HomeMy WebLinkAbout24-171 - Alex Marrs - Tukwila Community Leadership Initiative: Interpretation AssistanceCity of Tukwila Contract Number: 24-171
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 hPlwgp a -the City of Tukwila, Washington, hereinafter
referred to as "the City", and _ llIe r hereinafter referred to as "the Consultant",
in consideration of the mutual enefits, terms, and conditions hereinafter specified.
1. .Proiect Designation. The Consultant is retained by the City to perform _as a participant in
a 7 -week leadership program designed to introduce basic knowledge about how local
government works and provide opportunities for mutual exchange of information and
ideas to improve inclusion and engagement among community members _ services
in connection with the project titled _Tukwila Community Leadership Initiative (TCLI)_
2. ,Scope of Services.. The Consultant agrees to perform the services, identified on Exhibit "A"
attached hereto, including the provision of all labor, materials, equipment and supplies.
3. Duration of Agreement= Time for Performance. This Agreement shall be in full force and
effect for a period commencing upon execution and ending _December 31, 2024 , unless
sooner terminated under the provisions hereinafter specified. Work under this Agreement sh all
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, 2024 unless an extension of such time is granted in writing by the City.
4. Payment. 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
"B" attached hereto, provided that the total amount of payment to the Consultant shall not
exceed _ $560 ($80 per session) based on session participation_ 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 Consultant's 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.
5. Ownership and Use of Documents. 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 Consultant's 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.
6. Compliance with Laws. 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 underthis Agreement.
7. Indemnification. 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, exceptfor 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 Consultant's liability
hereunder shall be only to the extent of the Consultant's 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.
8. IAS�Uranse. The-Ceasultaf*- -aFecufe-and-4!F►a!Rtain-tef-the-4umtiGn-e€4tge-AgFeen4ePA
. suFaaee-against-slaim-&-feF-if�uFies-te-pefseas-or-damage-te-pFepeFty�wh+elv4!nay-aFise-fceaA
eF-in-wsenneetkm4-with4he-pe4oFinanee-of-the-wedF-hefeende;-by-the-6ense{taat, its-agente;
FeWesentatives; eF--empleyees—Censultants's-maiatenanse-ef-insuFanee-as-fequiFed-by-the
agFeernef*shaN-net-be-eenstFued talimit•ths4iabi%-efthe Gen u{tart te-theseveFagepFewided
by-sdskr ins Fanse; eF-.ethePA se-limit4he-City'-s-Feleume4o-any-remedy-available-at-law-eF-ir
PQUU
A-04inkn mAmaunts-ard-Uope-ef4n&uFane -- 4�6e suftaRt-shall-eWain-+nsufaree-of-the
types..and Avwth-the-#mits� desedbed-below.
4 utemebile Wabilit Inst farce with aminimt r ser biredsiRgle liFrit#eF bodily+ '
aa4-,pmpe4y-darnageref$4-,WQ 9AO-per-aeside4..--AuterAebile-L4abiNty.-iRSUFanse
shalt- eeveF-all-ewned, Frey-ewned,-#�-and-leased-ve#isles:-GeveFage-shaWbe
wFitteR-�eR--4mur-anse-,�Seatises-9€€se-{l-.#eFFP-6A-00-94-eF..a-suWitute-4GFm
pFevidiRg-equivalent-liability.leverage.--#--neeessary,-Ahe-peliey-shat -be-owIeFsed-te
pFavide-seetFaGt al liability-sevefage.
�: SeFrreeFsial-6eneFaJ-Liabili�-ins�rFarservwithliFrits-ne-less-than-$2;8AO;9AOeasa
eesuFFenee -$2;909;OAO.genefal-aggmgate-GerAFn alllGeneF416ability
instrranse-shall-be at-least-as-bread-as-l99meesUFFeree-fefFA-C6-OA 01 and shah
sever*liability-afising-fFem-Kemises;--epeFatiens step-gap-indepefrdent eertfaeter-s
and-peF-senal- Fgwy-ard.adveftisinQAuF�Tge.Qtyshall-be-naFred-as-an
add4ieRat--insufed- under--the-6ensultaAt!s-CGFRRaeFGW,-GeneFal-Liability-lnwFaree
pelisy-wRhwrespeet•te-the iwefk-peF#eFmed-fef-the-C#y-using-aR-additienal-lRsdFed
eRdefseFReRt at-least-as-bread-as4SO-endeFsement-feFFR-G6-20-2-6:
2aAler-kem!-Cempensatioi;.-GoveFage-as--FequiFed-by-the-Industrial-'RsuFaree-lawns-e#
the -State -of -WashiR& R
CA revised May 2020 Page 2
4. Pmfessieflal 1=iabil+t .with tits ae-lora thaw $�;A99;AA9 4slai+ as $�;9A9 999
pelisy-aggFegate-t--P�efessieaal-NabWiRsuFaase--,hall-be--appref late-te-Ihe
CeRsultaPW-.-pFefessieA-
6. Ru is-€Rti y €ill Availability e#-Gerttrastefkimits-4-the-SeRtFastef-+PaiRtaiRs 4heF
ins FaRse-4mits-thaR-the-fRiRifnuFRsshewn-above; the -Public €Rtity-sha#-be4RsuFed4f.4he
#W-available-limits-of-CeFnfnersial-GeReFal-and-E-xsess eF•i mbFella-4alAityma4gained-by
the•CeRtrastoF iFFespestive-ef-whethef-suc44imits-R}aintained-by4he-CoRtFasteFam-greateF
thaR-these-fequiFe4by4hisGeF►tFast-of-whetheF-any-seOAGate--of-insuraRse-fw-nished--te
the-Public-€atity-evideRses-Omits-ef-l+ability-IeweF-thaR-these,4:naintaiRed-byte-SentFasteF.
G:--Atber-IRseFaase-P-fevislee~ The-SeRsultafg2s-AuteFRebile.-NalAity-and--SenmeFeial
GeRefal-I_-iabitity iRsuFaRse-pelisies-afe-te-seRtalR eFbe-eR&Fsed-te-seRtalRthattheYshall
be-priFne4yinsuFaRse-with•Fespest-tethewSity ARy-IRsuFanse; self-insuFaRse; 9F-lRS}FaR6e
peel-sevefage-fnalntaified-by-the-Qty shah-be-ex-sess-of4he-�Gensultant!s-insuraflse-aR4
shaA net be-seRtFibuted-eF•r.GmblRed-with
8—A"aptability-of-InsuFens—lRsuFaRse44e-be placed-wit--insuFeFs-witk► a-suFFeFFt A M:
Best -Eating -of -Ret -less -than A;VII-
-VeAftatIGn-9f•Ce eFage: SeRsa{taRt shah €urRish the Sitywith erigiRal seFtitisates and a
sept' -of -the -am fidateFy-eRdeFsernents; iRsludiRg-but-Ret-.nesessaMy-limited-te-the
additieF►al-iRsuFed-eRdemement,-evideRsiR9-the-iRsuFaRse--FeguiFefnents-efthe-CeRtFaGteF
befeFe-GGmmeRsemeRt-e the-weFk—blpeR Fequest-by-the-City; the-SeRsuRaRt-shaltfumish
seft+#ed-copies-of-all-requiFed-insuFaRse-iDQWes; lnsludiRg ender-ser+equifed-+R-this
AgFeemeRt-and-evideRse-ef,-t4-eubeePArasteFs' coverage:
€.. Netise-Gf.,Canc-ellation.-Tlae-Gons4►Itant-shall-pFevide-the-City-with-writteq-Retire-Gf-aRy
pelisy-saf►sellatieR; within-two-busiRess-days-oftheif-feseipt-ef-Bush-fietise:
6—F-ailufe--te--Maintain-tfsfanGe:--F-aiiuFe-Gn-the j)a4-ef-4he-CeRsu4taPA--te-maiRtaiR-the
. suraf►se-,as-FeguiFed--shall-seRstitute-a-material-breach-Of-seRtfastr- upeR whish-the-r6ity
ma-y;-afteF--giving-f~+ve-busiRess-days ,notise-te-the-CGORSultaRt-te-serFest-t-he-bFeash;
. fRediately-teFRaiRate-,the-GOMFast -Of-at-its-dissFetiefF,-PfeOGU e--eF-fenew-ewsh-iRsuFaRse
an4-pay-aW-aR4-a4-preFni44r4S4R-seRRestieR-t4eFewith,-withaW.suFns-se-expepAed.te.be
fepaid4e4he-city-eR-de+aan4, eF-at-the-sele4ssFetieR-ef4he-49#y; effset aoRst4unds•,due
the-4;eRsi4kaRt-fFern-4he-City=
9. Independent Contractor. 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.
10. Covenant Against Contingent Fees. 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.
CA revised May 2020 Page 3
11. Discrimination Prohibited. 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.
12. Assignment. The Consultant shall not sublet or assign any of the services covered by this
Agreement without the express written consent of the City.
13. Non -Waiver. 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.
14. Termination.
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. Applicable Law; Venue; Attorney's Fees. 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's fees and costs of suit. Venue for any action arising
from or related to this Agreement shall be exclusively in King County Superior Court.
16. 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.
17. Notices. Notices to the City of Tukwila shall be sent to the following address:
City Clerk
City of Tukwila
6200 Southcenter Boulevard
Tukwila, WA 98188
Notices to Consultant shall be sent to the following address:
Alex Marrs
5509 17th Ave NE
Seattle, WA 98105
18. Entire_ Agreement; Modification. 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.
CA revised May 2020 Page 4
DATED this 12th day of November 2024.
CITY OF TUKWILA
Signed by:
bYAAjhV, P41ASL1/7/2024 1 11:00 AM PST
Z9756MARARd5b
Brandon Miles, Director
Strategic Initiatives and Government Relations
ATTEST/AUTHENTICATED:
Signed y:
Andy Youn, City Clerk
r Signed by:
t. 1,
0
Office of the City Attorney
CONSULTANT'
By.,
Printed Name: kt� �4&j (3
Title:
CA revised May 2'020 Page 5
Exhibit A & B
Tukwila Community Leadership Initiative — Participant
October 15 through November 26, 2024
You are participating in a City of Tukwila program to learn about how local government works, build
relationships, and gain leadership skills.
Participant Duties:
• Fully participate. In addition to showing up, please take this opportunity to meet others in
the program, talk to the presenters, ask questions, and share your opinions.
• Tell us what you need to be successful. We will do our best to create a space to help you
succeed in the program.
• Provide information and ideas about your experience in Tukwila. Your experience is very
valuable to create a City that is welcoming and inclusive for all.
• Complete a Personal Action Plan..You are participating because you want to make a
difference in the community. The plan will help you achieve your goals.
• Complete program surveys. Let us know what you think about the program and how it can
be improved.
Program Completion and Compensation:
• Attendance: Attend all regular sessions on Tuesdays, October 15, 22, 29, November 5, 12,
26 from 6-8pm at the Sullivan Center in Tukwila Village. Attend the Tukwila City Council
Meeting at City Hall on Monday, November 18, 7-9pm. This meeting counts as one
session.
Absences: You can miss one session and still complete the program, meaning you will
receive a certificate of completion. Missing more than one session means that you will not
be able to receive a certificate of completion.
Compensation: You will receive up to $560 total compensation ($80/session).
Compensation is based on participation. Each missed session equals a reduction of $80:
o Attend 7 sessions = receive $560
o Attend 6 sessions = receive $480
o Attend 5 sessions = receive $400
o And so on
Signature Forms and Payments:
• You will be provided with a Photo/Video Release Form that is optional to sign. This form
requests permission to use your image for City -related purposes.
• Your signature is required on a City Professional Services Agreement. This is a contract that
describes the legal relationship between the City and you as a participant in the program.
• Your information and signature is required on a Form W-9. This form provides your correct
name, mailing address, and Taxpayer Identification Number (TIN) or Social Security Number.
The City will issue a check with the name and mailing address provided on the Form W-9.
CA revised May 2020 Page 6