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HomeMy WebLinkAboutCAG2019-0249 - Original - Rodarte Construction, Inc. - Police Services - 10/29/2019THIS AGREEMENT (hereinafter "Kentn), and Il,F.ìlI poLIcE sERvrcEs AGREEMENT is made between the City of Kent, a Washlngton municipal corporation R odarfe Co on- ïnc- laws of the State of Washington, located and dolng buslness at the "Contractor").I :(hereinafter orqanized under the\ï H¡S+\trttcC¡-t¡!r-¡-r n '\,J FU ER DEFINED TNCORPORATION OF ATTACH ]IIENTSAND INSURANCE EXHTBIT.The term "Agreement" as used throughout thls document shalrmean this document, and any and alf Scope of Services Attachments (hereinafter "Attachments") whlch describe the scope of services to be peformed. The Attachments arehereby incorporated into thls Agreement by this reference. It is recognlzed that the Contractor may request pollce servlces on several occasions, and therefore, while this main Agreement willonly be signed one time, there may be multiple Attachments to thls Agreement.This Agreementshall be enforceable with regard to each instance of work performed pursuant to eachAttachment. In the e vent of a conflict between the terms of this Agreement and anyAttachment, the terms of this Agreement shall prevall. The Insurance exhlblt as requlred by Sectlon IX of this Agreement shall also be incorporated íntothis Agreement as lf set forth herein in full. u. SCOPE OF SERVICES. Contractor deslres to utilize the servlces of a commissloned Kentpolice officer who wlll be dedicated to performing the servlces described in the Attachrnent(s) tothis Agreement. Police officers shall only be permitted to provlde pollce-related services during the performanceof the work called for herein, and Contractor shall not ask or soliclt such policè officers toperform work that ls not police-related. IrI. COST OF SERVICES AND PAVMENT A. Hourly Rate. Contractor shall pay to the Kent Police Department a sum for eachhour of worked performed by a commlssioned police officer. The Chlef of Políce or hls or herdesignee shall have the authority to determine the hourly rate that wlll be specifred in theAttachment. B. Four Hour Minimum Payment Requirement. There shall be a four (4) hourminlmum payment requlred for each instance that a police officer perforrns services under thisAgreement. Therefore, Contractor shall be requÍred to pay to Kent the greater sum of four (4) hours of work or the actual number of hours worked during each instanle that a police offièeiperfgllllg servic_e¡;, Eqr e¡e|Irp_le, !tÇq¡trcqlgr nsqdqtwo (Z) p_qlice officersto wo;k on the s¿medát àntt á[ ttre-iàmé t¡me Fói fwo (zl nou- ıi wìrli eáctr, ðónîråctoi w¡il ue requìiéã tò fay rent {9¡ four (4) hours for each pollce officer, for a total of eight (8) hours. If Coniractor näeds two(2) police offlcers for slx (6) hours each, Contractor shall pây-for six (6) hours for eách police offlcer for a total of twelve (12) hours C. Holiday Sh¡fts and Shifts in Excess of Ten Hours. Shlfts performed on holldaysshall be subject to an increased hourly rate that will be specified in the Attachment. Shifts that POUCE SERVICES AGREEMENT - I (Form venron: Lt2ot6l r. TERM tt last in excess of ten (10) hours will be subject to a hlgher hourly rcte 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 wlll be approximately at a rate of one and one-half (1.5) times the regular hourly rate charged on that day. The Contractor wlll 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 owlng for servlces performed. Contractor shall, withln fourteen (14) calendar days of receipt of such blll, pay the amount owlng to Kent. All payments shall be madé 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 wlthinthlrty (30) calendar days from the date shown on the involce as the "lnvolce date," a service charge of one percent (1olo) of the amount of the unpald balance on the account or two dollars ($2.00), whichever sum is greater, wlll be lmposed one (1) month from the date payment was due, and at the end of each succeeding monthly period, untll all past due amounts are paid in tult. 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 collectlon agency to collect outstanding debts, or it may seek collection by couft proceedings, which remedies shall be in additlon to all other remedies. At the dlscretion 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 calted for in this Agreement shall at all times be subJect to the rules, regulations, and policies of Kentand lts Police Department, and shall be requlred to follow the orders of supervisors and command staff, Contractor understands that pollce officers performlng services pursuant to this Agreement may, from time to time, be requlred to perform traditíonal police duties for the benefit of the greater public. Therefore, from time to time, police officers performlng services for Contractor may be reguired to respond to emergencies and abandon the services belng called for under this Agreement. In the event of thls occurrence, Contractor shall not be reliéved of provlding full payment; provlded, that in the event the interruptlon lasts longer that one half of one hour (1.e., more than thlrty (30) continuous minutes), Kent and Contractor will agree to an amount of a reduction ln the costs of services to account for the police officer's Hme not performing services under this Agreement. V. INDEMNIEICATION. A. General. Contractor shall defend, lndemnifo, and hold Kent, its officers, officials, employees, agents, and volunteers harmless from any and all clalms, injurles, damages, losses,or suits, lncluding all legal costs and attorney fees, arising out of or in connection with Kent,sperformance of thls Agreement, except for that portion of the injuries and damages caused by the sole negligence of Kent or its ofñcers or employees. POUCE SERVICES AGREEMENT. 2 (Fornì Verslon: t/2016) IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIF:ICATION PROVIDED HEREIN CONSTTTUTES THE CONTRACTOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. B. Indemnificatfon and the Public Duty Doctrine. Contractor understands that, pursuant to the legaf doctrine in Washlngton called the "public duty doctrlne," Kent, its police Department, and its officers and employees of the Kent Pollce Department, owe a general dutyto the publlc and not a speclfic duty of protection or care to the Contractor. Contractor understands that by enterlng lnto this Agreement, the Police Departmentt arid the poli¡e officer's duties remain to the public in general, and neither Kent, its Police Department, nor any of its offlcers 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 Pollce Department, or lts police officer owed any speclal duty toprotect persons or propefi or provide care for such persons or property or had any speclal relatlonship wlth the owner or any other person to protect persons or propefty. This Agreement shall in no way create a duty for Kent, lts Police Department, or any of its officers or employees where none prevlously existed. In the event Kent is sued, and a court determlnes that the publlc duty doctrine does not apply, or an exception to the public duty doctrine exists with relatlon to an injury to the person or property of any employee, subcontractor, guest, or other person on the premlses of Contractor, Contractor shall speclfically indemnify, hold harmless, and defend Kent, its Pollce 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 survlve the expiration or termination of this Agreement and the obligatlons contained therein will continue to apply beyond the provlslon of services called for in any Attachment. VI. PARTIES ARE INDEPENDËNT. The partles ãgree that nelther shall be considered an employee or agent of the other. Vlf. TERMINATfON' ALTERATION, OR RESCHEDULING. In the event Kent is unable to obtain the servlces of a Kent Police Officer to perform the servtces called for in the Agreement, Kent will contact Contractor, and advise Contractor that Kent ls unable to perform the services called for hereln. Notice by way of telephone, email, writing, or in-person shall be adequate notlce of such cancellation of services, and Kent shall not be liable for the cost of Contractor obtainlng 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 line 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 se¡r¡ices are provided at a later or rescheduled date and time. VIII. CONTRACTOR SHALL ABIDE BY LAWS AND SHALL NOT DISCRIMINATE. At all tlmes during Kent's performance of thls Agreement, Contractor shall abide by all laws and PoLIcE sERVIcEs AGREEMENT - 3 (Form vcrsron: r/2016) regulations appl¡cable to Contractor's business. Moreover, Contractor shall not, by reason ofrace, rellgion, color, sex, age, sexual orientation, natlonal origln, or the presence of any sensory,mental, or physical disabillty, dlscriminate agalnst any perion in violation of any laws of thèState of Washlngton or the United States. fX. INSURANCE. Contractor shall at all times during Kent's performance of the servlces called for ln this Agreement procure and maintain insurance of the types and in the amounts described ln Exhlblt A attached and lncorporated by this reference, X. CONTRACTOR'S BUSINESS PERFORMED AT ITS OWN RISK. Contractor shall take all nec€ssary precautlons and shall be responsible for the safety of lts employees, agents, guests, and all persons on Contractor's property and invitees at all times wndn a' poìlce ómcer ¡éperforming seruices pursuant to this Agreement. XT. MISCELLANEOUS PROVISIONS. A. Non-Waiver of Breach. The failure of Kent to instst upon strict performance ofany of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreernent in one or more instances shali not be construed to be a walver or relinqulshment of those covenants, agreements, or options, and the same shall be and remain infull force and effect. B. Resolution of Dlsputes and Governing Law. This Agreement shall be governed by and construed fn accordance with the laws of the State of Washington. If the pjrties are unable to settle any dispute, difference, or clalm arislng from the parties' pedormance of thisAgreement, the exclusive means of resolving that dispute, difference, or claim, shall only be byfiling sult exclusively under the venue, rïles, and jurlsdiction of the King County Superioi Court, Klng County, Washington, unless the partles agree in writing to an altemative ciispute resoluflonprocess. In any clalm or lawsuit for damages arising from the parties' peformance of this Agreement, each party. shall pay all its legal costs and attorney's fees lncurred ln defending orbrlnging such claim or lawsuit, including all appeals, in addition to any other recovery or awardprovided by law; orovlded, however, nothlng in thls paragraph shall be construed to limlt the Kent's right to lndemnlffcation under sectlon v,B. of this Agieement. C. Written Notice. All communications regarding this Agreement shall be sent to theparties at the addresses listed on the slgnature page of the Agreèrnent, unless notifled to thecontrary. Any written notlce hereunder shall become effective three (3) business days after thedate of .malling by registered or certified mall, dnd shall be deemed èufficiently glven if sent tothe addressee at the address stated in thls Agreement or such other addreis as may behereafter speciffed in wrlting. D. Assignment. Any asslgnment of this Agreement by either party without thewritten consent of the non-assigníng party shall be void. If the non-assignlng party gives itsconsent to any assignmenÇ the terms of this Agreement shall continue in full force and effectand no fu Ê[er assignment shall be made without additional wrltten consent. E. Modification. No waiver, alteration, or modification of any of the provisions of thisAgreement shall be bindlng unless in writlng and slgned by a duly autirorized iepresentative ofKent and Contractor. F. Entire Agreement. The wrítten provisions and terms of this Agreement, togetherwith any Exhiblts or Attachments attached hereto or referenced herein, shall-supersed'e all prlor POUCE SERVICES AGREEMENT - 4 (Form vc.lronr vzotilt verbal statements of any officer or other representatlve of Kent, and such statements shall notbe effectlve or be construed as entering into or forming a part of or altering in any manner thisAgreement. All of the above document: are hereby made a part of this Rg'reement. However,should any language in any of the Exhlbits or Attachments tó thls Agreemlnt confltct with anylanguage contalned in this Agreement, the terms of this Agreement ãnall prevail, Fufther, therepresentative signing this Agreement on behalf of Contractor swears and afflrms that he or sheis authorized to enter into this Agreement on behalf of Contractor and that action is binding onthe Contractor. G. Compliance wlth Läws. Contractor agrees to comply with all federat, state, andmunicipal laws, rules; and regulations that are now ãffect¡ve or ln tiie fútur¿ bê¿;mä ãpp¡ltaUfeto Contractor's business, equlpment, and personnel engaged in operations covered''by thlsAgreement or accruing out of the performance of those operat¡ons. H. Counterparts. This Agreement may be executed in any number of counterpafts,each of whlch shall constitute an original, and all of which will together constitute thls oneAgreement. IN WITNESS, the parties below execute thls Agreement, which shall becomecffective on the last date entered below. CONTRACTOR: By Prlnt DATE KENT: By (slgnaure) Print Name: Rafael Padllla- DATE 8-è7-/7 NOTICES TO BE SENT TO: coNrRAcron, ft.Ulat le Con$fui¡C,tron Attn r8 þqà lephone) (facsimile) NOTICES TO BE SENT TO¡ CITY OF KENT: sgt,SGT M Stansfleld City of Kent 220 Fourth Avenue South Kent, WA 98032 (253) 856- s809 (telephone) (253) 856-6802 (facsimile) POUCE SERVICES AGREEMENT - 5 (Form Vcmlon3 1/2016)