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098-09 - Resolution - Contract with ABM Janitorial Services for Janitor ServicesIntroduced by: Requested by: Drafted by: Introduced: Postponed to: Adopted: RESOLUTION NO. 098-09 City Clerk City Clerk City Clerk October 13, 2009 December 8, 2009 December 8, 2009 A RESOLUTION OF THE CITY OF PORT ORCHARD, WASHINGTON, AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT FOR JANITOR SERVICES WITH ABM JANITORIAL SERVICES WHEREAS, for the past two years, ABM Janitorial Services has been providing cleaning services for City Hall, Library, Active Club building and Public Works Shop; and WHEREAS, On September 25, 2009, the City requested proposals for Jimitorial Sen·ices and received one bid from ABM Janitorial Services; and WHEREAS, overall, City staff has been pleased with the services provided by ABM Janitorial and look forward to continuing the working relationship. The contract allows for one-year extensions, with the extensions not to exceed six (6) years in total; and WHEREAS, The total annual contract amount for 2010 is $71,506.20, for an increase of $370.64 per month; now, therefore, THE CI'IY COUNCIL OF THE CITY OF PORT ORCHARD, WASHINGTON, HEREBY RESOLVES AS FOLLOWS: THAT: The Council authorizes the Mayor to execute a contract for City Hall, Library, Public Work Shop, and Active Club janitorial services in a monthly amount not to exceed $5,958.85, with ABM Janitorial (a copy of said contract is attached hereto as Exhibit A and incorporated by this reference) for a period of one-year commencing January 1, 2010 and ending on December 31, 2010. PASSED by the City Council of the City ofPmt Orchard, SIGNED by the Mayor and attested by the Clerk in authentication of such passage this 8th d, ~~- / CITY OF PORT ORCHARD PROFESSIONAL SERVICES AGREEMENT THIS Agt·eement is made effective as of the 1st day of January 2010, by and between CITY OF PORT ORCHARD, WASHINGTON ("CITY") 216 Prospect Street Porl Orchard, Washington 98366 Contact: Patti Kirkpatrick, City Clerk Phone: 360.876-4407 Fax: 360.895.9029 and ABM Janitorial Services ("CONSULTANT") 1201 S. 301h Street Tacoma, IN A 98409 Contact: Susan Perry Phone: 1-8oo-562-6020; ext 203 Tax Id No.: 91-0889531 for professional services in connection with the following Project: .Janitorial Services for the following locations: City Hall, 216 Prospect Street Port Orchard Library, 87 Sidney Avenue Port Orchard Active Club Building, 1025 Tacoma Avenue Port Orchard Public Works Shop, 1535 Vivian Court TERMS Al'JD CONDITIONS 1. Services by Consultant/Term of Agreement A. The Term of the Professional Services Agreement shall be for one year commencing on ,January 1, 2010 and ending December 31, 2010, unless terminated earlier. The City of Port Orchard has Lhe right to extend this Agreement for additional contract terms or portions thereof upon 30 dav m·itten notification to Consultant. The contract term extensions shall be subject to mutual agreement. Total contract duration, including extensions, shall not exceed six (6) years. B. Consultant shall perform the services described in the Scope of Work attached to this Agreement as Exhibit "A." The services performed by the Consultant shall not exceed the Scope of Work without prior written authorization from the City. All performance requirements specified in the attached work schedule will be provided to the City of Port Orchard in a satisfactory manner. C. The City may from time to time require changes or modifications in the Scope of Work. Such changes, including any decrease or increase in the amount of compensation, shall be agreed to by the parties and incorporated in written amendments to the Agreement. D. The City may desire to have the Consultant perform work or render additional services within the general scope of this Agreement. Such work shall be considered as Extra Work and \\~II be specified in a ABM Janitorial Services Contract January 1, 2010 to December 31, 2010 Page 1 of 6 written supplement to this Agreement which \Nil! set forth the nature of the scope, schedule for additional work, and the method of payment. Work under a supplemental Agreement shall not proceed until authorized in miting by the City. E. Included in the sen~ce charge "~II be cleaning sen~ce and equipment which will be furnished by the Consultant. The sen~ce charge does not include liners, paper supplies, cleaning supplies and toiletries, which can be furnished at the City of Port Orchard's expense and at competitive prices. 2. Schedule of Work A. Consultant shall perform the services described in the scope of work in accordance with the Schedule attached to this contract as Exhibit "A". If delays beyond Consultant's reasonable control occur, the parties will negotiate in good faith to determine whether an extension is appropriate. B. Consultant is authorized to proce,ed with services upon receipt of a written Notice to Proceed. 3· Cmnpcnsation A. Compensation for these services shall be a Lump Sum of $5,958.85 per month. 4· Payment A. Consultant shall maintain time and expense records and provide them to the City monthly, along with monthly invoices in a format acceptable to the City for work performed to the elate of the invoice. B. All invoices shall be paid by City warrant within sixty (60) clays of receipt of a proper im·oicc. C. Consultant shall keep cost records and accounts pertaining to this Agreement available for inspection by City representatives for three (3) years after final payment unless a longer period is required by a third-party agreement. Copies shall be made available on request. D. If the services rendered do not meet the requirements of the Agreement, Consultant will correct or modify the work to comply with the Agreement. City may withhold payment for such work until the work meets the requirements of the Agreement. 5· Discrimination and Compliance with Laws A. Consultant agrees not to discriminate against any employee or applicant for employment or any other person in the performance of this Agreement because of race, creed, color, national origin, marital status, sex, age, disability, or other circumstance prohibited by federal, state, or local law or ordinance, except for a bona fide occupational qualification. B. Consultant shall comply with all federal, state, and local laws and ordinances applicable to the work to be done under this Agreement. C. Consultant shall obtain a City of Port Orchard business license prior to receipt of written Notice to Proceed. ABM Janitorial Services Contract January 1, 2010 to December 31 1 2010 Page 2 of 6 D. The Consultant shall provide the City Vl~th a copy of the Statement of Intent to Pay Prevailing Wage form (Original approved by the Department of Labor and Industries) E. Five (5%) percent Retainage on the total contract amount, which will he deducted per monthly invoice, Vl~ll he held until termination of agreement is complete and all Federal, State and Local requirements have been met. F. Violation of this Paragraph 5 shall he a material breach of this Agreement and grounds for cancellation, termination, or suspension of the Agreement by City, in whole or in part, and may result in ineligibility for further work for City. 6. Suspension and Tern1ination of Agree1nent A. This Agreement may he terminated by the City at any time upon the default of the Consultant or upon public convenience, in which event all finished or unfinished documents, reports, or other material or work of Consultant pursuant to this Agreement shall he submitted to City, and Consultant shall he entitled to just and equitable compensation for any satisfactory work completed prior to the date of termination, not to exceed the total compensation set forth herein. Consultant shall not he entitled to any reallocation of cost, profit or overhead. Consultant shall not in any event he entitled to anticipated profit on work not performed because of such termination. Consultant shall use its best efforts to minimize the compensation payable under this Agreement in the event of such termination. If the Agreement is terminated for default, the Consultant shall not he entitled to receive any further payments under the Agreement until all work called for has been fully performed. Any extra cost or damage to the City resulting from such default(s) shall he deducted from any money due or coming due to the Consultant. The Consultant shall hear any extra expenses incurred by the City in completing the work, including all increased costs for completing the work, and all damage sustained, or which may he sustained by the City by reason of such default. B. The City may suspend this Agreement, at its sole discretion, upon one week's advance notice to Consultant. Such notice shall indicate the anticipated period of suspension. Any reimbursement for expenses incurred due to the suspension shall he limited to the Consultant's reasonable expenses, and shall he subject to verification. The Consultant shall resume performance of services under this Agreement without delay when the suspension period ends 7. Standard of Care Consultant represents and warrants that it has the requisite training, skill and experience necessary to provide the services under this agreement and is appropriately accredited and licensed by all applicable agencies and governmental entities. Services provided by Consultant under this agreement \Viii be performed in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing in similar circumstances. 8. Ownership of Work Product All data materials, reports, memoranda, and other documents developed under this Agreement whether finished or not shall become the property of City, shall he forwarded to City at its request and may he used by City as it sees fit. Upon termination of this agreement pursuant to paragraph 6 above, all finished or unfinished documents, reports, or other material or work of Consultant pursuant to this ABM Janitorial Services Contract Janua1y 1, 2010 to December 31, 2010 Page 3 of6 Agreement shall be submitted to City. City agrees that if it uses products prepared by Consultant for purposes other than those intended in this Agreement, it does so at its sole risk and it agrees to hold Consultant harmless therefore. 9· Indemnification/Hold Harmless Consultant shall defend, indemnify and hold the City, its officers, officials, employees and volunteers harmless from any and all claims, injuries, damages, losses or suits including attorney fees, arising out of or resulting from the acts, errors or omissions of the Consultant, its agents, employees, or sub consultants in performance of this Agreement, except for injuries and damages caused by the sole negligence of the City. This indemnification and hold harmless shall apply regardless of whether the claim is brought pursuant to the Worker's Compensation Act, RCW Title 51, or otherwise, and the Consultant waives any immunity whatsoever with respect to such indemnification. The Consultant shall indemnify the City against any claim or suit and the costs thereof brought by any of the Consultant's sub consultants or subcontractors. Nothing in this section shall be construed to create a liability or a right of indemnification in any third party. This section shall survive the expiration of this Agreement. 10. Insurance The Consultant 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 Consultant, its agents, representatives, or employees. A. Minimum Scope of Insurance Consultant shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA oo 01 or a substitute form providing equivalent liability coverage. If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG oo 01 or a substitute form providing equivalent liability coverage and shall cover liability arising from premises, operations, independent contractors and personal injury and advertising injury. The City shall be named as an insured under the Consultant's Commercial General Liability insurance policy with respect to the work performed for the City. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of vVashington. 4. Professional Liability insurance appropriate to the Consultant's profession. A. Minimum Amounts oflnsurance Consultant shall maintain the following insurance limits: 1. Automobile Liability insurance with a minimum combined single limit for bodily injury and ABM Janitorial Services Contract January 1, 2010 to December 31, 2010 Page 4 of 6 property damage of $1,ooo,ooo per accident. 2. Commercial General Liability insurance shall be written with limits no less than $1,ooo,ooo each occurrence, $2,ooo,ooo general aggregate. 3. Professional Liability insurance shall be written with limits no less than $1,ooo,ooo per claim and $1,ooo,ooo policy aggregate limit. A. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the follm1~ng provJswns for Automobile Liability, Professional Liability and Commercial General Liability insurance: 1. The Consultant's insurance coverage shall be primmy insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the City shall be excess of the Consultant's insurance and shall not contribute with it. 2. The Consultant's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. A. Acceptability of Insurers Insurance is to be placed with insurers with a current A.M. Best rating of not less than A: VII. B. Verification of Coverage Consultant shall furnish the City with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the aclclitional insured endorsement, evidencing the insurance requirements of the Consultant before commencement of the work. Consultant shall carry a janitorial bone! and insurance as specified on the certificate of insurance. A copy of the bond and the insurance certificate shall be provided to the City of Port Orchard. 11. Assigning or Subcontracting Consultant shall not assign, transfer, subcontract or encumber any rights, duties, or interests accruing from this Agreement without the express prior written consent of the City, which consent may be withheld in the sole discretion of the City. 12. Independent Contractor Consultant is and shall be at all times during the term of this Agreement an independent contractor. 13. Notice Any notices required to be given by the City to Consultant or by Consultant to the City shall be in m·iting and delivered to the parties at the follov.~ng addresses: Patti Kirkpatrick City Clerk/ Asst to Mayor 216 Prospect Street Port Orchard, WA 98366 Susan Perry Sales Representative 1201 South 3oth Street Tacoma, W A 98409 ABM Janitorial Services Contract January 1, 2010 to December 31, 2010 Page 5 of 6 Phone: 360.876.7024 Fax: 360.895·9029 Email: pkirkptrick@cityofportorchard. us 14. Disputes 8oo.562.6o2o; ext. 203 253-383.7272 susan.perry@abm.com Any action for claims arising out of or relating to this Agreement shall be governed by the laws of the State of Washington. Venue shall be in Kitsap County Superior Court. 15. Attorneys Fees In any suit or action instituted to enforce any right granted in this Agreement, the substantially prevailing party shall be entitled to recover its costs, disbursements, and reasonable attorneys fees from the other party. 16. Extent of Agreement/Modification This Agreement, together with attachments or addenda, represents the entire and integrated Agreement between the parties hereto and supersedes all prior negotiations, representations, or agreements, either written or oral. This Agreement may be amended, modified or added to only by \vritten instrument properly signed by both parties. Dated this 8th day of December, 2009. ABM JANITORIAL SERVICES ABM Janitorial Services Contract January 1, 2010 to December 31, 2010 Page 6 of 6