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HomeMy WebLinkAbout5.575u Original Contract 5.575- 02.,1 ........ ' ,'J ~ CITY AUTHORIZED CONTRACTOR AGREEMENT THIS AGREEMENT, made this X day of ~ c<-s -r- ,2004, between the City of Port Angeles, Clallam County, Washington, h nafter referred to as the "City", and Tn-County Corporation doing business as the Glass Doctor, hereinafter referred to as "Contractor" . WITNESSETH: 1. Scope of Work. Contractor agrees to furnish all labor, materials, bonding, insurance, supervision and equipment required to install qualifying energy conservation measures through the City of Port Angeles' Conservation Program. It is understood that no verbal agreements between the property owner, hereinafter referred to as the "Owner", Contractor, and the City will supersede this Agreement. 2. Term. The term of this Agreement shall be from the above date through December 31, 2005 and shall be automatically renewed annually for one-year terms. Either party may terminate this Agreement without cause at any time upon ten (10) days written notice to the other party. 3. MarketinQ. The City' and Contractor share' the responsibility to market the Conservation Program.' The City may market the Conservation . Program; inclading information 'about City Authorized Contractors; through utility billing inserts, radio and print advertising, television, and other appropriate media. In response to a request for a bid that is due to the City's marketing efforts: the Contractor shall promote the benefits of energy efficiency and participation in the City's Conservation Program to the Owner. The Contractor may use its own client lists and sales leads to solicit participation in the Conservation Program. The Contractor may market the Conservation Program and its status as a City Authorized Contractor. All Contractor marketing and advertising that has any reference to the City's Conservation Program or a Contractor's status as a City Authorized Contractor shall be submitted to the Power Resources Manager for advance written approval. 4. EliQibilitv Determination. No work will be authorized without the Owner's completion of the City's application form and. the Contractor's completion of the City's bid form. The Contractor is responsible to determine compliance with the building eligibility requirements. The Contractor -is .also responsible'to identify and inform the City and Owner of all: City' required actions' that do not ql:lalify for payment under the Conservation Program. The Contractor shall only propose City Authorized Contractor Agreement Page 1 I.. . ';. . Jo _'. , ~ ' materials and equipment that are pre-approved by the City and meet the energy conservation measure eligibility requirements. The Contractor's bid shall be accurate within :t5% of the actual materials requirements. The City will not ?pprove' the 'eligibility of energy conservation measures in the Contractor's bid '" : 'until City'inspection acceptance. ":{". '" \.;':.:l~:',-,r; J .:~' .~,T';.-"l.- . ..:"....-...1; ..~~. . ^- <',~"t 4...'~J~_ ~'~;' .""I':~( _'~ 5.; ; .-: 'Buildiriq'EIiQibility'Re'quirements. ,'In' <'order ',to' .qualify :'for h~bates;for ?building .~ 'insulation; replacement windows and heat pumps,. a building must be provided electric service by,the City and must have electric heating equipment as defined in the City's Material and Installation Specifications. In order to qualify for lighting measures, buildings must be provided electric service by the City. 6. EnerQY Conservation Measure Eliqibility Requirements. The Contractor shall be responsible for determining energy conservation measures eligible to be installed in accordance with the City's Material and Installation Specifications. 7. Authorization of Work. Once the City receives a fully completed Owner's application and Contractor's bid, the City will schedule a meeting with the Owner. The City reserves the right to reject any bid to perform work under this Agreement at the sole discretion of the City. Contractor shall not commence work on an Owner's building until an authorized City representative has released the Notice To Proceed following the Owner's execution of the City'.s application form, and the, City's Participatipn Agr.eement form, and the .Qwne.r's acceptanqe pf ~he Contractor's bid., AlI,changes that result :::~.: in an in.crease;in the bid,;pr,ice or increased !?cope of wqrk after, Notice to Proceed must be approved in writing by the City and Owner. Reductions in the scope of work and cost meW be made and the Participation Agreement may,be revised upon City installation acceptance without requiring Owner acceptance. The City may issue no new work to the Contractor until all jobs which have been in progress for more than one hundred and twenty (120) days have passed all required inspections. The Contractor's failure to complete all work and obtain City inspection acceptance within one.,.hundred and twenty (120) days- from the. date of the City Notice to Proceed will enable the City and/or Owner to cancel the Participation Agreement without incurring Contractor cancellation cost. The City may cancel the Participation Agreement for just cause and shall not be responsible for any Owner or Contractor damages. 8. ' Warranty:,. Contractor warrants that,the work and materials furnished under this . . . Agreement shall comply with accepted industry standards and the material and .:~ ''''. .-: installation,; requirements, established .by the .City., . provided' .that:the ~ City's requirements shall have priority over ~industry standards:' These requirements are hereby included in this Agreement by this reference. The City may revise its City Authorized Contractor Agreement Page 2 9. requirements at any time, for a health or safety concern. All other City requirements may be revised semi-annually. If any defect in the Contractor's workmanship. or materials is discovered ~i.thin two (2) years after the completion of any work" the Contractor ,shall expeqjtiously remedy, repair, correct, replace or cause to be remedied, repaired, 'or replaced at : . -:'. . Jhe Contractor's: ~xpe~~e ,such defect, in, materials ,or.: workIT:1anship.., Sealect " . insu.lated; .glass .!.mits and h~at pumps shall be" warranted 'against' failure for a minimum period of five (5) years. Electronic, ballasts shall be warranted against defects in materials and installation for a minimum period of three (3) years. The Contractor shall provide a written warranty for the sealed insulated glass units, heat pump, and electronic ballasts to the Owner. The foregoing warranties shall survive any inspection the City may elect to make. Acceptance and Payment. Upon completion of the work, the Contractor will notify the City that the job. is complete, and upon insp13ction approval by the City, Contractor may then invoice the City and Owner for the amounts stated in the Notice to Proceed. The Contractor will be paid within thirty (30) days subsequent to City acceptance of the work and after an acceptable invoice has been received by the City. The Contractor shall promptly pay all subcontractors and materials providers employed by the Contractor in connection with installations under this Agreement. , '. , All material and workmanship shall be, subject to inspection, examination and testing by duly 'authorized agents of the City. at- any and all..times during or after" installation of' materials.: , The City shall. have the ,right to, reject defective material and workmanship and/or require its correction without cost or expense to the City or the Owner. In the event the Contractor fails or refuses to correct any defect, as set forth herein, the City may, at its option, deduct an equitable amount from any payment owing or to be owed to the Contractor or take such other steps as it deems appropriate. The City reserves the right to levy inspection charges, in the amount of $30 per hour with a minimum one-hour charge', for reinspection due to work or materials failing previous inspection. Charges will be billed to the Contractor on a monthly basis. The City reserves the right to collect reinspection penalty charges, which are outstanding and past due from subsequent Contractor payments for completed work. If the Contractor fails to pass all work on the third inspection, in consultation with .: .' . the Owner the CitY may correct the work and deduct the cost from the amount due ~: ", the Contractor. 'The Contractor must resolve reasonable Dwner written complaints within thirty (30), business days of receipt. ': \","': :: ,:' ,v'. '~.:, ," "i ""- .. City Authorized Contractor Agreement Page 3 10. Indemnification/hold harmless. The Contractor shall defend, indemnify and hold harmless the City, its officers, officials, employees, and volunteers harmless from any and all claims, injuries, damages, losses or suits, including attorney fees, arising or issuing out of or in connection with this Agreement,. except, as may be ~a~sed by the sole negligence or willful conduct on the part of the City. J:'J ";l} ;'-r J i~ ),,; ,-~\~; '~.,;~ ~ }",;.~ _.I~'~~<'/ . "'_ -:-- It'..' ~.'r:'~'~.u. ~ ,.' '~;~:_:'.''''':~'l''' '..~ , ^ ,', 1.1;i ~'" Contract6r..Licemse'.' JThe - :Contractor "shall" procure 'and 'maintain - a"~ State :: \ Contractor's"license and .performance bond Ifor the duration of 'this 'Agreement. The Contractor shall provide copies of the above documents upon: acceptance of this Agreement. 12. Certifications and Permits. The Contractor shall give all required notices and comply with all applicable laws, ordinances, rules and regulations and shall procure and pay for all necessary municipal or other governmental permits, licenses, certifications, and inspections. The Contractor shall request an in- progress inspection from the Power Resources Division for construction work that may become concealed (e.g., closed-blows and advanced air-sealing). Copies of all required permits and certifications, including but not limited to a City building permit, City electrical permit, and insulation certification, shall be attached to the invoice for each completed job. The Contractor shall be required to request an inspection from the City's Building Official, Electrical Inspector, and Power Resources Division for all work performed under this Agreement. ':'1 .... \,' . ~ . .: 13. ", Subcontractors'-,', .,Contractor' shall ',not subcontract iany' 'of 'the work -,to be /',.., ',; :performed hereunder -without advance'written consent' of the' City.' 'Subcontractors may not be approved: if,' as determined by the City, they would have an 'adverse effect upon, the job. The City shall be the sole judge of such effect:' The Contractor shall submit to the Power Resources Manager all requests to subcontract work, including the name of the proposed subcontractor, for review and approval in writing by the City. Contractor shall be fully responsible to the City and Owner for acts or omissions of any subcontractor performing any portion of the work under this Agreement, or any person directly or indirectly employed by any subcontractor, and nothing contained herein shall create any cor'itractual relationship between subcontractors and the City. 14. Kickbacks. Kickbacks, rebates, price reductions or inducements for participation or non-participation or other non-service benefits from the Contractor to an Owner are prohibited. , I . t 1"5. Cleanup.' ..;'Contractor'shall at all times keep Owner's premises and work~ areas !,' "'t'ree" frorfi"accumulatidn-:bf waste'materials or 'rubbish,' and 'pdo(to' completion of " '. .. work rem ove\: 'a'n'y' rubbish' from the premises', 'such"as but ~o(limited 'to' tools, scaffolding, equipment and materials. Upon completion of work, Contractor shall City Authorized Contractor Agreement Page 4 leave the premises in a condition satisfactory to the City and the Owner. In the event the Contractor fails, after reasonable notice to comply with any of the foregoing in a prompt and workmanlike manner, the City may, after such notice, , perform-the cleanup work ,and removal at the expense of the Contractor.. " " ,\ " " " . , - - ,,'-, " '. ! ." ,,', 16. Independent Contractor. Contractor is an independent contractor, and this is not .^ ,:' an agreement of partne(ship, agency, or'employment of'contractor-or any of the . '7 '" .contractor's employees py .the City. ' It, is understood-. and~. agreed that the -equipment used., and personnel employed' by Contractor.. in performing this Agreement shall at all times be under the sole and exclusive control of the Contractor. The Contractor shall not create any obligation or assume any responsibility on the part of the City nor attempt to bind the City in any way whatsoever; nor shall Contractor represent in any manner that it is an agent of the City or associated or affiliated with the City in any capacity other than as an independent contractor. . ~ ~ ~, . 17. Assiqnment. Contractor shall not assign or transfer any right, title or interest under the terms of this Agreement without the prior written approval of the City. 18. Survival. The provIsions covering warranty, insurance, and indemnification/hold harmless shall survive termination, cancellation or expiration of this Agreement. 19. Violations. If the City has reason to believe that the Contractor is in violation of .} ,'this Agreement, ,the, Power, Resources Manager'may notify.,the Contractor in~" writing 'of the Violation setting forth the'nature of such violation.' Within'thirty (30) days of receipt of- such notice, or such ,longer .period ,specified by the Power Resources' Manager, ,Contractor shall respond in writing that the violation has been cured or provide a cure plan that satisfies the Power Resources Manager or provide explanations in refutation or excuse with documentation to support that the alleged violation did not occur. If the violation has not been cured within the time allowed, in the Deputy Director of Power Systems' reasonable judgment, the Contractor may be removed from the City Authorized Contractor list. - - If the nature of the violation is such that it cannot be fully cured within thirty (30) days due to circumstances not under Contractor's control, the period of time in which the Contractor must cure the violation may be temporarily extended by the Power Resources Manager in writing for such additional time reasonably necessary to complete the cure, provided that (i) Contractor shall have promptly . ~. ' ,commeflced .the cure, and (ii) Contractor.. is diligently, pursuing its efforts to curE1 ( " l.if) thR P9wer)~esources ,Manager's. rea,sqf)able j l!qgme!1t. )~ the. vi91ation has not ~_' b~en ~ured.-withir:1 the.~xt~nded ti,~e allo\N,ed" il1:the p~p'uty Dire<?to~,~QtPower , , '" . ." , City Authorized Contractor Agreement Page 5 System's reasonable judgment, the Contractor may be removed from the City Authorized Contractor list. In the event a Contractor's name is removed from the City Authorized Contractor ~ :", 'list, the Contractor: may request to be reinstated on the list by curing violation(s) of this Agreement or by providing a cure plan that satisfies thePower:Res0urces M~nager. ...; , I .'. I . ~ I . '... ~ I.' ~ l ~ . . \ l . . J... ,.': The Power Resources Manager may authorize the Contractor,' if voluntarily or involuntarily removed from the City Authorized Contractor list, to complete work under the Conservation Program. Such authorization will permit the Contractor to serve Owners but not to further gain the marketing and other benefits of being listed as a City Authorized Contractor. 20. Amendments. When written changes to referenced documents are issued by an authorized City representative, they shall be automatically incorporated in this Agreement. Other changes requested by the City or Contractor may require amendment of this Agreement. 21. Asbestos Notice to Contractor. Notice is hereby given that there is a strong possibility that buildings located within the City of Port Angeles may contain asbestos. Contractor is solely responsible to take proper precautions to protect its employees, the Owners and their tenants from the release of asbestos fibers into the environment. If any 'area of a'structure has had any'asbestos removed by other than an EPA-approved procedure documented in writing by an EPA-c~rtified contractor, then the City shall be notified. "Any building that is known oi..suspected' to have had asbestos removed shall be considered as contaminated until decontamination has been performed and certified and written documentation has been accepted by the City. Decontamination and all other types of asbestos abatement are costs borne by the Owner. The Contractor is responsible to determine and document on the City's bid form whether or not the scope of work will affect or disturb asbestos. 22. 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, employees or subcontractors. The Contractor shall provide a Certificate of Insurance evidencing: 1. Automobile Liability insurance with limits no-less ,than'$1',000jOOO.'combined single limit per accident for bodily injury and property damage; and City Authorized Contractor Agreement Page 6 , . 2. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and $2,000,000 aggregate for personal injury, bodily injury and property damage. . " Any p~yment of, deductible or s~lf insured ,retention ~.hall, be the sole ~" Jesppn~s.ibilitY9f~h~G~pnJrac;tortj 1.,.. < :.' ,'.'"~: -f. 'I~~' {',~':: '," ,'\. >,. .~\'\ " '.: '"<('.. I The City shall be named as an additional insured on the Commercial General Liability insurance policy, as ~espects work performed. by or on behalf of the Contractor, and a copy of the ~ndorsement naming the City as additional insured shall be atta~hed to the Certificate of Insurance. The City reserves the right to review a certified copy of all required insurance policies in the Contractor's office. The Contractor's insurance shall contain a clause stating that coverage shall apply separately to each insured against whom claim is made or suit is brought, . excep.twith, respects to the limits.of the jnsurer~sJiability. , The Contractor's insurance shall be primary insurance as respects the City, and the City shall be given thirty (30) days prior written notice of any cancellation, suspension or material change in coverage. 23. Notices. All notices required to be given to the Contractor or City under this Agreement shall.be in wr.iting and shall be deemed served when delivered by '" hand during normal.bu~iness,ho.~rs or by regula~ mail. . ,. A.' ..., _. '_ I' ".. , ~ ..t, t \..- -, ,'- ~ ''O, It' ,"" ." .:'- ,~otic~s.shall,be given :to,f~e.fol,lowing: ;:, 'n ~ ' .' J ,,',-, , :' I I' ' - j"', - .. . .'" ,- .',: .. ...-~ ....,..~ ~ -r."" ....... ...... r , , .' l .\ If to the Ci,ty: I ' Larry D. Dunbar PO Box 1150 321 East 5th Avenue Port Angeles, WA 98362-0217 B. If to the Contractor: l:;lass uoctor ot west t'uget Sound -PO Box 333 ~ 0888 Rl'1oef)' Drive Port HadlOCK, WA 98339 I' ,. , ,.- ; . t! ;'" ~. ".- ",. "t' " ; ~ ' {::. , '., ..' \ r . ,~ . ,I " ;; I,' ~ 'I I , City Authorized Contractor Agreement Page 7 .. -~ .... . IN WITNESS WHEREOF, the Contractor has obtained all certificates and licenses in compliance with this Agreement, and the parties have entered into this City Authorized Contractor Agreement as of the day and year written below. CITY OF PORT ANGELES CONTRACTOR ~er, &. and Util~ie. Director Tn-County Corporation dba Glass Doctor Contractor Name acceptance Date ?-//'-oL/ Date ~prROVEDAST~ 1V~~ ~ William E. Bloor, City Attorney N IPWKS\LIGHnCONSICONTRACTORAGREEMENT2004 DOC .- CI '. .... , , City Authorized Contractor Agreement Page 8