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5215
PSA - RESULTS TRAINING SOLUTIONS
Fire Lieutenant Written Examination
Human Resources
LEG 12-1
12/28/2012
2/1/2013
2015
PROFESSIONAL SERVICES AGREEMENT
Fire Lieutenant Writ#en Ezamination
The Crty of Bremerton ("Crty") and Results Training Soluhons ("Consultant"), refened
to collectively as the "Parties," enter mto the followuig Agreement for professional services•
I. Scope: The Consultant agrees to perform the services more specifically descnbed m the
Scope of Work, dated December 28, 2012, including any attachments thereto, atta.ched hereto as
Exlubit A, which is mcorporated by reference herein. The Scope of Work may be modified only
pursuant to Section VI G of tlus Agreement. If the Scope of Work provides for unspecified
additional services such services sha11 only be performed upon the express wntten request of the
City. Consultant further represents that the services fumished under this Agreement will be
performed m accordance with generally accepted professional practices in effect at the time such
services are performed.
II. Term: The City and the Consultant agree that work will begm on the tasks descnbed m
Exhibrt A immediately upon execution of tlus Agreement. The parties agree that the work
descnbed in Exlubit A is to be completed no later than February 1, 2013; provided however, that
additional time sha11 be granted by the Crty for excusable delays or extra work as provided for in
sechon VIII (A) of this agreement.
III. Compeaesation: In consideration of the services provided pursuant to tlus Agreement, the
City sha11 pay Consultant $1,575.00
The Consultant sha11 submit a billmg statement detailmg work performed and amount
charged on each task or portion thereof. The descnptions shall conform to and fall vv�thin the
categones set out m the Scope of Work Upon receipt of a conforming billing statement, the
City shall promptly process payment. PROVIDED, HOWEVER, the Crty reserves the right to
pnontize scoped work and accelerate andlor delay work tasks under the hme frame set forth m
Section II herem
Consultant sha11 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 Consultant sha11 only be compensated for addrtional services if requested pursuant
to Section I,
If a billmg statement does not conform to tlus Agreement, the Crty may withhold
payment until the sta.tement is brought into compliance. Such withholding does not relieve
Consultant of rts obligations under this Agreement.
IV. Relationshfp of Parties: Consultant represents that it is skilled in the matters addressed
in the Scope of Work and is perfornung mdependent functions and responsibilities wrthm its
field of expertise. Consultant and rts personnel are independent Consultants and not employees
of the Crty Consultant and its personnel have no authority to bind the City or to control the
City's employees and other Consultants. None of the benefits provided by the City to its
Bremerton/Results Traming Solutions
Fve Lieutenant — Wntten Exammanon
Page 1 of 6
employees, includmg, but not limited to, compensation, msurance, and unemployment insurance
are available from the City to the employees, agents, representa;ives, or sub-Consultants of the
Consultant Consultant will be solely and entirely responsible �'or rts acts and for the acts of
Consultant's agents, employees, representatives and sub-ConsulYants during the performance of
this Agreement The City may, durmg the term of this Agree�r�ent, engage other independent
Consultants to perform the same or similar work
As an mdependent Consultant, Consu�tant is responsible for rts own management The
City's administration and enforcement of thu,st Agr'eem�nt shall not be deemed an exercise of
managerial control over Consultant or�rts perso�nel �
As an independent Consultant, Consultant is responsible for payment of all taxes and
licensing fees necessary to perform its obligations under this A�;reement These taxes and fees
include but are not limited to State industrial msurance, Rusiness & Occupation, State
professional licensing, and City business licensmg If any taxes or fees due the City have been
declared delinquent, the City may withhold the delinquent amo�ant, plus any additional charges
arising from the delinquency, from any payments due Consultant
V. Indemnification: Consultant shall, at all times, be solely responsible for the acts or failures
to act of its personnel which occur or arise in any way out of the performance of this Agreement
Consultant agrees to defend, indemnify, and hold the City, its p�rsonnel and officials, harmless
from all costs, expenses, losses, and damages, including the cost of defense, incurred as a result
of any acts or omissions of Consultant's personnel relatin� to the performance of this
Agreement
The City's review or acceptance of any of the work when completed shall not be grounds
to avoid any of these covenants of indemmfication
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Should a court of competen't �unsc���tio,n determine that this Agreement is sub�ect to
RCW 4 24.115, then, in the event of liabilrty for damages arismg out of bodily m�ury to persons
or damages to property caused by or resultmg from the concurrent negligence of the Consultant
and the City, its officers, officials, employees, agents and volu�iteers, the Consultant's liability
hereunder shall be only to the extent of the Consultant's negligern e
IT IS FURTHER SPECIFICALLY AND F�XPRESSLY '.JNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HE,REIN , CONSTITU'E'ES THE CONSULTANT'S
WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURAN`E, TITLE 51 RCW, SOLELY
FOR THE PURPOSES OF THIS INDEMNIFICATION THE PARTIES FURTHER
ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTlATED THIS WAIVER
The provisions of this section shall survive the expiration or termination of this Agreement
VI. General Conditions:
A Reports and Information When requested by the City, Consultant shall furnish
periodic reports and documents on matters covered by this Agreement The reports and
documents shall be furnished m the time and form requestc�d Consultant shall mamtam
Bremerton/Results Trammg Solut�ons . �
Fire Lieutenant — Wr�tten Exam�nat�on ' � � '
Page 2 of 6 ' ' '
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accounting records in accordance wrth Generally Accepted Ac�ounting Prmciples (GAAP) to
substantiate all billed amounts
B Ownership and Use of Records' and Documents , Onginal documents, drawings,
designs and reports, mcludmg those m electronic format, developed under this Agreement are the
property of the Crty All written mformation submitted by ,the Crty to the Consultant in
connection wrth the services performed by the Consultant under this Agreement will be
safeguarded by the Consultant to at least the same extent as the Consultant safeguards like
mformation relatmg to rts own business If such information is publicly available or is already in
Consultant's possession or known to it, or is rightfully obtame�i by the Consultant from third
parties, Consultant shall bear no responsibility for its disclosure, :nadvertent or otherwise
All data, documents and files created by,Consultant under this Agreement may be stored
at Consultant's office m Graham, Washmgton Consultant shall ;r�ake such data, documents, and
files available to the City upon its request at all reasonable ti�nes for the purpose of edrting,
modifying and updating as necessary until such �time as the ��ity is capable of storing such
information m the Crty's offices Duplicate copies of this mfor�iation shall be provided to the
City upon its request, and at reasonable cost
All documents, includmg all reports, drawmgs, specificatians, computer software or other
items prepared or furnished by Consultant pursuant to this Agree:nent, are instruments of service
with respect to the pro�ect and are the property of, the City Any reuse by the City for other than
the specific purpose intended will be at City's sq�e r�sk
C Work Performed at Consultant's Risk Consultant shall take all precautions necessary
and shall be responsible for the safety of its employees, agents, and sub-consultants in the
performance of the work hereunder and shall utilize all protection necessary for that purpose
All work shall be done at Consultant's own risk, and Consultant 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 Consultant shall perform the work authorized under this
Agreement at its offices in Graham, Washington Meetings wiS'.i the City staff as described in
Exhibit A, Scope of Work, shall take place at the� Clty's offices, or at locations mutually agreed
upon by the parties
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E Entire A�reement This Agreement and its Exhibit(s) constitutes the entire agreement
between the Parties, and the Parties acknowledge that there axe no other agreements, wrrtten or
oral, that have not been set forth m the text of this Agreement ,
F Severabilitv Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force ar�d effect �
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G Modification This Agreement may only be modified'�y written instrument signed by
both Parties
Bremerton/Results Traimng Solutions
F�re L�eutenant — Wr�tten Exammat�on
Page 3 of 6
H Written Notices All commumcations regarding this Agreement shall be sent to the
parties at the addresses listed below by reglstered 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 sp�cified m wrrtmg
City Address
City of Bremerton
Human Resources Department
345 6 Street, Suite 600
Bremerton, WA 98337 ,
Con��ltant Address
Resu:ts Traimng Solutions
25325 106� Avenue East
Grah�m, WA 98338
I 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 m
one or more instances shall not be construed to be a waiver or relmquishment of said covenants,
agreements or options, and the same shall be and remam m full force and effect
K Compliance with Laws Consultant sha�l comply wrth all applicable Federal, State,
and local laws in performing rts obligations �der this Agreemen*_
L Choice of Law and Venue This Agreement shall be izlterpreted according to the laws
of the State of Washington Any �udicial action to resolve disput��s 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
herem, each party shall pay all its own costs and attorney's fees �
N Assi� Any assignment of this agreement by thc Contractor without the written
consent of the Crty shall be void
VII. Nondiscrimination: Consultant shall not discrimmate ii� employment or services to the
public on the basis of race, color, national origin, sex, religion, �ige, marital status, disability, or
sexual orientation except for employment actions based on bona iide occupational qualification
VIII. Termination: This Agreement shall remam m force untii completion and acceptance of
the services, termmated by written mstrument upon mutual consent, or by the City of Bremerton
for convenience This Agreement may be ir�mediately termmated for cause by a Party if the
other Party substantially fails to perform throu�h' no fault of the termmating Party, and the non-
performing Party does not commence correct�i`on'of the failure o: performance wrthin thirty (30)
days of the termmating Party's sending notice to the non-performmg Party Any Notice by
Consultant shall mclude a report showing the status of all items listed in the Scope of Work
current through the terminahon date
Bremerton/Results Trainmg Solut�ons
F�re L�eutenant — Wr�tten Examination ' � �
Page 4 of 6
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 m any way, or the pro�ect is
cancelled or substantially reduced after the execution date of tltis Agreement and prior to the
completion of the work, the City may summarily terminate this �`, greement
A Excusable Dela,� The right of Consultant to proceed shall not be termmated nor shall
Consultant be charged wrth liquidated damag�e$ for any delays in the completion of the work due
to 1) any acts of the federal government ir� contxolling, restricting, or requisitionmg materials,
equipment, tools, or labor by reason �of war., ;natrvnal defense, or other national emergency, 2)
any acts of the City, its consultants, 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 Consultant, including, but not
restricted to, acts of God, fires, floods, strikes, or weather of }anusual severity PROVIDED,
HOWEVER, that the Consultant must promptly notify the City vrithm ten (10) calendar days m
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 Ri h�pon Termination In the event of termination, the C�ty shall pay for all
services performed by the Consultant to the effective date of terrr�ination, as described on a final
invoice submitted to the City After termmation, the City may ta,ke possession of all records and
data within the Consultant's possession pertaimng to this proJect �Nhich may be used by the City
without restriction Any such use not related to the pro�ect whicl: Consultant was contracted to
perform shall be without liability or legal exposure to the Consul:ant.
CITY OF BREMERTON
RESULTS TRAINING SOLUTIONS
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Bremerton/Results Tra�nmg Solut�ons
Fire L�eutenant — Wr�tten Exammat�on
Page 5 of 6
EXHIBIT A
Scope of Work
December 28, 2012
Results Training Solutions
The Consultant, in cooperation with the City will create 100 new questions for the 2013 Fire
Lieutenant written examination The questions will be created from the following materials
1 Bremerton Fire Department Standard Operating Procedures/Guidelines,
2 The current Collective Bargainmg Agreement bet�veen the Crty and IAFF Local
437,
3 Incident Command-Tactical Accountabilrty-Acrio� Planning- Commumcation
Solutions Manual,
4 Supervisor's Handbook,
5 Fire Station Captain Job Description,
5 Battalion Chief Job Descnption,
6 The City's Policy on Sexual Harassment (Human Resources Policy 3-20-02)
The questions will be presented to the City no later than February 1, 2013
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Bremerton/Results Trammg Solut�ons
F�re L�eutenant — Wr�tten Exam�nat�on
Page 6 of 6