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HomeMy WebLinkAbout5.1022 Original ContractSTATE OF WASHINGTON DEPARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION 1063 S. Capitol Way, Suite 106 Olympia, Washington 98501 Mailing address: PO Box 48343 Olympia, Washington 98504 -8343 (360) 586 -3065 Fax Number (360) 586 -3067 Website: www.dahp.wa.gov STATEMENT OF WORK PERIOD OF PERFORMANCE INTER LOCAL AGREEMENT Between CITY OF PORT ANGELES And DEPARTMENT OF ARCHAEOLOGY AND HISTORIC PRESERVATION THIS AGREEMENT is made and entered into by and between the City of Port Angeles, a city located in the State of Washington, hereinafter referred to as the City of Port Angeles and the Department of Archaeology and Historic Preservation hereinafter referred to as the Department. IT IS THE PURPOSE OF THIS AGREEMENT for the Department to provide funding to the City of Port Angeles for the development of a City of Port Angeles Archaeological Program. THEREFORE, IT IS MUTUALLY AGREED THAT: The City of Port Angeles shall hire a qualified Archaeologist for the purpose of developing a city wide archaeological program and begin the development of a scope of work for the waterfront archaeological predictive model. The period of performance of this agreement shall commence on March 1, 2007 and shall terminate June 30, 2007 unless terminated sooner as provided herein. Page 1 of 5 Agreement No FY07- 61016 -018 DEPARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION Protect the Past, Shape the Future BILLING PROCEDURE The City of Port Angeles shall submit invoices monthly. Payment to the City of Port Angeles will be made by warrant within 30 days of receipt of the invoice, Upon expiration of the contract, any claim for payment not already made shall be submitted within 30 days after the expiration date of this agreement. MAXIMUM AMOUNT OF AGREEMENT The maximum amount of this agreement is $45,000.00. MATCH REOUIREMENT Matching funds are not required. RECORDS MAINTENANCE The parties to this contract shall each maintain books, records, documents and other evidence which sufficiently and properly reflect all direct and indirect costs expended by either party in the performance of the scope of work as described herein. These records shall be subject to inspection, review or audit by personnel of both parties, other personnel duly authorized by either party, the Office of the State Auditor, and federal officials so authorized by law. All books, records, documents, and other material relevant to this Agreement will be retained for six years after expiration and the Office of the State Auditor, federal auditors, and any persons duly authorized by the parties shall have full access and the right to examine any of these materials during this period. Records and other documents, in any medium, furnished by one party to this agreement to the other party, will remain the property of the furnishing party, unless otherwise agreed. The receiving party will not disclose or make available this material to any third parties without first giving notice to the furnishing party and giving it a reasonable opportunity to respond. Each party will utilize reasonable security procedures and protections to assure that records and documents provided by the other party are not erroneously disclosed to third parties. RIGHTS IN DATA Unless otherwise provided, data which originates from this Agreement shall be "works for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by the City of Port Angeles. Data shall include, but not be limited to, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and /or sound reproductions. Ownership includes the right to copyright, patent, register, and the ability to transfer these rights. Page 2 of 5 1 1 4111111 DEPARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION Protect the Past, Shape the Future INDEPENDENT CAPACITY The employees or agents of each party who are engaged in the performance of this Agreement shall continue to be employees or agents of that party and shall not be considered for any purpose to be employees or agents of the other party. AGREEMENT ALTERATIONS AND AMENDMENTS This agreement may be amended by mutual agreement of the parties. Such amendments shall not be binding unless they are in writing and signed by personnel authorized to bind each of the parties. TERMINATION Either party may terminate this Agreement upon 30 days prior written notification to the other party. If this Agreement is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with the terms of this Agreement prior to the effective date of termination. TERMINATION FOR CAUSE If for any cause, either party does not fulfill in a timely and proper manner its obligation under this Agreement, or if either party violates any of these terms and conditions, the aggrieved party will give the other party written notice of such failure or violation. The responsible party will be given the opportunity to correct the violation or failure within 15 working days. If the failure or violation is not corrected, this Agreement may be terminated immediately by written notice of the aggrieved party to the other. DISPUTES In the event that a dispute arises under this Agreement, it shall be determined by a Dispute Board in the following manner: Each party to this agreement shall appoint one member to the Dispute Board. The members so appointed shall jointly appoint an additional member to the Dispute Board. The Dispute Board shall review the facts, contract terms and applicable statutes and rules and make a determination of the dispute. The determination of the Dispute Board shall be final and binding on the parties hereto. As an alternative to this process, either of the parties may request intervention by the Governor, as provided by RCW 43.17.330, in which event the Governor's process will control. GOVERNANCE This contract is entered into pursuant to and under the authority granted by the laws of the state of Washington and any applicable federal laws. The provisions of this agreement shall be construed to conform to those laws. Page 3 of 5 DEPARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION Protect the Past, Shape the Future In the event of an inconsistency in the terms of this Agreement, or between its terms and any applicable statute or rule, the inconsistency shall be resolved by giving precedence in the following order: a. Applicable state and federal statutes and rules; b. Statement of work; and c. Any other provisions of the agreement, including materials incorporated by reference. ASSIGNMENT The work to be provided under this Agreement, and any claim arising there under, is not assignable or delegable by either party in whole or in part, without the express prior written consent of the other party, which consent shall not be unreasonably withheld. WAIVER A failure by either party to exercise its rights under this Agreement shall not preclude that party from subsequent exercise of such rights and shall not constitute a waiver of any other rights under this Agreement unless stated to be such in a writing signed by an authorized representative of the party and attached to the original Agreement. SERVERABILITY If any provision of this Agreement or any provision of any document incorporated by reference shall be held invalid, such invalidity shall not affect the other provisions of this Agreement which can be given effect without the invalid provision, if such remainder conforms to the requirements of applicable law and the fundamental purpose of this Agreement, and to this end the provisions of this Agreement are declared to be severable. ALL WRITING CONTAINED HEREIN This Agreement contains all the terms and conditions agreed upon by the parties. No other understandings, oral or otherwise, regarding the subject matter of this Agreement shall be deemed to exist or to bind any of the parties hereto. CONTRACT MANAGEMENT The contract manager for each of the parties shall be responsible for and shall be the contact person for all communications and billings regarding the performance of this Agreement. The Contract Manager for City of Port Angeles is: Mark Madsen City Manager PO Box 1150 City of Port Angeles, WA 98362 360 417 -4500 Page 4 of 5 'PARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION Protect the Past, Shape the Future The Contract Manager for the Department is: Loren Doolittle Department of Archaeology and Historic Preservation 1063 South Capitol Way, Suite 106 P.O. Box 48343 Olympia, WA 98504 8343 360 -586 -3072 IN WITNESS WHEREOF, the parties have executed this Agreement. City of Port Angeles By: Title: Date: w a-eh.ty C /4 ,v c it -7T Fed ID No. 91- 6001266 j2g Page 5 of 5 Department of Archaeology and Historic Preservation Bv: soBrooks Title: Director Date: DEPARTMENT OF ARCHAEOLOGY HISTORIC PRESERVATION Protect the Past, Shape the Future