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HomeMy WebLinkAboutWashington State, Department of Fish & Wildlife (WSDFW)10 prgg� INTERAGENCY AGREEMENT KKK TITLE: Rock Delivering, Grading, and Storm Damage WDFW NUMBER: 15-04174 Cleanup on WDFW Roads/ Access Sites CONTRACTOR: Jefferson County CONTRACT PERIOD: 07/01/2015 to 06/30/2017 TYPE: Payable / Goods and Services / Interlocal CONTRACT VALUE: $5,000.00 A. PARTIES TO THIS CONTRACT This Contract is entered into between the Washington State Department of Fish and Wildlife (WDFW), 600 Capitol Way North, Olympia, WA 98501-1091; and Jefferson County (Contractor), PO Box 1220, Port Townsend, WA 98368: and shall be binding upon the agents and all persons acting by or through the parties. B. PURPOSE OF CONTRACT This contract sets out the terms and conditions by which the Contractor shall provide goods and/or services to WDFW. C. DESCRIPTION OF PROJECT The Contractor shall perform the project as described in Attachments, which are incorporated herein by this reference: Attachment "A" General Terms and Conditions Attachment "B" Contract/Project Summary Attachment "C" Statement of Work D. PERIOD OF PERFORMANCE The performance period under this Contract shall commence on 07/01/2015 and terminate on 06/3012017. No expenditures made before or after this period are eligible for reimbursement unless incorporated by written amendment into this Contract. The Contract may be terminated or the performance period extended pursuant to terms set forth in Attachment "A." E. COMPENSATION/ PAYMENT The total dollars provided by WDFW for this project shall not exceed $5,000.00. The Contractor shall be responsible for all project costs exceeding this amount. Only eligible reimbursement activities that are in direct support of the project deliverables identified in this Contract will be reimbursed. Any additional services provided by the Contractor must have prior written approval of WDFW. Compensation for services rendered shall be payable upon receipt of properly completed invoices, which shall be submitted to the Project Manager by the Contractor not more often than monthly. The invoices shall describe the document to WDFW's satisfaction, a description of work performed, activities accomplished, or the progress of the project. The rates shall be in accordance with those herein agreed to. Payment shall be considered timely if made by WDFW within 30 days after receipt of properly completed invoices. Payment shall be sent to the address designated by the Contractor. WDFW may, in its sole discretion, terminate the contract or withhold payments claimed by the Contractor for the services rendered if the Contractor fails to satisfactorily comply with any term or conditions of this contract. F. RIGHTS AND OBLIGATIONS All rights and obligations of the parties of this Contract are subject to this Contract, including the Attachments, which are incorporated herein by this reference. By signing this Contract the Contractor acknowledges that they have read, fully understand, and agree to be bound by all terms and conditions set forth in this Contract. Page 1 G. COMPLIANCE WITH APPLICABLE STATUTES, RULES, AND WDFW POLICIES The Contractor shall comply with, all applicable state, federal, and local laws and regulations, including WDFW policies, while performing under this Contract H. ORDER OF PRECEDENCE In the event of an inconsistency in this contract, unless otherwise provided herein, the inconsistency shall be resolved by giving precedence in the following order: Applicable Federal and State of Washington statutes and regulations. Special Terms and Conditions as contained in this basic contract instrument. Attachment A - General Terms and Conditions. Any other provision, term or material incorporated herein by reference or otherwise incorporated. L CONTRACT REPRESENTATIVES The below named representatives for each of the parties shall be the contact people for all communications billings regarding the performance of this Contract. All written communications regarding this Contract shall sent to the designated representatives at the addresses below unless notified in writing of any change. Contractor's Representative Monte Reinders Jefferson County Port Townsend Washington 98368 (360)385-9160 mreinders@co.jefferson.wa.us WDFW's Representative Stephen Sherlock 600 N. Capitol Way Olympia Washington 98501-1091 (360) 902 2375 Stephen.Sherlock@dfw.wa.gov J. ENTIRE CONTRACT This Contract, along with all attachments and exhibits, constitutes the entire agreement of the parties. No understandings, verbal or otherwise, regarding this Contract shall exist or bind any of the parties. K. APPROVAL This contract shall be subject to the written approval of W DFW'S authorized representative and shall not be binding until so approved. This Contract may be altered, amended, or waived only by a written amendment executed by both parties. IN WITNESS WHERE, WDFW and the Contractor have signed this contract. JEFFERSON COUNTY WASHINGTON DEPARTMENT OF FISH AND Signature and ate Signa d Date JeffreyR rl4ugdahl CoftnGts and P nsh✓d Manager Printed Name and Title Printed Name and Title Approved as to form only ifrwe Page 2 DPA Attachment A - GENERAL TERMS AND CONDITIONS Interagency Agreements DEFINITIONS As used throughout this contract, the following terms shall have the meaning set forth below: A. "AGENCY" shall mean the Department of Fish and Wildlife of the State of Washington, any division, section, office, unit or other entity of the AGENCY, or any of the officers or other officials lawfully representing that AGENCY. B. "AGENT" shall mean the Director, and/or the delegate authorized in writing to act on the Director's beh If. C. "CONTRACTOR" shall mean that firm, provider, organization, individual or other entity performing service(s) under this contract, and shall include all employees of the CONTRACTOR. D. "RCW" shall mean the Revised Code of Washington. All references in the contract to RCW chapters o sections shall include any successor, amended or replacement statutes. E. "SUBCONTRACTOR" shall mean one not in the employment of the CONTRACTOR, who is performing all or part of those services under this contract under a separate contract with the CONTRACTOR. The terms "SUBCONTRACTOR" and "SUBCONTRACTORS" means SUBCONTRACTOR(s) in any tier. ADVANCE PAYMENTS PROHIBITED No payments in advance of or in anticipation of goods or services to be provided under this contract shall made by the AGENCY. AMENDMENTS This contract may be amended by mutual agreement of the parties. Such amendments shall not be unless they are in writing and signed by personnel authorized to bind each of the parties. AMERICANS WITH DISABILITIES ACT (ADA) OF 1990, PUBLIC LAW 101-336, also referred to as the "ADA" 28 CFR Part 35 The CONTRACTOR must comply with the ADA, which provides comprehensive civil rights protection to individuals with disabilities in the areas of employment, public accommodations, state and local govemmer services, and telecommunications. ASSIGNMENT Neither this contract, nor any claim arising under this contract, shall be transferred or assigned by the CONTRACTOR without prior written consent of the AGENCY. CONFIDENTIALITY/SAFEGUARDING OF INFORMATION The CONTRACTOR shall not use or disclose any information concerning the AGENCY, or information may be classified as confidential, for any purpose not directly connected with the administration of this contract, except with prior written consent of the AGENCY, or as may be required by law. DISALLOWED COSTS The Contractor is responsible for any audit exceptions or disallowed costs incurred by its own organization that of its Subcontractors. DISPUTES In the event that a dispute arises under this contract, it shall be determined by a Dispute Board in the f manner: Each party to this contract shall appoint one member to the Dispute Board. The members so Page 3 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 Dispute Boar: shall thereafter decide the dispute with the majority prevailing. The determination of the Dispute Board shall t final and binding on the parties hereto. As an alternative to this process and if applicable, 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. DUPLICATE PAYMENT The AGENCY shall not pay the CONTRACTOR, if the CONTRACTOR has charged or will charge the Statof Washington or any other party under any other contract or agreement, for the same services or expenses. ENTIRE AGREEMENT This contract contains all the terms and conditions agreed upon by the parties. No other understandings, ora or otherwise, regarding the subject matter of this contract shall be deemed to exist or to bind any of the parties hereto. EQUIPMENT MANAGEMENT For the purposes of this contract, "Inventoriable Equipment" shall mean a tangible asset which has a servi: life of more than one year and with a unit cost of $5,000 or greater; and tangible assets with a unit cost of more than $300 that the AGENCY considers "small and attractive," such as engines, chain saws, communications equipment, global position systems, optical devices, cameras, microcomputer and related systems, and video equipment; and firearms, boats and motorized vehicles of any value. If the CONTRACTOR uses contract funds to purchase Inventoriable Equipment, title to that Inventori Equipment shall be held by the AGENCY unless otherwise specified in this contract. The AGEN Inventoriable Equipment provided to the CONTRACTOR shall be used only for the performance of contract. Title to the AGENCY's Inventoriable Equipment shall remain with the AGENCY. The CONTRACTOR shall take reasonable steps to account for and protect Inventoriable Equipment from oss or damage; report to the AGENCY any loss or damage of such property; and take reasonable steps to prctect such property from further damage. The CONTRACTOR shall surrender to the AGENCY all Inventoriable Equipment either provided by the AGENCY or purchased with contract funds upon the completion or termination of this contract. FINAL INVOICE The CONTRACTOR shall submit the final invoice not later than 60 calendar days from the end of the period. GOVERNING LAW This contract shall be construed and interpreted in accordance with the laws of the State of Washington, the venue of any action brought hereunder shall be in the Superior Court for Thurston County. HOLD HARMLESS Each party to this contract will be assigned, and assume responsibility for any damages to third parties that are attributable to the negligent acts or omissions of the individual party. Both parties agree, to the extent permitted by law, to defend, protect, save and hold harmless the other party, its officers, agents, and employees from any and all claims, costs, damages, and expenses suffered due to each party's own actior s or those of its agents or employees in the performance of this contract. INDEPENDENT CAPACITY The employees or agents of each party who are engaged in the performance of this contract shall continue to be Page 4 employees or agents of that party and shall not be considered for any purpose to be employees or agents of the other party. NONDISCRIMINATION During the performance of this contract, both parties shall comply with all federal and state nondiscrimination laws, regulations and policies. In the event of the CONTRACTOR'S non-compliance or refusal to complywith any nondiscrimination law, regulation, or policy, this contract may be rescinded, canceled or terminate in whole or in part, and the CONTRACTOR may be declared ineligible for further contracts with the AGENCY. The CONTRACTOR shall, however, be given a reasonable time in which to cure this noncompliance. Any dispute may be resolved in accordance with the "Disputes" procedure set forth herein. PREVAILING WAGE If any work performed by subcontractors is subject to Chapter 39.12 of the Revised Code of Washington, the CONTRACTOR shall ensure that its subcontractors pay the prevailing rate of wages to all subcontractor workers, laborers or mechanics in the performance of any part of the work described in the contract in accordance with state law and Department of Labor and Industries rules and regulations. 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 services 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 b law. All books, records, documents, and other material relevant to this contract 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 contract 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. RIGHT OF INSPECTION The CONTRACTOR shall provide right of access to its facilities to the AGENCY, or any of its officers, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance under this contract. RIGHTS IN DATA Unless otherwise provided, data which originates from this contract shall be "works for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by the AGENCY. 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 transf gr these rights. SAVINGS In the event funding from state, federal, or other sources is withdrawn, reduced, or limited in any way after the effective date of this contract and prior to normal completion, the AGENCY may terminate the contract under the "Termination for Convenience" clause, without the ten-day notice requirement, subject to renegotiation at the AGENCY'S discretion under those new funding limitations and conditions. Page 5 SEVERABILITY The provisions of this contract are intended to be severable. If any term or provision is illegal or invalid for reason whatsoever, such illegality or invalidity shall not affect the validity of the remainder of the contract. SUBCONTRACTING Neither the CONTRACTOR nor any SUBCONTRACTOR shall enter into subcontracts for any of the work contemplated under this contract without obtaining prior written approval of the AGENCY. In no event hall the existence of the subcontract operate to release or reduce the liability of the CONTRACTOR to the AGENCY for any breach in the performance of the CONTRACTOR'S duties. This clause does not include contracts of employment between the CONTRACTOR and personnel assigned to work under this contract. Additionally, the CONTRACTOR is responsible for ensuring that all terms, conditions, assurancesnd certifications set forth in this contract are carried forward to any subcontracts. CONTRACTOR an its subcontractors agree not to release, divulge, publish, transfer, sell or otherwise make known to unauthor ed persons personal information without the express written consent of the agency or as provided by law. TERMINATION Either party may terminate this contract upon 30 -days' prior written notification to the other party. If this contra t is so terminated, the parties shall be liable only for performance rendered or costs incurred in accordance with t e terms of this contract 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 obligations under this contract, o if either party violates any of these terms and conditions, the aggrieved party will give the other party written not ce of such failure or violation. The responsible party will be given the opportunity to correct the violation or failure within 15 -working days. If failure or violation is not corrected, this contract may be terminated immediately by written notice of the aggrieved party to the other. WAIVER Waiver of any default or breach shall not be deemed a waiver of any subsequent default or breach. Any waiver shall not be construed to be a modification of the terms of this contract unless stated to be such in writing and signed by authorized representative of the AGENCY. Page 6 Attachment B - CONTRACT/PROJECT SUMMARY TITLE: Rock Delivering, Grading, and Storm Damage WDFW CONTRACT NUMBER: 15-04174 PERIOD: 07/01/2015 to 06/30/2017 WDFW MANAGER: Stephen Sherlock CONTRACTOR: Jefferson County 360) 902 2375 CONTRACTOR CONTACT: Monte Reinders 360)385-9160 CONTRACT TYPE: Payable / Goods and Services / Interlocal SUMMARY CONTRACT DESCRIPTION: The purpose of this agreement is to allow Public Works staff from Jefferson County to deliver rock, grade roads and clean up storm damage on WDFW roads and access sites located in Jefferson County- oun -Master MasterIndex Number(s): 47451 CFDA Number Award Year Award Number Research & Development? Page 7 Attachment C - STATEMENT OF WORK Introduction The purpose of this agreement is to allow Public Works staff from Jefferson County to deliver rock, grade roads and clean up storm damage on WDFW roads and access sites located in Jefferson County.. 2. Description of all Project Requirements The WDFW is requesting that the Jefferson County Department of Public Works Department staff provide labor and equipment to perform grading operations services on up to three WDFW roads and or boat launch access area parking lots in Jefferson County during the next two years. Additional details are shown in the attached request for work. 3. Project Schedule/Deliverabless for Conduct of Work The work is to be performed on an emergency basis and or where it makes sense to have a County crew swing in and perform the work to save time and money for the State of Washington. Work will be prescribed by the Washington State Department of Fish and Wildlife staff to meet agency requirements. 4. Budget To be determined upon individual work project request. Cost not to Exceed $5,000 for the two year period. Page 8 REQUEST FOR WORK Party Requesting Service: Washington Department of Fish and Wildlife (WDFW) Party Providing Service: Jefferson County Department of Public Works Description of Requested Service: The WDFW is requesting that the Jefferson County Department of Public Works Department staff provide labor and equipment to perform grading operations services on up to three WDFW roads and or boat launch access area parking lots in Jefferson County during the next two years. (Please see the list of sites below) The work is to be performed on an emergency basis and or where it makes sense to have a County crew swing in and perform the work to save time and money for the State of Washington. Work will be prescribed by the Washington State Department of Fish and Wildlife staff to meet agency requirements. Location of Requested Service: Primary Location: WDFW Access Site: Hoh River Morgan Crossing, Jefferson County Alternate Location: WDFW Access Site: Crocker Lake, Eastern Jefferson County Alternate Location: WDFW Access Site: Lake Tarboo, Eastern Jefferson County. Dates of Requested Service: July 2015 through June of 2017 Estimate and Terms: To be determined upon individual work project request. Requesting Agency Official Stephen E. Sherlock, WDFW Statewide Access Coordinator L9'Approved ❑ Denied Providing Age Official July 30 2015 Date An '3---,15— Date ,1S Date /✓I�o, K� ,7 r^s Department of Public Works O Consent Agenda Page 1 of 1 Jefferson County Board of Commissioners Agenda Request To: Board of Commissioners Philip Morley, County Administrator From: Monte Reinders, Public Works Director/County Engineer Agenda Date: 10/19/15 Subject: WDFW Interlocal Agreement Statement of Issue: Washington Department of Fish and Wildlife (WDFW) has proposed an agreement whereby Jefferson County would provide grading and road maintenance services at three WDFW boat launch access areas. Analysis/Strategic Goals/Pro's ft Con's: WDFW does not have crews in this area. These WDFW recreation sites are located on or near county roads. The road crew would perform work as requested by WDFW and when it could be scheduled at the convenience of the county crew. Fiscal Impact/Cost Benefit Analysis: WDFW will reimburse the county for this work. Maximum amount during the period of the agreement is $5,000. Recommendation: Sign three originals of the agreement and return to Public Works for further processing. Department Contact: Monte Reinders, 385-9160 Reviewed By: hilip Morle , C91mty Acinlinistritor Date CONTRACT REVIEW FORM CONTRACT WITH: WA Fish and Wildlife (WDFW) (Contractor/Consultant) CONTRACT FOR: Interlocal road maintenance services COUNTY DEPARTMENT: Public Works For More Information Contact: Monte Reinders Contact Phone #: (360) 385-9160 RETURN TO: Tina RETURN BY: TERM: June 2017 AMOUNT: $5,000 PROCESS: Revenue: Expenditure: Matching Funds Required: OCT 8 1015 Sources(s) of Matching Funds jEFFERSON PROSECUTING ATTO NR EY X Exempt from Bid Prot Consultant Selection I Cooperative Purchase Competitive Sealed Bi Small Works Roster Vendor List Bid RFP or REQ Other 49 Step 1: REVIEW;BT EMENT Review by: l / Philip Date Reviewe FORM Q Returned for revision (See Comments) ;Rffp- Co ents orley Step 2: REVIEW BY PROS MNG T RNEY Review by: David A Date Reviewed: APPROVED AS TO FORM Returned for revi on a omments) rats varez Step 3: (If required) DEPARTMENT MAKES REVISIONS AND RESUBMITS TO RfSK MANAGEMENT AND PROSECUTING ATTORNEY Step 4: CONTRACTOR/CONSULTANT SIGNS APPROPRIATE NUMBER OF ORIGINALS Step 5: SUBMIT TO BOCC FOR APPROVAL Submit originals and 6 copies of Contract and Review Foran with Agenda Bill to BOCC Office. Place "Sign Here- markers on all places the BOCC needs to sign. MUST be in BOCC Office by 4:30 p.m. TUESDAY for the following Monday's agenda. (This form is to stay with the contract throughout the contract review process and accompany the Agenda Bill.) H:\cmonte•misc2015 documents\Contract Review Form WDFW Interlocatdocx rev. 12/10/2014