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HomeMy WebLinkAbout4568 Vendor Subject Department Status Code Amount Begin Date End Date Review Date Insurance Comments Contract Number 4568 SAFE SECURITY Skate Park Security Parks PRO File Class LEG 12-1 $3300.00 07/27/2006 12/31/2006 02/15/2008 GL $ AL $ E&O $ Insurance Total $ Insurance Review Date No end date in contract Need certificate of insurance Vault 01/01/2008 PROFESSIONAL SERVICES AGREEMENT Skate Park Security The City of Bremerton ("City") and SAFE Security ("Contractor"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Contractor agrees to perform the services more specifically described in the Scope of Work, dated July 11th, 2006, including any attachments thereto, attached hereto as Exhibit A, which is incorporated by reference herein. The Scope of Work may be modified only pursuant to Section VII.G. of this Agreement. If the Scope of Work provides for unspecified additional services such services shall only be performed upon the express written request of the City. Contractor further represents that the services furnished under this Agreement will be perfonned in accordance with generally accepted professional practices in effect at the time such services are performed. H. Term: The City and the Contractor agree that work will begin on the tasks described in Exhibit A immediately upon execution of this Agreement. The parties agree that the work described in Exhibit A is to be completed as provided for in the work schedule attached hereto as Exhibit A. III. Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Contractor pursuant to the provisions in Exhibit A. However, the total compensation shall not exceed Three Thousand Three Hundred Dollars ($3,300). Contractor's charges and bills shall conform to the fee schedule attached hereto as Exhibit A and incorporated herein by this reference. . The Contractor shall submit regular billing statements detailing work perfonned and amount charged on each task or portion thereof. The descriptions shall confonn to and fall within the categories set out in the Scope of Work and/or Fee Schedule. Upon receipt of a confonning billing statement, the City shall promptly process payment. PROVIDED, HOWEVER, the City reserves the right to prioritize scoped work and accelerate and/or delay work tasks under the time frame set forth in Section II herein. The Contractor's labor rates and billing fees shall be as delineated in Exhibit A Contractor shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Agreement. Contractor shall only be compensated for additional services if requested pursuant to Section I and, if not otherwise provided, such compensation shall be in accordance with Exhibit A. If a billing statement does not conform to this Agreement, the City may withhold payment until the statement is brought into compliance. Such withholding does not relieve Contractor of its obligations under this Agreement. BremertonlSAFE Security Skate Park Security Page 1 of6 IV. Relationship of Parties: Contractor represents that it is skilled in the matters addressed in the Scope of Work and is performing independent functions and responsibilities within its field of expertise. Contractor and its personnel are independent Contractors and not employees of the City. Contractor and its personnel have no authority to bind the City or to control the City's employees and other Contractors. None of the benefits provided by the City to its employees, including, but not limited to, compensation, insurance, and unemployment insurance are available from the City to the employees, agents, representatives, or sub-Contractors of the Contractor. Contractor will be solely and entirely responsible for its acts and for the acts of Contractor's agents, employees, representatives and sub-contractors during the performance of this Agreement. The City may, during the term of this Agreement, engage other independent Contractors to perform the same or similar work. As an independent Contractor, Contractor is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Contractor or its personnel. As an independent Contractor, Contractor is responsible for payment of all taxes and licensing fees necessary to perfonn its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, Business & Occupation, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due Contractor. V. Indemnification: Contractor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the perfonnance of this Agreement, except for that portion of the injuries and damages caused by the City's sole negligence. The City's review or acceptance of any of the work when completed shall not be grounds to avoid any of these covenants of indemnification. Should a court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent negligence of the and the City, its officers, officials, employees, agents and volunteers, the Contractor's liability hereunder shall be only to the extent of the Contractor's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONTRACTOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. The provisions of this section shall survive the expiration or termination of this Agreement. Bremerton/SAFE Security Skate Park Security Page 2 of6 VI. 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, sub-Contractors or sub-contractors. Before beginning work on the project described in this Agreement, 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 2. Commercial General Liability insurance written on an occurrence basis with limits no less than $1,000,000 combined single limit per occurrence and general aggregate for personal injury, bodily injury and property damage. Coverage shall include but not be limited to: blanket contractual; products/completed operations/broad fonn property damage; explosion, collapse and underground (XCD) if applicable; and employer's liability; and 3. Excess Liability insurance with limits not less than 1,000,000 limit per occurrence and aggregate. 4. Professional Liability insurance with limits no less than $1,000,000 limit per occurrence/claim. Any payment of deductible or self insured retention shall be the sole responsibility of the Contractor. All required policies shall be provided on an "occurrence" basis except professional liability insurance (if required), which may be provided on a "claims-made" basis. 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 an endorsement that is acceptable to the City, which names the City as an additional insured shall be attached to the Certificate of Insurance. The City reserves the right to receive a certified copy of all the required insurance policies and endorsements. The City further reserves the right to reject any unacceptable policies and/or endorsements. The Contractor's Commercial General Liability 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 by certified mail, return receipt requested, of any cancellation, suspension or material change in coverage. The City also reserves its unqualified right to require at any time and for any reason, proof of coverage in the form of a duplicate of the insurance policy with all endorsements as evidence of coverage. BremertonlSAFE Security Skate Park Security Page 3 of6 VII. General Conditions: A. Reports and Information: When requested by the City, Contractor shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Contractor shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Ownership and Use of Records and Documents: Original documents, drawings, designs and reports, including those in electronic format, developed under this Agreement are the property of the City. All written information submitted by the City to the Contractor in connection with the services performed by the Contractor under this Agreement will be safeguarded by the Contractor to at least the same extent as the Contractor safeguards like information relating to its own business. If such infonnation is publicly available or is already in Contractor's possession or known to it, or is rightfully obtained by the Contractor from third parties, Contractor shall bear no responsibility for its disclosure, inadvertent or otherwise. All data, documents and files created by Contractor under this Agreement may be stored at Contractor's office in Silverdale , Washington. Contractor shall make such data, documents, and files available to the City upon its request at all reasonable times for the purpose of editing, modifying and updating as necessary until such time as the City is capable of storing such information in the City's offices. Duplicate copies of this infonnation shall be provided to the City upon its request, and at reasonable cost. All documents, including all reports, drawings, specifications, computer software or other items prepared or furnished by Contractor pursuant to this Agreement, are instruments of service with respect to the project and are the property of the City C. Work Performed at Contractor's Risk: Contractor shall take all precautions necessary and shall be responsible for the safety of its employees, agents, and sub-Contractors in the performance of the work hereunder and shall utilize all protection necessary for that purpose. All work shall be done at Contractor's own risk, and Contractor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. D. Place of Work: The Contractor shall perform the work authorized under this Agreement at the City Skate Park at 50 Magnuson Way, Bremerton, Washington. Meetings with the City staff as described in Exhibit A, Scope of Work, shall take place at the City's offices, or at locations mutually agreed upon by the parties. E. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. F. Severability: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. Bremerton/SAFE Security Skate Park Security Page 4 of6 G. Modification: This Agreement may only be modified by written instrument signed by both Parties. . H. Written Notices: All communications regarding this Agreement shall be sent to the parties at the addresses listed below by registered or 1 st class mail, or by personal service, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. City Address Contractor's Address 680 Lebo Boulevard PO Box 3888 Silverdale, W A Bremerton, W A 98310 98383 Attention: Wyn Birkenthal Attention: Christine Scott 1. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. J. Non-Waiver of Breach: The failure of the City to insist upon strict performance of any of the covenants and agreements contained herein, or to exercise any option herein conferred in one or more instances shall not be construed to be a waiver or relinquishment of said covenants, agreements or options, and the same shall be and remain in full force and effect. K. Compliance with Laws: Contractor shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. L. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. M. Attorneys' Fees: In the event of litigation to enforce any of the terms or provisions herein, each party shall pay all its own costs and attorney's fees. N. Assignment: Any assignment of this agreement by the Contractor without the written consent of the City shall be void. VIII. Nondiscrimination: Contractor shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, or disability, except for employment actions based on bona fide occupational qualification. IX. Termination: This Agreement shall remain in force until completion and acceptance of the services, terminated by written instrument upon mutual consent, or by the City of Bremerton for convenience. This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non- performing Party does not commence correction of the failure of performance within thirty (30) days of the terminating Party's sending notice to the non-performing Party. Any Notice by Bremerton/SAFE Security Skate Park Security Page 5 of6 Contractor shall include a report showing the status of all items listed in the Scope of Work current through the termination date. If the City receives reimbursement by any federal, state, or other source for work described in Section I herein, and that funding is withdrawn, reduced or limited in any way, or the project is cancelled or substantially reduced after the execution date of this Agreement and prior to the completion of the work, the City may summarily terminate this Agreement. A. Excusable Delays: The right of Contractor to proceed shall not be terminated nor shall Contractor be charged with liquidated damages for any delays in the completion of the work due to: 1) any acts of the federal government in controlling, restricting, or requisitioning materials, equipment, tools, or labor by reason of war, national defense, or other national emergency; 2) any acts of the City, its Contractors, or other public agencies causing such delay; and 3) causes not reasonably foreseeable by the parties at the time of the execution of the Agreement that are beyond the control and without the fault or negligence of the Contractor, including, but not restricted to, acts of God, fires, floods, strikes, or weather of unusual severity. PROVIDED, HOWEVER, that the Contractor must promptly notify the City within ten (10) calendar days in writing of the cause of the delay. If, on the basis of the facts and the terms of this Agreement, the delay is properly excusable, the City shall, in writing, extend the time for completing the work for a period of time commensurate with the period of excusable delay. B. Rights Upon Termination: In the event of termination, the City shall pay for all services performed by the Contractor to the effective date of termination, as described on a final invoice submitted to the City. After termination, the City may take possession of all records and data within the Contractor's possession pertaining to this project which may be used by the City without restriction. Any such use not related to the project which Contractor was contracted to perform shall be without liability or legal exposure to the Contractor. CITY OF BREMERTON CONTRACTOR By: its: Date: . (lCh ( 72-~ R:\LEGAL\Contracts\FORMS\Professional Services Agreement Form (2003).doc Bremerton/SAFE Security Skate Park Security Page 6 of6 S.AF~ Security~ PO Box 3888, Silverdale, WA 98383 - (360) 698-9800 - FAX (360) 692-7614 July 11 , 2006 Mr. Wyn Birkenthal City of Bremerton Parks & Recreation Department Bremerton, WA Dear Mr. Birkenthal: Thanks for your phone call this afternoon and request for information on how we can help keep the skate park safe for all. We are very pleased to have this opportunity to tell you a bit about ourselves. In business since 1985,. SAFE Security has a longstanding reputation in the community as the most experienced and reliable security organization in the county. We have a dedication to qualitv service and customer satisfaction, and a long list of satisfied clients which we invite you to contact. Our clients include Kitsap County Parks Department, serving at the Fairgrounds. Professionalism & Knowledge Our crew is comprised of well-accomplished, mature individuals, with broad experience including former careers in law enforcement. Experience Management has over 33 years of combined law enforcement experience, and a working knowledge of local law enforcement policies and procedures. Each Officer is fully trained, insured and licensed through the State of Washington. We pride ourselves on our professionalism and commitment to thorough job performance. As we discussed, our Officers can provide a friendly, yet firm presence at the skate park. At your direction and discretion, we would provide continual monitoring of the park as well as parking areas and other buildings or areas, as directed. We would be pleased to offer an on-site Officer to provide a solid presence and continual protection during the hours of 1200 to 1700, Monday through Friday, or as desired, for an hourly fee of $17.85, based upon a minimum 5-day per week coverage. Holidays are rated at time and one-half, however, weekends, if desired, are at the same weekly rate. 1 Our Mission is to provide only top-notch, professional services. We will not only meet your expectations, but promise to exceed them! For more information, you may wish to visit our web site at www.safesecuritv.us. If you wish to schedule service, I'll fax over a Service Agreement for your review and signature. Again, thanks for contacting SAFE Security. Sincerely, Christine Scott Ms. Tani Biale Commissioner Harry Knapp Commissioner John Jacobsen Mr. AI Clasens Ms. Ginny Patton Mr. Bill Hellenberg Mr. Fred Nuti References Director of Education Bryman College Serving since Oct. of '04 Silverdale Port Commissioner Serving Silverdale Port since April of '98 Indianola Port Commissioner Serving Indianola Port since May of '99 Owner, Office Building Serving 3100 Building in Silverdale since Oct. of '00 Manager Serving Cimarron Motor Inn Since Dec. of '02 Chief Financial Officer Servirlg. Dimension 4 sir1~~~~LJIY<:>f^'g? Facilities Manager Serv~r1g Haselwood Motors since 1985 (360) 473-1120 (360) 698-4918 (360) 297-3281 (206) 842-0580 (360) 692-7777 (360) 478-9700 (360) 340-0310 2