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HomeMy WebLinkAboutPSA - Schuknecht's PolygraphThis Agreement is made by and between Kittitas County (hereinafter the Count/)and Schuknecht's Polygraph Service (hereinafter 'Contnactof). The County aird Contractor agre€ as follows: Genenat Condhions; Exhibit A ($mpe of Work); nxhibit B (Compeneation); Exhibit C (Proof of lnsuranco). copies of which are attached horeto and incorporated herein by this refurence as fully as if set forth herein. The term of this Agreement shall commenoe on the October j,2022, and contjnueuntil October 1, 2023. ..Any party may.terminate firis Agreement by givlng thirty (30) days'notico in writing either.percanally delivered or mailei posmgg'frs]a6"by drtifiedmail, retum receipt requesled, to the partys last known addrebs foitnd drprd of gMng notice under this paragraph. Contractor acknowledges and by signing this Agreement agreee that fire [deylfication prcvisions set forth in rar,aopqtrlf ltnoepeiuent Conhafurj;9 (Taxes), !p (Defense and lndemlrtv Asreement), zi lratenvCbpyright lnfringeilnt) and 14(Confidentiality), are.totally and fully part of this Agreement-and havi been m*tuallynegotiated by the parties. Prsfessional Servicos Ag re€msnt (rev. OgA4f20 1 B)Pago 1 of 18 * ."{ WITFJE$$ WH[R[OF, the parties havs ex*cuted this Agreernent ttia;$!&ay*t 0rrf..,:029. AFFRSWH*: SOARN OF fi*UruTY COMMI$$IOFdrR$ Presid Judge R. $parks c*il ruTY, t4t4$*i I ruGT* F.J *ate It l\t $ignatur* rf $ignatory hairman {*ate &lsqlr"*,t Print hlam* of S natory ith, Csmmissirner \\lll lllll/,/ Contractor Address 413 N ?nd $treet Yakima, WA ggg$l Froject Gpntact: Rick Schuknechi th rd as ta Fnrm: 3y:J Oaugla* R. M Deputy Afirrney Sounty's &ddress: Kittitas County 205 West 5th Avenue, Suite 108 Fllenrburg, WA *8S36 Projx,ct Ccn{a*t: Katrina Mankus, Juvenile court Administrattrr, or deuignee, guile?11 #22877 Profeesional $ervices n{g reement (rev. 0S/241201 B) Fege 2 cf 18 GENSRAL ECIAINffiIONS 1. Seop.e plgonlmetsfs Servjces: eontractor aqrees to provide to theCounty servires and any materials set forth in theproject nanative identifred in Exhibit "A" during the Agreement period. No material, labor,or fucilities vrill be fumished by the County, unless otherwise provided for in the Agreemenl 2.@: Contnactor shall perfurm work in accordance with, and shall comply with, all of theprovisions of this Agreement. All work shall comply with applicable md;s and ordinances. 3. $ghedu.lp-o[ Perfomnanee: Unlees directed otherwise by fre County, Contractor shall perform the work in accodance with any schedules made a part of this Agreement. 4. DefipjtiqRs:4.1 .Additional lnsureds'mean$ the County, its successors and assigns, and therespective direc.tors, offi€rs, employees, agenb and representatives of the County and its sucmssors and assigns.4.2 "Support" means the following: Contracto/s directsrs, offieers, employees, agenb and rcpresentatives; and sub-Contractore of any tieq the respec-tive directors, offic@rs, employees, agents and representatives of these sub, Contraetors of any tier; and any other person or enfu'ty acfing under the direction or mntrol of, or on behatf of, Contraetor or any Confuactor's sub- Contractors of any tier in connee{ion with or incident to the performance of the Wsrk or this Agreement.4,3 The Work" meaRs all of theduties listed in Hxhibit Aand the performanre of all other obligations, under this Agreement by Contractor or its $upport. 5. Aemqntinrl €nd-ggvmgnt faf.Csnlradar-$€rui$eg: Payment to the Contractor for seruiees rendered under this Agreement shall be as s€t forth in Exhibit "B". Where Exhibit "B" requires payments by the County, payrnent shall be bg*"d upon billings, supported unless otherwise provided in Exhibit "B", by documentation of units of work actualty performed and amounts eamed, ineluding where appropriate, the acfual number of days worked each month, total number of hours for the month, and he total dollar payment requested. Unless specifimlly stated in Exhibit "B" or approved in wrtting in advancc by the Kittitas County Board elf Commissionens, the Coung will not reimburse the Cqntractor for any costs or exp€nses incurred by the Contractor in performance of this Agreement. Wherc required, the County shall, upon reeipt of appropriate documentation, compensfite the Contr:actor, no morc often than monthly, through the Counfu voucher system, for ttre contractor's service pursuant to the fee schedule s€t rorth in Exhlbit "8,'. lroteyiona! SeMws Agreement (rev. 09D4X2 0,1 B) Pege 3 of 18 9.: No portion of this Agreement rnay be assigned or subcontracted to any other individual, firm or enW without the express and prior written approval of the county. 7. lndenendent OontHctqf The Contrado/s seruices shall be fumished by the Contractor as an independent Contractor and nothing herein contained shall be construed to qeate a relationship of employer-employee or master-s€rvant, but all paymenb made hercunder and all services perfurmed shall be made and performed pursuant to this Agreement by the Contractor as an independent Contractor. The Contrac{or acknowledges that the entire mmpensation for this Agreement is specified in Exhibit "B" and the Contructor is not entitled to any Coun$ bonefits including, but not limited to: vacation pay, holiday pay, sick leave pay, medical, dental, or sther insurance benefits, or any other rights or privileges afforded to Kittitas County employees. Contrac"tor will defend, indemnifu and hold hannless the County, its Additional lnsurcds, officers, agent* or employees hom any loss or expens€, including but not limited to settlements, judgments, e€tof?s, attomeys'fees or costs incuned by reason of claims or demandg because of breach of lhe provisions of this paragraph. 8. Nq Quqtentw,qj,EmplpymenJ: The performance of all or part of this Agreement by the Contrac,tor shall not operate to vest any employment rights whaboever and shall not be deemed to guarantee any employment of the Contractor or any employee of the Contractor or any sub*Contrac{or or any employee of any sub-Contnactor by the County at the present time or in the hrture, g. Taxes: The Contractor understrands and acknowledges that the County will not withhold Federal or Stab inmme taxes. Where required by $tate or Fedemt law, the Contractor authorizes the County to make withholding for any taxes other than income taxes (i.e. Medicare). All compensation rcceived by the Contraetor will be reported to the lntemal Revenue Service at the end of the calendar year in accordanw with the applieable lR$ regulations. lt is the responsibility of the Contractor to make the ncees$ary estimated tax payments throughout the year, if any, and ffie Contrador is solely liable fsr any tax obligation arising trom the Contractor's performance of this Agreement. The Contractor here6y agrees to indemnify the County against any demand to pay taxes arising from the ContractoCs failure to pay kxes on compensation eamed pursuantto flris Agreement. The County will pay sales and us6 tiaxes imposed on goods or services acquiredhereunder as required by law. The Contraetor must pay all 6ther taxes including, but notlimited to: Business and Occupation Tax, taxes based'on the Contractor,s gross or net Profss$lonel $erriceg Ag reoment (rev. 0024f20i B )Page 4 of 18 income, or personal property to which the Coung does not hold tiile. The Coung is exempt from Federal Excise Tax. 10. Rqgulatiqs end BqgUilF.rent: This Agreement shall be subject to all laws, rules and regulations of the United States ofAmerica, and State of Washington, and political subdivisions of the State of Washington, and to any other provisions set forfr herein or in the attached exhibits. 1 1. Rieht to Bwiew: This contract is subject to review by any Federal or $tate auditor. The County or its designee shall have tho right to review and monitor the financial and service componenb of this program by whatever means are deemed expedient by the Counf. Such review may occur with or without notice, and may include, but is not iimiteA to, on-site inspection by County agents or employees, inspection of all records or other materials which the County deoms pertinent to the Agreement and its performance, and any and allcommunieaiions with or evaluation by senrice recipients under this Agreem"ent The Contrac'tor shall preserve and maintain all financial recortJs and records relating to theperformance of work under this Agreement for 6 years after contract tennination, and shall make them available for such review, within Kiftitas County, Strate of Washington, upon request. 12. Mod$qatiosg: 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 lhereof to Contractor ('Change Notice) makes changes in the Work within the general scope ofthis Agreement, including, but not limited to: (a) changes in, revisions to, substitutions for, additions to or deletions of any Wort<; (b) changes inschedule; and (c) aceleration, deceleration or suipension of performance of any Work. 12.3 lf any change in the Work causes an ineraaso or decrease on Contractor,scost of, or the time required for, perfonnance of the Work, an equitableadjustment in the compensation to Contractor and in the schedute for theperformance of the Work shall be made to reflect such an increase ordocrease. 12.4 Notwithstanding any dispr.rte or delay in aniving at a mutually acceptableequitable adjusbnent, Contractor shall proceeO in accordahce with allChange Nstices. Contractor must, within tfriry leOy days after i**ipt of anyChange Notice that does not set forth any acceptable aejustneni, submit tothe County a written statement setting fo*h any adjusfnent claime4. Proforylonal Senrices Agro€ment (rev. 09/24/20 1 g) Page 5 of 1E 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 revising design alroady completed, revising mlculations already performed, and revising documents. 1 3. Terynina$qn.fu Sqhu[: lf the Contnac,tor defautts by failing to perfonn any of the obligations of fre Agreement or becomes insolvent or is deelared bankrupt or commits any act of bankruptcy oi insolvency or makes an assignment for the benefit of creditors, the County may, by depositing written notice to the Contr:ador in the U.S. mail, postage prepaid, terminate the Agreemeni, and at the County's option, obtain performance of the work elsewhere. lf the {greement is tenninated for defautt, the Contractor shall not be entitled to receive any further payrnents under the Agreement until all wor"k called for has been fully performed. Any exfu:a cost or damage to the County resulting from such defautt(s) shall be deducted from any money due or coming due to the Contractor. The Contractor shatl bear any extra expenses incuned by the County in completing the work, and all damage sustained, or which may be sustained by the County by reason of such defautt. lf a notice of ten'nination for default has been issued and it is later determined for any reason that the Contracior was not in defauh, the rights and obligations of the parties shail be the same as if the notice sf trarmination had been is$ued pursuant to the Tennination for Public Convenienm paragreph hereof. 1 4. TCryunatiqn farf-ubtjs"eanseruenss; The County may terminate the Agreement in whole or in part whenever the Countydetermines, in its sole discretion that such termination is in the best interests of theCoun$. Whenever the Agreement is terminated in accordance with this paragraph, the Contractor shall be entitled to payrnent for actual work performed at unit eontraciprices for completed items of work. ln the event of such terrnination, an equitable adjusbnent shallbe made in the compensation payable to Contractor. An equitable adjustrnent in the contract price for partially completed hems of work will b€ Tqdg'.but such adjustnent shall not include provision for loss of anticipated prof* ondeleted or unmmpleted work. Terrnination of this Agreement by the Cou'nty at any timeduring the term, whether for default or mnvenien&, shall noi constitute a breach ofcontract by the County. 1 5. Defense & lnd.emnrty-Aqrqempnl: Jh.q.Contructor agrees to and shall defend, indemnify and hold hannless the County, ltsAdditional lnsureds, appointed and elective officers, agents and employees, from andagainst all loss or expense, in-cluding but not limited to jrJogments, setflements, attomey,s 1ry1..."n4. costs by reason of any ancJ all claims unu o6**nds upon the county, hsAdditional lnsureds, its elected or appointed omcials, "g*L, or employees for damagesbecause of personal or bodily injury, including aeam"ai any time resulting therefrom, Prsfessional Services Aoreement (rev. 0g/24l20I g) Page 6 of 1B sustained by any per$on or persons and on account of damage to propedy including loss of use thereof, whether such injury to persons or damage to property is due to the negligence of the Cont'actor, its sub-Contractors, its elected officers, employees or their agents, except only such injury or damage as shall have been occasioned by the sole negligene of the County, its Additional lnsureds, appointed or elected offieials, agents, or employees. lt is further provided that no liability shall aftach to the County by reason of entering into this contract, except as expre$$ly provided herein. 1 6. lndus$ial lnsur_enqelryaryer \rVith respect to the perfontance of this Agreement and as to claims against the County, its Additional lnsureds, officers, agents and employees, the Contrador expressly waives its immunihT under Title $1 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 behatf of any employee of the Contractor.This waiver is nluhrally negotiated by the parties to thls Agrcemont 17. llenueend Cholae dlaW: ln the_event that any litigation should arise conceming the construction or interpretation of any of the tenms of this Agreement, the venue of such aetion of litigation snatt ne in the Superior Court of the State of Washington in ancJ for the County of Kittitas. This Agreement shall be govemed by the law of the $tate of washingrton. 1 8. Wh.hold-iry Pe.ynton!: ln the event tlre 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 Cg.unty may, upon written notice, withhold all monies duo and paylnte to Contractor, without penalty, until such failure to perform is cured or otherwise aOiudicated. 1 9. FUtuf.e Nsn4dlaqa,tiarcf FUndq: lf sufficient funds are not appropriated or allocated for payment under this Agreement forany future fiscal period, the County will not be obligated to make payments fdr services oramounts ineuned after the end of the cunent fiscal period. No penalty or expense shallaeerue to the County in the event this provision applies, 20. Qontrqstpr cqnm rtnente, !ryanan"tiee and Bpplq$€ ntatiqns:The contractor represents and wanants ao ltre county as?CIllows:20.1 The Contraetor is- duly incorporaled, validly existing and in good strandingunder the laws of the $tate of Washington, and hal all ,*q,iirit* corporatepower and authori$ to enter into and to perform its obligations under thisAgreement.20'2 The Contraetor has the authority to execute this Agreement, to make therepresentations and warranties set forth in it and t6 pe6orm'tfre Professional $aMcos Agreoment (rev. 00/24t201 g) Pago 7 of 18 obligations of the Contraetor under this Agreement in aceordance with its' terms. 20,3 This Agreement has been validly executed by an authorized representative of the Contrac'tor and conetitutes a valid and legally binding and enforceable obligation of Contractor. 2A.4 The Contractor has or will obtain prior to the comrnencement date such licenses, permits and other authorizations from federal, state and other governmental authorities, a$ are neeessary for the performance of its obligations under this Agreement.24.5 The Contraetor is not in violation of any applicable law, ordinanc€ or regulation the consequenc,e of which will or may materially affect Contractor's ability to perfonn its obligations under this Agreement. The Contraetor is not subject to any order or judgment of any court, tribunal or governmental agency which maierially and adversely affects its operations or assets in the State of Washington, or its abilfu 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 fumished or to be fumished by Contractor purguant 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 faet neces$ary to make the statements of facl contained therein not misleading. 2 1 . patexUGo,pJnslIj nf&qetrex t; Contractor witl defund and indemnify the County from .any claimed adion, ffiuse or demand brought against the County; to the extent such actioh is based on the claim thatinfonnation supplied by the Contractor infringes any patent or copyright. The Contnactor will pay those costs.and damages attributablb to any such ctaims'thal are finally awarded against the County in any action. $uch defense and payments are conditioned upon the following: 21.1 Contractorshall be notified promptly in writing by County of any notice of such cleim. 21.2 Contractor shall have the right, hereunder, at its option and expense, toobtain fo.r the- Cgunty the right to mntinue using the information, in the eventsuch claim of infringement is made, provided nb reduction in performanm orloss results to the County. 22. Dienutes: 22.1 Qe,nerat Differenms between the contractor and..the county, arising under and byvirtue of the Agreement Documents shall be Urougni to ifre attentionof theCounty at the earliest possible time in order that *uJi' *"tt*rs msy be seftledor other appropriate actian prompily taken. Except for such objection* *u ** Profoajio-na! Se Mcss Ag reement (rev. 0g/24I20 1 B)Page B of 18 made of record in the manner hereinafter specifiedand within the time limits stated, the records, onders, instructions, anddecisions of the Kittitas County Commissioners shall be tinal and eonclusive. Noticq, of PptenticllG la im"+The Contradorshall not be entitled to additional compensation whichotherwise may be payable, or to edension of time for (1) any act or fuilure to act by the County, or (2) the happening of any event or occunence, unless the Contractor has given the County a written Notice of Potential Claim within ten (10) days of the commenoement of the act, failure, or event giving rise to the claim, and before final payment by the County.The written t'lotice of Potential Claim shall set forththe reasCIns for whieh the Contractor believes additional compensation or extension of time is due, the nature of the cost involved,and insofar aspossible, the arnount of the potential claim. Contraetor shall keep full and mmplete dailyrecords of thework performed, labor and material used, and all costs and addilional time claimed to be additional. 22.2 zz.s. De&iled"CteimThe contraclor shall not be entiiled to claim any such additionalcompensation, or exten$ion 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 Oontractor has given the County a detailed written statement of oach element of cost orother compensation requested and of all elements of additional time required, and copies of any supporting documents evidencingthe amount or extension of time claimed to be due. 23. Qwnerehtp _qiltengf,Aducsd : Allwritings, program$, data, public records or other materials prepared by the Contractorand/or ib consuhants or sub-Contractors, in connection witir perfo'rmance of thisAgreement shall b€ the sole and absolute property of the county. 24. Confidentialitv: The Contractor, its employeos, sub-Contractons, and their employees shall maintain theconfidentiality of all infonnation provided by thc County or aquired by the dntractor inperformanee of this Agreement, except upon the prior wrttten consont of the Kittitas9qr$. Prosecuting-Aftomey or an o{*i. entered ny a c,ourt after having acquiredjurisdiction over the County. Contraclor shall immediate'ly give to the County notice of anyjudicial prooeedings seeking disctosure of such informatiin. Contractor st",ult indemnifoand hold hannless the county, its AdtJitionar rnsured$, offieiarg, *gents oi#p[y** r*rnall los$ or expense, including, but not limited to seitremenlu, jrag;,*"tu, .*ior{*il atomeys,fues and msts resurting from contractor,s breactr oitniu pioui*ion. Professional Seruicos Agrs€ment (rev. 0gp4t201 8)Pago 9 of 18 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 sueh acts. 25. Np,.tice: Except as set forth elsCIwhere in the Agreement, for all purposes under this Agreement, except seruice of proress, notice shall b€ given by the Oontraetor to *re deparbnent head of the departrnent for whom services are rendered, and to the Kittitas County Commissioners, 205 W 5h Ave, $uite l08,Ellensburg, WA 98S26. Notice to the Contractor for all purposes under this Agreement shall be given to the address reflected on the signaturs page. Notice may be given by delivery or by depositing in the U.S. Mail, first class, postage prepaid. 26. $evembdU: lf any term or condition of this Agreement or the application thereof to any person(s) or circumstances is held invalid, such invalidity shall not affeet other terms, conditions or applications which can be given effeet wiihout the invalid tenn, condition or application. To this end, the terms and condilions of this Agreement are deelared severable. 27. t\dltcellpnggus: 27.1 The Coun$'s f,ailure or delay to insist upon strict performance of any of the provisions of this Agreement or to exercise any rights or remedies under this Agreement shall not be construed as a waivei or relinquishment to anyextent of its right to assert or rely upon any such provisions, rights orremedies in that or any other instance; rather the same'shall be and remain in fullforce and effed, 27.2 This Agreement embdiry the entire Agreementbetween fre County andContractor, 9nd supcrcedes any and all prior agreements, regarding theWork. hlo change, amendment or modification 6f unv piiui*ilnu of thisAgreement shall be valid unless set forth ln a written instrument signe<l bythe party to be bound thereby.27'3 The rights and remetlies oi the County set forth in any provision of thisAgreement are in addition to and do noi in any way limit *riy otf,*r rights ofremedim afforded to the County !v gnv either provisions of ihis Agreement, p,V anV of Contrac'tor,s Support or ny faw.27'4 The headings of seetions and paragraphs of this Agreement are forconvenience of reference only andlre not intended to restrici, affect or beof any weight in the interpretation or constru"tion ui nu;;;;;;_ of suchsections or paragraphs. 28. Waiw:r: waiver of any breach or condition of this Agreement shall not be deemed a waiver of anyprior or subsequent breach. No terms or conditions of this Agreement shall be held to be Professional SeMcns Ao res ment (rev. 09lZ4lZ 0 1 g) Pago 10 of 1 B waived, modified or deleted except by an instrument, in writing, signed by the parties hereto. 29. $urvival: The provisions of paragraphs 7,9, 11, 13, 14, 15, 16, 17, 18, 19,2A,21,22,23,24,28, 30,31,and 32 shall suryive, notwithstanding the termination or invalidity of this Agreement for any rcason. 30 Nondiscnmosliaq: 30.1 The County is an equal opportunity employer. 30.2 NqndiF.q!'ir,njnalion- in Emplovmentln the performance of this Agreement, the Contractor will not discriminate against any employee or applieant for employment on lhe grounds of race, creed, color, national origin, sex, sexualorientation, marital $tatus, 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 shallensure that applicants are employed, and that employees are treated during employment without discrimination because of their raee, creed, color, nationalorigin, sex, sexual orientation, marital status, age or the presence of any sensory, mental or physical handicap. Such action shall include, but not be limited to: employment, upgrading, demotion or transfers, reeruitment or recruitment advertising, layoff or ternination, rates of pay or other forms of compensation, and programs for training inetuding apprenticeships. The Contractor shall take such action with respect tothis Agreement as may be required to ensure full compliance withlocal, state and federal laws prohibiting discrimination in employment. 30.3 l{pndiginmjnation in.$ervicqp The Contraetor will not discriminate against any recipient of any servicesor benefits provided for in this Agreement on tFre grounds of race, creed, color, national origin, $ex, sexual orientation, marital status, sgc orthe presenee of any $ensory, mentar or physicar handicap. 30'4 lf any assignment andlor subcontracting has been authorized by theCounV, said assignment or subcontract shall ineluA* appio6ri"t*safeguards against discrimination. The Contraetor shall {aki sucnaction as may. be required to ensure fuil compriance with iheprovisions in the immediately preceding paragraphs herein. lroterylonal So rvices Ag reomont (rev. 09t24p 0 1 B)Page 11 oflB 31. PreVpilnglruaqe: Contractor shall pay the prevailing rate of wages to all workers, laborers, or mechanics employed in the performance of any part of the Work in accordance with RCW 3S.12 and the rules and regulations of the Department of Labor and lndustries. The schedule of prevailing wage$ rates for the locality or localities of the Work is determined by the lndustrial Statistician of the Department of Labor and lndustries. lt is the Contracto/s responsibility to verify the applicable prevailing wag€ rate. lt is understood that the Contractor is responsible for obtaining and completing all required government forms 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 final and conclusive and binding on all parties involved in the dispute as provided for by RCW 39.12.060. 32. Deban renlgqfl$ c?tign: The Contractor mrtifies that it: 32.1 ls not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any Federal department or ageney. 32.2 Has not within a three-year period preceding the execution of this contract with Kittitas County, been convic*ed of or had a civiljudgment rendered against them for commission of fraud or a criminal offense in eonnection 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, bribely, falsification or destruction of records, making false statements, tax evacion, receiving stolen property, making false claims, or obstruction of justice. 32.3 ls not presently indicted for or othenryise criminally or iivilty charged by agovernmentalentity (Federal, $tate, or local) with commission of any of the offenses enumerated in paragraph J2.z sf this seetion.32-4 l"las not within a three-year period preceding the preceding the execution of this eontract with Kittitas Coung had one or more publiJtransactions (Federal, state, or rocar) terminated for cause of crefaun. f rofes-f on-af Se Mces Ag reem ent (rev. Og n4 nU g) Pag€ 12of18 EXHIBIT'A' SCOPE OF WORK ln addition to providing all material and labor, the Contractor shall perform the following: (A) Schuknechfe shall provide the following services: a. $exual history/disclosure polygraph examinations b. Single issue investigative polygraph examinations c. Monitoring (Maintenanre) polygraph examination lrof€Tloryl :$eMcas Agruoment (rov. 09t24A01 B) Page 13 of 18 HXI-IlBlT "B" coffipEF{$Afioru As full compensation for satishctory performance of the work, the County shall pay Contraetor compensation not to exceed: Sexua I History/Disclosure Polyg raph Hxamination Single lssue lnvestigative Polyg raph Exam inatio n Monitoring (Maintenance) Polygraph Examination $225.00 $175.00 $175.00 Kittitas County will provide reimbursement through the Kiftitas County Auditor as outlined above. Monthly invoices for servicos provided which document the dates and details of services provided during that billing period as described above are required. Billing shall be submitted in a timely manRer to allow the County to process reimbursement in a like manner. The Contracdor shall en$ure that work to be performed does not duplicate work trc be charged to Kittitas County under any other contract or agreement with the Contractor. lf the Contractor bills and is paid fees for services that Kittitas County later finds were (a) not delivered or (b) not delivered in acordanm with applicable standalds, Kittitas County shall rBcover the fees for those services and the Contractor shall fully cooperate during the recov6ry. Billing and Payment a. The Contractor shall submit an lnvoice Voucher to the Kittitas County Juvenile Court at the end of each month" The invoice for the month in which this report isprovided as required shall include the above charge for the report. provision ofeach of those reports ae required is a- mandatory condition preoedent to payment for any invoice subsequent to tha"t period. lnvoices shall be sent to Kittfta; iountyJuvenile court services, 20s w sh Avenue, $te 211, Ellensburg, wA gsgzo. b. Kitt'rtas County shall pay the Contractor.upon acceptance of a properly completed lnvoice Voucher. The invoim shalldescribe and document the following: (1) Date and time period of service(s) perfonned; (2) Case#land (3) Oescription of work performed. Irotoryiorf l Services Agreement (rev. 09p4l20i B)Page't4 of 18 c. Payment shall bo considered timely if made by Kittitas County within 30 days afier the receipt of the properly completed invoice. d. The Contractor accepb Kittitas County payment as the sole and complete payment for fie services provided under this contract. e. Kittitas County shall not reimburse the Contractor for authorized seMces not provided to clients, or for services provided which arc not authorized or provided in accordance with the 'Statement of Work'. lf the Kittitas County Juvenile Court pays the Contnactor for services authorized but not pnovided by the Contractor in accordance with this Contract's "$tatement of Work', the amount paid shall be considered to be an overpayment. lf his Contract is terminated for any reason, the Kittitas County Juvenile Court shallpay for only those services authorized and provided through the date of tennination Profrsssion_al ScMcos Ag reement (riov. 0 g/24120 1 B)Page 15 of 1B fVt ltAr'"'ll^rt s-/\t ttLli ! u F;q{}*fl sr l3j,$1,$;;?s.l,t#[i The Contr*ctor shall sscure and mairrtain in *ffect at all times dlwing pr*rfnrrnnnce of lh* Work sucli insurance as vrill pr*tsct Coniractor, it* $uppod ;rnd the AcJditiorral ln:;ureds fionr all cli:linrs, ki$$es, harm, ct)$t$, liabilities, dan:*ges anri expen*es arising or-rt of person*l injury {inclucling cl*ath) or propefty clanr,*ge that rnay result frorn perform&ncri of the work or this Agreeffr,ent, v,rhcther such performance ir by Contractor or any of it.r $uppnrt. All insutance shall be issued by cornparries adnritteci ir: dr: blrsintras in ihe State of Washington and have a rating of A*, Clas* Vll or befler in the most recently 6.:ublish*el edition of Be*t's Reports urtl*ss othorwis{* *ppror"ieci by the County. lf arn insurer is not adrnittec{, all insurance pr"rlicies and procedure* {r:r issuing tlre insurarrce pr*licies nrust comply with Chapter 218.15 RCW ancl lS4-15 \All\C. l-he Contracinr shall provid* pror:f r:f insur*rrce f(rr KCr:mnrercial {ienc ral t^"in:bililv I nsurancs Coverage lirnits nct lees than: ' $S,000,000 per occurrence* $1,000,000 per nccilrronce liquor li*hility " $1,000,000 prcducts & completecl erperations aggregat** $1,000,000 personal ancl aclvertie ing injr_iry, each o.ffense* Cer-tificate l"lolcler * l(iititers County " The ceriificate must r:arne the c*Lrirty a$ ftdditi$nal insurecio Sixty (S0) days written nc,,ic* to the Courr'ty of ca*cellatir:rrr:f the insurailc* policy AhlY use of vehicle in per-formanceAutornobile t-iability fnr ovl ned, non**lvnecj , hired, and le;:sed vehicles {,fi,?CS g0 cndcsrse mert and a C,4 $gd6 enrlor$enl lrans;sortec!)* CDvetage lirnits nct less ilran: ent rnust tse attachr:d if 'Slrrtllutants' aro to be L " $1,000,000 ceir-nbined single linrit. Thirty (30) clays written notic* tn the *r:Lrnty of can*eilatian of th* insuraRce policy. {-l Wg$ers*Ssnpen qati.i;n Professional $cjrvicea Agreeme n{ (r ev. eg/24 /Z0l g) Page 16 of 18 Workers'eompensation in amounts required hy law f $ton Ga p/Eryplovers l.in.hil ity Coverage limits not le*s than:. $1,000,000 each accident. $1,000,000 disease - policy limit . $1,000,000 disease * each employee. Thirt!, (30) days written notice to the County of cancellation of the insurance policy. Xl Professional Liability The Contractor and/or its Subcontractor and/or its consultant providing professional services shall provide evidence of Professional Liability lnsurance covering professional errors and omissions. Such policy must provide the following minimum limits:. $1,000,000 per claim " $2,000,000 annual aggregate. lf insurance is on a claims-made form, its retroactive date, and that of all subsequent renewals, shall be no later than the effective date of this Agreement. f,Pollution Liability The Contractor shall provide a Pollution Liability policy, providing coverage for claims involving bodily injury, property damage (including loss of use of tangible property that has not been physically injured), cleanup costs, remediation, disposal or other handling of pollutants, including costs and expenses incuned in the investigation, defense, or settlement of claims arising out of:r Contractor's operations related to this project; and/or. Remediation, abatement, repair, maintenance or other work with lead-based paint or materials containing asbestos; and/orr Tran$Fortation of hazardous materials away from any site related to thisprojeet Such Pollution Liability policy shall provide the following minimum coverage:r $ per claimr $ annualaggregate il Pr.Aqefr Delnese The Gontractor shall..provide a policy that covers damage to Kiftitas Countyfucilities, incruding buirdings, equipment, grounds, etc. suJrr poticy;h;ll providethe following minimum cCIverage:r $ per occurrence fl Umbrellq. Coygrage Pnofession-al Services Ag reement (rev, 0 g/24120 1 g) Pago 17 of 1B Umbrella policies shall provide coverage at least as broad as specified for underlying coverages (CGL, Auto, Employeds Liability) and cover those insured in the underlying policies, including additional insured. e Amount required for this Agreement $ Contraetor shall furnish the County a Certificate of lnsurance to include the Policy Endorsements/Exclusions as evidence that polieies 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 Kifiitas Coun$ for personal injury, includlng death, and property damage. Contractor's insurane policies required above shall be primary insuranco and shall be non-contributing with any other insurance maintained by Kittitas County. The Contractor shall assume full responsibilig for all loss or damage from any eause whatsoever to any tools, Contractor's employee-owned tools, machinery, equipment, or motor vehicles owned or rented by the Contractor, or the Contracto/s agents, suppliers or contractors as well as to any temporary structures, seaffolding and protective fences. The Contractor shall have sole responsibility for ensuring the insurance coverage and limits required are obtained by subcontractors. NOTE: No eontract ehall fornn until and unlees a espy of tha Cartifleate CIfln*urancs wEth Endorsemrents/Exelusions, pnoponly eornpletod and in tleo smount requlred, is attached lrereto. Failure of the Contractor to fully comply with the above insurance requirements during the.term of the Agreement shall be csnsidered a material breach of contract and causefor immediate termination of the Agreement at the County's discretion. Alternatively, theCountymay procure and mainbin, at the eontractot's soie expen$e, insurance to theextent deemed proper up to the amount of the required coverage(s). fne County mayoffset the cost of such insurance against payment due to the Cgniractor under thisAgreement. Professional Se rvices Agreem€nt (rev. 0g124120 1 g) Page 18 of 18