available to perform the work to which the
employment relates. Consultant shall execute the attached City of Kent Equal Employment
CONSULTANT SERVICES AGREEMENT - 2
(Over$10,000)
Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion
of the contract work, file the attached Compliance Statement.
VII. INDEMNIFICATION. Consultant shall defend, indemnify and hold the City, its
officers, officials, employees, agents and volunteers harmless from any and all claims, injuries,
damages, losses or suits, including all legal costs and attorney fees, arising out of or in
connection with the Consultant's performance of this Agreement, except for that portion of the
injuries and damages caused by the City's negligence.
The City's inspection or acceptance of any of Consultant's work when completed shall not
be grounds to avoid any of these covenants of indemnification.
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 Consultant
and the City, its officers, officials, employees, agents and volunteers, the Consultant's liability
hereunder shall be only to the extent of the Consultant's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF
IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF
THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY
NEGOTIATED THIS WAIVER.
The provisions of this section shall survive the expiration or termination of this
Agreement.
VIII. INSURANCE. The Consultant shall procure and maintain for the duration of the
Agreement, insurance of the types and in the amounts described in Exhibit attached and
incorporated by this reference.
IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide
reasonable accuracy of any information supplied by it to Consultant for the purpose of
completion of the work under this Agreement.
X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Original documents,
drawings, designs, reports, or any other records developed or created under this Agreement
shall belong to and become the property of the City. All records submitted by the City to the
Consultant will be safeguarded by the Consultant. Consultant shall make such data, documents,
and files available to the City upon the City's request. The City's use or reuse of any of the
documents, data and files created by Consultant for this project by anyone other than
Consultant on any other project shall be without liability or legal exposure to Consultant.
XI. CITY'S RIGHT OF INSPECTION. Even though Consultant is an independent
contractor with the authority to control and direct the performance and details of the work
authorized under this Agreement, the work must meet the approval of the City and shall be
subject to the City's general right of inspection to secure satisfactory completion.
XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all
necessary precautions and shall be responsible for the safety of its employees, agents, and
subcontractors in the performance of the contract work and shall utilize all protection necessary
for that purpose. All work shall be done at Consultant's own risk, and Consultant shall be
CONSULTANT SERVICES AGREEMENT - 3
(Over$10,000)
responsible for any loss of or damage to materials, tools, or other articles used or held for use in
connection with the work.
XIII. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City
requires its contractors and consultants to use recycled and recyclable products whenever
practicable. A price preference may be available for any designated recycled product.
B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of
any of the covenants and agreements contained in this Agreement, or to exercise any option
conferred by this Agreement in one or more instances shall not be construed to be a waiver or
relinquishment of those covenants, agreements or options, and the same shall be and remain in
full force and effect.
C. Resolution of Disputes and Governing Law. This Agreement shall be governed by
and construed in accordance with the laws of the State of Washington. If the parties are unable
to settle any dispute, difference or claim arising from the parties' performance of this
,
A reement the exclusive means of resolving that dispute, difference or claim, shall only be by
Agreement,
filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court,
King County, Washington, unless the parties agree in writing to an alternative dispute resolution
process. In any claim or lawsuit for damages arising from the parties' performance of this
Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or
bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award
provided by law; provided, however, nothing in this paragraph shall be construed to limit the
City's right to indemnification under Section VII of this Agreement.
D. Written Notice. All communications regarding this Agreement shall be sent to the
parties at the addresses listed on the signature page of the Agreement, unless notified to the
contrary. Any written notice hereunder shall become effective three (3) business days after the
date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to
the addressee at the address stated in this Agreement or such other address as may be
hereafter specified in writing.
E. Assignment. Any assignment of this Agreement by either party without the written
consent of the non-assigning party shall be void. If the non-assigning party gives its consent to
any assignment, the terms of this Agreement shall continue in full force and effect and no
further assignment shall be made without additional written consent.
F. Modification. No waiver, alteration, or modification of any of the provisions of this
Agreement shall be binding unless in writing and signed by a duly authorized representative of
the City and Consultant.
G. Entire Agreement. The written provisions and terms of this Agreement, together
with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or
other representative of the City, and such statements shall not be effective or be construed as
entering into or forming a part of or altering in any manner this Agreement. All of the above
documents are hereby made a part of this Agreement. However, should any language in any of
the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms
of this Agreement shall prevail.
CONSULTANT SERVICES AGREEMENT - 4
(Over$10,000)
H. Compliance with Laws. The Consultant agrees to comply with all federal, state, and
municipal laws, rules, and regulations that are now effective or in the future become applicable
to Consultant's business, equipment, and personnel engaged in operations covered by this
Agreement or accruing out of the performance of those operations.
I. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall constitute an original, and all of which will together constitute this one
Agreement.
IN WITNESS, the parties below execute this Agreement, which shall become
effective on the last date entered below.
CONSULTANT: CITY OF KENT:
By: ✓ By:
(Sig ture) ,Q (signature)
Print Name: c /i � / CO-derzeI Prin a)e: uzette Cooke
Its �G«�✓� ��eG Its Ma r
(title)
DATE: y/q/��I DA /6 6
NOTICES TO BE SENT TO: NOTICES TO BE SENT TO:
CONSULTANT: CITY OF KENT:
Sandy Pederson Jeff Watling, Director Parks and Recreation
Executive Director City of Kent
Kent Parks Foundation 220 Fourth Avenue South
PO Box 26 Kent, WA 98032
Kent, WA 98035
(253) 856-5100 (telephone)
(253) 856-6050 (facsimile)
253. 856.5099 (telephone)
facsimile
APPROVEP AS TO FORM:
4&M��
K t aw epartment
[In this Oeld,you may enter the electronic fllepath where the contract has been saved]
CONSULTANT SERVICES AGREEMENT - 5
(Over$10,000)
DECLARATION
CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY
The City of Kent is committed to conform to Federal and State laws regarding equal opportunity.
As such all contractors, subcontractors and suppliers who perform work with relation to this
Agreement shall comply with the regulations of the City's equal employment opportunity
policies.
The following questions specifically identify the requirements the City deems necessary for any
contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative
response is required on all of the following questions for this Agreement to be valid and binding.
If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the
directives outlines, it will be considered a breach of contract and it will be at the City's sole
determination regarding suspension or termination for all or part of the Agreement;
The questions are as follows:
1. I have read the attached City of Kent administrative policy number 1.2.
2. During the time of this Agreement I will not discriminate in employment on the basis of
sex, race, color, national origin, age, or the presence of all sensory, mental or physical
disability.
3. During the time of this Agreement the prime contractor will provide a written statement to
all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities.
5. Before acceptance of this Agreement, an adherence statement will be signed by me, the
Prime Contractor, that the Prime Contractor complied with the requirements as set forth
above.
By signing below, I agree to fulfill the five requirements referenced above.
Dated this CU day of ��1 , 200c.
By: tir-ram ,��fX�z2e v
For:
Title:
Date: Y /07
EEO COMPLIANCE DOCUMENTS - 1
CITY OF KENT r
ADMINISTRATIVE POLICY
NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998
SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996
CONTRACTORS APPROVED BY Jim White, Mayor
POLICY:
Equal employment opportunity requirements for the City of Kent will conform to federal and
state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee
equal employment opportunity within their organization and, if holding Agreements with the City
amounting to $10,000 or more within any given year, must take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City's
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public
Works Departments to assume the following duties for their respective departments.
1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these
regulations are familiar with the regulations and the City's equal employment opportunity
policy.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
EEO COMPLIANCE DOCUMENTS - 2
M
♦ t
CITY OF KENT
EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT
This form shall be filled out AFTER COMPLETION of this project by the Contractor awarded the
Agreement.
I, the undersigned, a duly represented agent of
Company, hereby acknowledge and declare that the before-mentioned company was the prime
contractor for the Agreement known as that was entered into on the
(date) , between the firm I represent and the City of Kent.
I declare that I complied fully with all of the requirements and obligations as outlined in the City
of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity
Policy that was part of the before-mentioned Agreement.
Dated this day of , 200^.
By:
For:
Title:
Date:
EEO COMPLIANCE DOCUMENTS - 3
Kent Parks Foundation
P.O. Box 26
Kent, WA 98035
(253) 856-5099 KENT PARKS
ken tpark5foundationnnhotmai/.com F o u N D A T I o N
EXHIBIT A
Kent Parks Foundation and the City of Kent
Scope of Services and Payment Schedule
January 1 to December 31, 2009
- Scope of Services -
• In Cooperation with City Staff, Research/Write Grants that are 501(c) 3 eligible.
• Research/Conduct Fund Raising for an ice rink as a possible addition to the Holiday
Program at Town Square Plaza.
• Conduct a Fund Raising Event
• Facilitate opening night party for carousel donors
• Manage/market the Parks Foundation Gift Catalog. Work with City Staff to update the
Gift Catalog with the intention of providing a broader set of giving options and reaching
a broader audience.
• Facilitate Legacy gifting promotion and implementation.
• Facilitate the addition of new Board Members
• Oversee the completion of taxes for 2008.
- Payment Schedule -
• Annual $24,000. Foundation may request reimbursement on a quarterly basis
• A Progress Report must be provided with each billing.
Leaving a Legacy
EXHIBIT C
INSURANCE & INDEMNITY REQUIREMENTS
No Insurance is required for this Contract.
REQUEST FOR MAYOR'S SIGNATURE
��. Please fill in all applicable boxes
`� KENT
Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT)
Originator: Jeff Watling Phone (Originator): x5007/5101
Date Sent: April 6, 2009 Date Required: April 15, 2009
Return Signed Document to: Jeff Watling CONTRACT TERMINATION DATE: 12/31/09
VENDOR NAME: Kent Parks Foundation DATE OF COUNCIL APPROVAL: N/A
Brief Explanation of Document:
This is the 2009 annual contract with Kent Parks Foundation to support the Parks and Recreation Department's
efforts in conservation, education, acquisition and development of resources through philanthropy, including planned
giving, endowments, structured giving and estate planning
EC-ENED
i
arc
All Contracts Must Be Routed Through The Law Department
-,.f cd lbe [vie or
(This area to be completed by the Law Department)
� t , o� c�ti
Received
Approval of Law Dept 11/wZ i W{ a4A bt( k fZtM-
Law Dept Comments i �,� (-"(L'lk ��� �u r(ti(��✓ �tiv��� Grp
1 L I a4,L LAC I Y�YCGLt j GLvC�
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Date Forwarded to Mayor
�,; ,� ,1tt (4, -✓
Shaded Areas To Be Completed By Administration Staff
Received: J
Recommendations and Comments: ❑ R� E
TH
Disposition: /6 Of U
17 2009
Date Returned
TICCITY OF KENT
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