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HomeMy WebLinkAbout17-027 - King County - Mobile Dental VanCity of Tukwila 6200 Southcenter Boulevard, Tukwila WA 98188 Contract Number: 17 -027 Council Approval N/A CONTRACT FOR SERVICES This Agreement is entered into by and between the City of Tukwila, Washington, a non - charter optional municipal code city hereinafter referred to as "the City," and King County, Mobile Medical/Dental Van, hereinafter referred to as "the Contractor," whose principal office is located at 401 5th Ave., Suite 1300, Seattle, WA 98104. WHEREAS, the City has determined the need to have certain services performed for its citizens but does not have the manpower or expertise to perform such services; and WHEREAS, the City desires to have the Contractor perform such services pursuant to certain terms and conditions; now, therefore, IN CONSIDERATION OF the mutual benefits and conditions hereinafter contained, the parties hereto agree as follows: 1. Scope and Schedule of Services to be Performed by Contractor. The Contractor shall perform those services described on Exhibit A attached hereto and incorporated herein by this reference as if fully set forth. In performing such services, the Contractor shall at all times comply with all Federal, State, and local statutes, rules and ordinances applicable to the performance of such services and the handling of any funds used in connection therewith. The Contractor shall request and obtain prior written approval from the City if the scope or schedule is to be modified in any way. 2. Compensation and Method of Payment. The City shall pay the Contractor for services rendered according to the rate and method set forth on Exhibit B attached hereto and incorporated herein by this reference. The total amount to be paid shall not exceed $2,000.00 for 2017 and $2,000.00 for 2018. 3. Contractor Budget. The Contractor shall apply the funds received under this Agreement within the maximum limits set forth in this Agreement. The Contractor shall request prior approval from the City whenever the Contractor desires to amend its budget in any way. 4. Duration of Agreement. This Agreement shall be in full force and effect for a period commencing January 1, 2017, and ending December 31, 2018, unless sooner terminated under the provisions hereinafter specified. 5. Independent Contractor. Contractor and City agree that Contractor is an independent contractor with respect to the services provided pursuant to this Agreement. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties hereto. Neither Contractor nor any employee of Contractor shall be entitled to any benefits accorded City employees by virtue of the services provided under this Agreement. The City shall not be responsible for withholding or otherwise deducting federal income tax or social security or contributing to the State Industrial Insurance Program, or otherwise assuming the duties of an employer with respect to the Contractor, or any employee of the Contractor. CA Revised 2012 Is-I- of 02 o Page 1 of 6 6. Indemnification. The Contractor shall defend, indemnify and hold the City, its officers, agents, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or in connection with the performance of this Agreement, except for injuries and damages except to the extent caused by the negligence of the City. 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, and volunteers, the Contractor's liability hereunder 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. This waiver has been mutually negotiated by the parties. The provisions of this section shall survive the expiration or termination of this Agreement. 7. 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. Contractor's maintenance of insurance, its scope of coverage and limits as required herein shall not be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit the City's recourse to any remedy available at law or in equity. A. Self - Insurance Program. King County, a charter county government under the constitution of the State of Washington, hereinafter referred to as "County ", maintains a fully funded Self - Insurance program as defined in King County Code 4.12 for the protection and handling of the County's liabilities including injuries to persons and damage to property. The City acknowledges, agrees and understands that the County is self - funded for all of its liability exposures. The County agrees, at its own expense, to maintain, through its self - funded program, coverage for all of its liability exposures for this Agreement. The County agrees to provide the City with at least 30 days prior written notice of any material change in the County's self-funded program and will provide the City with a certificate of self - insurance as adequate proof of coverage. The City further acknowledges, agrees and understands that the County does not purchase Commercial General Liability insurance and is a self - insured governmental entity; therefore the County does not have the ability to add the City as an additional insured. B. 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. C. Subcontractors. The Contractor shall have sole responsibility for determining the insurance coverage and limits required, if any, to be obtained by subcontractors, which determination shall be made in accordance with reasonable and prudent business practices. D. Notice of Cancellation. The Contractor shall provide the City for this work with written notice of any policy cancellation, within two business days of their receipt of such notice. E. Failure to Maintain Insurance. Failure on the part of the Contractor to maintain the insurance as required shall constitute a material breach of contract, upon which the City may, after giving five business days notice to the Contractor to correct the breach, immediately terminate the contract or, at its discretion, procure or renew such insurance and pay any and all premiums in connection therewith, with any sums so expended to be repaid to the City on demand, or at the sole discretion of the City, offset against funds due the Contractor from the City. CA Revised 1 -2013 Page 2 of 6 8. Record Keeping and Reporting. A. The Contractor shall maintain accounts and records, including personnel, property, financial and programmatic records which sufficiently and properly reflect all direct and indirect costs of any nature expended and services performed in the performance of this Agreement and other such records as may be deemed necessary by the City to ensure the performance of this Agreement. B. These records shall be maintained for a period of seven (7) years after termination hereof unless permission to destroy them is granted by the office of the archivist in accordance with RCW Chapter 40.14 and by the City. 9. Audits and Inspections. The records and documents with respect to all matters covered by this Agreement shall be subject at all times to inspection, review or audit by law during the performance of this Agreement. 10. Termination. This Agreement may at any time be terminated by either party giving to the other party thirty (30) days written notice of the intention to terminate the same. Failure to provide products on schedule may result in contract termination. If the Contractor's insurance coverage is canceled for any reason, the City shall have the right to terminate this Agreement immediately. 11. Discrimination Prohibited. The Consultant, with regard to the work performed by it under this Agreement, will not discriminate on the grounds of race, religion, creed, color, national origin, age, veteran status, sex, sexual orientation, gender identity, marital status, political affiliation or the presence of any disability in the selection and retention of employees or procurement of materials or supplies. 12. Assignment and Subcontract. The Contractor shall not assign or subcontract any portion of the services contemplated by this Agreement without the written consent of the City. 13. Entire Agreement; Modification. This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Contractor and supersedes all prior negotiations, representations, or agreements written or oral. No amendment or modification of this Agreement shall be of any force or effect unless it is in writing and signed by the parties. 14. Severability and Survival. If any term, condition or provision of this Agreement is declared void or unenforceable or limited in its application or effect, such event shall not affect any other provisions hereof and all other provisions shall remain fully enforceable. The provisions of this Agreement, which by their sense and context are reasonably intended to survive the completion, expiration or cancellation of this Agreement, shall survive termination of this Agreement. 15. Notices. Notices to the City of Tukwila shall be sent to the following address: City Clerk, City of Tukwila 6200 Southcenter Blvd. Tukwila, Washington 98188 Notices to the Contractor shall be sent to the address provided by the Contractor upon the signature line below. 16. Applicable Law; Venue; Attorney's Fees. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. In the event any suit, arbitration, or other proceeding is instituted to enforce any term of this Agreement, the parties specifically understand and agree that venue shall be properly laid in King County, Washington. The prevailing party in any such action shall be entitled to its attorney's fees and costs of suit. CA Revised 1 -2013 Page 3 of 6 17. No Third Party Beneficiaries. Except for the parties to whom this Agreement is assigned in compliance with the terms of this Agreement, there are no third party beneficiaries to this Agreement, and this Agreement shall not impart any rights enforceable by any person or entity that is not a party hereto. DATED this 1 II c\ day of f i , 20 /7. CITY OF TUKWILA CONTRACTOR By: Derek Speck, Economi Development Administrator Printed Name an. Title: APPROVED AS TO FORM: Office of the City Attorney Address: TJ Cosgrove, Director Community Health Services Division Public Health- Seattle & King County Lfo l FIFT0- AV r S t IT& loon Se -WILE, jjjo4 CA Revised 1 -2013 Page 4 of 6 EXHIBIT A 2017 -2018 Seattle -King County Public Health — Mobile Dental Van Scope of Services to be Provided by Agency. The Agency shall furnish to residents of the City of Tukwila, under the City's Human Services program, dental visit on the mobile dental van. The van will visit Church by the Side of the Road in Tukwila throughout the year. 1st Quarter • Serve 3 homeless Tukwila clients • Provide 3 dental visits • Submit Tukwila specific narrative 2nd Quarter • Serve 3 homeless Tukwila clients • Provide 3 dental visits 3rd Quarter • Serve 2 homeless Tukwila clients • Provide 2 dental visits 4th Quarter • Serve 2 homeless Tukwila clients • Provide 2 dental visits • Submit Tukwila specific narrative • Submit outcome, indicators and results • Submit demographics The City Of Tukwila will use a variety of measures as indicators of satisfactory contract performance. The Agency will be expected to meet at least 90% of the performance goals (outputs) as defined above. If the Agency does not meet the 90% of performance goals, payment for services rendered under the agreement will be reduced by the number of percentage points below the 90% level. At a 90% success rate, the Agency will be reimbursed at 100 %. Any exceptions must be negotiated with the City. Exceptions may be made in cases where circumstances beyond the Agency's control impact their ability to meet their service unit goals and the Agency has shown reasonable effort to overcome those circumstances. Exceptions are made at the discretion of the City's Human Services Manager. Funds will be used to pay for operating costs. The Agency shall make all reasonable efforts to ascertain the eligibility of applicants for Agency services, such eligibility to require residence within the City, and shall provide services under this Agreement only to eligible applicants. CA Revised 1 -2013 Page 5 of 6 EXHIBIT B OPERATING BUDGET FOR 2017 -2018 PLANNED QUARTERLY EXPENDITURES Quarterly 3 6 9 12 Total Expenditures To be billed in full once annual goals have been met, not to exceed $2000.00 annually. CA Revised 1 -2013 Page 6 of 6