HomeMy WebLinkAbout4.639 Original ContractSERVICE CONTRACT
PUBLIC EDUCATION AND OUTREACH SERVICES
BY FEIRO MARINE LIFE CENTER
THIS AGREEMENT is made and entered into this 7-3 day of Ftr A
2010, between the City of Port Angeles, a Municipal Corporation of the State of
Washington (hereinafter called the "City and Feiro Marine Life Center, a 501 (c) (3)
non profit corporation (hereinafter called "Feiro
The City and Feiro, in consideration of the performance of the terms and
conditions hereinafter mentioned, agree as follows:
ARTICLE I
CONTRACT DOCUMENTS
The Contract consists of the attached Exhibit A Scope of Services, Exhibit B
Agreed Pricing, Exhibit C Project Schedule and this Service Contract. All obligations
of the City and Feiro are fully set forth and described herein.
In the event of a discrepancy between any of the Contract Documents, as above
defined, the City shall make written interpretation thereof, which interpretation shall
govern.
ARTICLE II
SERVICES
Feiro agrees to provide all labor, equipment, supplies and materials to provide
public education and outreach on stormwater as outlined in Exhibit A.
ARTICLE III
CONTRACT PRICE
As complete and exclusive consideration for all services to be performed by
Feiro, the City shall make payments to Feiro in accordance with Exhibit B, Proposed
Pricing. Feiro agrees to provide all work and services for a total compensation not to
exceed $3,933.63. No claims for additional compensation exist without written
amendment to this Contract. Invoices on this amount may be submitted once per
month, and will be paid on the percentage of Contract completion.
ARTICLE IV
TERM
This Contract shall become effective upon execution by both parties, and
continue to September 30, 2010, at which date the Agreement will terminate.
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ARTICLE V
ASSIGNMENT
Feiro shall arrange and pay for any and all transportation of school children
through their appropriate school district transportation services. Except for
transportation, Feiro shall not assign any of its responsibility under this Contract without
the express written consent of the City.
ARTICLE VI
APPLICABLE LAW AND VENUE
This Contract shall be governed by, and construed in accordance with, the
applicable laws of the State of Washington. Any legal proceedings to determine the
rights and obligations of the parties hereunder shall be brought and heard in Clallam
County.
ARTICLE VII
INSURANCE REQUIREMENTS
Feiro shall procure and maintain for the duration of the Service Contract,
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 Feiro, their agents,
representatives, employees or subcontractors. Failure by Feiro to maintain the
insurance as required shall constitute a material breach of contract upon which the City
may, after giving five working days notice to Feiro to correct the breach, immediately
terminate the Service Contract or at its discretion, procure or renew such insurance and
pay any and all premiums in connection therewith, with any sums so expended to be
repaid to the City on demand, or at the sole discretion of the City, off set against funds
due Feiro from the City.
a. Minimum Scope of Insurance
Feiro shall obtain insurance of the types described below:
i. Commercial General Liability insurance shall be written on ISO
occurrence form CG 00 01 and shall cover liability arising from
premises, operations, stop gap liability, independent contractors,
products completed operations, personal injury and advertising
injury, and liability assumed under an insured contract. The
Commercial General Liability insurance shall be endorsed to
provide the Aggregate Per Project Endorsement ISO form CG 25
03 11 85. There shall be no endorsement or modification of the
Commercial General Liability insurance for liability arising from
explosion, collapse or underground property damage. 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 using ISO Additional Insured endorsement
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CG 20 10 10 01 and Additional Insured Completed Operations
endorsement CG 20 37 10 01 or substitute endorsements providing
equivalent coverage.
b. Minimum Amounts of Insurance
Feiro shall maintain the following insurance limits:
i. Commercial General Liability insurance shall be written with limits
no less than $1,000,000 each occurrence, '$1,000,000 general
aggregate and a $1,000,000 products completed operations
aggregate limit.
c. Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following
provisions for Commercial General Liability insurance.
i. Feiro's insurance coverage shall be primary insurance as respect to
the City. Any insurance, self- insurance, or insurance pool coverage
maintained by the City shall be in excess of Feiro's insurance and
shall not contribute with it.
ii. Feiro's insurance shall not be cancelled or reduced as to coverage
by either party, except after forty -five (45) 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 A:VII.
e. Verification of Coverage
Feiro 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 Commercial General Liability insurance of Feiro
before commencement of the work.
ARTICLE VIII
INDEPENDENT CONTRACTOR STATUS
The relation created by this Contract is that of owner independent contractor.
Neither Feiro nor its employees are employees of the City and are not entitled to the
benefits provided by the City to its employees. Feiro, as an independent contractor, has
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the authority to control and direct the performance of the details of the services to be
provided. Feiro shall assume full responsibility for payment of all Federal, State, and
local taxes or contributions imposed or required, including, but not limited to, worker's
compensation, unemployment insurance, Social Security, and income tax.
ARTICLE IX
NONDISCRIMINATION
During the performance of this Contract, the parties shall conduct their business
in a manner which assures fair, equal and nondiscriminatory treatment of all persons,
without respect to race, creed, color, sex, Vietnam era veteran status, disabled veteran
condition, physical or mental handicap, or national origin, and, in particular:
1.
The parties will maintain open hiring and employment practices and will
welcome applications for employment in all positions from qualified
individuals who are members of the above stated minorities.
2. The parties will comply strictly with all requirements of applicable federal,
state or local laws or regulations issued pursuant thereto, relating to the
establishment of nondiscriminatory requirements in hiring and employment
practices and assuring the service of all patrons and customers without
discrimination with respect to the above stated minority status.
ARTICLE X
TERMINATION OF CONTRACT
In the event that any of the provisions of this Contract are violated by Feiro or by
Feiro's subcontractors, the City may serve written notice of intention to terminate such
Contract upon Feiro, which notice shall specify the reasons therefore. Unless within
thirty (30) days after serving such notice upon Feiro such violation shall cease and an
arrangement for the correction thereof satisfactory to the City be made, the Contract
shall, upon the expiration of the said thirty (30) days, cease and terminate. In the event
of any such termination, the City may purchase the materials necessary for complete
performance of this Contract, and Feiro shall be liable to the City for any excess cost
thereby.
ARTICLE XI
SEVERABILITY
If any term or condition of this Contract or the application thereof to any person(s)
or circumstances is held invalid, such invalidity shall not affect other terms, conditions,
or applications which can be given effect without the invalid term, condition, or
application. To this end the terms and conditions of this Contract are declared
severable.
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ARTICLE XII
WAIVER
Waiver of any breach of any term or condition of this Contract shall not be
deemed a waiver of any prior or subsequent breach, no term or condition of this
Contract shall be held to be waived, modified, or deleted except by a written instrument
signed by the parties hereto.
FEIRO MARINE LIFE CENTER
et/
Title: /p,,1., J
Dated: :1. 2
ATTEST:
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CITY OF PORT ANGELES
By:
Director of Public Works'and Utilities
Dated: Z. V)Tt-%- 10
APPROVED AS TO ORM:
William Bloor, City Attorney
ATTEST:
.a
Jan -sa Hurd, City Clerk
G \Legal_ Backup \AGREEMENTS &CONTRACTS\2010 Agents &Contracts\Feiro Service Contract doc