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HomeMy WebLinkAbout5.981 Original ContractnF pORT Nn_ J• I V CITY AUTHORIZED CONTRACTOR AGREEMENT THIS AGREEMENT, made this 3 rd day of A/. K., , 2009, between the City of Port Angeles, Clallam County, Washington, hereinafter referred to as the "City ", and Thomas Building Center, 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, 2009 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. Marketina. - The City and Contractor share the responsibility to market the Conservation Program. The City may market the Conservation Program, including 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. Eliaibility 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 qualify for payment under the Conservation Program. The Contractor shall only propose materials and equipment that are pre- approved by the City and meet the energy City Authorized Contractor Agreement Page 1 conservation measure eligibility requirements. The Contractor's bid shall be accurate within ±5% of the actual materials requirements. The City will not approve the eligibility of energy conservation measures in the Contractor's bid until City inspection acceptance. 5. Building Eliaibilitv Reauirements. In order to qualify for rebates 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. Enerav Conservation Measure Eliaibilitv Reauirements. 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 Participation Agreement form, and the Owner's acceptance of the Contractor's bid. All changes that result in an increase in the bid price or increased scope of work after Notice to Proceed must be approved in writing by the City and Owner. Reductions in the scope of work and cost may 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 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 within two (2) years after the completion of any work, the Contractor shall expeditiously remedy, repair, correct, replace or cause to be remedied, repaired, or replaced at the Contractor's expense such defect in materials or workmanship. Sealed insulated glass units and heat 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. 9. Acceptance and Payment. Upon completion of the work, the Contractor will notify the City that the job is complete, and upon inspection 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 Owner written complaints within thirty (30) business days of receipt. 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 caused by the sole negligence or willful conduct on the part of the City. 11. Contractor License.- The Contractor shall procure and maintain a State Contractor's license and performance bond for 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. 13. Subcontractors Contractor shall not subcontract any of the work to7 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 contractual 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. 15. Cleanup. Contractor shall at all times keep Owner's premises and work areas free from accumulation of waste materials or rubbish, and prior to completion of work remove any rubbish from the premises, such as but not limited to tools, scaffolding, equipment and materials. Upon completion of work, Contractor shall City Authorized Contractor Agreement Page 4 Y 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 partnership, agency, or employment of contractor or any of the Contractor's employees by 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. Assianment. 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 commenced the cure, and (ii) Contractor is diligently pursuing its efforts to cure in the Power Resources Manager's reasonable judgment. If the violation has not been cured within the extended time allowed, in the Deputy Director of Power 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 the Power Resources Manager. 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 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 - certified contractor, then the City shall be notified. Any building that is known or 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 $1,000,000 combined single limit per accident for bodily injury and property damage; and City Authorized Contractor Agreement Page 6 M f 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 payment of deductible or self insured retention shall be the sole responsibility of the Contractor. The City shall be named as an additional insured on the Commercial General Liability insurance policy, as respects work performed by or on behalf of the Contractor, and a copy of the endorsement naming the City as additional insured shall be attached 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, except with respects to the limits of the insurer's liability. 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 writing and shall be deemed served when delivered by hand during normal business hours or by regular mail. A. Notices shall be given to the following: If to the City: Larry D. Dunbar PO Box 1150 . 321 East 5 Avenue Port Angeles, WA 98362 -0217 If to the Contractor: Bill Matthews 301 W Washington Street Sequim, WA 98362 360- 683 -3363 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 Glenn Cutler, Public Works and Utilities Director 310 Date Date AP ROVED A TO FORM: Iiam E. Bloor, CitylAttorney N \PWKS\ LIGHT \ CONS\CONTRACTORAGREEMENT2006 DOC City Authorized Contractor Agreement Page 8 Bill Matthews, Thomas Building Center a