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Home My WebLink About5.795 Original Contract 5.7Qs PROFESSIONAL SERVICE AGREEMENT THIS AGREEMENT is entered into this 2m.. day of ...<)epTC.MBcf;. 2006, by and between the City of Port Angeles, Washington, a municipal corporation, hereinafter called "City", and Richmond Two-Way Radio, Inc. a Washington corporation, hereinafter called "Richmond Radio" or "Contractor." For and in consideration of the mutual covenants and benefits herein, the Parties hereby agree as follows: 1. SCOPE OF SERVICES. Contractor agrees to .provide all professional services as outlined on the Statement of Work attached hereto as Exhibit At which is incorporated by this reference. 2. STANDARD OF SERVICE. Contractor shaJJ provide the services under this Contract in accordance with aU professional and ethical standards applicable to technology management services. The Contractor agrees to perform all services in a competent manner and in accordance with generally accepted standards for such technology management services. 3. TERM. This agreement shall be for a term commencing on -the date it is signed by both parties and ending L:::tC!-EMcE.R- 31 , 2{)()0 . 4. COMPENSATION. The City will compensate Contractor for services performed herein for the total amount of $22,807.50. Contractor shall not be entitled to any other or additional compensation or consideration. Payments to Contractor for services shall be made by the City pursuant to the paymenUvoucher schedule of the City's Finance Department. Travel expenses of Contractor will be submitted to the City for reimbursement using standard IRS guidelines for expenses. Contractor will endeavor to select reasonably priced hotels, meals, and other expenses. It is expected that City will provide travel expenses during the project for those consulting team members traveling out of their domiciled area, between sites, or over long sequences. These expenses includir:1g the following: -1- . Meals . Parking, ground transportation and tolls . Lodging. 5. INDEPENDENT CONTRACTOR STATUS. The relationship created by this Contract is that of independent contracting entities. The Contractor is not an employee of the City and is not entitled to the benefits provided by the City to its employees. The Contractor, as an independent Contractor, has the authority to control and direct the performance of the details of the services to be provided. The Contractor shall assume full responsibility for payment of all Federal, State, and local taxes or contributions imposed or required, including, but not limited to, unemployment insurance, Social Security, and income tax. 6. ASSIGNMENT. This agreement may not be assigned by either party except with prior written consent of the other. 7. BREACH. A. In the event of either party's material breach of the terms or conditions of this Contract, the non-breaching party reserves the right to withhold payments or services until corrective action has been taken or completed. However, the party shall not exercise this right until they have given written notice of such material breach to the breaching party and ten days have passed since the receipt of such notice. This option is in addition to and not in lieu of the parties' right to terminate this Contract or any other right that State law offers for breach of contract. B. If either party shall materially breach any of the covenants undertaken herein or any of the duties imposed upon it by this Contract, such material breach shall entitle the other party to terminate this Contract, provided that the party desiring to terminate for such cause shall give the offending party at least twenty days' written notice, specifying the particulars wherein it is claimed that there has been a violation hereof, and if at the end of such time, the party notified has not removed the cause of complaint, or remedied the purported violation, then the termination of this Contract shaU be deemed complete. 8. NON-DISCRIMINATION. A. Contractor shall conduct its business in a manner which assures fair, equal and non-discriminatory treatment of all persons, without respect to race, creed or national origin, and, in particular: -2- B. Contractor shall maintain open hiring and employment practices and will welcome applications for employment in all positions, from qualified individuals who are members of minorities protected by federal equal opportunity/affirmative action requirements; and, C. Contractor shall comply with all requirements of applicable federal, state or local laws or regulations issued pursuant thereto, relating to the establishment of non-discriminatory requirements in hiring and employment practices and assuring the service of all persons without discrimination as to any person's race, color, religion, sex, Vietnam era veteran's status, disabled veteran condition, physical or mental handicap, or national origin. 9. HOLD HARMLESS AND INSURANCE. Indemnification/Hold Harmless Contractor 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 Contractor in performance of this Agreement, except for injuries and damages Caused by the sole negligence of the City. 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, its agents, representatives, or employees. No Limitation. Contractor's maintenance of insurance as required by the agreement 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. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 0001 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. -3- 2. Commercial General Liability insurance shall be written 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. 3. Workers' Compensation coverage as required by the Industrial Insurances laws of the State of Washington. 4. Professional Liability insurance appropriate to the Contractor's profession. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,000,000 each occurrence, $2,000,000 general aggregate. 3. Excess/Umbrella Liability insurance shall be written with limits no less than $1,000,000 per claim and $1,000,000 policy aggregate limit. C. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions for Automobile Liability, Professional Liability and Commercial General Liability insurance: 1. The Contractor's insurance coverage shall be primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. 2. The Contractor's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. D. Acceptability of Insurers Insurance is to be placed with insurers with a current A. M. Best rating of not less than AVII. -4- 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. 10. APPLICABLE LAW. This contract shall be governed by, and construed in accordance with, the laws of the State of Washington. 11. MODIFICATION. This contract may be modified, or its term extended, only by written modification hereto. 12. ENTIRE CONTRACT. The parties agree that this Contract is the complete expression of the terms hereto and any oral representation or understanding not incorporated herein is excluded. Further, any modification of this Contract shall be in writing and signed by both parties. IN WITNESS WHEREOF, the parties hereto caused this Contract to be executed the day and year first herein above written. CITY OF PORT ANGELES BYY~~O ) Rtr1NDIEAY~ B.):L ~ ATTEST: Title:~~ H~J Becky J. ity Cler ~Z~o~ William E. Bloor, City Attorney I; ~ -5- ..... EXHIBIT A InstaHation of Motorola Centracom Equipment By Richmond Two Way Radio '1/, Stitem~~ill'h9f Work Item /I:'h:, , IfsWork Detai!,!~ ~;ft'P Remove old Equipment Remove 2 old power supplies from CEB Remove WWV BIM from CEB Remove 3 old Centracom Dispatch Positions Remove 3 Zetron Paging Encoders Rearrange CEB components to make room Centracom Installation and Upgrade Install new Dual Power Supply In CEB Install HP SWitch In CEB Install ADM/CDM Server Install Network and Operator Position cabling Install 3 Gold Elite LCD Operator Position upgrades Install new Gold Elite LCD Operator Position 4 Re-Install Zetron Paging Encoders Install 2 temporary OP In Training Room Install Aux II0s at OPs Programming and Optimization Setup Network Program ADM Program Operator Positions Program Paging Program Aux II0s Adjust VOice transmit levels Adjust Paging Levels ConfIrm proper operation Training Conduct Supervisor Training Conduct Operator Training Documentation Document physical Installation Document programming Provide System Overview documentation Coordination Insure Backup Facility (APSAP) is up & running Coordinate CEB downtime wi Operations Coordinate OP downtime wi Operations Coordinate OP replacement with Furniture Installers Minimize CEB downtime Other than CEB downtime, only 1 OP down at a time Total $15,420.38 IA_Quote_PENCOM 04 xis 06/08/06 ;/\ Gl::OO 1 /001 .s. 7=oJ.!L ; OATE (MWOOIYVYV} _ 09/0&/2006 PROOUOOR (360)385-:1711 FAA (36(l)l8S-~126 THIS CERTiFICATE IS ISSUED AS A MATTER OF INFORMATION HQrner SII1'1 th Iuurllnce Ine ONLY Af>iD CONFERS NO R.IGHTS UPON THE CF-RTIFICATf I . .. , HOLDER r.jl5 CERTIFICATE OOES Nor AMEND, EXTEND OR PO Box 591 I ~l TER THE CO'lERAGI: AFFORDED BY THE POLICIES BELOW. I Po" '_".od, WA ..... ~ INSURERS AFFORDING COVERAGE NAtC # l~sl'~e~ONIf~-----'-----------IINSJ<ER" Amer-iCan Economy'Ii1s~c.o:---- 19690---- .." """"",",, 2-WAY ''''"0 ~~"~' -~i<:_" s'-~.$ Io$UraoC.!- (0,- ",., PO BOX 777 INSJ'{ER C I PORT ,~N(jElES, WA 98360: :~-::::----- '-'- ----.,-------------- ----- ---- COVE~ES I 1l-E POLICIES Or IfIISURAf,ICc L1G-ED 8i::LCW H.~VE BEEN ISSUEC TO THE. INSl'RED NAMED !',BOVl F~J'l THE POLICY ?tRiac iNDICATED N:::JrWI rHSlJ'I\D!N::; ANY REQUIREMENT, TERM OR COM:1TI0l\ OF "NY CONi"I'\ACT OR O:HER DOCUMENT WI'T'H RES?F.C" 70 iN"lICH ntlS C2fl'TIF'ICATE M.~ ( 91:. iSSUED OR ~ MAY f'C'''T~I'N, THE NSURANCE AFFORDED eo.' n IE POL!OES :lESCP,IBE:l HER:O!N IS SUaJECi TO f,LI. Tf"E TERMS, EXCLUSIONS AND CO~,OITlONS OF SUC-I POLICIES ilGGREGA 1 E LIMITS SHOWN 'V,/J.Y rIAV~ BSEN RED'.'CtD 8'1' PAIl) f..:l..bJUS I ... 00 N"O"""AA~ f -;;;~,~~~~_::=.;.; "",,c,",,,,,, ~'"""". ,~ i_ 'ClENERJu_LlAeun 02906SoU'S'OOI OS/,O 2006 OS/20/.2007 EACUCCCUR'l<:"ce s 1,000,00 X COMMERCIA, GENEF<AL lIABIL,T' I OI\f\lAG,E TO REi'lTED 1 1 000 00 r:1 AIMS MAD[- [x] OCCd'" I hiED ~J:P (An~ on8 pI>...,n) $ : 10 I 00 ~'~rl~^~~~---l- ;;;~=:.:, ~-- n:~: I\UTOMOOrU!! 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I"i'lOVleIGN:l ~It.JjQiJ)J~fL.__ NCEL!.ATION ~OULD ANY OF THE ASOI/E DESCRIBED POliCIES BE CANCEl! ED BE.OllE THE ex~IAATION ClArE THEREOF, THE 1$$UINa 'NllURER WilL ENDEAVOR TO mAIL' ~ llA YS WRITTEN NOTICE TO THE CERTifiCATe HOl.DEiR ~IIIED TO THE LEFl, BUT ,"AllLJR~ TO MA,l SUCH "O~ICIO SHALL IMPOSE NO ()BlICl.~TION OR lIABldrv City of Port Angeles Pub' h_ Works Post Office Box 1150 L~or~ Ange~~$' WA 983fi2 ACORD 25 (2lUJ1108)