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HomeMy WebLinkAboutCAG2019-0253 - Original - Oberto Snacks, Inc. - Security for Commercial Manufacturing Facility - 04/12/2019] KENT POLICE SERVICES AGREEMENT THIS AGREEMENT is made between the City of Kent, a Washington municipal corporation ( h e re i n aft e r " Ke nt" ), a n d _0-þ_e Lt0_.5 il_a{.,!!s,.. I.n-E_, *. :: .,organized under the laws of the State of Washington, located and doing business at _/_C"ro_0_-Q_lig_r-tti !]tL_v,c_, l".ieff.,,fV_À.9_û(J-.i?":*_* .": "-- --_***.-:: (hereinafter the "Contractor"). I. TERM *AGREEMENT" FURTHER DEFINED - INCORPORATION OF ATTACHMENTS AND INSURANCE EXHIBIT. The term "Agreement" as used throughout this document shall mean this document, and any and all Scope of Services Attachments (hereinafter "Attachments") which describe the scope of services to be performed. The Attachments are hereby incorporated into this Agreement by this reference. It is recognized that the Contractor may request police services on several occasions, and therefore, while this main Agreement will only be signed one time, there may be multiple Attachments to this Agreement. This Agreement shall be enforceable with regard to each instance of work performed pursuant to each Attachment. In the event of a conflict between the .terms of this Agreement and any Attachment, the terms of this Agreement shall prevail. The Insurance exhibit as required by Section IX of this Agreement shall also be incorporated into this Agreement as if set forth herein in full. II. SCOPE OF SERVICES. Contractor desires to utilize the services of a commissioned Kent police officer who will be dedicated to performing the services described in the Attachment(s) to this Agreement, Police officers shall only be permitted to provide police-related services during the performance of the work called for herein, and Contractor shall not ask or solicit such police officers to perform work that is not police-related. III. COST OF SERVICES AND PAYMENT A. Hourly Rate. Contractor shall pay to the Kent Police Department a sum for each hour of worked performed by a commissioned police officer. The Chief of Police or his or her deslgnee shall have the authority to determine the hourly rate that will be specified ín the Attachment. B, Four Hour Minimum Payment Requirement. There shall be a four (4) hour minimum payment required for each instance that a police officer performs services under this Agreement. Therefore, Contractor shall be required to pay to Kent the greater sum of four (4) hours of work or the actual number of hours worked during each instance that a police officer performs services, For example, if Contractor needs two (2) police officers to work on the same day and at the same time for two (2) hours of work each, Contractor will be requíred to pay Kent for four (4) hours for each police officer, for a total of eight (8) hours, If Contractor needs two (2) police officers for six (6) hours each, Contractor shall pay for six (6) hours for each police officer for a total of twelve (12) hours. C. Holiday Shifts and Shifts in Excess of Ten Hours. Shifts performed on holidays shall be subject to an increased hourly rate that will be specified in the Attachment. Shifts that POLICE SERViCES AGREEMENT - 1 (Form Verslon: U20L6) last in excess of ten (10) hours will be subject to a higher hourly rate for all work performed in excess of ten (10) hours. The hourly rate for work performed in excess of ten (10) hours may not be specified in the Attachment, but will be approximately at a rate of one and one-half (1,5) times the regular hourly rate charged on that day. The Contractor will be billed and shall pay the rate for work over ten (10) hours even if not specified in the Attachment. D. Method and Time of Payment. Kent shall, within a reasonable time, submit a bill to Contractor for amounts owing for services performed. Contractor shall, within fourteen (14) calendar days of receipt of such bill, pay the amount owing to Kent. All payments shall be made to the "City of Kent" and shall be delivered to: City of Kent Attn : Customer Services 220 Fourth Avenue South Kent, WA 98032 E. Late Payment Penalties. If Contractor fails or neglects to pay any invoice within thirty (30) calendar days from the date shown on the invoice as the "invoice date," a service charge of one percent (1olo) of the amount of the unpaid balance on the account or two dollars (g2.00), whichever sum is greater, will be imposed one (1) month from the date payment was due, and at the end of each succeeding monthly period, until all past due amounts are paid in full. Any invoice or service charge due under this Agreement and unpaid shall constitute a debt owed to Kent. Kent may, pursuant to Chapter 3.10 of the Kent City Code and Chapter 19.16 of the Revised Code of Washington, use a collection agency to collect outstanding debts, or it may seek collection by court proceedings, which remedies shall be in addition to all other remedies. At the discretion of the Chief of Police or his or her designee, services may not be provided to Contractors who have delinquent payments. IV. EMERGENCY INTERRUPTIONS IN SERVICE. Police officers performing services called for in this Agreement shall at all times be subject to the rules, regulations, and policies of Kent and its Police Department, and shall be required to follow the orders of supervisors and command staff. Contractor understands that police officers performing services pursuant to this Agreement may, from time to time, be required to perform traditional police duties for the benefit of the greater public. Therefore, from time to time, police officers performing services for Contractor may be required to respond to emergencies and abandon the services being called for under this Agreement. In the event of this occurrence, Contractor shall not be relieved of providing full payment; provided, that in the event the interruption lasts longer that one half of one hour (i.e., more tþan thirty (30) continuous minutes), Kent and Contractor will agree to an amount of a reduction in the costs of services to account for the police offícer's time not performing services under this Agreement. V. TNDEMNIFICATION. A. General. Contractor shall defend, indemnify, and hold Kent, 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 Kent's performance of this Agreement, except for that portion of the injuries and damages caused by the sole negligence of Kent or its officers or employees' POLICE SERVICES AGREEMENT. 2 (Form verslon: tl20|6) IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'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. B. Indemnification and the Public Duty Doctrine. Contractor understands that, pursuant to the legal doctrine in Washington called the "public duty doctrine," Kent, its Police Department, and its offícers and employees of the Kent Police Department, owe a general duty to the public and not a specific duty of protection or care to the Contractor. Contractor understands that by entering into this Agreement, the Police Department's and the police officer's duties remain to the public in general, and neither Kent, its Police Department, nor any of its officers or employees have a specific duty of protection or care to the Contractor; its employees, subcontractors, and agents, or any of its guests, or other people on the premises of the Contractor. Moreover, neither Kent, its Police Department, nor any officer or employee of Kent guarantees, in any way, the safety of any person or property as a result of the work performed under this Agreement. In the event of injury to any person or property, Contractor shall not assert that Kent, its Police Department, or its police officer owed any special duty to protect persons or propefty or provide care for such persons or property or had any special relationship with the owner or any other person to protect persons or property. This Agreement shall in no way create a duty for Kent, its Police Department, or any of its officers or employees where none previously existed. In the event Kent is sued, and a court determines that the public duty doctrine does not applyr or an exception to the public duty doctrine exists with relation to an injury to the person or property of any employee, subcontractor, guest, or other person on the premises of Contractor, Contractor shall specifically indemnify, hold harmless, and defend Kent, its Police Department, and each and every officer and employee thereof to the full extent permitted by law. C. Survival. The provisions of this Section V shall survive the expiration or termination of this Agreement and the obligations contained therein will continue to apply beyond the provision of services called for in any Attachment. VI. PARTIES ARE INDEPENDENT. The parties agree that neither shall be considered an employee or agent of the other. VIL TERMINATION, ALTERATfON, OR RESCHEDULING. In the event Kent is unable to obtain the services of a Kent Police Officer to perform the services called for in the Agreement, Kent will contact Contractor, and advise Contractor that Kent is unable to perform the services called for herein. Notice by way of telephone, email, writíng, or in-person shall be adequate notice of such cancellation of services, and Kent shall not be lÌable for the cost of Contractor obtaining replacement services, In the event Contractor must cancel, alter, or reschedule the services called for by this Agreement, Contractor must provide at least ten and one-half (10.5) hours advance notice to the Police Department by contacting its on-duty sergeant lîne at (253) 856-5840. A failure to cancel, alter, or reschedule at least ten and one-half (10.5) hours before the services are called for shall result in the Contractor paying the minimum four (4) hours of service provided for in Section III.B. above, regardless of whether such services are provided at a later or rescheduled date and time. VIII. CONTRACTOR SHALL ABIDE BY LAWS AND SFIALL NOT DISCRIMINATE. At AII times duríng Kent's performance of this Agreement, Contractor shall abide by all laws and POLICE SERVICES AGREEMENT - 3 (Form Version: U2O16) regulations applicable to Contractor's business. Moreover, Contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physícal disability, dîscriminate against any person in violation of any laws of the State of Washington or the United States. IX. INSURANCE. Contractor shall at all times during Kent's performance of the services called for in this Agreement procure and maintain insurance of the types and in the amounts described in Exhibit A attached and incorporated by this reference. X. CONTRACTOR'S BUSINESS PERFORMED AT ITS OWN RfSK. Contractor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, guests, and all persons on Contractor's property and invitees at all times when a police officer is performing services pursuant to this Agreement. XI. MISCELLANEOUS PROVISIONS. A. Non-Waiver of Breach. The failure of Kent 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. B. 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 pafties are unable to settle any dispute, dlfference, or claim arising from the parties' performance of this Agreement, 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 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 Kent's right to indemnification under Section V.B, of this Agreement. C. Written Notice. All communications regarding this Agreement shall be sent to the pafties 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 ceftified 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. D. 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. E. 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 Kent and Contractor. F. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits or Attachments attached hereto or referenced hereín. shall supersede all prior POLICE SERVICES AGREEMENT. 4 (Form Version: I/2OL6) verbal statements of any officer or other representative of Kent, and such statements shall not be effective or be construed as entering into or forming a paft of or altering in any manner this Agreement. All of the above documents are hereby made a paft of this Agreement. However, should any language in any of the Exhibits or Attachments to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevaí1, Further, the representative signing this Agreement on behalf of Contractor swears and affirms that he or she is authorized to enter into this Agreement on behalf of Contractor and that action is binding on the Contractor. G. Compliance with Laws. Contractor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Contractor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. H. Counterparts. This Agreement may be executed in any number of counterpats, 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. CONTRACTOR: By: Print Name:Nichole Asino.--- DATE: KENT: By: (s¡gnature) Print Name:Rafael Padilla* DATE: L/./}-/å NOTICES TO BE SENT TO: CONTRACTOR: Attn: (telephone) (facsimile) NOTICES TO BE SENT TO: CITY OF KENT: sgt.SGT Matt Stansfield City of Kent 220 Fourth Avenue South Kent, WA 98032 (2s3) 856- 5809 - (telephone) (253) 856-6802 (facsimile) t.çldlGikþF Êþll t3+h¡dFoatoçdmW16 Úd.8*¡ ^¡ñ¡d t6 O0ù¡yVddq POLICE SERVICES AGREEMENT - 5 (Form Version: UZAß) KENT SCOPE OF SERVICES ATTACHMENT To Police Services Agreement I. This Scope of Services Attachment shall be incorporated into the Police Services Agreement signed by Nichole Asino, Oberto Snacks, Inc. - (hereinafter "Contractor") on 4/9/2019 DESCRIPTION OF SERVICES. Contractor requests the services of a commissioned police officer who will be dedicated to performing the following services (check box that applies): n Flagging/Traffic Control n Security for Entertainment Venue or Event n Security for Retail Establ¡shment n Guarding of Property, Buildings, Possessions, or Equipment X Other: Security for commercial manufacturing facility and it's employees. Police officers shall only be permitted to provide police-related services during the performance of the work called for herein, and Contractor shall not ask or solicit such police officers to perform work that is not police-related, II.HOURLY RATE & NUMBER OF OFFICERS REQUIRED. The work called for herein shall be paid by Contractor at the following hourly rates and the Contractor requests the following number of officers: Extra-Duty Work: Officer Up to $80 per hour.x Number of Officers Required Extra-Duty Work: Supervisor Up to $100 per hour.*Number of Supervisors Required:-- x Note: Hourly rates are quoted "up to" a specified amount. Officers are paid different rates based on factors such as time in service, assignment, education, etc. The rate quoted is the maximum rate that will be billed subject to overtime holiday rates specified below, Contractor's rate may be lower. Four Hour Minimum. There shall be a four (4) hour minimum payment required for each instance that a police officer performs services under the Agreement. Therefore, Contractor shall be required to pay to Kent the greater sum of four (4) hours of work or the actual number of hours worked during each instance that a police officer performs services. For example, if Contractor needs two (2) officers to work on the same day and at the same time for two (2) hours of work each, Contractor will be required to pay Kent for four (4) hours for each police officer, for a total of eight (B) hours. If Contractor needs two (2) officers for six (6) hours each, Contractor shall pay for six (6) hours for each police officer for a total of twelve (12) hours. SCOPE OF SERVICES ATTACHMENT TO POLICE SERVICES AGREEMENT Page L of 2 1 A (Form Version: L2/2OL7 III. IV B. Overtime Rata Contractor shall be required to pay the rate of one and one half (1.5) times the rate specified above for any time worked by a police officer in excess of ten (10) hours in a shift. Therefore, if a police officer works ten (10) hours, he or she shall be paid at the rate specified above. If the officer works twelve (12) hours, he or she shall be paid at the rate specified above for the first ten (10) hours, and at a rate of one and one half (1,5) times the rate specified above for the remaining two (2) hours' C. Hotiday Rate. The following holidays are observed by Kent police officers: New Year's Day, Martin Luther King Day, President's Day, Memorial Day, Independence Day, Labor Day, Veteran's Day, Thanksgiving Day, Day after Thanksgiving, and Christmas, Except as otherwise provided in this section, all hours worked during an observed holiday, or during 15:00 hours to 23:59 hours on Christmas Eve or New Year's Eve, will be bitled at one and a half (1.5) times the rate specified above. All hours worked on Thanksgiving Day or Christmas Day will be billed at a rate of two (2.0) times the rate specified above. D Contractor's Terminatign. Alteration, or - Res.chedulina of Services' Cancellation, alteration, or rescheduling of police officer services by the Contractor for a specific date must be made at least ten and a one-half (10.5) hours prior to the scheduled start time for that date. If Contractor fails to provide ten and one-half (10.5) hours advance notice from the scheduled start time, Contractor will be billed for a minimum payment of four (4) hours per officer scheduled for that date in accordance wlth Section II.A. above. Cancellation, alteration, or rescheduling notification can be made by phone or email. LOCATION OF SERVICES. The services called for herein shall be performed at the following location:afttvç a)>er h> Dyi ve Kq¡r\-, wn qXO3;Z- A police officer will arrive at the above location on the date and time specified below. DATE AND TIME FOR SERVICES. Contractor requests a Kent police officer provide services t: I from from from from from 10pm, April 10th, 10pm, April 11ft, 10pm, April 12th, 1Opm, April 13th, 10pm, April 14th, 2019 to 6am, April 11th, 2019 2019 to 6am, April 12th, 2019 to 6am, April 13th, 2019 to 6am, April 14th, 2019 to 6am, April 15th, 2019 2479 2019 2479 By signing below, I understand that I am entering a contract to hire police officers to perform the work descñOed above, I agree to the terms of this Scope of Services Attachment and all of the terms contained within the Police Services Agreement referenced herein, and finally if I am signing this Scope of Services Attachment on behalf of an organization, I swear and affirm that I am authorized to do so nization and that action is binding on the Contractoronlfoh q 2-Ol ignat ure Nl¡¿,h¡(o A<¡n(1 Print Name SCOPE OF SERVICES ATTACHMENT TO POLICE SERVICES AGREEM Page 2 ol 2 Date Approved by: DepartmentKent Pol Date 4otoO ôVr¿l'År: 'D'rt,.¿ Add ress SCOPE OF SERVICES ATTACHMENT TO POLICE SERVICES AGREEMENT Page 2 of 2 (Form Version: 1 212017)