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4447
DIAMOND PARKING LLC
Parking Management - Harborside
City Clerk
LEG 12-1
07/25/2004
07/24/2007
02/15/2009
01/01/2009
Compensation Base + Inventive/Additional Services
Bremerton Harborside
Parking Management Agreement
Parking No. D586
Date: 06/ /04
RE: BREMERTON HARBORSIDE PARKING
100 WASHINGTON AVENUE
1. The effective date of this agreement is July 25, 2004, and will continue for a period of three
(3) years expiring July 24, 2007.
2. This agreement constitutes the Management Agreement between the City o f Bremerton
("City") and Diamond Parking Services LLC ("Diamond Parking"). Diamond Parking will
operate the parking facility at Bremerton Harborside Levels P2 and P3 and any pay parking
on Level P1, 24 hours a day, 7 days a week, as an independent contractor under the terms
and conditions set forth below. A diagram of the floor plans is attached hereto as
attachment A.
3. COMPENSATION:
a. Base Rate: The City shall pay Diamond Parking a base management rate of Four
Thousand Five Hundred Fifty Eight Dollars ($4558.00) per month which fee shall
compensate Diamond Parking for all costs including, but not limited to, wages,
supervision, management, insurance, payroll taxes, benefits, equipment costs,
supplies, uniforms, daily and weekly routine maintenance, and cleaning and
sweeping (excluding monthly street sweeper cost) associated with the performance
and within the scope of services of this agreement.
b. Incentive Fee: The City shall pay Diamond Parking an incentive fee equal to 2% of
gross revenues over $40,000 monthly (e.g. $50,000 gross revenue, Diamond
Parking will receive a bonus of $200.00) "Gross Revenue" includes, and is limited
to, all revenues (cash and credit card) excluding tax, received for parking levels P2
& P3 and metered parking on Pl. Excluded fi.om Gross revenue are parking time
allowances (pursuant to separate agreements) for the Hampton Inn and Suites, the
restaurant, and Kitsap Transit reserved parking.
c. Additional Services:
i. Diamond Parking at the request of the City, not less than 72 hours in
advance, shall provide additional parking checkers and attendants at the
agreed rate of $15.50 per hour including but not limited to, labor, benefits,
uniforms, supervision, insurance, accounting, profit, overhead, and any
other cost associated with the performance and within the scope of services
of this agreement.
ii. Diamond Parking at the request of the City not less than two weeks in
advance, shall provide event valet parking at the rate of $20.00 per actual
employee time card hour, including but not limited to labor, benefits,
Bremerton Harborside/Diamond
Page 1 of 6
uniform, supervision, insurance, accounting, profit, overhead, and any other
cost associated with the performance and within the scope of services of this
agreement.. A Diamond Parking manager or supervisor will be on site for
all valet services provided.
4. LOT CHECKS:
a. Week Days: Diamond Parking shall check the site and collect revenues not less
than four times daily, with morning checks between 7 am- 9 am; lunch time checks
between 11 am - 1 pm; afternoon checks between 2 pm - 4 pm and evening checks
between 6 pm - 9 pm.
b. Weekends: Diamond Parking shall check the site and collect revenues not less than
twice daily, at lunchtime between 11 am - 1 pm and evening between 5 pm 8 pm.
c. Random Checks: Diamond Parking shall provide the City with a monthly schedule
setting forth random checks at times other than the above agreed and scheduled
times. The random check times will substitute for equal number of scheduled check
times. The City may, at is sole option, modify or reject any random check
schedules.
d. Special Events: Diamond Parking shall meet with a representative of Columbia
Hospitality on a monthly basis to review and provide supplemental parking services
for functions and events scheduled for the Bremerton Harborside, Kitsap
Conference Center and the boardwalk.
5. COLLECTED REVENUE: All revenue collected by Diamond Parking pursuant to this
agreement belongs to and are assets of the City and Diamond Parking may not deduct or
withhold any amounts from such funds. All collected revenue shall be remitted to the City
each business day or as otherwise directed by the Department of Financial Services.
Diamond Parking shall follow and comply with the requiremems of the Department of
Financial Services for revenue collection, deposits and reporting procedures for the revenue
collected under this agreement.
6. PARKING REVENUE EQUIPMENT: Diamond Parking, at its own expense, shall install
VENTEK pay boxes with envelope option for check and scrip payments at two locations
each on parking levels P2 and P3 (south elevator and east exits), or other equipment that
may be agreed between the parties. Diamond Parking will provide standard pay boxes on
level P1 for such parking spaces as may be requested by the City of Bremerton, said
equipment shall remain in the ownership of Diamond Parking.
7. NON CHARGED PERMITS: At the City's sole option, the City shall receive up to 35 non
charge quarterly permits with Diamond Parking providing individual parking permit
numbers.
8. MAINTENANCE: Diamond Parking shall be responsible for maintaining the parking area
in a professionally neat and clean condition and appearance. Diamond Parking will daily
pick up any litter within the parking structure. As reasonably necessary, Diamond Parking
will sweep or mop individual and/or isolated spills, and check fire extinguishers. Diamond
Parking shall report defective lights and otherwise clean and perform minor maintenance as
Bremerton Harborside/Diamond
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reasonably necessary. The City shall remain responsible for any and all costs of Capital or
Property Improvements, and maintenance and repairs beyond minor maintenance.
9. RELATIONSHIP OF PARTIES: Diamond Parking represents that it is skilled in providing
parking management services and is performing independent functions and responsibilities.
Diamond Parking and it's personnel are independent contractors and not employees of the
City. Diamond 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 Diamond Parking. Diamond will be solely and entirely responsible for its
acts and for the acts of Diamond's agents, employees, representatives and sub-contractors
during the performance of this Agreement.
As an independent contractor, Diamond Parking 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 Diamond Parking or its personnel.
As an independent contractor, Diamond Parking is responsible for payment of all taxes and
licensing fees necessary to perform 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 Diamond Parking.
10. INDEMNIFICATION: Diamond Parking 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 negligent or deficient performance of the duties and obligations
required under this Agreement, except for that portion of the injuries and damages caused by
the City's 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 indemnifications.
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 Diamond
Parking and the City, its officers, officials, employees, agents and volunteers, Diamond
Parking's liability hereunder shall be only to the extend of Diamond Parking's negligence.
IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE
INDEMNIFICATION PROVIDED HERE IN CONSTITUTES THE CONTRACTOR'S
WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW,
SOLELY FOR THE PURPOSE 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 Harborside/Diamond
Page 3 of 6
11. INSURANCE: Diamond Parking 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
Diamond Parking, its agents, representatives, employees, and/or sub-contractors.
Before beginning work on the project described in this Agreement, Diamond Parking shall
provide a Certificate of Insurance evidencing:
a. Automobile Liability: Insurance with limits no less than $1,000,000 combined
single limit per accident for bodily injury and property damage; and
b. Commemial 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 form
property damage; and employer's liability; and
Any payment of deductible or self insured retention shall be the sole responsibility
of the Diamond.
All required policies shall be provided on an "occurrence" 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
Diamond Parking 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.
Diamond Parking'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 form ora duplicate of the insurance policy with all
endorsements as evidence of coverage.
12. INSPECTION: Diamond Parking shall keep all records related to this contract to include
but not limited to; the records listed above for at least six (6) years following expiration or
termination of this agreement, or deliver the records to the City. Diamond shall keep all
records in its regular business and shall keep the records in an orderly manner as may be
directed by the City to assure easy access and reference to the records and shall make all
records available for inspection and copying by the City during business hours.
13. RECORD KEEPING AND REPORTS: All revenue collections, deposits and reporting
procedures shall be in accordance with City Finance Department requirements. Upon the
commencement date of this contract, any additional banking requirements directed by the
City that result in additional service fees will be paid by the City.
Bremerton Harborside/Diamond
Page 4 of 6
14. PERSONNEL: Diamond Parking shall be responsible for all aspects of recruitment and
selection of parking enfomement personnel.
a. As a condition of employment, all employees including Diamond's managers and
supervisors are subject to pre-employment drag and alcohol abuse screening.
Random drug and alcohol screening shall also be required throughout the term of
this contract.
b. Diamond shall provide all enforcement personnel with professional appearing
uniforms consisting of shirts, trousers and jackets. Uniform design must be
approved by the City. All personnel are to be in complete uniforms at any time they
are engaged in duties.
15. SEVERABILITY: Should any part of this Agreement be found void, the balance of the
Agreement shall remain in full force and effect.
16. MODIFICATION: This Agreement may only be modified by written instrument signed by
both Parties.
17. WRITTEN NOTICES: All commnnications regarding this Agreement shall be sent to the
parties at the addresses listed below by registered or 1st 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.
Copy To:
City Address Diamond Parking Diamond Parking
City Clerk Jon Diamond
239 4th Street 3161 Elliot Avenue PO Box 809
Bremerton, WA 98337 Seattle, WA 98212 Bremerton, WA 98337
18. 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.
19. 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.
20. COMPLIANCE WITH LAWS: Diamond Parking shall comply with all applicable
Federal, State, and local laws in performing its obligations under this Agreement.
21. 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 Cotmty Superior Court.
22. ATTORNEY'S 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.
Bremerton Harborside/Diamond
Page 5 of 6
23. ASSIGNMENT: Diamond Parking shall not assign any interest in this agreement without
the prior written consent by the City, which shall not be unreasonably withheld. Any
assignment of this agreement by the Contractor without the written consent of the City shall
be void; provided however, that the claims for payment trader this agreement may be
assigned.
24. 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 qualifications.
25. TERMINATION: This Agreement may be terminated, at will, by either party upon sixty
(60) days 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 terminating Party, and
the non performing Party does not commence correction of the failure of performance
within five (5) days of the terminating Party's sending notice to the non-performing Party.
Rights Upon Termination: In the event of termination, the City shall pay for all services
satisfactorily performed by Diamond Parking 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 Diamond Parking's possession pertaining to this
contract which may he used by the City without restriction.
26. DUPLICATE ORIGINALS: This Agreement may be executed in duplicate original.
CITY OF BRE~ DIAMOND PARKING
: _ _ _ . . By:
its: /0//'2~ t9 V' its:
Date: ~'~lq-O,~ Date:
Approved as tc~orm: Attest:
~[~e/merton Cit~ Attomey L'~y~l-e~['"/
R:\LEGAL~iles\Cun'ent Active Files\Conference Center\Diamond Parking Management Agreement.doc
Bremerton Harborside/Diamond
Page 6 of 6
ATTACHMENT A