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HomeMy WebLinkAbout22-046 - ECOSS - Puget Sound Spill Kit Incentive Program 2022 Contract Number: City of Tukwila 22-046 Council Approval N/A 6200 Southcenter Boulevard, Tukwila WA 98188 PROFESSIONAL SERVICES AGREEMENT (Includes consultants, architects, engineers, accountants, and other professional services) THIS AGREEMENT is entered into between the City of Tukwila, Washington, hereinafter referred to as the City, and _ECOSS___, hereinafter referred to as the Consultant, in consideration of the mutual benefits, terms, and conditions hereinafter specified. Project Designation. 1. The Consultant is retained by the City to perform _Education and Outreach_______________ services in connection with the project titled _ECOSS Puget Sound Spill Kit Incentive Program 2022_________________________________. Scope of Services. 2. The Consultant agrees to perform the services, identified on Exhibit A and Exhibit B attached hereto, including the provision of all labor, materials, equipment and supplies. Duration of Agreement; Time for Performance. 3. This Agreement shall be in full force and effect for a period commencing upon execution and ending __December 31, 2022________________, unless sooner terminated under the provisions hereinafter specified. Work under this Agreement shall commence upon written notice by the City to the Consultant to proceed. The Consultant shall perform all services and provide all work product required pursuant to this Agreement no later than _December 31, 2022________________ unless an extension of such time is granted in writing by the City. Payment. 4. The Consultant shall be paid by the City for completed work and for services rendered under this Agreement as follows: A. Payment for the work provided by the Consultant shall be made as provided on Exhibit A and B attached hereto, provided that the total amount of payment to the Consultant shall not exceed ___$8,000.00__________________ without express written modification of the Agreement signed by the City. B. The Consultant may submit vouchers to the City once per month during the progress of the work for partial payment for that portion of the project completed to date. Such vouchers will be checked by the City and, upon approval thereof, payment shall be made to the Consultant in the amount approved. C. Final payment of any balance due the Consultant of the total contract price earned will be made promptly upon its ascertainment and verification by the City after the completion of the work under this Agreement and its acceptance by the City. D. Payment as provided in this section shall be full compensation for work performed, services rendered, and for all materials, supplies, equipment and incidentals necessary to complete the work. E. The Consultants records and accounts pertaining to this Agreement are to be kept available for inspection by representatives of the City and the state of Washington for a period of three (3) years after final payments. Copies shall be made available upon request. Ownership and Use of Documents. 5. All documents, drawings, specifications and other materials produced by the Consultant in connection with the services rendered under this Agreement shall be the property of the City whether the project for which they are made is executed or not. The Consultant shall be permitted to retain copies, including reproducible copies, of drawings and specifications for information, reference and use in connection with the Consultants endeavors. The Consultant shall not be responsible for any use of the said documents, drawings, specifications or other materials by the City on any project other than the project specified in this Agreement. Compliance with Laws. 6. The Consultant shall, in performing the services contemplated by this Agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services rendered under this Agreement. Indemnification. 7. The Consultant shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the acts, errors or omissions of the Consultant in performance of this Agreement, except for injuries and damages caused by the sole 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 Consultant and the City, its officers, officials, employees, and volunteers, the Consultants liability hereunder shall be only to the extent of the Consultants negligence. It is further specifically and expressly understood that the indemnification provided herein constitutes the Consultant'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. Insurance. 8. The Consultant 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 Consultant, its agents, representatives, or employees.e of insurance as required by the agreement shall not be construed to limit the liability of the Consultant to the coverage pr law or in equity. Minimum Amounts and Scope of Insurance. A. Consultant shall obtain insurance of the types and with the limits described below: Automobile Liability insurance with a minimum combined single limit for bodily 1. injury and property damage of $1,000,000 per accident. Automobile Liability insurance shall cover all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services 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. 2. Commercial General Liability insurance with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. Commercial General Liability insurance shall be at least as broad as ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, stop-gap independent contractors and personal injury and advertising injury. The City shall be named insurance policy with respect to the work performed for the City using an additional insured endorsement at least as broad as ISO CG 20 26. 3. coverage as required by the Industrial Insurance laws of the State of Washington. Page 2 C:\\Users\\dmerle\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\KUHLZEBF\\Professional Services Agreement 2022.doc 4. Professional Liability with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. Professional Liability insurance shall be Other Insurance Provision. B. al General Liability insurance policies are to contain, or be endorsed to contain that they shall be primary insurance with respect to the City. Any Insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consul insurance and shall not be contributed or combined with it. Acceptability of Insurers. C. Insurance is to be placed with insurers with a current A.M. Best rating of not less than A:VII. Verification of Coverage. D. Consultant 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. Upon request by the City, the Consultant shall furnish certified copies of all required insurance policies, including endorsements, required in this Notice of Cancellation. E. The Consultant shall provide the City with written notice of any policy cancellation, within two business days of their receipt of such notice. Failure to Maintain Insurance. F. Failure on the part of the Consultant 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 Consultant 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 Consultant from the City. Independent Contractor. 9. The Consultant and the City agree that the Consultant 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 the Consultant nor any employee of the Consultant 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 for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to the Consultant, or any employee of the Consultant. Covenant Against Contingent Fees. 10. The Consultant warrants that he has not employed or retained any company or person, other than a bonafide employee working solely for the Consultant, to solicit or secure this contract, and that he has not paid or agreed to pay any company or person, other than a bonafide employee working solely for the Consultant, any fee, commission, percentage, brokerage fee, gifts, or any other consideration contingent upon or resulting from the award or making of this contract. For breach or violation of this warrant, the City shall have the right to annul this contract without liability, or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. Discrimination Prohibited. 11. Contractor, 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, the presence of any disability, or any other protected class status under state or federal law, in the selection and retention of employees or procurement of materials or supplies. Page 3 C:\\Users\\dmerle\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\KUHLZEBF\\Professional Services Agreement 2022.doc Assignment. 12. The Consultant shall not sublet or assign any of the services covered by this Agreement without the express written consent of the City. Non-Waiver. 13. Waiver by the City of any provision of this Agreement or any time limitation provided for in this Agreement shall not constitute a waiver of any other provision. Termination. 14. A. The City reserves the right to terminate this Agreement at any time by giving ten (10) days written notice to the Consultant. B. In the event of the death of a member, partner or officer of the Consultant, or any of its supervisory personnel assigned to the project, the surviving members of the Consultant hereby agree to complete the work under the terms of this Agreement, if requested to do so by the City. This section shall not be a bar to renegotiations of this Agreement between surviving members of the Consultant and the City, if the City so chooses. . 15. This Agreement shall be subject to, and the Consultant shall at all times comply with, all applicable federal, state and local laws, regulations, and rules, including the provisions of the City of Tukwila Municipal Code and ordinances of the City of Tukwila. 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 arising from or related to this Agreement shall be exclusively in King County Superior Court. Severability and Survival. 16. 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. Notices. 17. Notices to the City of Tukwila shall be sent to the following address: Greg Villanueva Department of Public Works City of Tukwila 6300 Southcenter Boulevard, Suite100 Tukwila, WA 98188 Notices to Consultant shall be sent to the following address: Angela Ena ECOSS 1011 SW Klickitat Way, Suite 201 Seattle, WA 98134 Entire Agreement; Modification. 18. This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the City and the Consultant 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. Page 4 C:\\Users\\dmerle\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\KUHLZEBF\\Professional Services Agreement 2022.doc DATEDthis _________ day of ____________________________, 2022_. 7th April CITY OF TUKWILACONSULTANT ____________________________________By:___________________________________ Hari Ponnekanti Public Works Director Printed Name: Debora Merle Title:___________Executive Director _____ Page 5 C:\\Users\\dmerle\\AppData\\Local\\Microsoft\\Windows\\INetCache\\Content.Outlook\\KUHLZEBF\\Professional Services Agreement 2022.doc ECOSS' Puget Sound Spill Kit Incentive Program 2022 Final Scope of Work ECOSS provides the following scope of work to be completed with the City of Tukwila. This is an ongoing project between both parties. This document is a statement of work for 2022 designed to clarify and aid in understanding responsibilities and expectations of participating parties. Goal: The primary goal for this project is to increase awareness and understanding of - stormwater management among business owners, managers, property managers and employees, and encourage businesses and multi-family complexes to practice pollution prevention and best management practices. ECOSS wants to keep its staff and customers safe and healthy during the COVID-19 - pandemic. ECOSS will continue to provide service (in-person, curbside pickup/drop-off, or remotely) while enforcing the most updated safety protocols based on guidance provided by King County Public Health. Should anything change regarding how we are able to interact with customers during this contract, ECOSS will reach out to the City to adapt or amend this Scope as needed. - Spill Kit program before. ECOSS can participate in the selection of businesses for outreach by identifying businesses that are owned or managed by Black, Indigenous, People of Color (BIPOC), recent immigrants, English Language Learners or other marginalized groups. Task 1 Project Management Provide management and guidance to ECOSS staff to provide spill kit outreach, spill - response training, and technical assistance to businesses. Respond to City of Tukwilarequests as needed. - Deliverables: Provide management and guidance for staff to perform deliverables as listed in Task 2 Business Outreach & Technical Assistance Communicate with City Task 2 Business Outreach & Technical Assistance ECOSS will work with the City to identify and reach out to specific businesses that are in - need of spill and pollution prevention services ECOSS will provide targeted and specialized stormwater pollution prevention assistance - in the languages requested, and provide spill response training to businesses and multi- family complexes throughout City of Tukwila ECOSS will provide support to City of Tukwila by working directly with any business or - multi-family complex identified by the City or ECOSS staff members. Support will include, but not be limited to: Business identification and selection for outreach Stormwater education Spill kit, customized spill plan, and spill response training for managers and employees, including in-person and/or video trainings Provide Best Management Practices (BMPs) information sheets appropriate for the business sector In-language support as needed Contractor, consultant, vendor, and agency referrals ECOSS will collect information during service delivery to gauge basic knowledge and - awareness of stormwater issues, BMP's, spill response readiness, etc. ECOSS will perform follow upoutreach with follow up support as needed and perform - regionally-based post-service surveys to a percentage of previously visited businesses to determine post-service awareness and behaviors, including kit use, training, etc. Deliverables: Provide up to 30 new businesses with spill kits and spill response trainings in 2022 paid for by this contract Provide up to 30 additionalfollow-up outreach visits with post-service surveys in 2022. Program Materials ECOSS will produce program literature: - Spill kit brochures describing the program Spill training poster Spill training videos Site specific spill plans Site maps Business selection for outreach as needed Deliverables: Spill kit brochure(s) - Spill plan(s) for each business or multi-family complex - 3 Spill kit(s) for each businessor multi-family complex - Emergency spill response training materials - Site maps with drainage info (where GIS data is available) - (Optional) Referrals to prioritized businesses and multifamily complexes for ECOSS - outreach staff Deliverables: List of businesses needing assistance and any additional educational materials that the City of Tukwila would like distributed Updated GIS information, if applicable Task 3 Record Keeping & Reporting ECOSS will supply the City of Tukwila with a report of completed site visits, business - sectors visited, primary languages spoken, materials, training and assistance provided. ECOSS will provide a final evaluation report about pre/post service delivery behaviors - based on regional outreach. Progress-based invoicing (based on percentage of project completed) will occur within - three months of project implementation. Final invoice will be sent before January 31, 2023. Deliverables: Invoicing after outreach completed and after sending final report Tracking spreadsheet, draft (due 2/15/23) and final evaluation report(s) (due 2/15/23) Ongoing activities In addition to the tasks listed above, there may be a need for subsequent meetings, - phone calls or emails regarding the stormwater work activities Ongoing conversations between parties regarding the development of future programs, - funding sources, and the opportunity to partner on subsequent projects Deliverable: Check-ins regarding work activities By signing below, both parties agree with the activities and deliverables delineated above, and payment in exchange for the activities provided. 3 Total cost of this contract for 2022: $_____________________________ __________________________________ ________________________________ Public Works Director, City of Tukwila Executive Director, ECOSS 04/04/2022 __________________________________ ________________________________ Date Signed Date Signed Total Budget The budget for this proposed scope of work is $8,000. 3