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HomeMy WebLinkAboutCAG2008-003 - Original - Pro-Tow Auburn - Towing & Impounding Services - 11/19/2008 U"1 (lZOog - DU3 CONTRACT TO PROVIDE �✓' KENT TOWING & IMPOUND SERVICES FOR THE CITY OF KENT POLICE DEPARTMENT POLICE ON AN AS-NEEDED BASIS I. GENERAL TERMS (name of towing company) (hereinafter "tow company"), has requested to be placed on the voluntary tow company rotation roster maintained by the City of Kent's police department (hereinafter "City"), and the tow company has been accepted to that roster, effective as of the latest date of the signatures on this Contract. However, tow company agrees that eligibility to remain on the towing roster is subject to the following conditions: A. Tow company agrees that, except as provided for in this Contract between the City and tow company, the City has no legal duty to choose tow company to provide any towing and impound service, and the City's legal obligation to use tow company is limited to the terms in this Contract and the Kent Police Department Towing Protocols and Policies, which protocols and policies are hereby incorporated by this reference. B. By requesting appointment to the roster, tow company agrees that it wishes to be used by the City to perform law enforcement-related tows and impounds of vehicles. In consideration of being offered the opportunity to provide services for the City, tow company agrees to fully comply with the Kent Police Department Towing Protocols and Policies, as currently written or hereafter amended at the discretion of the City, and tow company understands that failure to comply with these Protocols and Policies shall cause tow company to be suspended or removed from the towing roster. C. Tow company understands that the City's relationship with tow company under this Contract is not exclusive. Tow company will be placed on a roster of companies that are eligible to be used to provide law enforcement-related tows and impounds for the City. Tow company understands that any company that meets the requirements outlined in the Kent Police Department Towing Protocols and Policies will be added to the roster upon that company's request. Tow company further agrees that it shall be used on a rotational basis, and that use of any specific company at any given time will be dictated by the Kent Police Department Towing Protocols and Policies. D. In consideration of tow company's willingness to fully comply with the Kent Police Department Towing Protocols and Policies, the City agrees to only request towing and impound services from companies that are in good standing on the towing roster at the time the services are needed; provided, the City may request services from companies not on the roster if none of the eligible companies are available, according to the guidelines contained in the Towing Protocols and Policies, in emergency situations, or when the owner or person with lawful possession of the vehicle at the time of contact by the Kent Police Department requests a particular tow company. E. Tow company understands and agrees that the Kent Police Department's Tow Officer shall determine whether tow company has complied with the Kent Police Department Towing Protocols and Policies and may impose a penalty as outlined in the Towing Protocols and Policies, including suspension from the towing roster for a period of time and/or a termination of this Contract. Tow company further understands and agrees that any appeal P^Ile 1, oli Contract for Towing and Impound Services Revised 08/08 of the decision of the Tow Officer shall be heard and decided by the Chief of the Kent Police Department. F. Tow company understands and agrees that grounds exist for termination of this Contract and for prohibiting reappointment to the roster for a period of time whenever the Kent Police Department's Tow Officer has probable cause to believe tow company has not complied with any requirement contained in the Kent Police Department Towing Protocols and Policies, including engaging in criminal activity, intentional overcharging, or failure to comply with licensing requirements of the City of Kent or the Washington State Patrol. G. In addition to the circumstances outlined in section (I)(5) above, tow company understands and agrees that this Contract may be terminated at will by either by tow company or the Kent Police Department, without cause, by providing the other with thirty (30) days' advance written notice. In addition, tow company agrees that nothing in this Contract shall prohibit the Kent Police Department from immediately suspending use of tow company where, in the opinion of the Kent Police Department, use of the tow company in a given situation would create a danger to the public health, safety, or welfare. II. INSURANCE, LIABILITY, AND INDEMNIFICATION A. Independent Contractor Relationship. By being placed on the towing company rotation roster, tow company and its owner and operators are not acting as agents for the City when performing services under this Contract. The parties intend that an Independent Contractor/Employer Relationship be created and agree that tow company has the ability to control and direct the performance and details of its work. B. Work Performed at Contractor's Risk. Tow company 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 tow company's own risk, and tow company shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. C. Insurance. Tow company shall procure and maintain for the duration of its inclusion on the Kent Police Department's towing company rotation roster insurance of the types and in the amounts set forth in the Kent Police Department's Towing Protocols and Policies, which is hereby incorporated by this reference. D. Indemnification and Liability. 1. Tow company shall indemnify and defend the City of Kent, its employees, officials, agents, and volunteers from any damages, causes of action, lawsuits, fees, fines, etc., which arise out of or in connection with tow company's performance of this Contract, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of tow company's work when completed shall not be grounds to avoid any of these covenants of indemnification. 2. Should a court of competent jurisdiction determine that this Contract is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of tow company and the City of Kent or its officers, officials, employees, agents r Page 2 of 4 Contract for Towing and Impound Services Revised 08/08 and volunteers, tow company's liability hereunder shall be only to the extent of tow company's negligence. 3. 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. 4. The provisions of this section II(D) shall survive the expiration or termination of this-Contract. III. OTHER TERMS A. Unlawful Discrimination Prohibited. In the hiring of employees for the performance of work under this Contract or any subcontract, tow company, its subcontractors, or any person acting on behalf of tow company 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. B. Compliance with Laws. Tow company agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to tow company's business, equipment, and personnel engaged in operations covered by this Contract or accruing out of the performance of those operations. C. Non-Waiver of Breach. The failure of the City of Kent in one or more instances to insist upon strict performance of any of the covenants and agreements contained in this Contract, or to exercise any option conferred by this Contract, shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and these covenants and agreements shall remain in full force and effect. D. Assignment. Any assignment of this Contract by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to an assignment, the terms of this Contract shall continue in full force and effect and no further assignment shall be made without additional written consent. E. Written Notice. All communications regarding this Contract shall be sent to the parties at the addresses listed on the signature page of this Contract, 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 notice shall be deemed sufficiently given if sent to the addressee at the address stated in this Contract or such other address as may be hereafter specified in writing. F. Modification. No waiver, alteration, or modification of any of the provisions of this Contract shall be binding unless in writing and signed by a duly authorized representative of the City of Kent and tow company. G. Entire Agreement. The written provisions and terms of this Contract, together with any exhibits or documents incorporated by reference, shall supersede all prior verbal statements of any officer or other representative of the City of Kent, and such statements 4 shall not be effective or be construed as entering into or forming a part of or altering in any Page 3 of =1 Contract for Towing and Impound Services Revised 08/08 manner this Contract. However, should any language in any of the incorporated documents or exhibits conflict with any language contained in this Contract, the terms of this Contract shall prevail. H. Resolution of Disputes and Governing Law. This Contract 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 Contract, the exclusive means of resolving that dispute, difference or claim, shall only be by 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 Contract, each party shall pay all legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, in addition to any other recovery or award provided by law; provided, nothing in this paragraph shall be construed to limit the City of Kent's right to indemnification. I. Agreement to All Terms. By its signature below, tow company accepts the above-stated terms and conditions and agrees to abide by the same in consideration of being placed on the Kent Police Department's towing company rotation roster. TOW COMPANY CITY OF KENT � Steve Strachan, Kent Police Chief ure ofAuthorized Agent of Tow Company Date zew Print name&title Kent Police Department Representative Date Address Telephone number '11615—y loql,41r/7 tt/,t Page 4 of 4 Contract for Towing and Impound Services Revised 08/08