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QcI:IC?
LAKESIDE INDUSTRIES, INC
PWA - Repaving Gold Moutain Golf Course Entrance Road
Parks
LEG 12-1
5/6/2014
6/30/2014
7/1/2014
2015
Comments :
PUBLIC WORKS AGREEMENT
THIS AGREEMENT, is entered into between the City of Bremerton, a Washington
Municipal Corporation ("City"), and Lakeside Industries, Inc. ("Contractor"), whose mailing
address is P.O. Box 7016, Issaquah, WA 98027.
The parties agree as follows:
l. CONTRACTOR SERVICES. The Contractor shall perform the following
services for the City: Provide labor and materials to repave the entrance road to the Gold
Mountain Golf Course as identified in the Scope of Work and Specitcations aitached.
2. TIME OF COMPLETION. Contractor shall complete t]�e work within th�
� calendar days from the date of issuance of the City's Notice to Proceed.
3. COMPENSATION. The City shall pay the Contractor the total amount of
61$ .040.00 plus any applicable Washington State Sales Tax, for the work and services
contemplated in this agreement. The Contractor shall invoice the City monthly. The City will
pay for the porrion of the work described in the invoice that has been completed by the
Contractor and aPproved by the City. The City payment shall not constitute a waiver of the
City's right to final inspection and acceptance of the project.
A. Performance Bond. Pursuant to Chapter 39.08 RCW, the Contractor, shall
provide the City a performance bond for the full contract amount to be in
effect until sixty (60) days after the date of final acceptance, or until
receipt of all necessary releases from the State Department of Revenue
and the State Department of Labor and Industries and until settlement of
any liens filed under Chapter 60.28 RCW, whichever is later.
B. Retainage. The City shall hold back a retainage in the amount of five
percent (5"/0) of any and all payments made to contractor for a period of
sixty (60) days after the date of final acceptance, or until receipt of all
necessary releases from the State Department of Revenue and the State
Department of Labor & Industries and until settlement of any liens filed
under Chapter 60.28 RCW, whichever is later.
C. Defective or Unauthorized Work. The City reserves its right to withhold
payment from Contractor for any defective or unauthorized work.
Defective or unauthorized work includes, without limitation: work and
materials that do not conform to the requirements of this agreement; and
extra work and materials furnished without the City's written approval. if
Contractor is unable, for any reason, to satisfactorily complete any portion
of the wor.k, the City may complete the work by contract or otherwise, and
Contractor shall be liable to the City for any additional costs incurred by
the City. "Additional costs" shall mean all reasonable costs, including
legal costs and attorney fees, incurred by the City beyond the maximum
PUBLIC WORKS AGR�EMGNT—Page 1 of 10 (Apri14, 2014)
(helween City of Bremerton and Lakeside Industries, Inc.)
Contract price specified above. The City further reserves its right to
deduct the cost to complete the Contract work, including any Additional
Costs, from any and all amounts due or to become due the Contractor.
D. Final Pavment: Waiver of Claims. TI� ACCEPTANCE OF FINAL
PAYMENT (EXCLUDING WITHHELD RETAINAGE) SHALL
CONSTTTUTE A WANER OF CLAIMS, EXCEPT THOSE
PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY
CONTRACTOR AS UNSETTLED AT THE TIME REQUEST FOR
FINAL PAYMENT IS MADE. �
4. INDEPENDENT CONTRACTOR. Contractor is and shall be at all times
acring as an independent contractor and not as an employee of the City. The Contractor shall
secure at its expense, and shall be responsible for all payments of income tax, social security,
state industrial insurance compensation, unemployment compensation, and all other payroll
deductions for the Contractor, officer, agents, employees and sub-contractors. The Contractor
shall also secure all applicable business licenses, if required, in connection with the� contract
services, including all required licenses for Contractor's officers, agents, employees and sub-
contractors.
5. TERMINATION. The City may terminate this agreement without notice for
good cause. "Good cause" shall include, without limitation, any one or more of the following
events: �
A. The Contractor's failure to supply sufFicient skilled workers or suitable
materials or equipment.
B. The Contractor's failure to prosecute the work with such diligence as will
ensure its physical completion within the original physical completion
time specified in this Agreement and any extensions of time which may
have been granted to the Contractor by change order or otherwise.
C. T'he Contractor's failure to make full and prompt payment to
subcontractors or for material or labor.
D. The Contractor's disregard of federal, state or local laws, rules or
regulations.
E. The Contractor's filing for bankruptcy or becoming adjudged bankrupt.
F. The Contractor disregards the authority of the City.
G. The Contractor performs work which deviates from the Contract, and
neglects or refuses to conect rejected work.
H. The Contractor's failure to provide continuous competent supervision.
PUBLIC WORKS AGKE�MENT — Page 2 of 10 (Apri14, 2014)
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I. The Contractor otherwise violates in any material way any provisions or
requirements of the contract.
If the City terminates this agreement for good cause, the Contractor shall not receive any
monies due under this agreement, if any, until the Contract work is completed.
6. PREVAd�ING WAGES. Contractor shall file a"Statement of Intent to Pay
Prevailing Wages," with the State of Washington Department of Labor & Industries prior to
commencing the Contract work. Contractor shall pay prevailing wages and comply with Chapter
39.12 of the Revised Code of Washington, as well as any other applicable prevailing wage rate
provisions. The latest prevailing wage rate revision issued by the Department of Labor and
Industries is attached.
7. CHANGES. The City may issue a written or oral work change directive for any
change in the Contract work duri.ng the performance of this agreement. If the Contractor
determines, for any reason, that a change order is necessary, Contractor must submit a written
change order request to the City's project manager within two (2) business days of the date the
Contractor knew or should have known of the facts and events giving rise to the requested
change. If the City determines that the change increases or decreases the Contractor's costs or
time for performance, the City will make an equitable adjustment. The City will attempt, in
good faith, to reach agreement with the Contractor on all equitable adjustments. However, if the
parties are unable to agree, the City will determine the equitable adjustment as it deems
appropriate. The Contractor shall proceed with the change order work upon receiving either a
written or oral work change directive from the City or a change order from the City. If the
Contractor fails to require a change order within the time allowed, the Contractor waives its right
to make any claim or submit subsequent change order requests for that portion of the contract
work. If the Contractor disagrees with the equitable adjustment the Contractor must complete
the change order work; however, the Contractor may elect to protest the adjustment as provided
below:
A. Procedure and Protest by the Contractor. If the Contractor disagrees with
anything required by a written work change directive, oral work change
directive or change order, including any direction, instruction,
interpretation, or deternunation by the City, the Contraetor shall:
Give a signed written notice of protest to the City within one
business day;
2. Supplement the written protest within five (5) calendar days with a
written statement that provides the following information:
a. The date of the Contract's protest.
b. The nature and circumsta.nces that caused the protest.
c. The provisions in this agreement that support the protest.
PUBLIC WORKS AGRE�MENT — Page 3 of 10 (Apri14, 2014)
(he[ween City nf 13rerr�erton and LaJc�cide Industries, lrrc.)
d. The estimated dollar cost, if any, of the protested work and
how that estimate was determined.
e. An analysis of the progress schedule showing the schedule
change or disruption if the Contractor is asserting a
schedule ehange or disruption.
The Contractor shall keep complete records of extra costs and time
incurred as a result of the protested work. The City shall have
access to any of the Contractor's records needed for evaluating the
protest.
3. The City will evaluate aSl protests, provided the procedures in this
section are followed. If the City determines that a protest is valid,
the City will adjust payment for work or time by an equitable
adjustment. No adjustment will be made for an invalid protest.
B. Contractor's Dutv to Complete Protested Work. In spite of any protest,
the Contractor shall proceed promptly with the work as the City has
ordered.
C. Contractor's AcceQtance of Changes. The Contractor accepts all
requirements of a change order by: (1) endorsing it, (2) writing a separate
acceptance, or (3) not protesting in the way this section provides. A
change order that is accepted by Contractor as provided in this section
shall constitute full payment and final settlement of all claims for contract
time and for direct, indirect and consequential costs, including costs of
delays related to any work, either covered or affected by the change.
D. Failure to Protest Constitutes Waiver. By not protesting as this section.
provides, the Contractor also waives any additional entitlement and
accepts from the City any written or oral order (including directions,
instructions, interpretations, and determination).
�. Failure to Follow Procedures Constitutes Waiver. By failing to follow the
procedures of this section, the Contractor completely waives any claims
for protested work and accepts form the City any written or oral order
(including directions, instructions, interpretations, and determination).
8. CLAiNdS. The Contractor shall give written notice to the City of all claims other
than change orders within four�een (14) calendar days of the occunence of the events giving rise
to the claims. Any claim for damages, additional payment for any reason, or extension of time,
whether under this agreement or otherwise, shall be conclusively deemed to have been waived
by the Contractor unless a timely written claim is made in strict accordance with the applicable
provisions of this agreement; or, if (and only i fl no such provision is applicable, unless that claim
is set forth in detail in writing and received by the City within seven (7) calendar days from the
date Contractor knew, or should have known, of the facts giving rise to the claim. At a
PUBLIC WORKS AGREEMCNT — Page 4 of 10 (April 4, 2014)
(helween City of Bremerlon and Lakeside lndustrie.s, Inc.)
minimum, a Contractor's written claim must include the information set £orth regarding protests
in Section 7.A.2.a.-e.
FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM
WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY CLAIMS
ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM
OR CAUSED BY THAT DELAY.
Contractor must, in any event, f le any claim or bring any suit arising from or connected
with this agreement within l20 calendar days from the date the contract work is complete.
9. WARRANTY. The Contractor shall correct all defects in workmanship and
materials within one year from the date of the Contractor's acceptance of the City's final
payment under this contract. When defects are corrected, the warranty for tbat portion of the
work shall extend for one year form the date such correction is completed and accepted by the
City. The Contractor shall begin to correct any defects within seven (7) calendar days of its
receipt of notice from the City of the defect. If the Contractor does not accomplish the
corrections within a reasonable time, the City may complete the corrections and the Contractor
shall pay all costs incurred by the City in order to accomplish the eonection.
10. INDEMNI�'ICATION. Cantractor 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 performance of this agreement, except for injuries and damages solely caused by the
City's negligence.
The City's inspection or acceptance of any of Contractor's 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
4.24.1 l5, 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 Contractor and
the City, its 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 UND�RSTOOD THAT THIS
INDEMNIFICATION CONSTITUTES THE CONTRACTOR'S WAIVER OF IMMUNITY
UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSE OF
THIS iNDEMNiFICATiON. THE PARTIES ACKNOWLEDGE THAT THEY HAVE
MUTUALLY NEGOTIATED THIS WANER.
The provisions of this section shall survive the expiration or termination of this
agreement.
] l. iNSURANCE. Thc Contractor shall procure and maintain for the duration of this
agreement, insurance against claims for injuries to persons or damage to property that may arise
PUBLIC WORKS AGREEMENT — Page 5 of 10 (Apri14, 2014)
(l�elween City njl3remerton and Lakeside /ndu.ctrie.s, Inc.)
from or in conneclion with the performance of the Contract work by the Coniractor, its agents,
representatives, employees or subcontractors.
Before beginning the work on the project described in this agreement, the Contractor
shall provide a Certificate of �nsurance evidencing:
A. Automobile Liabilitv insurance with limits no less than $1,000,000 combined
single limit per accident for bodily injury and property damage; and
B. Commercial General Liabilitv insurance written on an occurrence basis with
limits no less than $2,000,000 combined single limit per occunence and
$2,000,000 aggregate for personai injury, bodily injury and property damage.
Coverage shall include but not be limited to: blanket contractual;
products/completed operations/broad form property damage; explosion,
collapse and underground (XCL� if applicable; and employer's liability.
Any payment of deductible or self insured retention shall be the sole responsibility of the
Contractor.
The City reserves the right to receive a certified copy of all the required insurance
policies.
The City, its officials, employees, agents and volunteers shall be named as an
additional insured on the insurance policy, as respects work performed by or on behalf of the
Contractor and a copy of the endorsement naming the City as additional insured shall be attached
to the Certificate of Insurance
The Contractor's 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) calendar days prior written notice by certified mail, return receipt
requested, of any cancellation, suspension or material change in coverage.
If this contract requires work to be performed in or on navigable waters, the
Contractor shall provide insurance written on an occurrence basis with limits no less than
$2,000,000 combined single limit per occurrence and $2,000,000 aggregate for claims made
under the Longshoreman and Harbor Workers Act and the Jones Act.
12. M�SCEL�ANEOUS.
A. Nondiscrimination. in the hiring of employees for the performance of
work under this Agreement or any sub-contract hereunder, the Contractor,
its sub-contractors, or any person actin� on behalf of such Contractor or
sub-contractor shall not, by reason of race, religion, color, sex, national
PUBLIC WORKS AGREEMGNT — Pagc 6 of 10 (April 4, 2014)
(helween City nf Bremerlon and Lakeside lnduslries, Inc.)
origin, or the presence of any sensory, mental, physical disability, or
sexual orientation discriminate against any person who is qualified and
available to perform the work to whieh the employment relates.
B. Compliance with Laws. Contractor shall comply with all federal, state
and local laws, rules and regulations throughout every aspect in the
performance of this agreement.
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 subcontractors in the performance of this
agreement. All work shall be done at Contractor's own risk, and
Contractor sha]l 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. Nonwaiver of Breach. The failure of the City to insist upon strict
perfom�ance of any of the terms and rights contained herein, or to exercise
any option herein conferred in one or more instances, shall not be
constructed to be a waiver or relinquishment of those terms and rights and
they shall remain in full force and efFect
E. Governing Law. This agreement shall be governed and construed in
accordance with the laws of the State of Washington. If any dispute arises
between the City and Contractor under any of the provisions of this
agreement, resolution of that dispute shall be available only through the
jurisdiction, venue and rules of the Kitsap County Superior Court, Kitsap
County, Washington.
F. Attorney's Fees. To the extent not inconsistent with RCW 39.04.240, in
any claim or lawsuit for damages arising from the parties' performance of
this agreement, each party shall be responsible for payment of its own
legal costs and attomey's fees incurred in defending or bringing such
claim or lawsuit; however, nothing in this subsection shall limit the City's
right to indemnification under Section 10 of this agreement.
G. Written Notice. All communications regarding this agreement shall be
sent to the parties at the addresses listed on the signature page of this
agreement, unless otherwise notified. Any written notice shall become
effective upon delivery, but in any event three (3) calendar days after the
date of mailing by registered or certified mail, and shall be deemed
sut�iciently given if sent to the addressee at the address stated on this
agreement.
H. Assi�. Any assignment of this agreement by the Contractor without
the written consent of the City shall be void.
PUBLIC WORKS AGREEMENT — Page 7 of 10 (Apri14, 2014)
(helween City ojBremerton and Lak�side /ndu,stries, lnc.)
I. Modification. No waiver, alteration, or modification of any of the
provisions of this agreement shall be binding unless in writing and signed
by a duly authorized representative of the City and Contractor.
J. Severabilitv. If any one or more sections, sub-sections, or sentences of
this agreement are held to be unconstitutional or invalid, that decision
shall not affect the validity of the remaining portion of this agreement and
the remainder shall remain in full force and efFect.
K. Entire Agreement. The written provisions and terms of this agreement,
together with any attached Exhibits, supersede all prior verbal sta.tements
by any representative of the City, and those statements shall not be
conshued as forming a part of or altering in any manner this agreement.
This agreement and any attached Exhibits contain the entire agreement
between the parties. Should any language in any Exhibit to this agreement
conflict with any language contained in this agreement, the terms of this
agreement shall prevail.
IN WITNESS WHE�iEOF, the parties below have executed this agreement.
CONTRACTOR
�/�f�E''.-�//��� �1�t1/.l�ie/�S
Print Name;�iL� �f �!S
Title: %��r"�T /1'�IA>�A�l-�
DATE �' — G'3 ~ /�
TI� CITY OF BREMERTON
Print Na Qtf� ,C.eI�"
Title: r
DATE �� O� `" l�
Notices to be sent to:
PUBLIC WORKS AGREEMENT — Page 8 of 10
(hetween City nfl3remerton and Lakeside Industries, lnc.)
Notices to be sent to:
CITY OF BREMERTON:
Bremerton Parks and Recreation
680 Lebo Blvd.
Bremerton, WA 98310
(360) 473-5428
(360) 473-5882 (facsimile)
Attn: Jeff Elevado
Jeff. elevado@ci.bremerton. wa.us
(Apri14, 2014)
CONTRACTOR:
APPROVED AS TO FORM:
R:\LEGAL\Contracts�fORMS\ShortForm.P W.Ag.doc
PUBLIC WORKS AGRE�MGNT — Pagc 9 of 10
(hetween City nf Bremerton and Lakeside Industries, Inc.)
,
remerton City Attorney
ST: `
Bremerton City Clerk
(April 4, 2014)