HomeMy WebLinkAboutPSA Beckwith ConsultingThis Agreement is made by and between Kittitas County (hereinafter'the Countt'')
and Beckwith Consulting Group. The Gounty and Contractor agree as follows:
General Conditions; Exhibit A (Scope of Work); Exhibit B (Compensation);
Exhibit C (Proof of lnsurance).
copies of which are attached hereto and incorporated herein by this reference as fully as if
set forth herein.
The term of this Agreement shall commence on the December 16,2020 and continue
until completion of the project. Any party may terminate this Agreement by giving thirty (30)
days' notice in writing either personally delivered or mailed postage-prepaid by certified mail,
return receipt requested, to the party's last known address for the purposes of gMing notice
under this panagraph.
Contractor acknowledges and by signing this Agreement agrees that the
lndemnification provisions set forth in Paragraphs 7 (lndependent Contractor), 9 (Taxes),
15 (Defense and lndemnity Agreementl, 21 (Patent/Copyright lnfringement) and 24
(Confidentiality), are totally and fully part of this Agreement and have been mutually
negotiated by the parties.
Professiqnal Services Agreement (rev. 09/241201 8)
Page 1 of 18
lN WITNESS WHEREOF, the parties have executed this Agreement this 1,5tr day
of WU.,2o2o.
Beckwith Consulting Group
APPROVED:
BOARD OF COUNW COMMISSIONERS
KITTITAS COUNTY,INGTON
Signature of ignatory(Date-)
Tom Beckwith FAICP, Principal
Print Name of Signatory
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Gontractor Address:
Beckwith Consulting Group
P.O. Box 704
LaConner, WA 98257
ProJect Gontact:
Tom Beckwith
Professional Services Agreement (rev. 09/241201 8)
Page 2 of 18
Board
Approved as to Form:
Deputy Prosecuting Aftomey
Gounty's Address:
Kittitas County
205 West $h Avenue, Suite 108
Ellensburg, WA 98926
Project Gontact:
PattiJohnson
GENERAL CONDITIONS
1. Scope of Contracto/s Services:
Contractor agrees to provide to the County services and any materials set forth in the project
nanative identified in Exhibit "A" during the Agreement period. No material, labor, orfacilities
will be fumished by the County, unless otherwise provided for in the Agreement.
2. Performance of Work:
Contractorshallperform work in accordancewith, and shallcomplywith, allof the pnovisions
of this Agreement. All work shall comply with applicable codes and ordinances.
3. Schedule of Performance:
Unless directed otherwige by the County, Contractor shall perform the work in accordance
with any schedules made a part of this Agreement.
4. Definitions:4.1 'Additional lnsureds" means the County, its successors and assigns, and
the respective directors, officers, employees, agents and representatives of
the County and its successors and assigns.4.2 "Support" means the following: Contracto/s directors, officers, employees,
agents and representatives; and sub-Contractors of any tier; the respective
directors, officers, employees, agents and representatives of these sub-
Contractors of any tier; and any other person or entity acting under the
direction or control of, or on behalf of, Contractor or any Contracto/s sub-
,Contractors of any tier in connection with or incident to the performance of the
Work orthis Agreement.4.3 The "WorK means all of the duties listed in Exhibit A and the performance of
all other obligations, under this Agreement by Contractor or its Support.
5. Accountinq and Pavment for Contractor Services:
Payment to the Contractor for services rendered under this Agreement shall be as set forth
in Exhibit "B". Where Exhibit "B" requires payments by the County, payment shall be.based
upon billings, supported unless otherwise provided in Exhibit "B", by documentation of units
of work actually performed and amounts eamed, including where appropriate, the actual
number of days worked each month, total number of hours for the month, and the total dollar
paymbnt requested.. Unless specifically stated in Exhibit "8" or approved in uriting in
advance by the Kiftitas County Board of Commissioners, the County will not reimburse the
Contractor for any costs or expenses incuned by the Contractor in performance of this
Agreement.
Where required, the County shall, upon rcceipt of appropriate documentation, compensate
the Contractor, no more often than monthly, trrough the County voucher system, for the
Contractor's service pursuant to the fee schedule set forth in Exhibit "8".
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6. Assiqnment and Subcontractinq:
No portion of this Agreement may be assigned or subcontracted to any other individual, firm
or entity without the express and prior written approval of the County.
7. lndependent Contracton
The Contractor's services shall be fumished bythe Contractoras an independent Contractor
and nothing herein contained shall be construed to create a relationship of employer-
employee or master-servant, but all payments made hereunder and all services performed
shall be made and performed pursuant to this Agreement by the Contractor as an
independent Contractor.
The Contractor acknowledges that the entire compensation for this Agreement is specified
in Exhibit "8" and the Contractor is not entitled to any County benefits including, but not
limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or other insurance
benefils, or any other rights or privileges afforded to Kittitas County employees.
Contractor will defend, indemniff and hold harmless the County, its Additional lnsureds,
officers, agents or employees from any loss or expense, including but not limited to
settlementi, judgments, setoffs, aftorneys'fees or costs incuned by reason of claims or
demands because of breach of the provisions of this paragraph.
8. No Guarantee of Emplovment:
The performance of all or part of this Agreement by the Contractor shall not operate to vest
any employment rights whatsoever and shall not be deemed to guarantee any employment
of the Contractor or any employee of the Contractor or any sub-Contractor or any employee
of any sub-Contractor by the County atthe present time or in the future.
9. Taxes:
The Contractor understands and acknowledges that the County will not withhold Federal or
Stale income taxes. Where required by State or Federal law, the Contractorauthorizes the
County to make withholding for any taxes other than income taxes (i.e. Medicare). All
compensation received by the Contractor will be reported to the Intemal Revenue Service
at the end of the calendar year in accordance with the applicable IRS regulations. lt is the
responsibility of the Contractor to make the necessary estimated tax payments throughout
the year,'if any, and the Contractor is solely liable for any tax obligation arising fom the
Contractofs performance of this Agreement. The Contractor hereby agrees to indemniff
the County against any demand to pay taxes arising from the Contractot's failure to pay
taxes on compensation earned pursuantto this Agreement.
The Countywill pay sales and use taxes imposed on goods orservices acquired hereunder
as required by law. The Contractor must pay all other taxes including, but not limited to:
Business and Occupation Tax, taxes based on the Contracto/s gross or net income, or
personal property to which the County does nol hold title. The County is exempt from
Federal Excise Tax.
Professional Services Agreement (rev. 09/241201 8)
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10. Requlations and Requirement:
This Agreement shall be subject to all laws, rules and regulations of the United States of
America, and State of Washington, and political subdivisions of the State o-f Washington,
and to any other provisions set forth herein or in the attached exhibits.
11. Riqht to Review:
This contract is subject to review by any Federal or State auditor, The County or its designee
shatl have the right to review and monitor the financial and service components of this
program by whatever means are deemed expedient by the County. Such review may occur
with or without notice, and may include, but is not limited to, on-site inspection by County
agents or employees, inspection of all records or other materials which the County deems
pertinent to the Agreement and its performance, and any and all communications with or
evaluation by service recipients under this Agreement. The Contractor shall preserve and
maintain all financial records and records relating to the performance of work under this
Agreement for 6 years after contract termination, and shall make them available for such
review, within Kittitas County, State of Washington, upon reQuest.
12. Modifications:
12.1 Either party may request changes in the Agreement. Any and all agreed
modifications shall be in writing, signed by each of the parties.
12.2 The County may, at any time, by written notice thereof to Contractor ("Change
Notice") makes changes in the Work within the general scope of this
. Agreement, including, but not limited to: (a) changes in, revisions to'
substitutions for, additions to or deletions of any Work; (b) changes in
schedule; and (c) acceleration, deceleration or suspension of performance of
anyWork.
'12.3 lf any change in the Work causes an increase or decrease on Contractot's
cost of, or the time.required for, perfor.mance of the Work, an equitable
adjustment in the compensation to Contractor and in the schedule for the
performance of the Work shall be made to reflect such an increase or
decrease.
12.4 Notwithstanding any dispute or delay in aniving at a mutually acceptable
equitable adjustment, Contractor shall proceed in accordance with allChange
Notices. Contractor must, within thirly (30) days after receipt of any Change
Notice that does not set forth any acceptable adjustment, submit to the County
a wriften statement setting forth any adjustment claimed.
12.5 lf any change results in a decrease in the Work performed, Contractor shall
be entitled to compensation associated with changing the Work, such as
Professional Services Agreement (rev. 0912412018\
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revising design already completed, revising calculations already performed,
and revising documents.
13. Termination for Default:
lf the Contractor defaults by failing to perform any of the obligations of the Agreement or
becomes insolvent or is declarbd bankrupt or commits any act of bankruptcy or insolvency
or makes an assignment for the benefit of creditors, the County may, by depositing wriften
notice to the Contractor in the U.S. mail, postage prepaid, terminate the Agreement, and at
the County's option, obtain performance of the work elsewhere. lf the Agreement is
terminated for default, the Contractor shall not be 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 County resulting from such default(s) shall be deducted from any money due
or coming due to the Contractor. The Contractor shall bear any extra expenses incuned by
the County in completing the work, and all damage sustained, or which may be sustained
by the County by reason of such default.
lf a notice of termination for default has been issued and it is later determined for any reason
that the Contractor was not in default, the rights and obligations of the parties shall be the
same as if the notice of termination had been issued pursuant to the Termination for Public
Convenience paragraph hereof.
14. Termination for Public Convenience:
The County may terminate the Agreement in whole or in part whenever the County
determines, in its sole discretion that such termination is in the best interests of the County.
Whenever the Agrbement is terminated in accordance with this paragraph, the Contractor
shall be entitled to payment for actual work performed at unit contract prices for completed
items of work. ln the event of such termination, an equitable adjustment shall be made in
the compensation payable to Contractor.
An equitable adjustment in the contract price for partially completed items of work will be
made, but such idlustment shall not include provision for toss of anticipated profit bn deleted
or uncompleted work. Termination of this Agreement by the County at any time during the
term, whether for default or convenience, shall not constitute a breach of contract by the
County.
15. Defense & lndemnitv Aqreement:
The Contractor agrees to and shall defend, indemnify and hold harmless the County, its
Additional tnsureds, appointed and elective officers, agents and employees, from and
against all loss or expense, inclUding but not limited to judgments, settlements, attorney's
fees and costs by reason of any and all claims and demands upon the County, its Additional
tnsureds, its elected or appointed officials, agents, or employees for damages because of
personal or bodily injury, including death at any time resulting therefrom, sustained by any
peron or persons and on account of damage to property including loss of use thereof,
whether such. injury to persons or damage to property is due to the negligence of the
Professional Services {greement (rev. 09/241201 8)
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Contractor, its sub-Contractors, its elected officers, employees or their agents, except only
such injury or damage as shall have been occasioned by the sole negligence of the County,
its Additional lnsureds, appointed or elected officials, agents, or employees. lt is further
provided that no liability shall aftach to the County by reason of entering into this contract,
except as expressly provided herein.
16. lndustrial lnsuranceWaiver:
With respect to the perfirrmance of this Agreement and as to claims against the County, its
Additional lnsureds, offtcers, agents and employees, the Contractor expressly waives its
immunity under Title 51 of the Revised Code of Washington, the lndustrial lnsurance Act,
for injuries to its employees and agrees that the obligations to indemnify, defend and hold
harmless provided in this agreement extend to any claim brought by or on behalf of any
employee of the Contractor. This waiver is mutually negotiated by the parties to this
Agreement.
17. Venue and Choice of Law:
ln the event that any litigation should arise concerning the construction or interpretation of
any of the terms of this Agreement, the venue of such action of litigation shall be in the
Superior Court of the State of Washington in and for the County of Kittitas. This Agreement
shall be governed by the law of the State of Washington.
18. Withholdinq Payment:
ln the event the Contractor has failed to perform any obligation to be performed by the
Contractor under this Agreement within the time set forth in this Agreement, then the County
may, upon written notice, withhold all monies due and payable to Contractor, without
penalty, until such failure to perform is cured or otherwise adjudicated.
19. Future Non-Allocation of Funds:
lf sufficient funds are not appropriated or allocated for payment under this Agreement for
any future fiscal period, the County will not be obligated to make payments for services or
amounts incuned after the end of the cunent fiscal period. No penalty or expense shall
accrue to the County in the eventthis provision applies.
20. Contractor Commitments. Wananties and Representations:
The Contractor represents and wanants to the County as follows:
20.1 The Contractor is duly incorporated, validly existing and in good standing
under the laws of the State of Washington, and has all requisite corporate
power and authority to enter into and to perform its obligations under this
Agreement.
20.2 The Gontractor has the authority to execute this Agreement, to make the
representations and warranties set forth in it and to perform the
obligations of the Contractor under this Agreement in accordance with its
' terms.
Professional Services Agreernent (rev. 09/241201 8)
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20.3 This Agreement has been validly executed by an authorized
representative of the Contractor and constitutes a valid and legally
binding and enforceable obligation of Contractor.
20.4 The Contractor has or will obtain prior to the commencement date such
licenses, permits and other authorizations from federal, state and other
governmental authorities, as are necessary for the performance of its
obligations under this Agreement.
20.5 The Contractor is not in violation of any applicable law, ordinance or
regulation the consequence of which will or may materially affect
Contractods ability to perform its obligations under this Agreement. The
Contractor is not subject to any order or judgment of any court, tribunal or
governmental agency which.materially and adversely affects its
operations or assets in the State of Washington, or its ability to perform
its obligations under this Agreement.
20.6 None of the representations or warranties in this Agreement, and none of
the documents, statements, certificates or schedules furnished or to be
furnished by Contractor pursuant hereto or in connection with the
performance of the obligations contemplated under this Agreement,
contains or will contain any untrue statement of a material fact or omits or
will omit to state a material fact necessary to make the statements of fact
contained therein not misleading.
3l"theCountyfromanyclaimedaction,causeordemand
brought against the County;to the extent such action is based on the claim that information
supplied by the Contractor infringes any patent or copyright. The Contractorwill pay those
costs and damages aftributable to any such claims that are finally awarded against the
County in any action. Such defense and payments are conditioned upon the following:
21.1 Contractor shall be notified prornptly in writing by County of any notice of such
claim.
21.2 Contractorshallhave the right, hereunder, at its option and expense, toobtain
for the County the right to continue using the information, in the event such
claim of infringement is made, provided no reduction in performance or loss
results to the County.
22. Disputes:
22.1 General
Differences between the Contractor and the County, arising under and by
virtue of the Agreement Documents shall be brought to the attention of the
County at the earliest possible time in order that such mafters may be settled
or other appropriate action promptly tgken. Except for such objections as are
made of record in the manner hereinafter specified and within the tlme limits
stated, the records, orders, instructions, and decisions of the Kittitas County
. Commissioners shall be finaland conclusirie.
Professional Servlces Agreement (rev. 09/24120 1 8)
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22.2 Notice of Potential Claims
The Contractor shall not be entitled to additional compensation which
othenrvise may be payable, or to extension of tifie for (1) any act or failure to
act by the County, or (2) the happening of any event or occurence, unless
the Contractor has given the County a wriften Notice of Potential Claim within
ten (10) days of the commencement of the act, failure, or event giving rise to
the claim, and before final payment by the County. The written Notice of
Potential Claim shall sqt forth the reasons for which the Contractor believes
additional oompensation or extension of time is due, the nature of the cost
involved, and insofaras possible, the amountof the potentialclaim. Contractor
shall keep full and complete daily records of the work performed, labor and
materialused, and allcosts and additionaltime claimed to be additional.
22.3. Detailed Claim
The Contractor shall not be entitled to claim any such additional
compensation, or extension of time, unless within thirty (30) days of the
completion of the portion of the work from which the claim arose, and before
final payment by the County, the Contractor has given the County a detailed
written staternent of each element of cost or other compensation requested
and of all elements of additionaltime required, and copies of any supporting
documents evidencing the amount or extension of time claimed to be due.
23. Ownership of ltems Produced:
All writings, progmms, data, public records or other materials prepared by the Contractot:
and/or its consultants or sub-Contractors, in connection with performance of this Agreement
shall be thb sole and absolute property of the County.
24. Confidentialitv:
The Contractor, its employees, sub-Contractors, and their employees shall maintain the
confidentiality of all information provided by the County or acquired by the Contractor in
performance of this Agreement, except upon the prior written consent of the Kittitas County
Prosecuting Attorney or an order entered by a court after having acquired jurisdiction over
the County. Contractor shall immediately give to the County notice of any judicial
proceedings seeking disclosure of such information. Contractor shall indemnify and hold
harmless the County, its Additional lnsureds, officials, agents or employees from all loss or
expense, including, but not limited to settlements, judgments, setoffs, attomeys'fees and
costs resulting from Contractor's breach of this provision.
To the extent that any information obtained by the Contractor is required to be shared with
or provided to others by the terms of the Statement of the Work, this provision is not
breached by such acts.
25. Notice:
Professional Services {greement (rev. 09/241201 8)
Page 9 of 18
Except as set forth elsewhere in the Agreement, for all purposes under this Agreement,
except service of process, notice shall be given by the Contractor to the department head
of the department for whom services are rendered, and to the Kiftitas County
Commissioners, 205 W sth Ave, Suite 108, Ellenshurg, WA 98926. Notice to the Contractor
for all purposes under this Agreement shall be given to the address reflected on the
signature page. Notice may be given by delivery or by depositing in the U.S. Mail, first class,
postage prepaid.
26. Severabilitv:
lf any term or condition of this Agreement or the application thereof to any person(s) or
circumstances is held invalid, such invalidity ghall not affect other terms, conditions or
applications which can be given effect without the invalid term, condition or application. To
this end, the terms and conditions of this Agreement are declared severable.
27. Miscellaneous:
27.1 The County's failure or delay to insist upon strict performance of any of the
, provisions of this Agreement orto exercise any rights or remedies under this
Agreement shall not be construed as a waiver or relinquishment to any extent
of its right to assert or rely upon any such provisions, rights or remedies in that
or any other instance; rather the same shall be and remain in full force and
effect.
27.2 This Agreement embodies the entire Agreement between the County and
Contractor, and supersedes any and all prior agreements, regarding the
Work. No change, amendment or modification of any provisions of this
Agreement shall be valid unless set forth in a wriften instrument signed by the
party to be bound thereby.
27.3 The rights and remedies of the County set forth in any provision of this
Agreement are in addition to and do not in any way limit any other rights of
remedies afforded to the County by any other provisions of this Agreement,
by any of Contractot's Support or by law.
27.4 The headings of sections and paragraphs of this Agreement are for
convenience of reference only and are not intended to restrict, affect or be
of any weight in the interpretation or construction of the provisions of such
sections or paragraphs.
28. Waiver:
Waiver of any breach or condition of this Agreement shall not be deemed a waiver of any
prior or subsequent breach. No terms or conditions of this Agreement shall be held to be
waived, modified or deleted except by an instrument, in writing, signed by the parties hereto.
29. Survival:
The provisions of paragraphs 7, 9, 1 1 , 13, 14, 15, 16, 17 , 18, 19, 2A, 21,22,23,24,28,30,
31, and 32 shall survive, notwithstanding the termination or invalidity of this Agreement for
any reason
Professional Services Agreement (rev. 09/2412018)
Page 10 of 18
30 Nondiscrimination:
30.1 The Coun$ is an equal opportunity employer.
Nondiscrimination in Emplovment .
ln the performance of this Agreement, the Contractorwill not
discriminate against any employee or applicant for employment on the
grounds of race, creed, color, national origin, sex, sexualorientation,
maritalstatus, age or the presence of any sensory, mental or
physical handicap; provided that the prohibition against discrimination
in employment because of handicap shall not apply if the particular
disability prevents the proper performance of the particular worker
involved. The Contractor shall ensure that applicants are employed,
and that employees are treated during employment without
discrimination because of their race, creed, color, national origin, sex,
sexual orientation, marital status, age or the presence of any sensory,
mental orphysical handicap. Such action shall include, but'not be
limited to: employment, upgrading, demotion or transfers, recruitrnent or
recruitment advertising, layoff or termination, rates of pay or other
forms of compensation, and programs for training including
apprenticeships. The Contragtor shall take such action with respect to
this Agreement as may be required to ensure full compliance with
local, state and federal laws prohibiting discrimination in employment.
30.2
30.3 Nondiscrimlnation inServices
The Contractor will not discriminate against any recipient of any services
or benefits provided for in this Agreement on the grounds of race,
creed, color, national origin, sex, sexualorientation, marital status, age or
the presence of any sensory, mental or physical handicap.
30.4 lf any assignment and/or subcontracting has been authorized by the
County, said assignment or subcontract shall include appropriate
safeguards against discrimination. The Contractor shall take such
action as may be required to ensure full compliance with the
provisions in the immediately preceding paragraphs herein.
31. Prevailinq Wase:
Contractor shall pay the prevailing rate of wages to allworkers, laborers, or mechanics
employed in the perf,ormance of any part of the Work in accordance with RCW 39.12
and the rules and regulations of the Department of Labor and lndustries. The schedule
of prevailing wages rates for the locality or localities of the Work is determined by the
Professional Services Agreement (rev. 09/24120 1 8)
Page 11 of18
lndustrial Statistician of the Department of Labor and lndustries, lt is the Contractor's
responsibility to verify the applicable prevailing wage rate. lt is understood that he
Contractor is responsible for obtalning and completing all required government fonns
and submitting same to the proper authorities
Disputes regarding prevailing wage rates-shall be referred for arbitration to the Director
of the Department of Labor and lndustries. The arbitration decision shall be finaland
conclusive and binding on all parties involved in the dispute as provided for by RCW
39.12.060.
32. Debarment Certification:
The Contractor certifies that it:
32.1 ls not presently debarred, suspended, proposed for debarment, declared
ineligible or voluntarily excluded fiom covered transactions by any Federal
department or agency.
32.2 Has not within a three-year period preceding the execution Of this contract. with Kittitas County, been convicted of or had a civiljudgment rendered
against them for commission of fraud or a criminal offense in connection
with obtaining, attempting to obtain, or performing a public or private
agreement or transaction, violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, tax evasion, receiving
stolen property, making false claims, or obstruction of justice.
32.3 ls not presently indicted for or otherwise criminally or civilly charged by a
governmental entity (Federal, State, or local) with commission of any of. the offenses enumerated in paragraph32.2 of this section.
32.4 Has not within a three-year period preceding the preceding the execution
of this contract with Kittitas County had one or more public transactions
(Federal, State, or local) terminated for cause of default.
Professlonal Services Agreement (rev. 09/241201"S)
Page 12 of 18
EXHIBff "A"
SCOPE OF WORK
ln addition to providing all material and labor, the Consultant shall perform the following:
1. Determination of commercially reasonable value of the property in question at various
times/stages in the development of the project to help the County consider pricing that is flexible
and realistic.
2. Assist in developing an RFP/RFQ for development of the property as described above.
3. Assessment of any proposals for development consistent with the Master Plan, including
the possibility of development on a larger scale (for example, a hotel that includes the amenities
and features listed in the Master Plan), and including development of criteria for assessing the
proposal with regard to the possible benefits to the County and the overall merits of any
proposal/proponent.
4. Legal (zoning/code) impediments to such development, and possible responses/options
for compliance for such.
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Professional Services Agreement (rev. 0912412018)
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EXHIBIT "8"
COMPENSATION
As full compensation for satisfactory performance of the work, the County shall pay
Contractor compensation not to exceed: $39,533
Prcfesslonal Servlcos Agreement (rev. 09/2412018)
Page 15 of 18
EXHIBIT "C"
PROOF OF INSURANCE
The Contiactor shall secure and maintain in effect at all times during performance of the
Work such insurance as will protect Contractor, its Support and the Additional lnsureds
from all claims, losses, harm, costs, liabilities, damages and expenses arising out of
personal injury (including death) or property damage that may resultfrom performance of
the work or this Agreement, whether such performance is by Contractor or any of its
Support.
All insurance shall be issued by companies admitted to do business in the State of
Washington and have a rating of A-, Class Vll or better in the most recently published
edition of Best's Reports unless othEnrvise approved by the County. lf an insureris not
admifted, all insurance policies and procedures for issuing the insurance policies must
comply with Chapter 48.15 RCW and 284-15 WAC.
The Contractor shall provide proof of insurance for:
ffi Commercial General Liabilitv lnsurance
Coverage limits not less than:o $5,000,000 per occurrence. $1,000,000 per occurrence liquor liability. $1,000,000 products & completed operations aggregate. $1,000,000 personal and advertising injury, each offense. Certificate Holder - Kittitas County. The Certificate must name the County as additional insured. Sixty (60) days written notice to the County of cancellation of the insurance
policy
! Commercial Automobile Liability lnsurance (if ANY use of vehicle in performance)
Automobile Liability for owned, non-owned, hired, and leased vehicles (MCS 90
endorsement and a CA 9946 endorsement must be attached ff'pollutants' are tobe
transported)
' Coverage limits not less than:. $1,000,000 combined single limit. Thirty (30) days written notice to the County of cancellation
of the insurance policy.
f] Workers' Compensagon
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Page 16 of 18
Workers'Compensation in amounts required by law
I Stop Gap/Emplovers Liabilitv
Coverage limits not less than:. $1,0b0,000 each accident. $1,000,000 disease - policy limit. $1,000,000 disease - each employee. Thirty (30) days written notice to the County of cancellation
of the insurance policy.
fl Professional Liability
The Contractor and/or its Subcpntractor and/or its consultant providing
professional services shall provide evidence of Professional Liability lnsurance
covering professionalerrors and omissions. Such policy must provide the following
minimum limits:
' $1,000,000 per claim. $2,000,000 annual aggregate. lf insurance is on a claims-made form, its retroactive date, and that of all' subsequent renewals, shall be no later than the effective date of this
Agreement.
I PoUution Liability
The Contractor shall provide a Pollution Liability policy, providing coverage for
claims involving bodily injury, property damage (including loss of use of tangible
property that has not been physically injured), cleanup costs, remediation, disposal
or olher handling of pollutants, including costs and expenses incurred in the
investigation, defense, or settlement of claims arising out of:o Contractor's operations related to this project; and/or. Remediation, abatement, repair, maintenance or other work with lead-based
paint or materials containing asbestos; and/orr TranSportation of hazardous materials away from any site related to this project
Such Pollution Liability policy shall provide the following minimum coverage:r $ Per claimr g annualaggregate
! Propertv Damase
The Gontractor shall provide a policy that covers damage to Kittitas County
facilities, including buildings, equipment, grounds, etc. Such policy shall provide
the following minimum coverage:o $ peroccunence
fl Umbrella Coveraqe
Professional Services Agreement (rev. 09124120181
Page 17 of 18
Umbrella policies shall provide coverage at least as broad as specified for
underlying coverages (CGL, Auto, Employer's Liability) and cover those insured in
the underlying policies, including additional insured.. Amount required for this Agreement $
Contmctor shall furnish the County a Certificate of lnsurance to include the Policy
Endorsements/Exclusions as evidence that policies providing insurance required by this
Agreement are in full force and effect. Contractor hereby waives all rights of recourse,
including any right to which another may be subrogated, against Kittitas County for
personal injury, including death, and properly damage. Contractor's insurance policies
required above shall be primary insurance and shall be non-contributing with any
other insurance maintained by Kittitas County.
The Contractor shall assume full responsibility for all loss or damage from any cause
whatsoever to any tools, Contractor's employee-owned tools, machinery, equipment, oi
motor vehicles owned or rented by the Contractor, or the Contractofs agents, suppliers
or contractors as well as to any temporary structures, scaffolding and protective fences.
The Contractor shall have sole responsibility for ensuring the insurance coverage and
limits required are obtained by subcontractors..
NOTE: No contract shall form until and unless a copy of the Gertificate of
lnsurance with Endorsements/Exclusions, properly completed and in the amount
required, is attached hereto.'
Failure of the Contractor to fully comply with the above insurance requirements during
the term of the Agreement shall be considered a material breach of contract and cause
for immediate termination of the Agreement at the County's discretion. Alternatively, the
County may procure and maintain, at the Contractor's sole expense, insurance to the
extent deemed proper up to the amount of the required coverage(s). The County may
offset the costof such insurance against payment due to the Contractor under this
Agreement.
Professional Services Agreement (rev. 09/241201 8)
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