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HomeMy WebLinkAboutCity Council Committees - Parks and Human Services Committee - 05/04/2023 (2) 4^* Parks and Human Services • Committee KEN T Thursday, May 4, 2023 WASH I NGTON 4:00 PM Chambers To listen to this meeting, call 1-888-475-4499 or 1-877-853-5257 and enter Meeting ID 838 1479 4289, Passcode 929221 Chair Zandria Michaud Councilmember Satwinder Kaur Councilmember Toni Troutner ************************************************************** Item Description Action Speaker Time 1. Call to Order Chair 2. Roll Call Chair 3. Agenda Approval Chair 4. Business Chair 1. Approval of Minutes Approval of March 2, 2023 YES Chair 01 MIN. Minutes 2. Kent Senior Activity Center YES Cindy Robinson 05 MIN. Lunch Program Caterer Contract 3. Agreement with EarthCorps YES Bryan Higgins 05 MIN. for Mill Creek Canyon Trail Repair 5. Adjournment Chair The public may submit written public comments that relate to a committee agenda item by emailing: cityclerk@kentwa.gov by 3:30 p.m. on the day of this committee meeting. After 3:30 p.m., written public comments may only be submitted in person by presenting them to the committee secretary at the public meeting. Written public comments that do not relate to a committee agenda item are not permitted. Written public comments are not read into the record. Unless otherwise noted, the Parks and Human Services Committee meets at 4 p.m. on the First Thursday of each month in City Council Chambers, 220 Fourth Avenue South, Kent WA 98032. Parks and Human Services Committee CC Parks May 4, 2023 Regular Meeting For additional information, contact Ronald Lashley via email at Rlashley@kentwa.gov or call 253-856- 5101. Any person requiring a disability accommodation should contact the City Clerk's Office at 253-856- 5725 in advance. For TDD relay service call Washington Telecommunications Relay Service at 7-1-1. Pending Approval Parks and Human Services KENT Committee W—...... CC Parks Regular Meeting Minutes March 2, 2023 Date: March 2, 2023 Time: 4:00 p.m. Place: Chambers Members: Zandria Michaud, Chair Satwinder Kaur, Councilmember Toni Troutner, Councilmember Agenda: 4- 0 1. Call to Order 4:00 p.m. 0 2. Roll Call a Q Attendee Name Title Status Arrived Zandria Michaud Chair Present a 0 Satwinder Kaur Councilmember _Absent _ Toni Troutner Councilmember Present N 0 N 3. Agenda Approval N 4. Business 4- 0 A. Approval of Minutes Approval of Minutes dated February 2, 2023 MOTION: Move to approve the Minutes dated February 2, 2023 ai RESULT: APPROVED [UNANIMOUS] r MOVER: Toni Troutner, Councilmember SECONDER: Zandria Michaud, Chair Q AYES: Michaud, Troutner v, a� r B. 2023-2024 4Culture Sustained Support Award - Informational = C. 2023-2027 City Art Plan - Adopt MOTION: I move to adopt the 2022-2027 City Art Plan. ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page I of 3 Packet Pg. 3 Parks and Human Services Committee CC Parks March 2, 2023 Regular Meeting Kent, Washington Minutes ......................................................................................................................................................................................................................................................................................................._............................................................................................................................................................................................................... RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 3/7/2023 7:00 PM MOVER: Zandria Michaud, Chair SECONDER: Toni Troutner, Councilmember AYES: Michaud, Troutner D. Community Development Block Grant 2023 Annual Action Plan - ARRrove MOTION: I move to approve the Community Development Block Grant 2023 Annual Action Plan, including funding allocations and contingency plans and authorize the Mayor to execute the appropriate certifications and agreements subject to final terms and 4- conditions acceptable to the Parks Director and City Attorney. 0 0 RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 3/7/2023 7.00 Q PM �- MOVER: Toni Troutner, Councilmember a SECONDER: Zandria Michaud, Chair c AYES: Michaud, Troutner M N E. King County Parks Capital and Open Space Program - Capital Project N Grant Agreement (Morrill Meadows Park) - Authorize N MOTION: I move to accept grant funds in the amount of $500,000.00 M from the King County Parks Capital and Open Space Program for the - Morrill Meadows Park Renovation Project, amend the budget, authorize expenditure of funds, and authorize the Mayor to sign all ; necessary agreements and other documents, subject to terms and conditions acceptable to the Parks Director and City Attorney. 0 RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 3/7/2023 7:00 PM MOVER: Zandria Michaud, Chair Q SECONDER: Toni Troutner, Councilmember AYES: Michaud, Troutner E F. King County Parks Capital and Open Space Program - Capital Project Grant Agreement (Salt Air Vista Park) - Authorize MOTION: I move to accept grant funds in the amount of $338,000.00 from King County Parks Capital and Open Space Program for the Salt Air Vista Park Renovation Project, amend the budget, authorize expenditure of funds, and authorize the Mayor to sign all necessary agreements and other documents, subject to terms and conditions acceptable to the Parks Director and City Attorney. ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 2 of 3 Packet Pg. 4 Parks and Human Services Committee CC Parks March 2, 2023 Regular Meeting Kent, Washington Minutes ......................................................................................................................................................................................................................................................................................................._............................................................................................................................................................................................................... RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 3/7/2023 7:00 PM MOVER: Toni Troutner, Councilmember SECONDER: Zandria Michaud, Chair AYES: Michaud, Troutner G. King County Parks Capital and Open Space Program - Capital Project Grant Agreement (Regional Trails Enhancement Project) - Authorize MOTION: I move to accept grant funds in the amount of $206,437.00 from the King County Parks Capital and Open Space Program for the Regional Trails Enhancement Project, amend the budget, authorize expenditure of funds, and authorize the Mayor to sign all necessary - agreements and other documents, subject to terms and conditions acceptable to the Parks Director and City Attorney. o L Q RESULT: RECOMMENDED TO COUNCIL [UNANIMOUS]Next: 3/7/2023 7.00 Q PM a MOVER: Zandria Michaud, Chair c SECONDER: Toni Troutner, Councilmember v AYES: Michaud, Troutner c N 5. Adjournment p.m. N X&Yw &La%h 4- Committee Secretary a� a� r a a� Q a� r c ......................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................... Page 3 of 3 Packet Pg. 5 4.2 PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5100 DATE: May 4, 2023 TO: Parks and Human Services Committee SUBJECT: Kent Senior Activity Center Lunch Program Caterer Contract MOTION: I move to authorize the Mayor to sign the Food Service Agreement with Aladdin Food Management, in an amount not to exceed $200,000, subject to final terms and conditions acceptable to the Parks Director and City Attorney SUMMARY: Recreation Senior Activity Center requests approval of the Senior Activity Center, Lunch Caterer Contract for one year. The lunch program served more than 12,500 members of the senior community in 2022. For many individuals, this is the day's primary, if not only, meal. The lunch program has been a vital part of the Senior Center program for more than 30 years. BUDGET IMPACT: This program and expense is budgeted within the General Fund, Kent Parks, Senior Activity Center operating budget. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Inclusive Community - Embracing our diversity and advancing equity through genuine community engagement. ATTACHMENTS: 1. Senior Activity Center Lunch Program Contract (PDF) Packet Pg. 6 4.2.a FOOD SERVICE AGREEMENT This Food Service Agreement is made and entered into by and between the City of Kent, a Washington municipal corporation, for the Kent Senior Activity Center ("Client"), and Aladdin Food Management Services, LLC, organized under the laws of West Virginia, with a principal office located at 2400 Ansys Drive, Suite 404, Canonsburg, PA 15317 ("Company") (collectively "the Parties"). m as c� 1. TERM AND INTENT U L 1.1 Client grants Company the exclusive right to provide Food Service, to operate the Food Service c Facilities,and to provide to Client,faculty,staff, students,guests and other persons at the Premises a such Food Service and Products. U c 1.2 This Agreement shall commence on February 18, 2023 (the "Commencement Date") or sooner if J mutually agreed upon in writing by both of the Parties. The Agreement will remain in effect g through February 17, 2024. The Agreement shall renew for additional one-year (1) periods upon execution of mutually agreed upon addendum, unless either party provides written notice of ;, termination to the other party at least sixty (60) days prior to the expiration date or unless this Agreement is otherwise terminated as set forth herein. U Q L 0 2. DEFINITIONS Cn 2.1. Accounting Period. Company's accounting calendar is based on an accounting cycle consisting of Y three (3) rotational periods of four (4) weeks, four (4) weeks, five (5) weeks. 0 2.2. Agreement. In order of precedence: (i) this Food Service Agreement, Exhibits and Schedules, as Iq amended and, where specifically included by reference, (ii) the Company's Proposal (iii) the r Solicitation. M L 2.3. Charge. A reasonable allocation established by Company and applied on a consistent basis to 0 Company's Client accounts for the expenses in question. U 2.4. Food Preparation Equipment. Equipment or appliances reasonably necessary for Food Service E L including, without limitation, stove, oven, sink, refrigerator, microwave, mixer, steamer, slicer, o freezer and fire extinguishing equipment that is in good condition and of a commercial grade. a 2.5. Food Service. Operations and Products to be provided by Company in accordance with this Agreement related to the preparation, service and sale of food, beverages, goods, merchandise and other items at the Premises. a� r 2.6. Food Service Facilities. Space for Company to prepare and perform Food Service at the Premises m including, without limitation, kitchen, dining, service, office and storage areas. r 2.7. Governmental Rule. Any statute, law, rule, regulation, ordinance or code of any governmental entity (whether federal, state, local or otherwise). a 2.8. Office Equipment. All office items reasonably necessary for Company staff to perform office- `o related functions at the Premises including, without limitation, furniture (e.g. desk, chair, file cabinet), equipment (e.g. computer, phone, data/high speed internet lines), parking spaces and U) locker/break room facilities. m 2.9. PCI Standards. All rules, regulations, standards or guidelines adopted or required by the Payment Card Industry Security Standards Council relating to privacy, data security and the safeguarding, disclosure and handling of Payment Instrument Information. a Page 1 of 11 Packet Pg. 7 4.2.a 2.10. Premises. The Client's food service facility located at 600 East Smith Street, Kent, Washington 98030. r 2.11. Products. Food, beverages, goods, merchandise, and supplies. M 2.12. Proprietary, Confidential and Trade Secret Information. Items used in Company Food Services o (owned by or licensed to Company) including, without limitation, menus, signage, surveys, Software(i.e. menu systems,food production systems,accounting systems), recipes, management guidelines and procedures, operating manuals, personnel information, purchasing and distribution v practices, pricing and bidding information, financial information, provided, however that the E following items are specifically excluded: (i) information generally available to and known by the c public or (ii) information independently developed or previously known by the Client. a 2.13. Servicewares. Items used in the service of food and beverages including, without limitation, chinaware, glassware, silverware. J 2.14. Smallwares. Items used in the preparation of food including, without limitation, pots, pans and kitchen utensils. 2.15. Supervisory Employee. Those persons who have directly or indirectly performed management or v professional services on behalf of Company for the Client at any time during this Agreement including, without limitation, any corporate employee, manager, assistant manager, chef, lead Q cook or dietitian. L 0 2.16. Utilities and Amenities. All utilities reasonably requested by Company to provide Food Services at the Premises including, without limitation, heat, hot and cold water, gas, refrigeration, lights, Cn electric current, ventilation, air conditioning, recycling, cooking waste removal, hazardous waste Y removal,garbage removal services, exterminator services,telephone services, internet access,and 0 sewage disposal services. `* M r 3. FOOD SERVICES M L 3.1 Food Service. Company will oversee Food Services at the Premises which shall include, without v limitation, preparation and service of food and beverages to Client's employees, staff and guests. E 3.2 Program Specifications. Company shall provide service of one meal per day, five days per week 0 0 (Monday through Friday) to Client's staff, guests, and others as designated by the Client. a A. Menus. Company reserves the right to make changes to items and portion sizes on an ongoing basis. Significant changes to portion sizes or offerings must be approved in writing by the Client J prior to implementing such changes. B. Locations. Company shall operate and manage Food Services at the Premises and locations as the Client and Company mutually agree. v C. Hours. Company shall provide necessary Food Services for the weekly lunch program and other special events at such hours as the Client and Company mutually agree. 3.3 Purchasing. Company shall purchase those Products and supplies necessary to comply with c Company's obligations as set forth in this Agreement from Company's approved vendors that meet Company's guidelines and requirements. U) 3.4 Inventory. Company will purchase and own all inventories of food, beverages, and supplies. Upon termination of this Agreement for any reason, at Company's option, (i) Company may remove and E retain any remaining Product inventory or (ii) Client may elect to purchase from Company, at Company's invoice cost, any remaining Product inventory. a Page 2 of 11 Packet Pg. 8 4.2.a 3.5 Cleaning. Company and Client shall be jointly responsible for housekeeping and sanitation in the food preparation, storage and service areas of Premises. Company shall perform routine cleaning r U and housekeeping in the food preparation and service areas. Client shall perform major cleaning including, without limitation, stripping and waxing floors, cleaning walls, windows, fixtures, o ceilings, electric light fixtures, grease traps, hoods and vents, duct work, plenum chambers, pest control and roof fans throughout the Food Service Facilities as defined herein. Client shall be responsible for setting up and cleaning the Premises for functions not managed by Company, in v addition to any related charges. Client shall be responsible for removal of refuse from the E collection areas and all refuse removal charges. c L a. 4. EMPLOYEES U 4.1. Employees. Company shall hire employees necessary for its performance of this Agreement. Persons employed by Company will be the employees of Company and not of Client. Company's employees and agents shall comply with applicable rules and regulations concerning conduct on U the Client's premises which the Client imposes upon its employees and agents provided such rules and/or regulations are not in violation of any federal, state, and/or local laws. Client agrees to provide Company notice of any proposed changes in rules, at least thirty (30) days prior to Q implementation. Company will consider Client's written requests to remove Food Service E employees, provided such requests are non-discriminatory and comply with all laws and regulations in governing employment. 4.2. Wages and Hours. Company shall comply with all applicable federal, state and local laws and Y regulations pertaining to the wages and hours of employment for Company's employees. Client LO shall comply with all applicable federal,state and local laws and regulations pertaining to the wages and hours of employment for Client's employees. 4.3. Payroll Taxes. Company shall be responsible for all withholding and payroll taxes relative to Company's employees. Client shall be responsible for all withholding and payroll taxes relative to 0 Client's employees. E 4.4. Background Checks. Company shall conduct necessary background checks as required by law. 0 4.5. Equal Opportunity and Affirmative Action Employer. Company abides by the requirements of 41 a CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities, J and prohibit discrimination against all individuals based on their age, race, color, religion, sex, a_ sexual orientation or national origin. Company employs and promotes individuals without regard to age, race, color, religion, sex, national origin, protected veteran status or disability. Company v shall execute the attached City of Kent Non-Discrimination Policy Declaration (Exhibit A) and comply with the attached City Administrative Policy 1.2 (Exhibit B). a L 0 S. PREMISES, FACILITIES, UTILITIES AND EQUIPMENT 5.1 Premises. The Premises shall be in good condition and maintained by the Client to ensure c compliance with applicable Governmental Rules and to enable Company to perform its obligations E hereunder. Client shall be responsible for any modifications or alterations to the workplace or the a Page 3 of 11 Packet Pg. 9 4.2.a Premises necessary to comply with any applicable Governmental Rules. Company shall have no obligation to maintain or repair the Premises. 5.2 Equipment. Without limiting the foregoing, Client shall permit Company to use all of the Client's M Food Preparation Equipment in the performance of Food Service. The Food Preparation o Equipment provided by Client shall be commercial grade, in good condition and shall be maintained, repaired and replaced by Client to permit the performance of the Food Service and to ensure compliance with applicable Governmental Rules. Company and Client shall inventory v Client's current Equipment within thirty (30) days after the Commencement Date. Company shall E take reasonable care of all Food Preparation Equipment under its custody and control, provided c that the foregoing shall not limit Client's obligation to maintain, repair and replace (as necessary) a the Food Preparation Equipment. Company shall give notice to Client of any requested repairs or M replacements that are reasonably necessary for Company to perform its duties under this J agreement. If Client fails to make necessary repairs or replacements within a reasonable time of receiving this notice, any subsequent nonperformance by Company as a result of inadequate equipment shall be excused until necessary repairs or replacements are made. v 5.3 Facilities, Utilities. At its own expense, Client shall maintain, repair, replace, and keep in safe operating condition said Facilities and Utilities, to permit the performance of the Food Service and Q to ensure compliance with Governmental Rules. o 5.4 Smallwares and Servicewares. At its own expense, Client shall furnish Company with the appliances, wares and equipment reasonably requested by Company including all Cooking Cn Equipment, Smallwares and Servicewares. Y 5.5 Computer Equipment. 0 A. Internet Access. If Company is to implement a point-of-sale system, Client shall either allow Iq Company to use Client's point-of-sale-system ("POS System") and required internet access or, r in the alternative, shall provide and maintain the system requirements necessary for Company L to install and maintain its own POS System. To the extent Company installs and maintains its c own POS System, Client shall provide electrical outlets and wireless IP network connectivity 0 terminating in necessary cabling connection between the cash registers, the time-clocks, the E L foodservice office and Company's router. Client shall allow Company and the internet provider o physical access to the area where a high-speed internet connection will be installed, and shall a permit Contractor's installation of a router and dedicated high-speed internet circuit with full administrative control to establish a connection between the foodservice office, workstations J (if any) and Company's network. , B. Software. Company will license products, software and maintenance for use in providing services in accordance with this Agreement. Company has procured a license to access and r use Company's centralized Nutritional Database ("NDB") for nutritional analysis, menu > planning and other operational purposes for Client's Premises. Client agrees that all software a associated with the operation of the Food Service, including without limitation, the NDB, food `o production systems, and accounting systems, is owned by or licensed to Company. Client's a access or use of such software shall not create any right, title, or copyright in such software. Upon termination of this Agreement, Client shall have no right to access or retain any Company E software or Confidential Information produced by that software. C. Credit Card Processing. If requested by Client, Company will accept and process credit card payments for sales of food, beverage, goods, merchandise and services in the Food Service a Page 4 of 11 Packet Pg. 10 4.2.a operation. If Company processes credit card transactions using equipment solely provided by Company, then Company will be responsible for compliance of its equipment in accordance with PCI Standards. If Company uses computers, software, network equipment ("Systems") or 2 other property of Client to process credit card transactions, then Client will be required to 0 provide Systems that fully support PCI standards and requirements or reimburse the Company for the acquisition of Systems that sufficiently meet the requirements of current PCI Data Security Standards. In that case, if Company is considered the "merchant of record", Client will v provide Company with a certificate of compliance if requested by Company. E L O 6. LICENSES, PERMITS AND TAXES a U 6.1 Licenses and Permits. Company shall procure, maintain and post the food licenses and permits as 0 required by law. Client represents and warrants that it has and will maintain all other licenses and permits necessary to operate the Premises and the Food Services. The Client agrees to notify Company immediately upon receiving notice of loss of any such permit or license. v 6.2 Taxes. Company shall be responsible for collecting and remitting sales tax on applicable sales collected by Company. Unless Client provides documentation of Client's federal and state tax- Q exempt status to the Company's sole satisfaction, Client shall reimburse Company for state and o local sales tax on the full amount of charges and fees billed to the Client. Client shall secure and pay all federal, state and local property, excise and income and other taxes and fees required for Cn the Premises and resulting from the Food Services provided for hereunder. Client shall Y immediately pay for any tax assessments including interest, penalties, costs and expenses, which are assessed against the Food Service operation and were not in effect as of the Commencement LO Date or were owed but unpaid as of the Commencement Date. Client shall notify Company promptly should its sales tax status be changed. L ++ 7. FINANCIAL ARRANGEMENTS 0 E 7.1 Pricing Structure. Company shall charge and Client shall pay eight dollars and fifty cents ($8.50) 0 per meal. Total payments shall not exceed two hundred thousand dollars ($200,000.00) under this a Agreement. 7.2 Payments Due and Late Payment Penalty. Company shall issue an invoice at the end of each week 0 (which shall run Saturday through Friday) showing the amounts due. Client shall pay the full invoice amount within fourteen (14) days from the issuance of the invoice. Payment Method shall be electronic via AFT/ACH transfer or another acceptable electronic method agreed upon between v r the parties. In the event payment is not made within thirty (30) days of the due date, the invoice •� will be subject to a finance charge of eighteen percent (18%) per annum or, if less, the maximum a amount permitted under applicable law. The right of Company to charge the finance charge shall `o not be construed as a waiver of Company's normal entitlement to receive timely payment as set r- forth herein. U) 7.3 Right to Offset. In the event that Client is more than thirty (30) days past due on any obligations to Company, Company shall have the right to offset, from any other sums owed by Company to E Client, all or any portion of such outstanding receivables. Additionally, Company shall have the c right, at Company's option, at any time that Client is over thirty (30) days past due on any a Page 5 of 11 Packet Pg. 11 4.2.a obligations require that Client pay, on a prebilling basis, at least one week in advance of each Accounting Period, the estimated amount due Company for that Accounting Period. The estimated amount shall be adjusted and reconciled to the actual amount in the next prebilling M invoice, or if Client is no longer past due on its obligations to Company, with the next invoice due o hereunder. Further, Company shall have the right to immediately adjust hours, retail prices, labor and menu offerings to further off-set any losses. 7.4 Change in Conditions. The financial terms set forth in this Agreement, and all other obligations v assumed by Company hereunder, are based on conditions in existence on the date Company E commences operations including, without limitation, population; labor costs; applicable c Governmental Rules; food and supply costs; provision of equipment and utilities; state of the a Premises; and federal,state and local sales, use and excise taxes (the "Conditions"). Further, Client acknowledges that in connection with the negotiation and execution of this Agreement, Company J has relied upon Client's representations regarding existing and future conditions (the "Representations"). In the event of change in the Conditions, inaccuracy of the Representations, or if Client requests any significant change in the Food Services as provided under this Agreement, the financial terms and other obligations assumed by Company may be changed by amendment of this Agreement through mutual written consent of the parties. Q 7.5 Future Pricing. Pricing adjustments shall be made on an annual basis and shall be agreed upon by o the parties at a rate no less than the greater of: three percent (3%) or the most recently released E U.S. Department of Labor Consumer Price Index, All Urban Consumers, National Average Cn Unadjusted, Food Away From Home. Up to ninety (90) days prior to the anniversary of the Y Commencement Date, Company shall provide Client notification of the adjustment to the Fee(s). Company proposed adjustments shall go into effect upon execution of mutually agreed upon LO addendum to this Agreement unless the Parties have entered into a written agreement with an r alternative cost adjustment. L 7.6 Attorneys Fees and Costs. Client shall pay all costs of collecting any amount due Company, c including attorney's fees and all costs and other expenses incurred by Company in collecting an 0 indebtedness of Client due to Client's failure to make payment under the terms of this Agreement. E L This provision shall survive the termination of the Agreement. 0 L Q. 8. TERMINATION OF THE AGREEMENT. 0 J 8.1 Termination for Non-Performance. If either party refuses, fails or is unable to perform or observe any of the terms or conditions of this Agreement for any reason other than for Excused Performance as set forth in this Agreement, the party claiming such deficiency shall provide the v breaching party written notice of any such breach. If the breaching party remedies such breach within (i) three (3) days in the case of failure to make payment when due, (ii) fifteen (15) days in a the case of any other breach, or (iii) a reasonable time where cure is not possible within fifteen `o (15) days (collectively the "Notice Period"),the notice shall be null and void. If the breaching party r_ fails to remedy the breach within the Notice Period, the party giving notice may cancel the U) Agreement after the end of the Notice Period. 8.2 Termination for Financial Insecurity. If either Party makes an unauthorized assignment for the E benefit of creditors,files a petition under the bankruptcy or insolvency laws of any jurisdiction, has a or suffers a receiver or trustee to be appointed for its business or property, or is adjudicated a a Page 6 of 11 Packet Pg. 12 4.2.a bankrupt or an insolvent,the other party may terminate the Agreement with three(3) days' notice. Provided, however, that Client agrees to provide Company thirty (30) days' notice before filing a petition for bankruptcy. M 8.3 Voluntary Termination. At any time after one year of service, either Party may terminate this o Agreement with or without cause by written notice to the other party given not less than thirty (30) days prior to the effective date of termination. 8.4 Steps Upon Termination. Upon the termination or expiration of this Agreement, Company shall v vacate the Premises occupied by Company and shall remove its own equipment and return E equipment furnished by Client pursuant to this Agreement. Upon termination of this Agreement, a, 0 Company shall surrender the then-current Food Preparation Equipment to Client in the condition a as it was delivered on the Commencement Date (or, if later, in the condition in which such Food Preparation Equipment was placed into service), excepting ordinary wear and tear, damage J resulting from Client's failure to maintain the Food Preparation Equipment and other damage (including damage caused by force majeure) for which Company is not responsible hereunder. 8.5 Continuing Obligations. The termination of this Agreement shall not affect the rights, privileges, v or liabilities of the Parties as they exist as of the effective date of termination. All outstanding amounts owed to Company shall become due and payable immediately upon termination. If, at Q Client's request and with Client's written permission, Company enters into agreements with one o or more third parties in connection with its management of Client's Food Service operations (collectively, "Third Party Agreements"), Client agrees, at Client's sole cost and expense, to: (i) Cn assume and undertake (or cause to be assumed and undertaken by the Food Service provider Y succeeding Company) all responsibilities of Company under all Third Party Agreements from and after the date this Agreement expires or is earlier terminated; (ii) release Company from all liability LO associated with such Third Party Agreements from and after the date this Agreement expires or is r earlier terminated; and (iii) bear all liability and responsibility with respect to any costs, fees and L other charges associated with termination of such Third Party Agreements. This Paragraph shall c survive the termination or expiration of this Agreement. 0 E 0 L 9. INDEMNIFICATION; INSURANCE o L 9.1 Insurance. Both Client and Company shall maintain their own insurance on their respective real property, equipment and contents. Company will provide evidence of such insurance and J applicable endorsements at the time of contract signing. A. Company Insurance. Company shall procure and maintain the following insurance: 1. Worker's Compensation Insurance as prescribed by the laws of the state where the Premises are located; and 2. Comprehensive General Liability Insurance, with limits of two million dollars a ($2,000,000.00) per occurrence and two million dollars ($2,000,000.00) annual `o aggregate to cover any and all claims that arise during the course of this Agreement. B. Client Insurance. The City of Kent shall be named as an Additional Insured, via Endorsement U) also to be provided at contract signing. 9.2 Subrogation. Client and Company waive any and all right of recovery from each other for property E damage or loss of use thereof, however occurring, which loss is insured under a valid and a collectible insurance policy to the extent of any recovery collectible under such insurance. This a Page 7 of 11 Packet Pg. 13 4.2.a waiver shall include, but not be limited to, losses covered by policies of fire, extended coverage, boiler explosion and sprinkler leakage. This waiver shall not apply to claims for personal death or injury. Indemnification. Each Party agrees to provide the following indemnification: M A. Each party agrees that it will defend, indemnify and hold harmless the other party, its officers, o directors, parent corporation, affiliates, employees and agents ("Indemnified Parties") against any and all liabilities, losses, damages, injuries, deaths, reasonable litigation expenses (including,without limitation, reasonable attorneys'fees),costs and costs of court(collectively, v "Damages") which Indemnified Parties may hereafter sustain, incur or be required to pay E arising out of the other party's negligent acts, omissions or failure to perform obligations c pursuant to this Agreement. Provided, however, neither party shall be required to defend, a indemnify and hold harmless the other party for any intentional or criminal actions of the other party or its employees, visitors or invitees. J B. Notice of Indemnification. A party shall only be required to indemnify pursuant to the Agreement, where that party receives a written request to indemnify within twenty (20) days after the initial receipt of notice of any such lawsuit or claim by the party requesting indemnification. Failure to notify a party of such claim or lawsuit within the stated period of time shall relieve that party of any and all responsibility and liability under this Agreement to Q defend, indemnify and hold harmless for that claim or lawsuit. o Cn as 10. GENERAL AGREEMENT TERMS 10.1 Confidentiality. Neither Client, nor Client's employees or agents, shall disclose, photocopy, Y duplicate or use, either during or after the term of this Agreement, any Proprietary, Confidential Iq and Trade Secret Information, without Company's prior written permission. All Proprietary, Confidential and Trade Secret Information shall remain Company exclusive property. Client's access or use of Company Proprietary, Confidential and Trade Secret Information or Software shall not create any right title, interest or copyright in such Information or Software. If Client is v requested to disclose any of the Confidential Information to any third party for any reason, Client E shall provide Company with prompt notice of such request(s). Upon termination of this 0 Agreement, Client shall return all Company Proprietary, Confidential and Trade Secret Information a in Client's possession relating to Company's services pursuant to this Agreement. Client agrees that upon breaching this provision, Company shall be entitled to equitable relief, including J injunction or specific performance, in addition to all other available remedies. Company acknowledges that Client is a public agency subject to the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and records prepared or gathered by the Parties in v performance of this agreement may be subject to public review and disclosure. Client shall not be held responsible, nor shall Company be entitled to any relief, from disclosures made pursuant to a the Washington Public Records Act. This provision shall survive the termination of the Agreement. `o 10.2 Intellectual Property. Nothing in this Agreement is intended to grant any rights to Client under any patent, copyright, trademark, trade name, trade secret or other proprietary right of Company U) (whether now owned or hereafter developed or acquired), all of which are reserved to Company. 10.3 Independent Contractor Relationship. It is mutually understood and agreed, and it is the intent of E the Parties,that an independent contractor relationship is hereby established under the terms and a conditions of this Agreement. Employees of Company are not, nor shall they be deemed to be, a Page 8 of 11 Packet Pg. 14 4.2.a employees of Client. Employees of Client are not, nor shall they be deemed to be, employees of Company. 10.4 Notice. Any notice required under this Agreement shall be deemed to have been sufficiently M provided when delivered by hand, or three days after being sent by certified or registered mail o return receipt requested, or by overnight delivery service with receipt of delivery, provided such delivery is to the parties at the following addresses: U Kent Senior Activity Center Aladdin Food Management Services, LLC E 600 East Smith Street, 2400 Ansys Drive, c Kent, WA 98030 Suite 404 a Canonsburg, PA 15317 c J 10.5 Excused Performance. If performance of any terms or provisions hereof(other than the payment a� of monies) shall be delayed or prevented because of compliance with any law, regulation, decree or order by any federal, state, or local court, governmental agency or governmental authority, or because of riot, war, public disturbance, strike, lockout, differences with workmen, fire, flood, Act of God, pandemic, epidemic, or any other reason whatsoever, which is not within the control of Q the party whose performance is interfered with, and which, by the exercise of reasonable diligence o said party is unable to prevent, the party so suffering may at its option, suspend, without liability, the performance of its obligations hereunder (other than the payment of monies) during the Cn period such cause continues. Y 10.6 Assignment or Transfer. Neither party may assign or transfer this Agreement, or any part thereof, without written consent of the other party. Such consent shall not be unreasonably withheld Iq Provided, however, that this shall not apply to Company's transfer to a parent, sister or successor r company where Company provides Client at least thirty (30) days written notice. CU L 10.7 Entire Agreement; Waiver. This Agreement, including any Exhibits hereto, constitutes the entire c Agreement between the Parties with respect to the provisions of Company's services, and there 0 are no other or further written or oral understandings or agreements with respect thereto except E L- as otherwise set forth herein. No variation or modification of this Agreement and no waiver of its o provisions shall be valid unless in writing and signed by the duly authorized officers of Company a and Client. This Agreement supersedes all other agreements between the Parties or their predecessors for the provision of Company Food Services. J 10.8 Counterparts; Electronic Signatures. This Agreement may be executed in multiple counterparts, a, r each of which shall be effective upon delivery and, thereafter, shall be deemed to be an original, and all of which shall be taken as one and the same instrument with the same effect as if each r party had signed on the same signature page. This Agreement may be transmitted by fax or by electronic mail in portable document format ("PDF") and signatures appearing on faxed a instruments and/or electronic mail instruments shall be treated as original signatures. `o 10.9 State Guidelines. Client hereby agrees that the validity and construction of this Agreement shall be governed by Washington law. Should a lawsuit be necessary to enforce this Agreement, Client hereby waives any objection to venue or personal jurisdiction and agrees to be subject to the E jurisdiction of the King County Superior, King County, Washington. A facsimile copy or photocopy of this Agreement shall be valid as an original thereof. EACH PARTY HEREBY WAIVES THE RIGHT a Page 9 of 11 Packet Pg. 15 4.2.a TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER HEREOF AND BROUGHT BY ANY OTHER PARTY. 10.10Severability. Any term or provision of this Agreement that is invalid or unenforceable shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or o U enforceability of the offending term or provision in any other situation. 10.11 Authority. Company and Client represent that the individual executing this Agreement has beenCU duly and validly authorized to execute this Agreement on each party's respective behalf with the U full power and authority under all applicable laws and respective articles of incorporation, bylaws or other governing instrument to enter into this Agreement and to perform their obligations o hereunder. a t c [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK] L Q� U Z v Q L 0 ,0 v/ Y 0 LO M r V R L 0 U E L 0 L 0_ V J L 0 0 U r r v Q L O 0 U) 0 E V R a Page 10 of 11 Packet Pg. 16 4.2.a IN WITNESS WHEREOF,the Parties, intending to be legally bound, have caused their appointed and duly assigned officers to execute this Agreement. L CLIENT: Kent Senior Activity Center COMPANY: Aladdin Food Service o Management, LLC m L Signature: Signature: U Name: Name: E Title: Title: a� 0 Date: Date: a t c J L Q� U Z v Q L Q Cn Y 0 LO M r V R L 0 U E L 0 L V J L U r r v Q L U) E V R a Page 11 of 11 Packet Pg. 17 Exhibit A DECLARATION CITY OF KENT NON-DISCRIMINATION POLICY r The City of Kent (City) is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who 0 perform work with relation to this Agreement shall comply with the regulations of the City's 0 equal employment opportunity policies. The City of Kent and its contractors are subject to and will comply with the following: U E L • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 0 252), (prohibits discrimination on the basis of race, color, national origin); a. U c • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs Of The Department Of Transportation-Effectuation Of Title VI Of The Civil Rights Act Of 1964); U • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964). Q L • Ch. 49.60 RCW (Washington Law Against Discrimination) 0 as Cn c The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and Y Regulations". 0 LO The following statements specifically identify the requirements the City deems necessary for any contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of u all of the following is required for this Agreement to be valid and binding. If any contractor, subcontractor, or supplier willfully misrepresents themselves with regard to the directives 0 outlined below, it will be considered a breach of contract and it will be at the City's sole E determination regarding suspension or termination for all or part of the Agreement. 0 L The statements are as follows: a 1. I have read the attached City of Kent administrative policy number 1.2. _J L 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. z, 3. During the time of this Agreement I, the prime contractor, will provide a written c statement to all new employees and subcontractors indicating commitment as an equal -2 opportunity employer. U) c 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and E promotion of women and minorities. 5. During the performance of this contract, the contractor, for itself, its assignees, and a successors in interest (hereinafter referred to as the "contractor") agrees as follows: EEO COMPLIANCE DOCUMENTS - 1 Packet Pg. 18 4.2.a A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- assisted programs of the U.S. Department of Transportation, State-assisted programs through the Washington State Department of Transportation, and generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they may be amended from time to time, which are herein incorporated by reference o and made a part of this contract. L L B. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national E origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The contractor will not participate directly or 0 indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program c set forth in Appendix B of 49 CFR Part 21. L C. Solicitations for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made ;, by the contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or Q supplier will be notified by the contractor of the contractor's obligations under this o contract and the Acts and the Regulations relative to non-discrimination on the grounds of race, color, or national origin. in a� D. Information and Reports: The contractor will provide all information and reports Y required by the Acts and Regulations and directives issued pursuant thereto and will Q permit access to its books, records, accounts, other sources of information, and its M facilities as may be determined applicable to contractor's contract by the City or the Washington State Department of Transportation to be pertinent to ascertain M compliance with such Acts and Regulations and instructions. Where any information o required of a contractor is in the exclusive possession of another who fails or U refuses to furnish the information, the contractor will so certify to the City or the E Washington State Department of Transportation, as appropriate, and will set forth o what efforts it has made to obtain the information. a E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the non-discrimination provisions of this contract, the City will impose such contract sanctions as it or the Washington State Department of Transportation may determine to be appropriate, including, but not limited to: a. withholding payments to the contractor under the contract until the contractor complies; and/or a b. cancelling, terminating, or suspending a contract, in whole or in part. `o_ a� U) F. Incorporation of Provisions: The contractor will include the provisions of paragraphs (A) through (F) above in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts and Regulations and directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the City or the Washington State Department of a Transportation may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, EEO COMPLIANCE DOCUMENTS - 2 Packet Pg. 19 4.2.a or is threatened with litigation by a subcontractor, or supplier because of such direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. 6. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest agrees to comply with the following non-discrimination statutes and cc authorities; including but not limited to: a� L Pertinent Non-Discrimination Authorities: U E L i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), o (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. c ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of J L 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and U projects); iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex); o iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as E_ a� amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; Cn V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), Y (prohibits discrimination on the basis of age); 0 vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as n M amended, (prohibits discrimination based on race, creed, color, national origin, or sex); L 4' vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, o coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age U E Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by 2 expanding the definition of the terms "programs or activities" to include all of the o programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private a� transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38; a ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § `o 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures Non- discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental a effects on minority and low-income populations; EEO COMPLIANCE DOCUMENTS - 3 Packet Pg. 20 4.2.a xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP r persons have meaningful access to your programs (70 Fed. Reg. at 74087 to L 74100); o xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) E L 8. The submission of the final invoice for this contract will constitute a reaffirmation that the ° preceding statements were complied with during the course of the contract's performance. U c By signing below, I agree to fulfill the five requirements referenced above. L V By: For: Q L Title: .E as Cn Date: Y 0 LO M r V M L ++ 0 U E M L 0 0 L V J L d U r z, v Q L 0 U) yr E V Q EEO COMPLIANCE DOCUMENTS - 4 Packet Pg. 21 Exhibit B CITY OF KENT ADMINISTRATIVE POLICY r NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 M c 0 U L L V SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 E L APPROVED BY Dana Ralph, Mayor c a. POLICY: J Equal employment opportunity and non-discrimination in contracting 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 U and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: Q L 1. Provide a written statement to all new employees and subcontractors indicating •2 commitment as an equal opportunity employer. Cn 2. Actively consider for promotion and advancement available minorities and women. Y 0 Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the M City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination Policy Declaration, prior to commencing performance. L Any contractor, subcontractor, consultant or supplier who willfully disregards the City's 00 nondiscrimination and equal opportunity requirements shall be considered in breach of contract E L- and subject to suspension or termination for all or part of the Agreement. 0) 0 L Q. Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to coordinate with the City's Title VI coordinator, and perform the following duties for their respective departments. J L 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. a 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. `o .E a� U) c a� E a EEO COMPLIANCE DOCUMENTS - 5 Packet Pg. 22 4.3 PARKS AND HUMAN SERVICES COMMITTEE Julie Parascondola, CPRE Parks Director 220 Fourth Avenue South KENT Kent, WA 98032 WASHINGTON 253-856-5100 DATE: May 4, 2023 TO: Parks and Human Services Committee SUBJECT: Agreement with EarthCorps for Mill Creek Canyon Trail Repair MOTION: I move to authorize the Mayor to sign the Park Trail Restoration Services Agreement with EarthCorps, in the amount of $121,198.08, subject to final terms and conditions acceptable to the Parks Director and City Attorney. SUMMARY: This contract will build on the success of the initial trail work completed in Mill Creek Canyon During 2021 and 2022. This work will continue to improve the main trail moving south up the canyon and include additional tread improvements, trail reroutes, where necessary, in wet sections of the trail, and general trail maintenance. BUDGET IMPACT: Expense impact to Mill Creek Canyon Trail Renovation capital budget. SUPPORTS STRATEGIC PLAN GOAL: Innovative Government - Delivering outstanding customer service, developing leaders, and fostering innovation. Evolving Infrastructure - Connecting people and places through strategic investments in physical and technological infrastructure. Thriving City - Creating safe neighborhoods, healthy people, vibrant commercial districts, and inviting parks and recreation. ATTACHMENTS: 1. EarthCorps-Trail Repair Contract (PDF) Packet Pg. 23 4.3.a • KENT WAS'-- AGREEMENT FOR PARK TRAIL RESTORATION SERVICES between City of Kent and EarthCorpsCl THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and EarthCorps, a Washington public benefit corporation, located and doing 'Fu business at 6310 NE 74th Street, Suite 201E, Seattle, WA 98115-8168 (hereinafter the "Contractor"). c 0 AGREEMENT c� U lie The parties agree as follows: a� L I. DESCRIPTION OF WORK. U The Contractor shall perform the following services for the City in accordance with the following o described plans and/or specifications: v Q. L 0 U Trail maintenance and repair work on the main trail within Mill Creek Canyon Park, in r accordance with the 2/25/2023 Scope of Work attached and incorporated as Exhibit A. w r 3 c a� The Contractor further represents that the services furnished under this Agreement will be performed aEi in accordance with generally accepted professional practices within the Puget Sound region in effect at the ;v time such services are performed. Q This Agreement is being entered into pursuant to RCW 35.21.278 and RCW 79A.35.130, which allows LO the City to enter into contracts with community service organizations to provide maintenance improvements to parks, surface water facilities, and environmentally sensitive areas without regard to competitive bidding U for public works, or statutory rates of compensation for environmental and trail maintenance work performed by conservation corps programs offered by nonprofit organizations affiliated with a national service o organization established under the authority of the National and Community Service Trust Act of 1993, P.L. U 103-82. Contractor represents and affirms that the work it is performing under this Agreement meets the exceptions provided for by RCW 35.21.278 and RCW 79A.35.130. II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in L Section I above within 30 calendar days after the City issues its Notice to Proceed. Upon the effective date w of this Agreement, all physical work shall thereafter be completed by 12/31/2023. The term of this a Agreement shall continue until all work has been completed, final acceptance has occurred, and all 0 Contractor obligations have been fulfilled. III. COMPENSATION. w r c m A. The City shall pay the Contractor, based on time and materials, a total amount not to E exceed $121,198.08, for the services described in this Agreement. This is the maximum amount to be paid u under this Agreement for the work described in Section I above, and shall not be exceeded without the prior V written authorization of the City in the form of a negotiated and executed amendment to this Agreement. The Contractor 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 year from the effective date of this Agreement. The Contractor's billing rates shall be as delineated in Exhibit A. AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 1 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 24 4.3.a B. The Contractor shall submit monthly 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 Contractor 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. C. Card Payment Program. The Contractor may elect to participate in automated credit card payments provided for by the City and its financial institution. This Program is provided as an alternative L to payment by check and is available for the convenience of the Contractor. If the Contractor voluntarily a participates in this Program, the Contractor will be solely responsible for any fees imposed by financial � institutions or credit card companies. The Contractor shall not charge those fees back to the City. LL r IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor- 0 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: f° U A. The Contractor has the ability to control and direct the performance and details of its a work, the City being interested only in the results obtained under this Agreement. v B. The Contractor maintains and pays for its own place of business from which the o Contractor's services under this Agreement will be performed. '0 Q. L C. The Contractor has an established and independent business that is eligible for a v business deduction for federal income tax purposes that existed before the City retained the Contractor's = services and is a service other than that furnished by the City, or the Contractor is engaged in an w independently established trade, occupation, profession, or business of the same nature as that involved = under this Agreement. 3 c D. The Contractor 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 4) Department of Revenue. Q E. The Contractor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by the Contractor's business, and has M obtained a Unified Business Identifier (UBI) number from the State of Washington. U 0 F. The Contractor has a valid contractor registration pursuant to Ch. 18.27 RCW or an r electrical contractor license pursuant to Ch. 19.28 RCW. 0 L G. The Contractor maintains a set of books dedicated to the expenses and earnings of its Q. 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 a this Agreement. After termination, the City may take possession of all records and data within the L 0 Contractor's possession pertaining to this project, which may be used by the City without restriction. If the z City's use of the Contractor's records or data is not related to this project, it shall be without liability or legal = exposure to the Contractor. w r c VI. CHANGES. The City may issue a written change order for any change in the Contract work during the performance of this Agreement. If the Contractor determines, for any reason, that a change order is necessary, the Contractor must submit a written change order request to the person listed in the notice +c, provision section of this Agreement, Section XV(D), within fourteen (14) calendar days of the date Contractor Q knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Contractor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Contractor on all equitable adjustments. However, if the parties are unable to agree, the City will determine AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 2 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 25 4.3.a the equitable adjustment as it deems appropriate. The Contractor shall proceed with the change order work upon receiving either a written change order from the City or an oral order from the City before actually receiving the written change order. If the Contractor fails to require a change order within the time specified in this paragraph, the Contractor waives its right to make any claim or submit subsequent change order requests for that portion of the contract work. If the Contractor disagrees with the equitable adjustment, the Contractor must complete the change order work; however, the Contractor may elect to protest the adjustment as provided in subsections A through E of Section VIII, Claims, below. Cl The Contractor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate Q. acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by the W Contractor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. o c VII. FORCE MA)EURE. Neither party shall be liable to the other for breach due to delay or failure U in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood, -'c or other natural disaster or acts of government ("force majeure event"). Performance that is prevented or a delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent U to the other that at the time of signing this Agreement, they are able to perform as required and their performance will not be prevented, hindered, or delayed by the current COVID-19 pandemic, any existing `o state or national declarations of emergency, or any current social distancing restrictions or personal '0 protective equipment requirements that may be required under federal, state, or local law in response to '. the current pandemic. ° U t If any future performance is prevented or delayed by a force majeure event, the party whose performance is prevented or delayed shall promptly notify the other party of the existence and nature of w the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be 3 effective only to the extent and duration of the force majeure event causing the prevention or delay in performance and, provided, that the party prevented or delayed has not caused such event to occur and aD continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation. m L Notwithstanding other provisions of this section, the Contractor shall not be entitled to, and the City Q shall not be liable for, the payment of any part of the contract price during a force majeure event, or any costs, losses, expenses, damages, or delay costs incurred by the Contractor due to a force majeure event. LO Performance that is more costly due to a force majeure event is not included within the scope of this Force Majeure provision. M L If a force majeure event occurs, the City may direct the Contractor to restart any work or o performance that may have ceased, to change the work, or to take other action to secure the work or the U project site during the force majeure event. The cost to restart, change, or secure the work or project site arising from a direction by the City under this clause will be dealt with as a change order, except to the extent that the loss or damage has been caused or exacerbated by the failure of the Contractor to fulfill its obligations under this Agreement. Except as expressly contemplated by this section, all other costs will be 'L borne by the Contractor. N Q L VIII. CLAIMS. If the Contractor disagrees with anything required by a change order, another v written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Contractor may file a claim as provided in this section. The Contractor shall w give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events r giving rise to the claims, or within fourteen (14) calendar days of the date the Contractor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, E additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall 5 be conclusively deemed to have been waived by the Contractor unless a timely written claim is made in Q strict accordance with the applicable provisions of this Agreement. At a minimum, a Contractor's written claim shall include the information set forth in subsections A, items 1 through 5 below. AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 3 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 26 4.3.a FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information: Cl 1. The date of the Contractor's claim; Q. 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined; and 0 5. An analysis of the progress schedule showing the schedule change or disruption if the Contractor is asserting a schedule change or disruption. f° U lie B. Records. The Contractor shall keep complete records of extra costs and time incurred as a a result of the asserted events giving rise to the claim. The City shall have access to any of the Contractor's v records needed for evaluating the protest. L The City will evaluate all claims, provided the procedures in this section are followed. If the City 0 determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. Q- No adjustment will be made for an invalid protest. 0 tU t C. Contractor's Duty to Complete Protested Work. In spite of any claim, the Contractor shall w proceed promptly to provide the goods, materials and services required by the City under this Agreement. r 3 D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the c Contractor also waives any additional entitlement and accepts from the City any written or oral order E (including directions, instructions, interpretations, and determination). L E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this Q section, the Contractor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). M IX. LIMITATION OF ACTIONS. CONTRACTOR MUST, IN ANY EVENT, FILE ANY LAWSUIT U ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE r THE CONTRACT WORK IS COMPLETE OR CONTRACTOR'S ABILITY TO FILE THAT CLAIM OR SUIT SHALL BE o FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. cL Q. X. WARRANTY. Upon acceptance of the contract work, the Contractor must provide the City a one-year warranty bond in a form and amount acceptable to the City. The Contractor shall correct all defects - in workmanship and materials within one (1) year from the date of the City's acceptance of the Contract work. In the event any parts are repaired or replaced, only original replacement parts shall be used—rebuilt a or used parts will not be acceptable. When defects are corrected, the warranty for that portion of the work o shall extend for one (1) year from the date such correction is completed and accepted by the City. The z Contractor shall begin to correct any defects within seven (7) calendar days of its receipt of notice from the _ City of the defect. If the Contractor does not accomplish the corrections within a reasonable time as w determined by the City, the City may complete the corrections and the Contractor shall pay all costs incurred by the City in order to accomplish the correction. 0 E XI. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Contractor, its sub-contractors, or any person acting on behalf of the Q Contractor or sub-contractor 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. AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 4 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 27 4.3.a The Contractor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XII. INDEMNIFICATION. The Contractor 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 Contractor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's L negligence. a The City's inspection or acceptance of any of the Contractor's work when completed shall not be grounds to avoid any of these covenants of indemnification. c 0 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 v caused by or resulting from the concurrent negligence of the Contractor and the City, its officers, officials, -'c employees, agents and volunteers, the Contractor's liability hereunder shall be only to the extent of the a Contractor's negligence. v IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL '0 INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES Q- FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. 0 tU t The provisions of this section shall survive the expiration or termination of this Agreement. w XIII. INSURANCE. The Contractor shall procure and maintain for the duration of the Agreement, 3 insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. c a� XIV. WORK PERFORMED AT CONTRACTOR'S RISK. The Contractor shall take all necessary 0 precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the a, performance of the contract work and shall utilize all protection necessary for that purpose. All work shall Q be done at the Contractor's own risk, and the Contractor 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. M XV. MISCELLANEOUS PROVISIONS. U L r A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its ro- contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. Q m 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 a covenants, agreements or options, and the same shall be and remain in full force and effect. o U 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 w dispute, difference 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 m parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred Q 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 XII of this Agreement. AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 5 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 28 4.3.a 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 L terms of this Agreement shall continue in full force and effect and no further assignment shall be made a 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 the o Contractor. c c� U G. Entire Agreement. The written provisions and terms of this Agreement, together with any _'c Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative a of the City, and such statements shall not be effective or be construed as entering into or forming a part of U 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 `o language contained in this Agreement, the terms of this Agreement shall prevail. '0 Q. L H. Compliance with Laws. The Contractor agrees to comply with all federal, state, and municipal v laws, rules, and regulations that are now effective or in the future become applicable to the Contractor's = business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of w the performance of those operations. r 3 I. Public Records Act. The Contractor acknowledges that the City is a public agency subject to c the Public Records Act codified in Chapter 42.56 of the Revised Code of Washington and documents, notes, emails, and other records prepared or gathered by the Contractor in its performance of this Agreement may a be subject to public review and disclosure, even if those records are not produced to or possessed by the a, City of Kent. As such, the Contractor agrees to cooperate fully with the City in satisfying the City's duties Q and obligations under the Public Records Act. LO uO J. City Business License Required. Prior to commencing the tasks described in Section I, the Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. 0 K. Counterparts and Signatures by Fax or Email. 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 Q. Agreement. Further, upon executing this Agreement, either party may deliver the signature page to the other by fax or email and that signature shall have the same force and effect as if the Agreement bearing - the original signature was received in person. It a o U W r C d E t c) .r a AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 6 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 29 4.3.a IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. CONTRACTOR: CITY OF KENT: By: By: Print Name: Print Name: Dana Ralph Its Its Mayor t= c 0 DATE: DATE: c c� U NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: a� L CONTRACTOR: CITY OF KENT: U Attn: Whitney Bowman Attn: Bryan Higgins `o EarthCorps City of Kent Parks, Recreation, N 6310 NE 74th Street, Suite 201E and Community Services Department �- Seattle, WA 98115 220 Fourth Avenue South U Kent, WA 98032 (206) 322-9296 (telephone) w whitney@earthcorps.org (email) (253) 856-5113 (telephone) bhiggins@kentwa.gov (email) 3 c ATTEST: APPROVED AS TO FORM: d m L Q Kent City Clerk Kent Law Department uO M V R L r 0 U L Q NN� 1.6 L N Q L 0 U t t= W r C d E t c) .r a AGREEMENT FOR PARK TRAIL RESTORATION SERVICES - 7 (City of Kent and EarthCorps - Mill Creek Canyon Park Trail) Packet Pg. 30 4.3.a DECLARATION CITY OF KENT NON-DISCRIMINATION POLICY The City of Kent (City) is committed to conform to Federal and State laws regarding equal L opportunity. As such all contractors, subcontractors, consultants, vendors, and suppliers who Q perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. LL r The City of Kent and its contractors are subject to and will comply with the following: o c • Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. U lie 252), (prohibits discrimination on the basis of race, color, national origin); L U • 49 C.F.R. Part 21 (entitled Non-discrimination In Federally-Assisted Programs = Of The Department Of Transportation-Effectuation Of Title VI Of The Civil L Rights Act Of 1964); ° Q. L • 28 C.F.R. section 50.3 (U.S. Department of Justice Guidelines for Enforcement of Title VI of the Civil Rights Act of 1964). w • Ch. 49.60 RCW (Washington Law Against Discrimination) 3 c a� The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and E Regulations". Q The following statements specifically identify the requirements the City deems necessary for any contractor, subcontractor, or supplier on this specific Agreement to adhere to. An affirmation of M all of the following is required for this Agreement to be valid and binding. If any contractor, subcontractor, or supplier willfully misrepresents themselves with regard to the directives outlined i below, it will be considered a breach of contract and it will be at the City's sole determination o regarding suspension or termination for all or part of the Agreement. L) L The statements are as follows: a 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, ao race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement I, the prime contractor, will provide a written statement w to all new employees and subcontractors indicating commitment as an equal opportunity a employer. E 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and Q promotion of women and minorities. 5. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the "contractor") agrees as follows: EEO COMPLIANCE DOCUMENTS - 1 Packet Pg. 31 4.3.a A. Compliance with Regulations: The contractor, subcontractor, consultant, vendor, and supplier (hereinafter "Contractor") will comply with all Acts and the Regulations relative to non-discrimination, including those applicable to Federally- assisted programs of the U.S. Department of Transportation, State-assisted programs through the Washington State Department of Transportation, and generally under Washington's Law Against Discrimination, Ch. 49.60 RCW, as they may be amended from time to time, which are herein incorporated by reference L and made a part of this contract. Q a� B. Non-discrimination: The contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of o materials and leases of equipment. The contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including US lie employment practices when the contract covers any activity, project, or program a set forth in Appendix B of 49 CFR Part 21. C. Solicitations for Subcontracts, Including Procurements of Materials and L Equipment: In all solicitations, either by competitive bidding, or negotiation made ° by the contractor for work to be performed under a subcontract, including a procurements of materials, or leases of equipment, each potential subcontractor or 0 supplier will be notified by the contractor of the contractor's obligations under this contract and the Acts and the Regulations relative to non-discrimination on the w grounds of race, color, or national origin. 3 D. Information and Reports: The contractor will provide all information and reports required by the Acts and Regulations and directives issued pursuant thereto and will E permit access to its books, records, accounts, other sources of information, and its facilities as may be determined applicable to contractor's contract by the City or the Q Washington State Department of Transportation to be pertinent to ascertain compliance with such Acts and Regulations and instructions. Where any information M required of a contractor is in the exclusive possession of another who fails or refuses to furnish the information, the contractor will so certify to the City or the 2 Washington State Department of Transportation, as appropriate, and will set forth o what efforts it has made to obtain the information. L E. Sanctions for Noncompliance: In the event of a contractor's noncompliance with the non-discrimination provisions of this contract, the City will impose such contract _ sanctions as it or the Washington State Department of Transportation may It determine to be appropriate, including, but not limited to: a L O a. withholding payments to the contractor under the contract until the L) contractor complies; and/or _ b. cancelling, terminating, or suspending a contract, in whole or in part. w c a� F. Incorporation of Provisions: The contractor will include the provisions of E paragraphs (A) through (F) above in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts and Regulations and a directives issued pursuant thereto. The contractor will take action with respect to any subcontract or procurement as the City or the Washington State Department of Transportation may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such EEO COMPLIANCE DOCUMENTS - 2 Packet Pg. 32 4.3.a direction, the contractor may request the City to enter into any litigation to protect the interests of the City. In addition, the contractor may request the United States to enter into the litigation to protect the interests of the United States. 6. During the performance of this contract, the contractor, for itself, its assignees, and successors in interest agrees to comply with the following non-discrimination statutes and authorities; including but not limited to: L Q. a� Pertinent Non-Discrimination Authorities: LL r i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), o (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. v lie ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, a (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and L projects); .° iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination �- on the basis of sex); iv. Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27; w V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), 3 (prohibits discrimination on the basis of age); vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as E amended, (prohibits discrimination based on race, creed, color, national origin, or a� sex); Q vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, Lo coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by U expanding the definition of the terms "programs or activities" to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, L) L whether such programs or activities are Federally funded or not); Q viii. Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private L transportation systems, places of public accommodation, and certain testing entities y (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation o regulations at 49 C.F.R. parts 37 and 38; ix. The Federal Aviation Administration's Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); X. Executive Order 12898, Federal Actions to Address Environmental Justice in Minority E Populations and Low-Income Populations, which ensures Non-discrimination against minority populations by discouraging programs, policies, and activities with Q disproportionately high and adverse human health or environmental effects on minority and low-income populations; xi. Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination EEO COMPLIANCE DOCUMENTS - 3 Packet Pg. 33 4.3.a includes discrimination because of Limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); xii. Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq). L xiii. Washington Law Against Discrimination (Ch. 49.60 RCW) Q o: 7. The submission of the final invoice for this contract will constitute a reaffirmation that the CU preceding statements were complied with during the course of the contract's performance. c 0 By signing below, I agree to fulfill the five requirements referenced above. CU U Y d By: U For: L 0 Title: a 0 Date: L W r E L Q r Lf) M V fC L 0 U d' L Q 0 U t L CU W Q� E V r a EEO COMPLIANCE DOCUMENTS - 4 Packet Pg. 34 4.3.a CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022 Cl Q NN� Lf� L SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998 c 0 APPROVED BY Dana Ralph, Mayor r_ U POLICY: lie a� U Equal employment opportunity and non-discrimination in contracting 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, o 0 if holding Agreements with the City amounting to $10,000 or more within any given year, must C. take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating w commitment as an equal opportunity employer. 3 2. Actively consider for promotion and advancement available minorities and women. E as Further, all contractors, subcontractors, consultants, suppliers, grantees, or subgrantees of the City, regardless of the value of the Agreement, are required to sign the City's Non-Discrimination Q Policy Declaration, prior to commencing performance. LO M Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract i and subject to suspension or termination for all or part of the Agreement. o U Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to coordinate with the City's Title VI coordinator, and perform the following duties for their respective departments. — L 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these a regulations are familiar with the regulations and the City's equal employment opportunity o policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. c a� E 0 a EEO COMPLIANCE DOCUMENTS - 5 Packet Pg. 35 Exh Scope of Work: Mill Creek Canyon Trail Revitalization Phase 2 L Q NN� Lf� LLL LOCAL r O EARTH • • U GLOBAL LEADERSHIP L O Q L 0 U t W t r 3 c a� E a� m Prepared for: Q Bryan Higgins Parks Planning and Development LO 220 Fourth Ave South Kent, WA 98032 U Tel: 253-856-5113 Email: BHiggins@kentwa.gov U L Q N� If. February 25t" 2023 — L Earth Corps a 6310 NE 74th St, Suite 201E Seattle, WA 98115 c� www.earthcorps.org w r c m Earth Corps E © 2023 a All rights reserved Packet Pg. 36 4.3.a Scope of work.Mill Creek Canyon Revitalization NARRATIVE SCOPE OF WORK EarthCorps and the City of Kent have partnered to revitalize the Mill Creek Canyon Trail L in Mill Creek Earth Works Park. The revitalization project's primary goal is to enhance Q. the existing trail through sustainable trail design, enabling long-term success and reduce the need for frequent maintenance. A sustainable trail will protect the surrounding environments, meet the users' needs and expectations, and require little maintenance. The following scope of work is based on trail standards provided by EarthCorps in February 2021. v lie a� Tasks U The following list of tasks and features have been prioritized (1-3) based on safety and L resource damage. This list is subject to change based on new findings during work ° N implementation. Each feature is associated with a point, which can be found on the Arc GIS online map. https://earthcop2s.maps.arcgis.com/apps/mapviewer/index.html?webmap=cOf08f8259c54 w 200839ed67640cf2c60 3 c Rankings: E 1 = High Priority (Safety hazard and/or high resource damage) L 2 = Priority (No safety hazard but considerable resource damage) Q 3 = Low priority (Not an immediate concern, but could cause a safety hazard or resource damage in the future) M U L r 0 U L Feature Priority Q. Ranking Out slope logs near the 2021 1 L rerouteCL ~ N Step Reinforcement on 2021 1 L switch back Fix steps on 2022 switchback w Ridgeline trail reroute 1 General Tread maintenance 1 E Brushing 1 Cribwall installation 2 Q Define loop trails 2 Packet Pg. 37 4.3.a Scope of work:Mill Creek Canyon Revitalization EarthCorps will provide the following: • An assigned project manager to coordinate with the City of Kent, schedule crews, and ensure project goals/objectives are met. L • Basic hand tools along with access to power tools (mechanical wheel barrows, Q saws etc.) • Personal Protective Equipment and procedures for the use of tools — • Safety signage and personnel when actively working on the trail. • Training and education in trail construction and design, leadership and o community communication. • Workers' compensation, health insurance, and related taxes. v • Washington Labor& Industries documentation • Administrative/ payroll and human resource services. U Agency will provide the following: L O • Access to the site Q. • Any necessary permits to perform work �o w SCHEDULE r 3 Task Month Notes Task 1: Main Trail July&August Maintenance and Exact dates will be provided once finalized. Q Construction 35 Crew days Task 2: Ridgeline July&August 5 Contingency crew days LO Reroute U L r 0 U L BUDGET cc Q. m Crew Labor $ 78,880.00 Project Management $ 21,850.00 L Field Specialist $ - H Materials $ 8,500.00 Q L O Subtotal $ 109,230.00 U Materials&Handling Fee(10%of Total Materials) $ 850.00 TOTAL FEE $ 110,080.00 W Sales Tax: 10.1% Location Code: 4015 $ 11,118.08 'E C TOTAL PAYABLE $ 121,198.08 m E t v a Packet Pg. 38 4.3.a Scope of work:Mill Creek Canyon Revitalization Fee Schedule: Crew day including crew leader- $1,972.00/day Cl An EarthCorps Crew Day is a 9-hour day that includes load, unload, and transportation Q time to and from the worksite and tools needed to complete project tasks. In addition, crews are trained in trail construction and maintenance, erosion control and prevention, ecological restoration, and the safe operation of hand and power tools. An EarthCorps ~ c crew includes a trained crew leader who leads the crew and acts as an onsite 0, communication liaison and is trained in specialized equipment and vehicle use, such as v three-ton dump trucks. as L U Project Manager- $95/hr = L An EarthCorps Project manager collaborate with agency partners to design ecological ° restoration and trail construction projects. They coordinate communication and logistics to Q- L ensure crews are equipped with the knowledge and skills to perform the requested tasks. In ci addition, they provide updates and project status reports. Lastly, they adaptively manage projects to ensure the project's goals and objects meet the agency partner's satisfaction. w r 3 Project Manager Field Services - $100/hr a� E In the event that specialized skills or certification are needed, project managers can offer field L services to meet those needs. Examples of specialized skills are complex chainsaw work such as Q log outs or felling. LO M 3-ton truck and 4 x 4 pickup truck fee- $100/day— billed upon use as needed U L r Material cost, disposal fees and equipment rentals—billed upon receipt o U L Q EARTHCORPS BACKGROUND L EarthCorps is a non-profit organization founded in 1993 with a mission to build a global y community of leaders through local environmental service. EarthCorps provides a year- a 0 long intensive program for young adults from the US and 80 other countries to learn best practices in ecological restoration, trail construction and maintenance and develop their leadership skills through hands on experiences. w r c as E Global Leadership 2 a Based in Seattle, Washington, EarthCorps brings together emerging environmental leaders from more than 60 countries to work on projects in the Puget Sound region and Packet Pg. 39 4.3.a Scope of work: Mill Creek Canyon Revitalization Cascade Mountains. As part of EarthCorps' intensive hands-on curriculum, they learn multiple restoration and trail construction techniques, try out project design and management, develop leadership and team-building skills, and help manage thousands of local volunteers on projects. L Q. a� o: EARTHCORPS PROJECT LEAD: c Whitney Bowman, Field Operations Manager Tel: (206) 322-9296 ext. 221 � Cell: (206) 701-6195 Email: Whitney@earthcorps.org U EarthCorps Project Managers: L Sean Day 0 Cell: 523-3248139 ? 0 Email: Sean@earthcorps.org L) L Mahleah Grant w Cell: 425-212-8893 Email: mahleah@earthcorps.org a� E aD a� L Q r LO Lf) M V fC L 0 U 0- d' L Q 0 U t L CU W Q� E V r a Packet Pg. 40 4.3.a EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Cl Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder 0 by the Contractor, their agents, representatives, employees or subcontractors. lie a� A. Minimum Scope of Insurance U Contractor shall obtain insurance of the types described below: L 0 1. Automobile Liability insurance covering all owned, non-owned, hired N and leased vehicles. Coverage shall be written on Insurance Services o Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. w 2. Commercial General Liability insurance shall be written on ISO 3 occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract. The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Q Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Contractor's Commercial General Liability M insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute U endorsement providing equivalent coverage. 0 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. Q a� B. Minimum Amounts of Insurance — L Contractor shall maintain the following insurance limits: a L 0 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. w c 2. Commercial General Liability insurance shall be written with E limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. Q Packet Pg. 41 4.3.a EXHIBIT B (Continued ) C. Other Insurance Provisions L Q. The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability and Commercial General Liability insurance: c 1. The Contractor's insurance coverage shall be primary insurance as respect the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and Y shall not contribute with it. L U 2. The Contractor's insurance shall be endorsed to state that coverage shall = not be cancelled by either party, except after thirty (30) days prior L written notice by certified mail, return receipt requested, has been given .° to the City. Q L O 3. The City of Kent shall be named as an additional insured on all policies (except Professional Liability) as respects work performed by or on behalf of the contractor and a copy of the endorsement naming the City as w additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all required insurance 3 policies. The Contractor's Commercial General Liability insurance shall also contain a clause stating that coverage shall apply separately to each E insured against whom claim is made or suit is brought, except with ;v respects to the limits of the insurer's liability. Q D. Acceptability of Insurers LO Insurance is to be placed with insurers with a current A.M. Best rating of not less than ANII. r c E. Verification of Coverage U L Contractor shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the W additional insured endorsement, evidencing the insurance requirements of 2 the Contractor before commencement of the work. N Q F. Subcontractors 0 Contractor shall include all subcontractors as insureds under its policies or w shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the same insurance requirements as stated herein for the Contractor. _ a Packet Pg. 42