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HomeMy WebLinkAboutCAG2019-0341 - Original - Kent Youth and Family Services - Drug & Alcohol Prevention/Life Skills Classes - 08/20/2019KE T CONSULTANT S ERVICES AGREEM ENT between the City of Kent and I. DESCRIPTION OF WORK. consultant shall perform the following services for the city in accordance with the following describedpians and/or specifications: CONSULTANT SERVICES AGREEMENT - 1($20,000 or Less) Kent Youth and Family Services THIS AGREEMENT is made between the city of Kent, a wash¡ngton municipal corporat¡on (hereinafterthe "city"), and Kent Youth and Family services organiied under lhe faws oi the state of washington,located and doing business at 232 2nd Avenue sıuth. st". zor, Kent, wA 9g032 (hereinafter the"Consultant"). Kent Youth and Family Services will provide ongoing education classes for elementary andmiddle school aged youth on drug and alcohol preuentJon and life skills. Kent youth and FamilyServices will also prov-ide classes to 8ih grade students transition¡ng to high school. Classeswll also be offered to Kent School Dìstrict middle school staff oà signs or drug and alcohot usearnong youth' Hours of preparation, in person prepatory meetings, and coorãinat¡on of clasesare also included. consultant further represents that the services furnished under this Agreement will be performed ina.ccordance with generally accepted professional practices within the puget Sound region in effect at thetime those servlces are performed. rr' TIME oF coMpLETIoN. The paûies agree that work will begin on the tasks described lnsection I above immedíately upon the effectiv-e date of t-his Agreement. consultant shall complete the workdescribed ín Section I by September 29,2O20, I¡I. COMPENSATION. A' The City shall pay the Consultant, based on tíme and materials, an amount not to exceed$5,000, for the services described in this Agreement, This is the maximum amount to bepaid under this Agreement for the work dãscribed in section I above, and shall not beexceeded without the prior written authorization of the City in the form of a negotiated ðndexecuted amendment to this agreement. The consultant ágrees that the hourti or ¡ai Àtðcharged by it for its services contracted for herein shall rema¡ñ locked at the negotiated rate(sjfor a period of one (1) year from the effective date of this Agreement. the consultant's billingrates shall be as delineated in Exhibit A. B' The consultant shall submit monthly payment invoices to the City for work performed, and afinal bill upon completion of all services described ¡n this agreement, tne ðity shall [rovrdepayment -within forty-five (45) days of receipt of an invoicá ¡r tne city objecis to a¡' or anyportion of an invoice, ¡t shall notify the Coniultant and reserves tnaoitiorì to only pay thaiport¡on of the invoice not in dispute. In that event, the parfles will immediately mãúe;";teffort to setHe the disputed portion. Iv' INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship wlll be created by this Agreement. By their execution of this Agreement, and inaccordance with Ch' 51.08 RcW, the parties make the following representations: A' The Consultant has the ability to control and dlrect the performance and details of itswork, the City being interested only in the results obtained under this Agreement. B' The Consultant maintains and pays for lts own place of business from whichConsultant's seruices under this Agreement will be performed. c- The Consultant has an established and independent business that is ellgtble for abusiness deduction for federal income tax purposes that existed beforã the óityretained Consultant's services, or the Consultant is engaged ín an indepenoeÃtiyestablished trade, occupation, profession, or business oÍ t¡re same nature as thatinvolved under thls Agreement. D' The consultant is responsible for filing as they become due ¿ll necessary taxdocuments with appropriate federal and state agencies, including the Internal ReúenueService and the state Department of Revenue. E' The Consultant has registered ¡ts business and established an account with the stateDepartment of Revenue and other state agenc¡es as may be requlred by consultant'sbusiness, and has obtained a Unified Business Identifier iUat¡ numUer from the Stateof Washington. F. The consultant maintains a set of books dedlcated to the expenses and earnings of itsbuslness. v' TERMTNATTON. Either pafi may terminate this Agreement, with or without cE use, uponproviding the other par'cy thirty (30) days written notice at tts addiess set fórtn on the signature block ofthis Agreement' After termination, tlte city may take possession of all records and data within theconsultant's possession pertaining to this project, which måy be used by the city without restriction. If thecity's use of consultant's records or data is ñot relate¿ to tn¡s project. it shall 'be without liability or legalexposure to the Consultant. vr' DIscRrl'lrNATIoN. In the hiring of employees for the performance of work under thisAgreement or any subcontract, the Consultant, its subcontrãctors, or any person acting on behalf ol theconsultant or subcontractor shall not, by reason of race, religion, color, se*, agà,-i"xuàt or¡entation, nationalorigin, or the presence of any sensory, mental, or physical disãbility,'disc.¡m"inãte alainst any person whols qualified and available to perform the work to whiih the employrnent relates. Co"nsuttant shall executethe attached citv of Kent Equal Emplovment opportunity Policy óecìaration, complv witn ctry AdministrarivePollcy 1.2, and upon completion of the contractwork, fíle the attacne¿ Compliiícá statement, vrr' rNDEMNrFrcATroN. consultant. shall defend, indemnify and hold the City, its officers,offlclals, employees, agents and volunteers ha¡mless from any and all claims, in¡urùs, damages, losses orsuits, including all legal costs and attorney fees, arising ouî or or in connection with the consultant,spefformance of this Agreement, except ror that portion o-f me injuries and damages caused by the City,snegligence, The city's inspectlon or äcceptance of any of consultant's work when completed shall not be groundsfo avoìd any of these covenants of indemnification. Should a couft.of competent Jurlsdict¡on determtne that this Agreement is subject to RCW 4.24.7ts,then, in the event of liability for damages arising out of bodily tnJury to persons or damages to propertycaused by or resulting from the concurrent negligence of the ionsultant and the ctty, its oíficers, 'oniiiali employees, agents and volunteers, the Consulta-nt's liability hereunder shall be onlí to the extent of theConsu ltant's negligence. CONSULTANT SERVICES AGREEÍI4ENT - 2 ($20,0OO or Less) IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATIONPROVIDED HEREIN CONSTITUTES THE CONSULTANT'S WAIVER OF IMMUNITY UNDER INDUSTRIALiNSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Consultant refuses tender of defense in any suil or any claim, ¡t that tender was madepursuant to lhis indemnification clause, and if that refusal is subsequently determined by a court havingjurisdiction (or other agreed tribunal) to have been a wrongful refusal on the ConsulÉant's part, theñConsultant shall pay all the Clty's costs for defense, includlãg all reasonabie expert witness fees andreasonable attorneys'fees, plus the City's legal costs and lees incurred because there was a wrongful refusalon the Consultant's pðrt. The provisions of this section shall survive the explration or termination of this Agreement. VIII. INSURANCE. The Consultant shall procure and rnaintaín for the duration of the Agreement,lnsurance of the types and in the amounts described ln Exhiblt B attached and incorporated by thts ieference, IX. EXCHANGE OF INFORMATION. The City will provide its best efforts to provide reasonableaccuracy of any information supplied by it to Consultant for the purpose of compleilon of the work underthis Agreernent. X. OWNERSHIP AND USE OF RECORDS AND DOCUMENTS. Origlnal documents, drawings,designs, reports, or any other records developed or created under this Agreãment shall belong to a-ndbecome the property of the City. All records submitted by the City to the Coñsuttant will be safeguãrde¿ úVthe Consultant. Consultant shall make such data, documents, and files available to the City upoñ the CigÉrequest- The Consultant acknowledges that the City is a public agency subject to the public Recor¿s Áctcodified in Chapter42,56 of the Revised Code of Washington. As such,tne C-onsuttant agreesto cooperatefullywiththeCitylnsatisfoingtheCity'sdutiesandobllgationsunderthePublicRecordsÃct, TheCtti,su;eor reuse of any of the documents, data, and files created by Consultant for this project by anyoné otherthan Consultant on any other project shall be without liability or legal exposure to bonsultant. XI' CITY'S RIGHT OF INSPECTION. Even though Consuftant ls an independent contractor withthe authority to control and direct the performance and detalis of the work authorizeá under this Agreemeni,the work must meel the approval of the City and shall be subject to the City's general right of insþection tósecure satisfactory com pletion. XII. WORK PERFORMED AT CONSULTANT'S RISK. Consultant shall take all necessaryprecautions and shall be responslble for the safety of its employees, agents, and subcontractors in theperformance of the contract work and shall utilize all protection necessary for Inat purpose. All work shallbe done at Consultant's own risk, and Consultant shall be responslble 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' Recvclable Materials, Pursuant to Chapter 3.80 of the Kent City Code, the City requires ¡tscontractors and consultants to use recycled and recyclable products wheÅever practicable. A pricepreference may be availade for any designated recycled product, B. Non-Waiver ol Breach. The failure oF the c¡ty to insist upon strict pertormance of any of thecovenants and agreements contðined in this Agreement, or to exercise any option conferred 'by thisAgreement in one or rnore instances shall not be construed to be a waiver or relinquishment of thosecovenants, agreements or options, and the same shall be and remain in full force and effect, C. Resolution of Disputes and Governing l.êyt, This Agreement shall be governed by andconstrued in accordance with the laws of the State of Washington. lf tfre parties ur. ,nãble to settte anydispute, difference or cla¡m arising from the partles' performance of this Agreement, the exclusiv" reaniof resolving that dispute, ditference or claim, shall only be by fìling suit exclusively under the venue, rulesand jurisdiction of the King county Superior Court, King County, Washington, uníess the parties agree in CONSULTANT SERVICES AGREEMENT - 3 ($20,000 or Less) wrif¡ng to an alternative d¡spute resolution process. In any claim or lawsuit for damages arising from theparties' performance of this Agreement, each party shall pay all its legal costs and attorney's feãs incurredin defending or bring¡ng such claim or lawsuit, including all appeals, in addition to any oiher .ecovery oraward provided by law; orovided, however,-nothlng in th¡s paragraph shall be construed to limit the City,sright to indemnification under Section VII of this Agreement, D. Wrilçen Not¡ce. All communications regarding this Agreement shall be sent to the parlies atthe addresses listed o.n.the signature page of the Agieemeñt, unle-s notified to the contrary. Any writtennotice hereunder shall become effective three (3) business days after the date of mailing by regiátered orcertified mail, and shall be deemed sufficiently given if sent tothe addressee at the addiess staled in thisAgreement or such other address ðs may be hereafter specified in writing. E' Assign.menf. Any assignment of this Agreement by either party without the written consentof the non-assign¡ng party shall be void. If the non-assigning party gives its consent to any assignment.the terms of this Agreement shaf I continue in lull force anà effect and no further assignment shall be madewithout additional written consent. F ' Modification. No waiver, alteration, or modifìcation of any of the provisions of this Agreementshall bebinding unless in writing and signed by a dulyauthorized repreåentativeof the City and Consultant. G' Entire Aoreen0ent. The written provisions and terms ot this Agreement, together with anyExhibits attached hereto, shall supersede all prior verbal staiements of any oificer or othei representaüvåof the City, and such statements shall not be effective or be construed as entering into or rorming a part ofor altering in any manner this Agreement, All of the above documents are he-reby made a pãrt'of tnisAgreement' However, should any language in any of the Exhibfts to this Agreement conflict with anylanguage contâined in this Agreernent, the terms of tn¡s Agreement shall prevaii. . H. CompliQnce with Laws. The Consultant agrees to comply with all federal, state, and municipallaws, rules, and regulations that are now effective or in lhe future become applicable to Consultant'sbusiness, equipmenL, and personnel engaged in operations covered by this Agreernent or accruing out ofthe performance of those operations. I. Public Records Act, The Consultant acknowledges that the City is a public agency subject tothe Public Records Act codiÍied in Chapter 42.56 of the Revised Code of WashingtoÅ an¿ dotumånß,ïotes,emails, and other records prepared or gathered by the Consultant in its performãnce of thls Agreement maybe subJect to public revlew and disclosure, even if those records are not produced to or poslessed by theCity of Kent' As such, the consultânt agrees to cooperate fully with the City in satisfying the City,s dutiesand obligations under the Public Records Act, - l. Citv Business License Requteç|. Prior to commencing the tasks described in Section I,Contractor agrees to provide proof of a current city of Kent business licãnse pursuant to Chapter 5.01 of théKent City Code. // t/ il /t t/ /t K' CQunterparts and Signatures b.y Fax or Email. This Agreement may be executed in anynumber of counterparts, each of which shall constitute an original, and all of whlch wiil together constitutethis one Agreement. Fufther, upon executing this Agreement, either party may deliver thã signature page CONSULTANT SERVICES AGREEMENT . 4 (Í20,OOO or Less) to the other by fax or email and that signature shall have the same force and effect as if the Agreementbearing the original signature was receivãd in person. . IN-WrTNESS, thc parties betow execute this Agreement, which shalt become effectivc onthe last date entered below. All acts cons¡stent with-the authority of this Agreement and priorto its effective date are ratified and affirmed, and ürelä-rms of the Agreement shall be deemedto have applicd. CONSULTANT: in, a-) (title) Its: By DATE Print N By CITY OF KENT: DATE (signature) Rafael Padilla Chief of Poltce Print Name: Its: Kent Youth and Family Services 232 2rd Avenue South, Ste, 201 Kent, WA 98032 253-859-0300 253-859-0745 (telephone) facslmil NOTICES TO BE SENT TO: CONSULTANT: Sara Wood City of Kent 220 Fourth Avenue South Kent, WA 98032 NOTI CES TO BE SENT TO; (253) 8s6-s8s6 (telephone) 5 856- CITY OF KENT: mile CONSULTANT SERVICES AGREEMENT. 5($20,000 or Less) 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 úork with relation to thisAgreement shall comply with the regulations of tirä city's equal employment opportunity policies. The following questions specifically identify the requirements the city deems necessary for anycontractor, subcontractor or supplier on this specífic Agreement to adhere to. An affirmativeresponse is required on all of the following questions forlh¡s Agreement to be valid and binding,If any contractor, su.bcontractor or supplier willfully misrepreseñts themselves with regard to thedirectives outlines, it will be considered a breach of contract and Ít will be at the city,s soledetermination regarding suspension or termínation for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative polÍcy number 1.2. 2' During the tíme of this Agreement I will not discrirninate in employment on the basis of sex,race, color, national origin, age, or the presence of all sensory, méntal or physical disability. 3' During the time of this Agreement the prime contractor will provide a written statement toall new employees and subcontractors indicating commitment as an equal opportunityemployer. 4' During the time of the Agreement I, the prime contractor, will actively consider hiring andpromotion of women and minorities. 5' Before acceptance of this Agreement, an adherence statement will be signed by me, the llil: Contractor, that the Prime Contractor complied with the r."qrir"rnunts as set forthaoove. By signing below, I agree to fulfill the five requirements referenced above. /f,*-r¿By; For )/n /), ¿t? Title Date EEO COMPLIANCE DOCUMENTS - 1 CITY OF KENT ADMINISTRATIVE POTICY NUMBER: T.2 EFFECTIVE DATE: January 1, 1998 SUBJECT:MINORITY AND WOMEN CONTRACTORS SUPERSEDES: April 1, 1996 APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the city of Kent will conform to federal and statelaws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equalemployment opportunity within their organization ano,'if holding ngráementi with the öityamounting to $10,000 or more within any gíven year, must take thðfolì-owing affirmative steps: Províde a written statement to af I new employees commitment as an equal opportunity employer. and subcontractors indicating 2, Actively consider for promotion and advancement available minorities and women, Any contractor, subcontractor, consultant or supplier who willfully disregards the City,snondiscrimination and equal opportunity requirements shall be consfdeied in breach of contractand subject to suspension or termination for all or paft of the Agreement. Contract Compliance officers wíll be appointed by the Directors of planning, parks, and public Works Departments to assume the following duties for theÍr respective deparirnents. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to theseregulations are familìar with the regulatíons and the City's equal'employment opportun¡typolicy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidetínes, 1 EEO COMPLIANCE DOCUMENTS - 2 CITY OF KENT EQUAL EMPTOYMENT OPPORTUNITY COiIPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of thís project by the Contractor awarded theAgreement. l, 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 onthe (date) between the firm I represent and the City of Kent, I declare that I complied fully wlth all of the requirements and oblígations as ou¡ined in the City of Kent Adminístratlve Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was pan of the before-mentioned Agreement, By For: Title: Date EEO COMPLIANCE DOCUMENTS - 3 Exhibit A Hourly rate: Number of schools: Total Hours: Total Contract: $40.00 per hour 2 elementary/middle schools 125 hours Not to exceed 95,000 $5,000 - paid for viä STOP Grant To be reimbursed at .57 cents per mileMileage: Classes wíll include 8th grade transition to high school education, training for Kent School District staff on youth drug/alcohol use, elementary school education, and affected others groups at middle schools. EXHIBIT B INSURANCE REQUIREMENTS FORCONSULTANT SERÙICES AGREEMEÑTS fnsurance The Consultant shall proc-ure and maintain for the duratÌon of the Agreement,insurance ggaínst claims for.injuries to persons or ¿àmáéô to prope"rty wÁi¿h'rnay arise from or in connection with th'e performance of"the vüorÈ heieunderby.the Consultant, their agents, representativàs, èmftoyeis orsubcontractors. A. lt4inimum Scope of Insurance consultant shall obtaín insurance of the types described below: 1. Autoqoþile L¡aþilily insurance covering all owned, non_owned, hired and leased vehicles. coferaqe shall'be writtenon Insurance Services Office (ISO) form in OO 01 or asubstitute fo.rm providing.equivarent tiauitity coverage. Ifnecessary,,the policy shall be endorsed to irovide " contractual liability coverage, ral insurance shall be written onISO occurrence CG 00 01. The Ci ty shall be named asan Additional Insured under the Cons ultant's Commercial nce policy with res pect to the work using ISO additio nal insured 11 85 or a substitute endorsementproviding equivalent coverage 2 coverage as required b y theIndustrial Insurance ws of the State of Washi ngton B. Minimum Amounts of tnsurance Consultant shall maintain the following insurance limits: 1. Agtomobíle Liaþility insurance with a minimum combinedgilqtg^ti1it^for bodity. injury and property damage of $ 1,000,000 per accÍdent. jnsurance shall be written withlimnoess than ,000,000 each occurrence, $4,000,000general aggregate. General Liability insura performed for the City endorsement CG 20 10 2 EXHIBIT B (Continued) C. Other Insurance provisions 3. The City of Kent shall be named as an a dditional insured on all policies(except Professional Liabil ity) as res pects work performed by or on behalfof the Consultant and a copy of the endo rsement na ming the City asadditional insured shall be attached to the The The insurance policies are to contain. or be endorsed to contain. the followinoprovisions for Automobire Liability an¿ cornmercial ceneiãl liuoiritvinsurance: 1. The consultant's insurance coverage shall be primary insurance asrespect the city.. Any,Insurance, sãlf-insurance, oi ¡Åsurance poòicoverage maintain.ed by the city shall be excess of the consuttant,sinsurance and shall not contribúte with it. 2. The Consultant's insurance shall be endorsed to state that coverage shallnot be canceiled ¡v çilfrer pa|1y, excepr aner irrirti rsOl ¿uyr ¡;ùï - - written notice by certífied mail, ieturn rece¡pt reqüeè[eá, rrlïúéen givento the City. City polic resp reserves the right to receive a certifÍ ed co of all requ rnSura nceies. The Consultant's Cornmercial Genera ability insurance shall pv IL¡also contain a clause stati ng that covera ge shall apply separa tely to eachtnsured against ects to the I whom claim is made or suit is bro ught. except withimits of the insurer's liability D. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of notless than A:VII. E. Verification of Coverage consultant shall furnish the city with oríginal certificates and a copy of theamendatory endorsements, inciuding bu[ not necessãiilv ririte¿ tö îneadditional insured endorsement, evíãencing ttre inJranå. requiremenis ofthe Consultant before commencement of tñe wort. F. Subcontractors Consultant shall ínclude all subcontractors as ínsureds under its policies orshall furnish separate ceftificates and endorsements for each subcontractor.All coverages for subcontractors shall be subject to all of the same insurancerequirements as stated herein for the Consultant.