Loading...
HomeMy WebLinkAbout071315_ca06Consent Agenda Regular Agenda JEFFERSON COUNTY BOARD OF COUNTY COMMISSIONERS AGENDA REQUEST TO: Board of Commissioners Philip Morley, County Administrator FROM: Su Tipton, WSU Financial Coordinator DATE: July 13, 2015 RE: Request for Approval of Professional Service Contract with Northwest Weed Management STATEMENT OF ISSUE: Professional Service Contract with Northwest Weed Management for roadside weed control August 5, 2015 through September 30, 2015. ANALYSIS: Contractor will perform scope of work detailed in Exhibit A FISCAL IMPACT: This contract shall not exceed $2,499.00 in completion of this project without written mutual amendment signed by both parties of this agreement. RECOMMENDATION: Recommend approval and signing to finalize the contract. DEPARTMENT CONTACT: Su Tipton REVIEWED BY: Philip Morley, unt Administrator Date CONTRACT FOR PROFESSIONAL SERVICES AGREEMENT Between JEFFERSON COUNTY And Northwest Weed Management This Agreement is entered into between the County of Jefferson, a municipal corporation, hereinafter referred to as "the County" and Resource Renewal, hereinafter referred to as "the Contractor" in consideration of the mutual benefits, terms, and conditions hereinafter specified. Section 1. Designation The County, on behalf of the Jefferson County Noxious Weed Control Board, in agreement with the terms and conditions of the Statement of Work hereby contracts with the Contractor who will perform duties as described in Exhibit A. Section 2. Term This Agreement shall commence on August 5, 2015 and continue through September 30, 2015 unless terminated as provided herein. The agreement may be extended beyond September 30, 2015 upon mutual written consent of the County and the Contractor. Section 3. Scone of Agreement The Contractor agrees to perform the services, identified on Exhibit A. A. The Contractor supports the Jefferson County Noxious Weed Control Board program goals and objectives. B. The specific duties of the Contractor are outlined in Exhibit A. Section 4. Compensation The Contractor shall be paid by the County for completed work and for services rendered under this Agreement as follows: A. The Contractor may submit invoices to the Jefferson County Noxious Weed Control Board (NWB), WSU Jefferson County Extension 380 Jefferson Street, Port Townsend, WA 98368; for work completed on a monthly basis. The NWB will review such invoices, and upon approval thereof, payment will be made to the Contractor in the amount approved. Payment to be paid out through Noxious Weed Control Funds. B. Work shall be billed on an hourly basis. This contract shall not exceed 52499.00 in the completion of this project without a written amendment signed by both parties to this Agreement. Northwest Weed Management - JCNWCB (ORIGINAL C. County will make final payment of any balance due the Contractor promptly upon its ascertainment and verification after the completion of the work under this Agreement and its acceptance by the County. D. Contractor records and accounts pertaining to this agreement are to be kept available for inspection by representatives of the County and state for a period of six (6) years after final payments. Copies shall be made available upon request. E. Ownership and use of documents. The Contractor acknowledges and agrees that any and all work product directly connected and/or associated with the services rendered hereunder, including but not limited to all documents, drawings, specifications, writings, samples, reports, pictures and the like which the Contractor drafts, makes, conceives, develops in the performance of the service hereunder, either solely and/or jointly with the County shall be the sole and exclusive property of the County. The Contractor further acknowledges that such material shall be considered work for hire and the Contractor acknowledges the County's sole and exclusive right to such copyright, patent, trademarks, trade names and other intellectual property right claims for said materials. Other materials produced by the Contractor in connection with the services rendered under this agreement shall be the property of the County whether the projects for which they are made are executed or not. The Contractor shall be permitted to retain copies, including reproducible copies, of drawings, writings, samples, reports, and specifications for information, reference, and use in connection with Contractor endeavors. The Contractor agrees not to publish, submit for publication, display or otherwise use said material for any reason whatsoever, without the express written consent of the County. Section 5. Compliance with laws The Contractor shall, in performing the services contemplated by this agreement, faithfully observe and comply with all federal, state, and local laws, ordinances and regulations, applicable to the services to be rendered under this Agreement, including maintaining a Washington State Pesticide Applicator's License with an Aquatic Endorsement. Section 6. Hold Harmless and Indemnification 6.1 The Contractor will hold harmless, indemnify and defend the County, its officers, officials, employees and agents, from and against any and all claims, actions, suits, liability, loss, expenses, damages and judgments of any nature whatsoever, including reasonable costs and attorneys' fees in defense thereof, for injury, sickness, disability or death to persons or damage to property or business, caused by or arising out of the Contractor's acts, errors or omissions in the performance of the Contract. Provided, however, that the Contractor's obligation under this provision will not extend to injury, sickness, Northwest Weed Management - JCNWCB 2 disability, death or damage caused by or arising out of the sole negligence of the County, its officers, officials, employees or agents. 6.2 The Contractor's obligations under these provisions include, but are not limited to, investigating, adjusting and defending all claims alleging loss from action, error or omission, or breach of any common law, statutory or other delegated duty by the Contractor, the Contractor's employees, agents or subcontractors. Section 7. Insurance 7.1 Prior to commencing work, the Contractor shall obtain at its own cost and expense the following insurance from companies licensed in the State with a Best's rating of no less than A: VII. The Contractor shall provide to the County Risk Manager certificates of insurance with original endorsements affecting insurance required by this clause prior to the commencement of work to be performed. The insurance policies required shall provide that thirty (30) days prior to cancellation, suspension, reduction or material change in the policy, notice of same shall be given to the County Risk Manager by registered mail, return receipt requested, for all of the following stated insurance policies. If any of the insurance requirements are not complied with at the renewal date of the insurance policy, payments to the Contractor shall be withheld until all such requirements have been met, or at the option of the County, the County may pay the renewal premium and withhold such payments from the moneys due the Contractor. All notices shall name the Contractor and identify the agreement by contract number or some other form of identification necessary to inform the County of the particular contract affected. A. Workers Compensation and Employers Liability Insurance. The Contractor shall procure and maintain for the life of the contract, Workers Compensation Insurance, including Employers Liability Coverage, in accordance with the laws of the State of Washington. B. General Liability (1) - with a minimum limit per occurrence of one million dollars ($1,000,000) and an aggregate of not less than two million dollars ($2,000,000) for bodily injury, death and property damage unless otherwise specified in the contract specifications. This insurance coverage shall contain no limitations on the scope of the protection provided and indicate on the certificate of insurance the following coverage: 1. Broad Form Property Damage with no employee exclusion; 2. Personal Injury Liability, including extended bodily injury; 3. Broad Form Contractual /Commercial Liability including Northwest Weed Management - JCNWCB 3 completed operations (contractors only); 4. Premises - Operations Liability (M &C); 5. Independent Contractors and Subcontractors; and 6. Blanket Contractual Liability. (1) Note: The County shall be named as an additional insured party under this policy. C. Automobile (2) - with a minimum limit per occurrence of $1,000,000 for bodily injury, death and property damage unless otherwise specified in the contract specifications. This insurance shall indicate on the certificate of insurance the following coverage: 1. Owned automobiles; 2. Hired automobiles; and, 3. Non -owned automobiles. Contractor carries $1,000,000 in vehicle insurance and 2,000,000 in pesticide /general liability insurance and has proof of insurance certificate. (2) Note: The County shall be named as an additional insured party under this policy. Any deductibles or self - insured retention shall be declared to and approved by the County prior to the approval of the contract by the County. At the option of the County, the insurer shall reduce or eliminate deductibles or self - insured retention or The Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. The Contractor shall include all subcontractors as insured under its insurance policies or shall furnish separate certificates and endorsements for each subcontractor. All insurance provisions for subcontractors shall be subject to all of the requirements stated herein. Failure of The Contractor to take out and/or maintain any required insurance shall not relieve The Contractor from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations concerning indemnification. It is agreed by the parties that insurers shall have no right of recovery or subrogation against the County (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so affected shall protect both parties and be primary coverage for any and all losses covered by the above described insurance. It is further agreed by the parties that insurance companies issuing the policy or policies shall have no recourse against the County (including its employees and other agents and agencies) for payment of any premiums or for assessments under any form of policy. It is further agreed by the parties that any and all deductibles in the above described insurance policies shall be assumed by and be at the sole risk of the Contractor. Northwest Weed Management - SCNWCB 4 It is agreed by the parties that judgments for which the County may be liable, in excess of insured amounts provided herein, or any portion thereof, may be withheld from payment due, or to become due, to The Contractor until such time as the Contractor shall furnish additional security covering such judgment as may be determined by the County. The County reserves the right to request additional insurance on an individual basis for extra hazardous contracts and specific service agreements. Any insurance coverage for third party liability claims provided to the County by a'Risk Pool" created pursuant to Ch. 48.62 RCW shall be non - contributory with respect to any policy of insurance the Contractor must provide in order to comply with this Agreement. If the proof of insurance or certificate indicating the County is an "additional insured" to a policy obtained by the Contractor refers to an endorsement (by number or name) but does not provide the full text of that endorsement, then it shall be the obligation of the Contractor to obtain the full text of that endorsement and forward that full text to the County. The County may, upon the Contractor's failure to comply with all provisions of this contract relating to insurance, withhold payment or compensation that would otherwise be due to the Contractor. 7.2 Miscellaneous Insurance Provisions. A. The Contractor's liability insurance provisions will be primary with respect to any insurance or self - insurance programs covering the County, its elected and appointed officers, officials, employees and agents. B. The Contractor's insurance will apply separately to each insured against whom claim is made or suit is brought, subject to the limits of the insurer's liability. C. The Contractor will include all subcontractors as insurers under its policies or will furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors will be subject to all of the requirements stated in these provisions. D. The insurance limits mandated for any insurance coverage required by the Contract are not intended to be an indication of exposure, nor are they limitations on indemnification. E. The Contractor will maintain all required policies in force from the time services commence until services are completed. Certificates, policies and endorsements scheduled to expire Northwest Weed Management - JCNWCB 5 before completion of services will be renewed before expiration. If the Contractor's liability coverage is written as a claims -made policy, then the Contractor must evidence the purchase of an extended - reporting period or "tail" coverage for a three -year period after completion of the services. Section 8. Independence The Contractor and the County agree that the Contractor is an independent Contractor with respect to the services provided pursuant to this agreement. Nothing in this agreement shall be considered to create the relationship of employer and employee between the parties hereto. The Contractor shall not be entitled to any benefits accorded County employees by virtue of the services provided under this agreement. The County shall not be responsible for withholding or otherwise deducting federal income tax or social security or for contributing to the state industrial insurance program, otherwise assuming the duties of an employer with respect to employee. Section 9. Assignments and Subcontracting The Contractor shall not sublet or assign any of the services covered by this Agreement without the express written consent of the County. Section 10. Termination A. The County reserves the right to terminate this contract in whole or in part, without prior written notice, in the event that expected or actual funding from any funding source is withdrawn, reduced, or limited in any way after the effective date of this agreement. In the event of termination under this clause, the County shall be liable for only payment for services rendered prior to the effective date of termination. B. This Agreement may also be terminated as provided below: 1. With 14 days' notice by the Board of County Commissioners (or their designate) for non - performance of the specific job duties listed in Exhibit A. Contractor may cure the default or non - performance during the 14 days that notice of termination is pending. 2. With 14 days' notice by the Contractor by voluntary resignation. Section 11. Modification This Professional Services Agreement may be modified at any time by written agreement of all parties Section 12. Integrated Agreement This Agreement together with attachments or addenda represents the entire and integrated agreement between the County and the Contractor and supersedes all prior negotiations, representations, or agreements written or oral, between the parties. This Agreement may be amended only by written instrument signed by both County and Contractor. Northwest Weed Management - JCNWCB 6 Approved this day of 12015 BOARD OF COUNTY COMMISSIONERS JEFFERSON COUNTY, WASHINGTON David Sullivan, Chairperson <:�L 'SQ Ev ind — Nort west Wee Management, Contractor ATTEST: Clerk of the Board Approved as to Form Only: 404ti 7) David Alvarez, Deputy Pro uting Attorney Northwest Weed Management - JCNWCB EXHIBIT A STATEMENT OF WORK Northwest Weed Management I. WORK STATEMENT Contractor shall perform the following duties to the satisfaction of Jefferson County Noxious Weed Control Board: 1. Apply targeted low risk herbicide spray (professional grade glyphosate and/or imazapyr) to wild chervil and other required for control noxious weeds on County Road Rights of Way in locations as directed by the Jefferson County Noxious Weed Control Board staff. 2. Post sites with legally- approved signs at the start and stop of sprayed areas, and leave postings on site for 45 days. 3. Report all work activities at the end of each work day 4. Submit spray records of each application to the NWB Payment for the work provided by the Contractor shall be invoiced monthly for the work completed on the project. Hourly rate of $45.00. This contract shall not exceed $2,499.00 in the completion of this project without a written amendment signed by both parties to this Agreement. Northwest Weed Management - JCNWCB