HomeMy WebLinkAbout6722 DocuSign Envelope ID: F67CB5BA-73B3-4B98-BF99-EDC636486961
GOODS AND SERVICES AGREEMENT
THIS AGREEMENT, is entered into between the City of Bremerton, a Washington
Municipal Corporation ("City"), and Parkson Corporation ("Vendor"), whose mailing address
is:1401 West Cypress Creek Rd, Ste 100, Fort Lauderdale, FL 33309-1969
The parties agree as follows:
I. VENDOR GOODS. The Vendor shall provide the following goods and materials for the
City:
Screen Assembly P0201066106 for the Fine Screens at WWTP. Parts only,no field service
included (the "Goods").
II. TIME OF COMPLETION. Vendor shall ship the Goods within 8 — 10 weeks from the
date all parties have signed this Agreement.
III. COMPENSATION. The City shall pay the Vendor the total amount of $38,327.00. plus
freight costs, which will be prepaid and added to the invoice. This amount includes applicable
Washington State Sales Tax,for the Goods. The City shall pay the Vendor the following amounts
according to the following schedule:
NET 30 upon Shipment
A. Defective or Unauthorized Work. The City reserves its right to withhold payment
from Vendor for any defective or unauthorized goods, materials or services.
IV. INDEPENDENT CONTRACTOR. Vendor is and shall be at all times acting as an
independent contractor and not as an employee of the City. The Vendor shall secure at its expense,
and shall be responsible for all payments of income tax, social security, state disability insurance
compensation, unemployment compensation, and all other payroll deductions for the Vendor,
officer, agents, employees and subcontractors.
V. TERMINATION. The City may terminate this Agreement for good cause prior to the
shipment of the Goods. "Good cause" shall include, without limitation, any one or more of the
following events:
A. The Vendor's failure to complete this Agreement within the time specified in this
Agreement.
B. The Vendor's failure to make full and prompt payment to subcontractors or for
material or labor.
C. The Vendor's failure to comply with federal, state or local laws,rules or regulations.
E. The Vendor's filing for bankruptcy or becoming adjudged bankrupt.
If the City terminates this Agreement for good cause, the Vendor shall not receive any
further monies due under this Agreement until the goods, materials, and services required by this
Agreement are completed and fully performed by the City or a third party of the City's choosing.
VI. CHANGES. The City may issue a written change order for any change in the Goods to
be provided during the performance of this Agreement. If the Vendor determines,for any reason,
that a change order is necessary, Vendor must submit a written change order request to an
authorized agent of the City within fourteen (14)calendar days of the date Vendor knew or should
have known of the facts and events giving rise to the requested change. If the change increases or
decreases the Vendor'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 Vendor on all equitable
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adjustments.
VII. CLAIMS. The Vendor shall give written notice to the City of all claims other than change
orders within fourteen (14) calendar days of the occurrence 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 Vendor
unless a timely written claim is made in strict accordance with the applicable provisions of this
Agreement; or, if(and only if) 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 Vendor
knew, or should have known, of the facts giving rise to the claim.
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.
Vendor must, in any event, file any claim or bring any suit arising from or connected with
this Agreement within 120 calendar days from the date the contract work is complete.
VIII. WARRANTY. The Vendor shall correct all defects in workmanship and materials within
ninety(90)days from the date of the City's acceptance of the contract work, subject to the Vendors
standard terms of warranty.
L INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers,
officials, employees, agents and volunteers harmless from any and all third party claims, injuries,
damages, losses or suits, including all legal costs and attorney fees, directly caused by Vendor's
negligence in connection with the performance of this Agreement. Vendor's obligation to
indemnify shall not extend to that portion of damages caused by the City's sole negligence, and
Vendor's obligation to indemnify shall be proportionally reduced by the percentage of the City's
concurrent negligence.
The City's inspection or acceptance of any of Vendor's work when completed shall not be
grounds to avoid any of these covenants of indemnification.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THIS
INDEMNIFICATION CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER
INDUSTRIAL INSURANCE TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS
INDEMNIFICATION. THE PARTIES ACKNOWLEDGE THAT THEY HAVE MUTUALLY
NEGOTIATED THIS WAIVER.
The provisions of this section shall survive the expiration or termination of this Agreement.
II. INSURANCE. (not used)
III. MISCELLANEOUS.
A. Licenses and Taxes. Not required.
B. Conflict and Precedence. In the event of a conflict between the contract documents,
the document which rates higher on the following list shall take precedence:
1. Amendments/ Change Orders to Goods and Services Agreement
2. Goods and Services Agreement
3. Specifications
4. Vendor's Terms and Conditions
5. Vendor's Proposal
C. Documents Incorporated by Reference. The following documents are incorporated
by reference, including but not limited to:
1. Vendor's Terms and Conditions,
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DocuSign Envelope ID: F67CB5BA-73B3-4B98-BF99-EDC636486961
2. Specifications,
3. Proposal, and
4. Non-Collusion Affidavit.
D. Use of Photographs and Images. Vendor shall not use or distribute photographs or
images depicting City officials, personnel, property, or equipment whether prepared by Vendor or
provided by City without prior written consent of the City. The City will not unreasonably
withhold its consent.
E. Equal Employment Opportunity Statement. In the hiring of employees for the
performance of work under this Agreement, the Vendor, its subcontractors, or any person acting
on behalf of Vendor shall not discriminate in any employment practice on the basis of age (40+),
sex, race, creed, color, national origin, sexual orientation/gender identity, marital status, military
status, or the presence of any physical, mental or sensory disability.
F. ADA Statement. The City of Bremerton does not discriminate on the basis of
disability in programs and activities, which it operates pursuant to the requirements of the
Americans with Disabilities Act of 1990, and ADA Amendments Act. This policy extends to both
employment and admission to participation in the programs, services and activities of the City of
Bremerton. Reasonable accommodation for employees or applicants for employment will be
provided.
G. Compliance with Laws. Vendor shall comply with all federal, state and local laws,
rules and regulations throughout every aspect in the performance of this Agreement.
H. Prevailing Wages. Not Required
L Work Performed at Vendor's Risk Not Required
J. 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 Vendor under
any of the provisions of this Agreement, resolution of that dispute shall be available exclusively
under the jurisdiction, venue and rules of(i) the Kitsap County Superior Court, Kitsap County,
Washington, or any(ii)federal court with jurisdiction over Kitsap County.
K. Attorney's Fees. 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 attorney'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 IX of this Agreement.
L. Written Notice. All communications regarding this Agreement shall be sent to the
parties at the addresses listed below, 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 sufficiently given if sent to the addressee at the
address stated in this Agreement.
Notices to be sent to: Notices to be sent to:
CITY: VENDOR:
Attn: Eric Burris Attn: Andrew Singer
City of Bremerton Parkson Corporation
345 6th Street, Suite 100 1401 West Cypress Cr Rd, Ste 100
Bremerton, WA98337-1891 Fort Lauderdale, FL 33309-1969
M. Assignment. Any assignment of this Agreement by the Vendor without the written
consent of the City shall be void.
N. 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
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of the City and Vendor.
O. Severability. If any one or more sections, subsections, 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.
P. Suspension & Debarment. For contracts involving Washington State or Federal
funding, Vendor hereby certifies, by signing this agreement, that neither it nor its principals are
presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily
excluded from participation in this transaction by any Washington State, Federal department, or
agency. Vendor shall provide immediate written notice to the City if at any time it learns that it is
or has become ineligible for certification. Should Vendor enter into a covered transaction with
another firm, Vendor agrees by signing this agreement that it will verify that the firm with whom
it intends to do business is not debarred, suspended, ineligible, excluded or disqualified.
Q. Entire Agreement. The written provisions and terms of this Agreement, together
with any attached Exhibits, supersede all prior verbal statements by any representative of the City,
and those statements shall not be construed 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 WHEREOF, the parties below have executed this Agreement.
CITY: VENDOR:
CITY OF BREMERTON PARKSON CORPORATION
DocuSigned by: DocuSigned by:
Mic KANte,QtA, sit‘tr
By• � �.. By:
Print Name: G reg W ee7 e r Print Name:
8r7 57AbREW SINGER
Its: Mayor Its: Contracts Manager
Date: 6/27/2024 Date: 6/27/2024
APPROVED AS TO FORM: ATTEST:
DocuSigned by: DocuSigned by:
By: Aau ��' B it1�.��t,.f,, tk"bb��t.V'
Y• B= ' 4 2... Y• 24ED5ECkE45C41F...
KYLIE J.Y `fif,�,, Bremerton City Attorney ANGELA HOOVER, City Clerk
R:\Legal\Legal\Forms\FORMS ON COBWEB\Goods and Services Agreement Rev.04 2023.docx
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Goods and Services Agreement
Rev. 04/2023
DocuSign Envelope ID:F67CB5BA-73133-41398-BF99-EDC636486961
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Treating Water Right
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44
Afte rm a rket 0
Quote Nu m ber 00037843 Date Issued: 2024-05-09
Mitchell Irish
Bremerton, WA Expiration Date: 2024-07-09
Phone: 360-979-9839
Email: mitchell.irish@ci.bremerton.wa.us
Thank you for your inquiry for Parkson Aftermarket parts. Below is the quote for the items requested.You may accept this quotation as
your order by completing the fields and submitting or download as a PDF for processing through your purchasing team. If this is your
first order in a while, please provide the billing and shipping info below. Please consider this email plus the link below to our Terms&
Conditions to be the complete quotation.
Project Number P02010661 RB. AG-1684 AG-MN 2'-101/2" W
Please verify this project(serial) number is accurate for this order.
Item Number Product Quantity Price Total Price
Standard Standard1 1 $35,098.00 $35,098.00
P0201066106,Screen Assembly,Includes 192 SS
Chain Link, 192 Snap Rings, 96 SS Filter Shafts,
192 Side Plates, 192 Washers, 1728 15mm
Elements
note 1 1 $3,229.00 $3,229.00
9.2%Tax
Please include a copy of your Tax-Exempt Certifica i , . 1
USD Total $38,327.00
Schedule and Shipping
The above items have a leadtime of 8 to 10 Weeks.Our freight terms are Prepay and Add.The FOB Point for this order is
Shipping Point.
DocuSign Envelope ID:F67CB5BA-73B3-4B98-BF99-EDC636486961
Please advise of your shipping preference: Standard Ground
International Orders are quoted as EX-WORKS,per Incoterms, 2020 with a pick up Location in Vernon Hills,IL.
Thank you for the opportunity to present our quotation.
We look forward to working with you.
Meet our team: Parkson-MRI-Schreiber Parts Team
Acceptance
Purchase Orders can be made directly from this quote by updating
the quantity and accepting this offer. If your company issues formal With Over 60 Years of
Purchase Orders, those should be made out to Parkson Corporation Customer Care, Parkson's
and emailed to your sales team member below. You can use tl=1
OTHER ACTIONS button in the upper right corner to print or Brands Include:
download this quote.
=CHREIBER
This Quotation governed by and.Subjcot to Park.son's Standard
Conditions of Sales, unlc c another written T--C agreement has been IN4141
-:xcouted by f arkson and Buyer, whioh arc inoorporatcd by reference
and accc:ciblc at: Parkson Aftcrmarkct Domestic Tcrmc E Fi IterO N E USA
Conditions.
• 1� HKOR
• • LIOVt�SOi1D SEPARATION
These acccptcd terms,even if such terms state othciwisc. You may reject our "4
• American r
Select your Payment Preference:
a GREAT LAKES
GNVIRONMeNIAL
*Credit card orders will not be charged packaging and handling. We A,CO
f
accept MasterCard, Visa, and American Express. A 2.5% processing L�irll fee will be added to all invoices over$10,000 paid by credit card. ENVIRONMENTAL
**All Orders are subject to the approval of Parkson's credit .1 E tLai �-
department. If this is a first-time order, and you are requesting
payment terms, please include a copy of your credit/trade references.
Packaging and Handling fee of$25 is applicable on all orders under
$2,000 unless paying by credit card. Our remit to address is Parkson
Corporation, PO BOX 737090 Dallas,Texas 75373-7090
DS DS
r
s
COB initial COB initial
DocuSign Envelope ID:F67CB5BA-73133-41398-BF99-EDC636486961
All international orders(shipments outside of USA or Canada) require payment before shipment. Wire transfer or Credit
Card payment is acceptable. International orders are subject to these Parkson Aftermarket International Term &
Conditions in lieu of those mentioned above. Wire transfer instructions as follows. Once we notify you that your order is
ready, please make payment within 5 working days per the below instruction. Items must be picked up by your carrier
within 10 days, unless Parkson is arranging shipping. Orders left without communication from you beyond the timing
outlined above, will be returned to our stock and considered cancelled.
***ACH/Wire Transfer: PARKSON CORPORATION Master Account JPMorgan Chase New York, NY 10017
Account:885093598, RTN/ABA: 021000021,Wire Swift Code BIC:CHASUS33
Parkson has a$50 min. order policy. There are no cancellations or returns on Electrical or Custom Parts.
A 35% restocking fee applies to any other returns.
Quote Number 00037843
--You may fill out this portion as your Purchase Order or
You can use the OTHER ACTION'S button in the upper right corner to print or download this quote.----
Taxable or ❑ Tax Exempt
First Time Order with us?
*** Please Provide the following ***
Eric Burris
Name: _
Bill ToAddress: City of Bremerton
Waste Water Manager
Title:
1600 Oyster Bay Ave. S.
360-473-5448
Phone:
Bremerton, WA 98312
Parkson will email a PDF of the invoice. Who shall this go
to: Margret.Mountjoy@ci .bremerton.wa.us_ Ship Items to: City of Bremerton WW
1600 Oyster Bay Ave. S.
PO# _Bremerton . WA 98312
Sender: Ray Coulter Parkson- Senior Inside Sales Engineer
Phone: (954) 917-1879 Email:rcoulter@parkson.com Fax: (954) 252-4085
Your Local Rep: JBI Water
How are we doing? Please use this link to provide us with your Aftermarket Feedback.
IMPORTANT NOTICE: The information in this transmission is confidential and may also be privileged.If you are not the intended recipient,any use or
dissemination of the information and any disclosure or copying of this document is unauthorized and strictly prohibited.If you have received this information in
error,please promptly inform us by reply email or telephone.You should also delete this information and destroy any hard copies produced immediately.
DocuSign Envelope ID:F67CB5BA-73B3-4B98-BF99-EDC636486961
parkson.com/aftermarket \Ly
DocuSign Envelope ID: F67CB5BA-73B3-4B98-BF99-EDC636486961
{ Public Works and Utilities Department
100 Oyster Bay Ave. N. • Bremerton,WA 98312 • (360)473-5920 • FAX(360)473-5360
DATE: May 15, 2024
TO: Procurement File
FROM: Eric Burris, WWTP Manager
SUBJECT: Sole Source Determination-Parkson Screen Assembly Purchase
In accordance with Bremerton Municipal Code 2.76.090, Sole Source Purchases, the purpose of
this memorandum is to document the necessity of sole source procurement methodology for the
purchase of a new screen assembly for the Parkson bar screens at the WWTP.
Reasoning (check all supporting options below):
▪ Compatibility to existing City standard or to existing equipment, inventory, systems, data,
programs or service. This purchase is to replace a screen assembly for existing bar screening
equipment at the WWTP. An OEM part from Parkson ensures the part will be completely
compatible with our bar screens, and as such will precisely fit to existing equipment and
conveyance systems, avoiding significant costs involved with modifying existing conveyance
systems and other key components.
® Licensed or patented product with only one dealer. The screen is a factory, OEM part
specifically designed for the Parkson bar screen units at the WWTP.
❑ Authorized service provider, repair and/or warranty services. The City requires service or
repair support for products or equipment owned by the City, and the vendor is either a factory
authorized warranty service provider or that particular vendor is required for warranty services
according to the conditions of a current City contract.
❑ Unique design: Requires unique features that are essential aesthetic requirements, or not
practical to match to existing design or equipment, such as artwork. Describe.
❑ Special bargain: This might include a surplus item, an auction sale, used equipment, returned
"open box" purchase, or other similar one-time bargains. Describe.
❑ Delivery date: Only one supplier can meet required delivery date. Explain why this delivery
date is essential. This can only be used in limited circumstances, for delivery deadlines that are
the result of an unanticipated situation, and not a circumstance that could have been reasonably
anticipated or averted by advance City planning.
Page 1 Parkson May 15, 2024
DocuSign Envelope ID: F67CB5BA-73B3-4B98-BF99-EDC636486961
•
Public Works and Utilities Department
CI!' 100 Oyster Bay Ave. N. • Bremerton, WA 98312 • (360)473-5920 • FAX(360)473-5360
BRE
❑ Project or research continuity: Product, systems, services or data must comply with an ongoing
project, research, data, testing or analysis without a compromise in the integrity of the project.
Also, this should be a situation that cannot be replicated by another company because there is a
legal or physical obstruction to disclosing the project information to allow another company the
opportunity to replicate. Examples include situations where a company has legal and/or
proprietary rights to customization such as software code, or to data; or testing or data is collected
through a unique measuring instrument that cannot be accurately duplicated and offered by
another vendor.
❑ Requirement by funding source: Lender, grantor (such as federal government) or other
provider of funds requires the specific product, service or system. Attach a copy of the document
that clearly shows such a requirement is imposed by the funding source.
❑ Legal monopoly: Only one supplier, such as electricity, water, or sewage.
❑ Trial and evaluation projects: A limited duration, limited scope pilot, trial or evaluation of a
product, range of products or services. A trial or evaluation project would typically be part of
establishing a standard for a City department, or to pilot a particular product or services for a City
need. Describe the pilot, specify the scope of the pilot, and attach information to confirm that the
pilot is part of a purposeful department pilot initiative.
❑x Other: Describe why this is the only company that can provide the sole source product or
service. Provide the support document that explains why a particular product, manufacturer, or
service is necessary and provide support for why the company you requested is the only available
company. See attached letter from Parkson.
Cost/Quote support:
After reviewing sales quote from Parkson in the amount of$38,327, our staff believes this is a fair
and reasonable price.
Therefore, it is my determination that it is in the City's best interests to purchase the Parkson
screen assembly through direct negotiation, pursuant to BMC 2.76.090 and 2.76.010, and that
sole source purchase of this service plan is justified for this procurement.
Recommended by: Approved by:
Digitally signed by Tom Knuckey
Tom Kn u c key Date:2024.05.15 15:14:52-07'00'
Eric Burris, WW Manager Tom Knuckey, PW&U Director
• Page 2 Parkson May 15, 2024