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HomeMy WebLinkAbout000526 Original Contractproject. LIGHTING PROGRAM AGREEMENT BETWEEN City of Port Angeles Record #000526 CITY OF PORT ANGELES AND PORT ANGELES DOWNTOWN ASSOCIATION This agreement is made between the City of Port Angeles (hereinafter referred to as the "City and the Port Angeles Downtown Association (hereinafter called the PADA) for the downtown fountain lighting project. WHEREAS, over the past two years there have been significant complaints regarding vandalism, graffiti, and undesirable behavior at the Laurel Street Fountain; and WHEREAS, this project will improve public safety during after dark business hours, reduce reoccurring maintenance issues at the fountain and contribute to the aesthetic enhancement of this public plaza; and WHEREAS, the City will be reimbursing for materials only and the total project cost is estimated to be $14,000, of which PADA will provide funding for $8,500 and the City will provide $5,500. NOW, THEREFORE, the City and PADA do mutually agree to the following terms and conditions regarding the above project using City funds through the Electric Utility Rural Economic Development Fund. 1. SCOPE OF SERVICES PADA will complete in a satisfactory and proper manner as determined by the City the installation of outdoor lighting at the Laurel Street Fountain. 2. TERMS AND OBLIGATIONS The effective date of this agreement will be the date the parties sign, and the contract term ends December 31, 2012. In the event the PADA has prosecuted the work with reasonable diligence but, due to factors beyond its reasonable control, the PADA is unable to complete the work before December 31, 2012, the City Manager is authorized to extend the time to complete the work. All materials must be purchased in the 2012 calendar year. All lighting improvements shall be consistent with zoning and building codes currently in effect for the City. The PADA shall assure that any permit or review necessary under City Ordinance shall be approved before the work on the project begins. The PADA shall be solely responsible for the construction and management of the entire The PADA has the right to enter the City property to complete the work. Five business days before starting construction, the PADA must coordinate the construction schedule with the City Parks Superintendent. 1 3. BUDGET The City will reimburse to the PADA up to the amount of $5,500.00, for eligible incurred costs for materials for the Project. It is understood that this agreement is funded with public funds. The PADA acknowledges and agrees that the funds must be used only for eligible expenditures. 4. PAYMENT Disbursement of funds shall be made only after the Project is complete and certified by City staff to be in compliance with the approved design. The work must also adhere to any required inspections before funds are disbursed for reimbursement. All documentation for payment must be provided at one time to the City for one payout by February 1, 2013. Payment will be made to the PADA by the City within four weeks after the City deems all Project costs and documentation to be complete. Payment shall be made only to the PADA. The PADA's submission must include itemized invoices detailing the work completed and materials purchased and proof that payments in full have been made to Contractors and vendors, if applicable. PADA acknowledges, and agrees to inform its Contractor, that the City has no obligation to pay the Contractor for work performed for the PADA under this Program. This agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party shall have any claim or right of action hereunder for any cause whatsoever. 5. GENERAL CONDITIONS A. General Compliance. The PADA agrees to comply with all applicable Federal, state and local laws, regulations, and policies, governing the funds provided under this agreement. B. Independent Contractor. Nothing contained in this agreement is intended to, or will be construed in any manner, as creating or establishing the relationship of employer /employee between the parties. The PADA will at all times remain an "independent contractor" with respect to the services to be performed under this agreement. The City will be exempt from payment of all Unemployment Compensation, FICA, retirement, life and /or medical insurance and Workers' Compensation Insurance, as the PADA is an independent contractor. C. Hold Harmless. The PADA will hold harmless, defend and indemnify the City from any and all claims, actions, suits, charges and judgments whatsoever that arise out of the PADA's and contractor's performance or nonperformance of the services or subject matter called for in this agreement. D. Workers' Compensation. The PADA or its Contractor will provide Workers' Compensation Insurance Coverage for all of its employees involved in the performance of this agreement. E. Additional Insurance. The PADA shall ensure contractor has insurance of the types described below: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident, covering 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 shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, and personal injury and advertising injury. 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. F. Contract with Contractor. Each contractor who is performing the work approved for this Project shall have a valid State of Washington Contractor's License. G. Labor Code /Prevailing Wage. PADA acknowledges and agrees that the PADA's improvements to be constructed with the proceeds constitute work paid for in whole or in part out of public funds. PADA shall comply with all requirements of applicable federal, state, and local laws and regulations pertaining to labor standards and payment of prevailing wages (collectively, "Prevailing Wage Laws PADA shall (i) require its contractors and subcontractors to submit certified copies of payroll records to PADA; (ii) maintain complete copies of such certified payroll records; and (iii) make such records available to City and its designees for inspection and copying during regular business hours. PADA shall defend, indemnify and hold harmless the City and its officers, employees, volunteers, agents and representatives from and against any and all present and future claims, arising out of or in any way connected with PADA's obligation to comply with all Prevailing Wage Laws, including all claims that may be made by contractors, subcontractors or other third party claimants. H. Funding Source Recognition. The PADA will insure recognition of the roles of the City in providing services through this agreement. I. Suspension or Termination. The City may suspend or terminate this agreement if the PADA materially fails to comply with any terms of this agreement, which include (but are not limited to) the following: Failure to comply with any of the rules, regulations or provisions referred to herein, or such statutes, regulations, guidelines, policies or directives as may become applicable at any time; Failure, for any reason, of the PADA to fulfill in a timely and proper manner its obligations under this Agreement; or Submission by the PADA to the City of reports that are incorrect or incomplete in any material respect. 3 6. ADMINISTRATIVE REQUIREMENTS A. Financial Management Accounting Standards. The PADA agrees to adhere to the accounting principles and procedures required therein, utilize adequate internal controls, and maintain necessary source documentation for all costs incurred. B. Documentation and Record Keeping. The PADA will maintain thorough records pertinent to the activities to be funded under this Agreement. C. Access to Records and Retention. All such records and all other records pertinent to the work undertaken under this agreement will be retained by the PADA for a period of six years after the City's final audit of Project, unless a longer period is required to resolve audit findings or litigation. In such cases, the City will request a longer period of record retention. D. Audits and Inspections. All PADA records with respect to any matters covered by this agreement will be made available to the City and duly authorized officials of the state and federal government, at any time during normal business hours, as often as deemed necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Any deficiencies noted in audit reports must be fully cleared by the PADA within 30 days after receipt by the PADA. Failure of the PADA to comply with the above audit requirements will constitute a violation of this agreement and may result in the withholding of future payments. E. Reporting. Upon completion of the project, PADA will furnish one set of as -built drawing and specifications to the City. 7. PERFORMANCE WAIVER The City's failure to act with respect to a breach by the PADA does not waive its right to act with respect to subsequent or similar breaches. The failure of the City to exercise or enforce any right or provision will not constitute a waiver of such right or provision. 8. ENTIRE AGREEMENT This document states the entire agreement between the City and PADA for the use of funds received under this agreement and it supersedes all prior communications and proposals, whether electronic, oral, or written between the City and the PADA with respect to this agreement. IN WITNESS WHEREOF, the City and the PADA have executed this agreement as of the date and year last written below. CITY OF PORT ANGELES By: Title: Da M Date: 1 �1r een, City Manager Approved as to fform: j 110 T1 William E. B1oor, City Attorney PORT ANGELES DOWNTOWN ASSOCIATION By: Title: V 1 1 5 Date: 1) 1131(1- L Attest: 4 sa Hurd, City Clerk