HomeMy WebLinkAboutCAG2023-558 - Original - Ainsworth, Inc. - accesso ShoWare Lighting Control Project - 10/11/2023 FOR CITY OF KENT OFFICIAL USE ONLY
Sup/Mgr:
Agreement Routing Form DirAsst:
• For Approvals,Signatures and Records Management Dlr/Dep:
KE N T This form combines&replaces the Request for Mayor's Signature and Contract Cover (optional)
W ASH INGTGN Sheet forms.
Originator: Department:
Rhonda Bylin ECD
Date Sent: Date Required:
c 10/30/2023 n/a
Q Director or Designee to Sign. Date of Council Approval:
Q n/a
Budqet Account Number: Grant? Yes ZNo
19516210.66400.4382
Budget?W]YesDNo Type: N/A
Vendor Name: Category:
Ainsworth, Inc. Contract
Vendor Number: Sub-Category:
= 2527250 Original
0
Project Name: Lighting Control Project
E
0 Project Details: integrated lighting controls stem per the contract - already
� 9 9 9 Y p Y
signed just providing here for laserfiche repository.
a
E Agreement Amount: 1 15 754 Basis for Selection of Contractor: Direct Negotiation
E *Memo to Mayor must be attached
a- Start Date: 10/11/2023 Termination Date:
Q Local Business?0 Yes W]No* If meets requirements per KCC3.70.100,please complete'Vendor Purchase-Local Exceptions"formonCityspoce.
Business License Verification:YesElln-ProcessElExempt(KCC 5.01.045)
Notice required prior to disclosure? Contract Number: CAG 2 0 2 3-5 5 8
❑YesF7 No
Comments:
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Date Routed to the City Clerk's Office 11/02/23 Interlocal Agreement has been uploaded to website:
ad«W22373_1_20 Visit Documents.KentWA.gov to obtain copies of all agreements
rev.20210513
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KENT
WASHINGTON
PUBLIC WORKS AGREEMENT
between City of Kent and
Ainsworth, Inc.
THIS AGREEMENT is made by and between the City of Kent, a Washington municipal
corporation (hereinafter the "City"), and Ainsworth, Inc., organized under the laws of the State of
Delaware, located and doing business at 13162 SE 32 St Bellevue, WA 98005, local contact Mark Eddy,
425-487-8613, (hereinafter the "Contractor").
AGREEMENT
The parties agree as follows:
I. DESCRIPTION OF WORK.
Contractor shall perform the following services for the City in accordance with the following described
plans and/or specifications:
Provide an integrated lighting control system in accordance with the proposal, attached
incorporated as Exhibit A.
The Contractor further represents that the services furnished under this Agreement will be performed
in accordance with generally accepted professional practices within the Puget Sound region in effect at the I
time such services are performed.
II. TIME OF COMPLETION. The parties agree that work will begin on the tasks described in
Section I above within 20 calendar days after the City issues its Notice to Proceed. Upon the effective date
of this Agreement, all physical work shall thereafter be completed within 180 days. The term of this
Agreement shall continue until all work has been completed, final acceptance has occurred, and all
Contractor obligations have been fulfilled.
III. COMPENSATION. The City shall pay the Contractor a total amount not to exceed $115,754,
including any applicable Washington State Sales Tax, for the work and services contemplated in this
Agreement. The Contractor shall invoice the City monthly. The City will pay for the portion of the work
described in the invoice that has been completed by the Contractor and approved by the City. The City's
payment shall not constitute a waiver of the City's right to final inspection and acceptance of the project.
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 to payment
by check and is available for the convenience of the Contractor. If the Contractor voluntarily 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.
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PUBLIC WORKS AGREEMENT- 1
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A. Payment and Performance Bond. Pursuant to Chapter 39.08 RCW, the Contractor,
shall provide the City a payment and performance bond for the full contract amount.
B. Retainage, The City shall hold back a retainage in the amount of five percent (5%) of
any and all payments made to the Contractor for a period of sixty (60) days after the
date of final acceptance, or until receipt of all necessary releases from the State
Department of Revenue, the State Department of Labor & Industries, and the State
Employment Security Department, and until settlement of any liens filed under
Chapter 60.28 RCW, whichever is later. The amount retained shall be placed in a fund
by the City pursuant to RCW 60.28.011(4)(a), unless otherwise instructed by the
Contractor within fourteen (14) calendar days of the Contractor's signature on the
Agreement.
C. Defective or Unauthorized Work, The City reserves its right to withhold payment from
the Contractor for any defective or unauthorized work. Defective or unauthorized work
includes, without limitation: work and materials that do not conform to the
requirements of this Agreement; and extra work and materials furnished without the
City's written approval. If the Contractor is unable, for any reason, to satisfactorily
complete any portion of the work, the City may complete the work by contract or
otherwise, and the Contractor shall be liable to the City for any additional costs
incurred by the City. "Additional costs"shall mean all reasonable costs, including legal
costs and attorney fees, incurred by the City beyond the maximum Contract price
specified above. The City further reserves its right to deduct the cost to complete the
Contract work, including any Additional Costs, from any and all amounts due or to
become due the Contractor.
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D. Final Payment: Waiver of Claims. THE CONTRACTOR'S ACCEPTANCE OF FINAL
PAYMENT (EXCLUDING WITHHELD RETAINAGE) SHALL CONSTITUTE A WAIVER OF
CONTRACTOR'S CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND
IDENTIFIED BY CONTRACTOR AS UNSETTLED AT THE TIME FINAL PAYMENT IS MADE
AND ACCEPTED.
IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-
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:
A. The Contractor has the ability to control and direct the performance and details of its
work, the City being interested only in the results obtained under this Agreement.
B. The Contractor maintains and pays for its own place of business from which the
Contractor's services under this Agreement will be performed.
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C. The Contractor has an established and independent business that is eligible for a
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 independently established trade, occupation,
profession, or business of the same nature as that involved under this Agreement.
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 Department of Revenue.
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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 obtained a Unified Business Identifier (UBI) number
from the State of Washington.
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PUBLIC WORKS AGREEMENT - 2
(Over$20K with Performance Bond) I
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F. The Contractor has a valid contractor registration pursuant to Ch. 18.27 RCW or an
electrical contractor license pursuant to Ch. 19.28 RCW.
G. The Contractor maintains a set of books dedicated to the expenses and earnings of its
business.
V. TERMINATION. The City may terminate this Agreement for good cause. "Good cause"shall
include, without limitation, any one or more of the following events:
A. The Contractor's refusal or failure to supply a sufficient number of properly skilled
workers or proper materials for completion of the Contract work.
B. The Contractor's failure to complete the work within the time specified in this
Agreement.
C. The Contractor's failure to make full and prompt payment to subcontractors or for
material or labor.
D. The Contractor's persistent disregard of federal, state or local laws, rules or
regulations.
E. The Contractor's filing for bankruptcy or becoming adjudged bankrupt.
F. The Contractor's breach of any portion of this Agreement.
If the City terminates this Agreement for good cause, the Contractor shall not receive any further
money due under this Agreement until the Contract work is completed. After termination, the City may
take possession of all records and data within the Contractor's possession pertaining to this project which
may be used,by the City without restriction.
VI. PREVAILING WAGES. The Contractor shall file a "Statement of Intent to Pay Prevailing
Wages," with the State of Washington Department of Labor & Industries prior to commencing the Contract
work. The Contractor shall pay prevailing wages in effect on the date the bid is accepted or executed by
the Contractor, and comply with Chapter 39.12 of the Revised Code of Washington, as well as any other
applicable prevailing wage rate provisions. The latest prevailing wage rate revision issued by the
Department of Labor and Industries is attached. j
VII. 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 provision section of this Agreement, Section XVI(D), within fourteen (14) calendar days of the date
the Contractor 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 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 IX, Claims, below.
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The Contractor accepts all requirements of a change order by: (1) endorsing it, (2) writing a separate
acceptance, or (3) not protesting in the way this section provides. A change order that is accepted by the {,
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.
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PUBLIC WORKS AGREEMENT- 3
(Over$20K with Performance Bond)
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VIII. FORCE MAJEURE. Neither party shall be liable to the other for breach due to delay or failure
in performance resulting from acts of God, acts of war or of the public enemy, riots, pandemic, fire, flood,
or other natural disaster or acts of government ("force majeure event"). Performance that is prevented or
delayed due to a force majeure event shall not result in liability to the delayed party. Both parties represent
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
state or national declarations of emergency, or any current social distancing restrictions or personal
protective equipment requirements that may be required under federal, state, or local law in response to
the current pandemic.
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
the force majeure event causing the prevention or delay in performance. Any excuse from liability shall be
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
continues to use diligent, good faith efforts to avoid the effects of such event and to perform the obligation.
Notwithstanding other provisions of this section, the Contractor shall not be entitled to, and the City
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.
Performance that is more costly due to a force majeure event is not included within the scope of this Force
Majeure provision.
If a force majeure event occurs, the City may direct the Contractor to restart any work or
performance that may have ceased, to change the work, or to take other action to secure the work or the
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
borne by the Contractor,
IX. CLAIMS. If the Contractor disagrees with anything required by a change order, another
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
give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events
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,
additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall
be conclusively deemed to have been waived by the Contractor unless a timely written claim is made in
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.
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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. i
A. Notice of Claim. Provide a signed written notice of claim that provides the following
information,
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1. The date of the Contractor's claim;
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
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PUBLIC WORKS AGREEMENT- 4
(Over$20K with Performance Bond)
5. An analysis of the progress schedule showing the schedule change or disruption
if the Contractor is asserting a schedule change or disruption.
B. Records. The Contractor shall keep complete records of extra costs and time incurred as a
result of the asserted events giving rise to the claim. The City shall have access to any of the
Contractor's records needed for evaluating the protest.
The City will evaluate all claims, provided the procedures in this section are followed. If the
City determines that a claim is valid, the City will adjust payment for work or time by an
equitable adjustment. No adjustment will be made for an invalid protest.
C. Contractor's Duty to Complete Protested Work. In spite of any claim, the Contractor shall
proceed promptly to provide the goods, materials and services required by the City under this
Agreement.
D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the
Contractor also waives any additional entitlement and accepts from the City any written or
oral order (including directions, instructions, interpretations, and determination).
E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this
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).
X. LIMITATION OF ACTIONS. CONTRACTOR MUST, IN ANY EVENT, FILE ANY LAWSUIT
ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE
THE CONTRACT WORK IS COMPLETE OR CONTRACTOR'S ABILITY TO FILE THAT CLAIM OR SUIT SHALL BE
FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD.
XI. WARRANTY. The Contractor warrants that it will faithfully and satisfactorily perform all work
provided under this Agreement in accordance with the provisions of this Agreement. The Contractor shall
promptly correct all defects in workmanship and materials: (1) when the Contractor knows or should have
known of the defect, or (2) upon the Contractor's receipt of notification from the City of the existence or
discovery of the defect. In the event any parts are repaired or replaced, only original replacement parts
shall be used—rebuilt or used parts will not be acceptable. When defects are corrected, the warranty for
that portion of the work shall extend for an additional year beyond the original warranty period applicable
to the overall work. The 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 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.
XII. 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
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 i
person who is qualified and available to perform the work to which the employment relates. The Contractor
shall execute the attached City of Kent Non-Discrimination Policy Declaration and comply with City
Administrative Policy 1.2.
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XIII. 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 i
negligence.
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.
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PUBLIC WORKS AGREEMENT - 5
(Over$20K with Performance Bond)
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
caused by or resulting from the concurrent negligence of the Contractor and the City, its officers, officials,
employees, agents and volunteers, the Contractor's duty to defend, indemnify, and hold the City harmless,
and the Contractor's liability accruing from that obligation shall be only to the extent of the Contractor's
negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION
PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL
INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES
FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER.
In the event the Contractor refuses tender of defense in any suit or any claim, if that tender was
made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court
having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Contractor's part, then
the Contractor shall pay all the City's costs for defense, including all reasonable expert witness fees and
reasonable attorneys'fees, plus the City's legal costs and fees incurred because there was a wrongful refusal
on the Contractor's part.
The provisions of this section shall survive the expiration or termination of this Agreement.
XIV. INSURANCE. The Contractor shall procure and maintain for the duration of the Agreement,
insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference.
XV. WORK PERFORMED AT CONTRACTOR'S RISK. The Contractor shall take all necessary
precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the
performance of the contract work and shall utilize all protection necessary for that purpose. All work shall
be done at 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.
XVI. MISCELLANEOUS PROVISIONS.
A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its
contractors and consultants to use recycled and recyclable products whenever practicable. A price
preference may be available for any designated recycled product.
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
covenants, agreements or options, and the same shall be and remain in full force and effect.
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
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
parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred
in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or
award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's
right to indemnification under Section XIII of this Agreement.
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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 j
Agreement or such other address as may be hereafter specified in writing.
PUBLIC WORKS AGREEMENT- 6
(Over$20K with Performance Bond)
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 terms of this Agreement shall continue in full force and effect and no further assignment shall be made
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
Contractor.
G. Entire Agreement. The written provisions and terms of this Agreement, together with any
Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative
of the City, and such statements shall not be effective or be construed as entering into or forming a part of
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
language contained in this Agreement, the terms of this Agreement shall prevail.
H. Compliance with Laws. The Contractor agrees to comply with all federal, state, and municipal
laws, rules, and regulations that are now effective or in the future become applicable to the Contractor's
business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of
the performance of those operations.
I. Public Records Act, The Contractor acknowledges that the City is a public agency subject to
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
be subject to public review and disclosure, even if those records are not produced to or possessed by the
City of Kent. As such, the Contractor agrees to cooperate fully with the City in satisfying the City's duties
and obligations under the Public Records Act.
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.
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 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.
IN WITNESS, the parties below execute this Agreement, which shall become effective on
the last date entered below. All acts consistent with the authority of this Agreement and prior
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PUBLIC WORKS AGREEMENT- 7
(Over$20K with Performance Bond)
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to its effective date are ratified and affirmed, and the terms of the Agreement shall be deemed
to have applied.
CONTRACTOR: CITY OF KENT:
Digitally signed by R.dney LystDN er
Rodney Lyster _cn=0o,-adysreco...t,, 0n=US ou. y
mail=fllysterwd ysaconnects.com,c=05
By. Date:2023.10.12 12 46.05-07'00' By.
Print Name: Rodney Lyster Print Name: Tim Higgins
Its Regional Manager Its accesso ShoWare General Manager
(title)
DATE: 10/11/2023 DATE: 10/11/2023
NOTICES TO BE SENT TO: NOTICES TO BE SENT TO:
CONTRACTOR: CITY OF KENT:
Mark Eddy, Service Technician Rhonda Bylin
Ainsworth, Inc.
19310 North Creek Parkway, #106 City of Kent
Bothell, WA 98011 220 Fourth Avenue South
Kent, WA 98032
(206) 730-1724(telephone)
mark.eddy@ainsworth.com(email) (253) 856-5457(telephone)
RBylin@Kentwa.gov(email)
APPROVED AS TO FORM:
Kent Law Department
ATTEST:
et;u 64
Kent City Clerk
PUBLIC WORKS AGREEMENT- 8
(Over$20K with Performance Bond)
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DECLARATION
CITY OF KENT NON-DISCRIMINATION POLICY
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
perform work with relation to this Agreement shall comply with the regulations of the City's equal
employment opportunity policies.
The City of Kent and its contractors are subject to and will comply with the following:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat.
252), (prohibits discrimination on the basis of race, color, national origin);
• 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);
• 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).
• Ch. 49.60 RCW (Washington Law Against Discrimination)
The preceding statutory and regulatory cites hereinafter are referred to as "the Acts and
Regulations".
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
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
below, it will be considered a breach of contract and it will be at the City's sole determination
regarding suspension or termination for all or part of the Agreement.
The statements are as follows:
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,
race, color, national origin, age, or the presence of all sensory, mental or physical disability.
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3. During the time of this Agreement I, the prime contractor, will provide a written statement
to all new employees and subcontractors indicating commitment as an equal opportunity
employer.
4. During the time of the Agreement I, the prime contractor, will actively consider hiring and
promotion of women and minorities. {
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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:
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EEO COMPLIANCE DOCUMENTS - 1
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
and made a part of this contract.
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
materials and leases of equipment. The contractor will not participate directly or
indirectly in the discrimination prohibited by the Acts and the Regulations, including
employment practices when the contract covers any activity, project, or program
set forth in Appendix B of 49 CFR Part 21.
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
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
grounds of race, color, or national origin.
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
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
Washington State Department of Transportation to be pertinent to ascertain
compliance with such Acts and Regulations and instructions. Where any information
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
Washington State Department of Transportation, as appropriate, and will set forth
what efforts it has made to obtain the information.
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
b. cancelling, terminating, or suspending a contract, in whole or in part.
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 j
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,
EEO COMPLIANCE DOCUMENTS - 2
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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
authorities; including but not limited to:
Pertinent Non-Discrimination Authorities:
i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252),
(prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part
21.
ii. The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 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
projects);
iii. Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination
on the basis of sex); I
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;
V. The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.),
(prohibits discrimination on the basis of age);
vi. Airport and Airway Improvement Act of 1982, (49 USC § 471, Section 47123), as
amended, (prohibits discrimination based on race, creed, color, national origin, or
sex);
vii. The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope,
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
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,
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
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;
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
Populations and Low-Income Populations, which ensures Non-discrimination against
minoritypopulations b discouraging programs, ,p p y g g p g policies and activities with i
disproportionately high and adverse human health or environmental effects on
minority and low-income populations;
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EEO COMPLIANCE DOCUMENTS - 3
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 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).
xiii. Washington Law Against Discrimination (Ch. 49.60 RCW)
7. 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.
By signing below, I agree to fulfill the five requirements referenced above.
Dlgltally signed by Rodney Lyster
B Rodney Lyster`D all-RRodney eltac nn Delta Connects,ou,
�mgll=Rlyster@deltaconnects.com,c=US
y: Date:2023.10.12 12.46:29-07'00'
For: Ainsworth Inc
Title: Regional Manager
Date: 10/11/2023
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EEO COMPLIANCE DOCUMENTS - 4
CITY OF KENT
ADMINISTRATIVE POLICY
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NUMBER: 1.2 EFFECTIVE DATE: October 20, 2022
SUBJECT: INCLUSIVE CONTRACTING SUPERSEDES: January 1, 1998
APPROVED BY Dana Ralph, Mayor
POLICY:
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,
if holding Agreements with the City amounting to $10,000 or more within any given year, must
take the following affirmative steps:
1. Provide a written statement to all new employees and subcontractors indicating
commitment as an equal opportunity employer.
2. Actively consider for promotion and advancement available minorities and women.
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
Policy Declaration, prior to commencing performance.
Any contractor, subcontractor, consultant or supplier who willfully disregards the City's
nondiscrimination and equal opportunity requirements shall be considered in breach of contract
and subject to suspension or termination for all or part of the Agreement.
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.
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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.
2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines.
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EEO COMPLIANCE DOCUMENTS - 5 j
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BIDDER RESPONSIBILITY CRITERIA
Certification of Compliance with Wage Payment Statutes
This certification is required by state law (RCW 39.04,350(2)) to be submitted to the City
before the contract can be awarded,
The bidder hereby certifies that, within the three-year period immediately preceding the bid
solicitation date (Insert Date), the bidder is not a "willful" violator, as defined in RCW 49.48.082,
of any provision of chapters 49.46, 49,48, or 49.52 RCW, as determined by a final and binding
citation and notice of assessment issued by the Department of Labor and Industries or through a
civil judgment entered by a court of limited or general jurisdiction.
I certify under penalty of perjury under the laws of the State of Washington that the foregoing is
true and correct.
Insert Bidder's Business Name
n p\, {�' Dlgltallyslgned by Rodney Lyster
Rod 1 1 y Lyste DN:cn=Rodney Lyster,o=Delta Connects,ou,
/// 'email=Rlyster@deltaconnects.com,c=US
By• Date:2023.10.1212:46:57-07'00'
Signature of Authorized Official*
Printed Name: Rodney Lyster
Title: Regional Manager
Date: 10/11/2023
City and State: Bellevue, WA
*If a corporation, proposal must be executed in the corporate name by the president or vice-
president (or any other corporate officer accompanied by evidence of authority to sign). If a co-
partnership, proposal must be executed by a partner.
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BIDDER RESPONSIBILITY CRITERIA - 1
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A) elta EXHIBIT A
C O N N E C T S BUILDING INTELLIGENCE. BUILDING SUCCESS.
To: Kit Williams Director of Operations Project: ShoWare Center
DDC Lighting Controls
Email: cwilliams@accessoshowarecenter.com Kent, WA
SALESPERSON SHIPPED VIA F.O.B. POINT TERMS
Mark Eddy 206-730-1724 FFA Purchase Order/Net 30
Delta Connects is pleased to present the following proposal to install Delta Controls for the above referenced project. This
proposal in based on job walks, discussions with owner and lighting points list documents. The information contained
within this quotation is proprietary and may not be disseminated without the expressed written consent of Delta Connects
Inc. Scope of work is as follows:
DELTA DDC CONTROL SYSTEM PROPOSAL Price: $115,754
Project based on 2023 Calendar Year Includes WSST
Integrated Lighting Control System
• (11) Lighting Room Control Panel Locations
o Delta Controls DLC-P1024E Lighting Control Panel each
■ Ethernet network connection
■ 24 lighting control outputs
■ 10 universal inputs
■ 2 Modified existing barriers between Line and Low voltage compartments
o CAT6 cabling between controller and nearest IT patch panel by Owner
• (1) Site Photocell
• (168) Panasonic Lighting relays
o Distributed between various lighting panels
o Covers existing relays and ones designated spare
o Does not include capacity for blank relay spots
• (4) Maple Systems Industrial Wall Mounted PC
0 15"Touch Screen Display
o 200 VA 24 VDC Power supply
o Connect to UPS that is c/w switchgear (UPS by Owner)
o 3#18 cable to be installed between Screen and nearest IT patch panel by Owner
o CAT6 cable to be installed between Screen and nearest IT patch panel by Owner
• (1) 200 Point enteliWEB installed on (1)Touch Screen to be used as backup unit
o Required in case main enteliWEB server fails
• (24) Demolition/Removal
o Provide blank plates for existing lighting switch stations
o Existing CATS cabling will be left in place
Includes:
■ WSST
■ Shop drawings
■ Programming
■ Graphics— Floor plates with lighting zoning
Delta Connects Inc.
22522 29th Drive SE,Suite 10498021
■ On-site Commissioning
■ Training 4 hours
■ All New equipment will be commissioned
■ All new equipment and installation will carry a one year warranty
■ All areas will be cleaned and returned to original condition upon Delta Connects installers leaving the area
■ Delta Connects is a Non-Union Controls Contractor
Not Included•
■ CAT6 cabling installed by Owner
■ UPS power supplies
■ Overtime labor (except as noted above)
• Hazardous material removal and disposal
■ Cleanup fees other than incidental cleaning after each days/nights work
■ Repair or replacement of pipe insulation
■ Patching or painting of walls and/or ceilings
Accepted by: Propose by:
Customer Delta Connects Inc.
B B
Signature: Mark Eddy
Title:
April 4, 2023
PRICES QUOTED ARE VALID FOR 30 DAYS FROM DATE OF QUOTATION
PRICES QUOTED INCLUDE WSST
PRICES DO NOT INCLUDE COST OF BOND
A7elta BUILDING INTELLIGENCE. BUILDING SUCCESS. Earthright
C O N H F ! 5
Exhibit B
Insurance Requirements
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 by the Contractor, their agents, representatives, employees,
or subcontractors.
A. Minimum Scope of Insurance
Contractor shall obtain insurance of the types described below:
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Commercial General Liability insurance shall be written on Insurance
Services Office (ISO) 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 Endorsement ISO form CG 25 03 11 85. The City shall be
named as an insured under the Contractor's Commercial General
Liability insurance policy with respect to the work performed for the
City using ISO additional insured endorsement CG 20 10 11 85 or a
substitute endorsement providing equivalent coverage. If a general
aggregate limit applies, either the general aggregate limit shall apply
separately to this project/location or the general aggregate limit shall
be twice the required occurrence limit.
The Contractor may use Umbrella or Excess Policies to provide the
liability limits as required in this Agreement. This form of insurance will
be acceptable if all the Primary and Umbrella or Excess Policies shall
provide all the insurance coverages herein required. The Umbrella or
Excess policies shall be provided on a true "following form" or broader
coverage basis, with coverage at least as broad as provided on the
underlying Commercial General Liability insurance.
Automobile Liability insurance providing bodily injury and property
damage liability coverage for all autos used in the performance of this
Agreement. This coverage must be on a primary and non-contributory I
basis only. Coverage shall be written on 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.
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Workers' Compensation coverage for the employees of Contractor and
subcontractors as required by the Industrial Insurance laws of the
State of Washington.
B. Minimum Amounts of Insurance
Contractor shall maintain the following insurance limits:
Commercial General Liability insurance shall be written with limits no
less than $1,000,000 per occurrence, and a $1,000,000 products-
completed operations aggregate limit
Primary Non-Contributory Additional Insured coverage for the City of
Kent, et. al.
Waiver of Subrogation
Automobile Liability insurance with a minimum combined single limit
for bodily injury and property damage of $1,000,000 per occurrence.
If the Contractor maintains broader coverage and/or higher limits than the
minimums shown above, the City requires and shall be entitled to the
broader coverage and/or the higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City. The above policy
limits may be obtained with excess liability (umbrella) insurance.
C. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the
following provisions for Commercial General Liability and Automobile Liability
insurance:
1. The Contractor's insurance coverage shall be primary insurance
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with respect to the City. Any insurance, self-insurance, or
insurance pool coverage maintained by the City shall be in
excess of the Contractor's insurance policies and shall not
contribute to the Contractor's insurance policies.
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2. Contractor's insurer must deliver or mail written notice of
cancellation to the named insured at least forty-five (45) days
before the effective date of the cancellation. The Contractor's
insurance policy shall include an endorsement that provides the
City with written notice of cancellation forty-five (45) days
before the effective date of the cancellation. If Contractor's
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insurer fails to provide the City with a copy of the notice of
cancellation endorsement, the Contractor must notify the City of
any cancellation, nonrenewal or termination before the effective
date of the cancellation.
3. The City of Kent shall be named as an additional insured on all
policies (except Professional Liability) with respect to work
performed by or on behalf of the Contractor and a copy of the
endorsement naming the City as an additional insured shall be
attached to the Certificate of Insurance. The City reserves the
right to receive a certified copy of all required insurance policies.
The Contractor's Commercial General Liability insurance shall
also contain a clause stating that coverage shall apply separately
to each insured against whom claims are made or suit is
brought, except with respect to the limits of the insurer's
liability.
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D. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best rating of not
less than A:VII.
E. Verification of Coverage
Contractor shall furnish the City with original certificates and a copy of the
amendatory endorsements, including but not necessarily limited to the
additional insured endorsement, evidencing the insurance requirements of
the Contractor before commencement of the work. The City waives no
rights, and the Contractor is not excused from performance if Contractor
fails to provide the City with a copy of the endorsement naming the City as a
Primary Non-Contributory Additional Insured.
F. Subcontractors
Contractor shall include all subcontractors as insureds under its policies or
shall furnish separate certificates and endorsements for each subcontractor.
All coverage for subcontractors shall be subject to all the same insurance
requirements as stated herein for the Contractor.
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