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HomeMy WebLinkAbout5042Contract Number: Vendor: Sub�ect: Department: File Class: Begin Date: End Date: Review Date: Vault Date: Comments : 5042 MAURICE CORREIA dba HOT DIGITY DOG Parks & Recreation Concessions & Vending Parks LEG 12-1 6/13/2011 12/31/2011 10/31/2011 a �l � t��j PROFESSIONAL SERVICES AGREEMENT (Pazks & Recreation Concessions and Vending) The City of Bremerton ("Crty") and Maurice Correia (dba: Hot Digitv Dogl ("Concessionaire"), referred to collectively as the "Parties", enter into the followmg Agreement for professional services: I. Scope: The Concessionaire agrees to provide concessionaire service at the location idenrified in Attachment A The Scope of Work may be modified only pursuant to Section IX (E) or Section XI of ttus Agreement. If the Scope of Work provides for unspecified additional services such services shall only be performed upon express wntten request of the City. Concessionaire further represents that the services furnished under this Agreement will be performed in accordance with generally accepted professional practices in effect at the t�me such services aze performed. II. Term: The contract penod begms June 13. 2011 and terminates on December 31. 2011 The term of this contract may be modified only pursuant to Section IX or Section XI of this Agreement. III. Consideration: In exchange for the concession right and privilege granted herein for the term as specified, the Concessiona.�re shall pay the City 5% of total gross pre-tax concession and catering sales at the approved locahon identified in attached Attachment A. Concession lease payments and Revenue Reports are due 10 days after the month of sale. IV. Licenses, Permits, and Inspections: The Concessionaire shall maintain, at theu own expense, all business licenses, health department pemuts and governmental permrts and certificates necessary for conducting business in Bremerton and Kitsap County. Concessionaire shall provide copies of current licenses and permits to the Department pnor to operating on City property. The Concessionaire shall allow the Bremerton-Kitsap County Health Department to make regulaz and ordinary inspections of its facilities and equipment as said Health Department may deem proper. V. Washington State Leasehold Excise Taxes Washington State Leasehold Excise Taxes are not part of the Concession Fee Payment descnbed herein. Payment of Washington State Leasehold Excise Tax shall not be combined with Concession payment and shall be listed as a sepazate rtem on all accounting, billmg, statements and check stubs. The Concessionau�e shall remrt to the City with each Concession Fee payment the appropriate payment for Washington State Leasehold Excise Taxes. Page 1 of 6 VI. Relationship of Parties: Concessionaire represents that it is skilled m the matters addressed in the Scope of Work and is performmg independent functions and responsibilities within its field of expertise. Concessionaire and its personnel are independent contractors and not employees of the City. Concessionaire and its personnel have no authonty 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 insurauce are available from the City to the employees, agents, representatives, or sub- contractors of the Concessionaire. Concessionaire will be solely and entirely responsible for its acts and for the acts of Concessionaire's agents, employees, representatives and sub-contractors during the performance of this Agreement The City may, during the term of ttus Agreement, engage other independent concessionaires to perform the same or similaz work at times and locations where the Concessionaire chooses not to open the concession as defined in this Agreement. As an independent contractor, Concessionaire is responsible for its own management. The City's administration and enforcement of this Agreement sha11 not be deemed an exercise of managerial control over Concessionaire or rts personnel. As an independent contractor, Concessionaire is responsible for payment of all taxes and licensing fees necessary to perform its obligation under this Agreement. These taxes and fees include but aze not limited to State industrial insurance, Business and Occupation, State professional licensing, and City business licensing. If any taxes or fees due the Crty have been declazed delinquent, the City may withhold the delinquent amount, plus any additional charges arising from the delinquency, from any payments due Concessionaire. VII. Indemnification: Concessionaire shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, in�uries, damages, losses or swts, mcluding all legal costs and attomey fees, azising out of or m connection with the performance of this Agreement, except for that portion of the mjuries 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 deternune that this Agreement is subject to RCW 4.24.115, then, m the event of liability for damages arising out of bodily m�ury to persons or damage to property caused by or resulting from the concurrent negligence of the Concessionaire and Crty, its officers, officials, employees, agents and volunteers, the Concessionaire's liability hereunder shall be only to the extent of the Concessionaire's negligence. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT TI� INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE CONCESSIONAIRE'S WANER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLEY FOR THE PLTRPOSE OF THIS INDEMNIFICATION. 'THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLy NEGOTIATED THIS WANER. The provisions of this section shall survive the expiration or termination of this Agreement. Page 2 of 6 VIII. Insurance: The Concessionaire shall procure and ma.intain for the duration of the Agreement, msurance against claims for in�unes to persons or damage to property which may arise from or m connection v�nth the performance of the work hereunder by the Concessionaire, its agents, representatives, employees, and sub-contractors Before beginning work as described in this Agreement, the Concessionaire shall provide a Certificate of Insurance evidencing: 1. Commercial General Liabilitv insurance wntten on an occunence basis wrth limits no less than $1,000,000 combined single limrt per occurrence and general aggregate for personal in�ury, bodily mjury and property damage. Coverage shall include but not be limited to• blanket contractual; products/completed operations/broad form property damage, explosion, collapse and underground (XCU) if applicable; and employer's liability; and 2. Excess Liabilitv insurance vv�th lunits not less than $1,000,000 limit per occurrence and aggregate. Any payment of deduct�ble or self insured retention shall be the sole responsibility of the Concessionaire. All required policies shall be provided on an "occurrence" basis except professional liability insurance (�f required), which may be provided on a"claims-made" basis The City shall be named as an additional insured on the Commercial General Liability msurance policy, as respects work performed by or on behalf of the Concessionaire and a copy of an endorsement that is acceptable to the City, which names the Crty 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 nght to reject any unacceptable policies and/or endorsements. The Concessionaire's Commercial General Liabil�Ty insurance shall contam a clause statmg the coverage shall apply separately to each insured against whom claim is made or suit is brought, except v�nth respects to the limits of the insurer's liability. The Concessionaires' insurance shall be primary insurance as respects the City and the City shall be given thirty (30) days prior wntten notice by certified mail, return receipt requested, of any cancellat�on, suspension or matenal change in coverage. The City also proof of coverage in evidence of coverage. reserves its unqualified nght to reqlure at any time and for any reason, the form of a duplicate of the insurance policy with all endorsements as Page 3 of 6 IX. General Conditions: A. Reports and Information: When requested by the City, Concessionaire shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be fumished in the time and form requested. Concessionaire shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all revenue. Concessionaire shall fiurush revenue reports with the Concession fee payment due 10 (ten) days after month of sale. B. Work Performed at Concessionaire's Risk: Concessionaire 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 Concessionaire's own risk, and Concessionaire shall be responsible for any loss of or damage to matenals, tools, or other articles used or held for use in connection with services provided pursuant to this Agreement. C. Entire Agxeement: This Agreement and its Exlubits constitutes the entire agreement between the Parties, and the Parties acknowledge that there aze no other agreements, written or oral, that have not been set forth in the text of this Agreement. D. Severabilitv: Should any part of this Agreement be found void, the balance of the Agreement shall remaui in full force and effect. E. Modification: This Agreement may only be modified by written instrument signed by both Parties. F. Written Notices: All communications regazding this Agreement shall be sent to the parties at the addresses listed below by registered or 1� 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 wnting. City Address Bremerton Pazks & Recreation 680 Lebo Blvd. Bremerton. WA 98310 Concessionaue Address Maurice Correia dba• Hot Di�tv Dog 2729 Schley Blvd. Bremerton. WA 98310 G. 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. Page 4 of 6 H. Non-Waiver of Breach: The failure of the Crty to insist upon stnct 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 I. Compliance wrth Laws: Concessionaire shall comply with all applicable Federal, State, and local laws in performing its obligations under tlus Agreement J. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Waslungton. Any �udicial action to resolve disputes ansing out of this Agreement shall be brought m Krtsap County Supenor Court K. Attornevs' 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. L. Assi�nment: Any assignment of this agreement by the Concessionaire without the written consent of the City shall be void X. Nondiscrimination: Concessionaire shall not discriminate in employment or services to the public on the basis of race, color, national ongm, sex, religion, age, mantal status, sexual onentation, or disability, except for employment actions based on bona fide occupational qualification XI. Termination: This Agreement may be terminated, at will, by either party upon thirty (30) days wntten notice. 'This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the ternunating Party, and the non-performing Party does not commence correction of the failure of performance wrthin five (5) days of the terminating Party's sending notice to the non-performing Party If the City receives reimbursement by any federal, state, or other sowce for work described in Section I herein, and that funding is withdrawn, reduced or lumted in any way, or the project is cancelled or substantially reduced after the execuhon date of this Agreement and pnor to the complehon of the work, the City may summanly terminate this Agreement A Ri�hts Upon Termination In the event of termmation, the City shall be entitled to reports shov�nng the status of all rtems listed in the Scope of Work current through the temunation date. B. Surrender of Premises and Removal of Propertv• Upon termination or expiration of this Agreement, the Concessionaire shall remove all equipment, supplies and merchandise from the Premises by January 15�' of the year follawing this Agreement expires or v�nthin fourteen (14) days of termination of this Agreement Page 5 of 6 The Concessionaire shall maintain and leave the area identified in Attachment A in a clean condition ensuring that the area free of food and beverage spills and all garbage and food items are removed. CONCESSIONAIRE Maurice Correia dba: ot Di i Do Byr�m i��i�.��G'� �G�•-' its: � l�J �J E R Date:__ 6 /2 7 / / � Page 6 of 6 CITY OF BREMERTON fl ,t ., . � � � l . .3 . / j � _ } : T � `}'"' r .S-. . � T . 1r � � . . . . �� 1 t x � f � � t YZ +a... : � 'tt � F x ; � � . . � :Y tiss � L . b �-, t�'� .� T^.:-`" nF ' - ?R � ' j � � . .. � '` � . 'r� i �� .`# �� � " � _.+. ` 3 -'i ' . ,� .� � �' : � '�' ' �`L` t �' + � x ''y . . 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