Loading...
HomeMy WebLinkAboutSchuknecht's Polygracph Service AgreementThlsAgreement is made and Schuknecht's Polygraph Contrastor agree as bllows: by and between Kittibs County (hereinafter ttre Gountyr) Service (hercinafter "ContnactorJ. The Coung and General Gonditions; Exhlbit A (Soope of Work); Exhibit B (Gompensaton); ExhibitC (Prcof of lnsurance). copies of which arc athched hereto and incorporated herein by this reErene as fully as if setbrh her€in. fie term of fris Agreement shall oommenco January 1, 2023 and continue unlil December 31,2029. Any party may terminate thls Agrcement by gMng thirty (30) days' notice in wdffng elther personally delivercd or mailed postage-prcpaid by ertified mail, retum rcoelpt reguested, to thE party's last knourn addrcss forthe puposes of givlng notice underhis panagnaph. Conbaotor acknowledgee and by signing this Agreement agre6 hat thE lndemnification provisiong set forft in Paragnaphs 7 (lndependent Contractor), 9 (faxes), 15 (Debnse and lndemnrty Agreoment), 21 (PatenUGopydght lnfringement) and 24 (Confidentiality), are btelly and fully part of this Agreement and have been mutually negotiabd by the parti6. Prof€sdmd Sorvpss Agr€sment (nv. 0924f201 8) Page I oflT INTWTNE$S WHEREOF, the parties have executed this Agreement tnis ilffiday ofNfrr/lrthl,2ozz, APPROVED: Service BOARD OF COUNTY COMMTSSTONERS ry, WASHINGTON ht's Signaturq of $ignatory (Date ,U(flX$. ) fticl"1.*r* h -fct*uscnt*f Print Name of Signatory airman cory ht, Commissioner COUNTY OF KITTITAS SHERIFF'S OFFICE e+a/ t ul+-., Clay Nffers, Sheiiff of Board as to Form: pzzgTvBy: Douglas R. Deputy ng Attorney County's Addreee: Kittitas County 205 West Sth Avenue, Suite 108 Ellensburg, WA 98926 Project Contact: Kim Dawson, Oflice Administrator ,r\\' --..\\'., f,\,j.) r'l' ,.' -: tJJj' Lr .' :r,. i H', ':5-.: L/ ' ': -i. ', 1, ta. '|.- ':, I t, ",,,,itt:,t, tlillJ ,+" ]fI t_; Contractor'e Addresg: 413 N 2d Street Yakima, WA 98901 Project Contact: Rick Schuknecht Profegslonal Servlces Agreement (rev. 0Sl24nc/.A) Paga? al 17 -[,/ GENERAL CONDITIONS 1. Scooe of Gontnasto/s Seruices: Conhactor agrces to provide to the County services and any materials set forth in the proj,ec't nanative identified in Exhibit "A'during the Agrcement-period. No material, labor,or hcilities will be turnished by the County, unless otherwise provided for'in the Agraement. 2. Performance of Woft: Gontrador shall perform work in accordanoe wi[r, and shall comply wih, ail of the provisions of this Agrcenrent. Allwork shall comply with applicable oodes and ordinances. 3. Schedule of Performance: Unless dimctEd othenrise by the County, Confiactor shall perbrm the work in accordance with any schedules made a part of this Agreement. 4. D,Efinitions:4.1 "Additional lnsureds'means tre County, its suocessors, and assigns, and the rEspective directorc, officsrs, employees, agents and representatives of the County and its sucoessotB and assigns.4.2 "Supporf means the fullowing: Contmcto/e dir€ctors, offioers, employees, agents, and representaWes; and subconbacfiors of any tier; lhe respec,tive diredon, officers, employees, agents, and representatives of these sub- Gontractors of any tie6 and any oher person or entity ac{ing under the direc{ion or control of or on behalf of, Conhactor or any Gonhado/s sub- Gonlradors of any tier in connedion with or incident to 0re perbrmance of the Work or thls Agreement.4.3 The lVorko means allof fte duties lisbd in EfiibitA and the performance of all other obligations, under thls Agreement by Contractor or its Support. 5. Accounlinq and Pavmentftr Contrador SErvices: Payment to 0tE Gonfrador br servies rendered under this Agreement shall be as set forth in Bfiibit "B". Where Exhibil "B" requires payments by the Gounty, payment shall be based upon billings, supported unless oherwbe provided in Exhiblt uBu, by doqmentiation of unlts of woft actually perbrmed and amounts eamed, including where appropdab, the actual number of days worked each monh, total number of hours br frre monlh, and the total dollar payment rcquested. Unless specifically stated ln Extribit "8" or approved in witing in advance by the Kittihs County Board of Commissionens, the Coung will not leimburse fie Gontractor for any cosb or expenses incurrcd by the Gontrac,tor in performanoe of this Agrcement. Pmliloslonal SeMcee Agreemnt (nv. 0U24n0Ig) Page 3 of 17 lMtere rcquired, the Coun$ shall, upon receipt of appropriate documentation, compensate the Contnador, no more ofrEn han monhly, hrough the Coung voucher system, fur the Conbac{o/s servicE pursuant to he fte sdedule set fortr in Exhibit "B". 6. Assionment and Subcontradinq: No portion of ttls Agrcement may be asslgned or subcontacted to any offrer individual, firm orentitywithoutthe exprcss and priorwritten approvalof the County. 7. lndeoendent Contractor: The Conttac'to/e ssrvices shall be fumished by the Contractor as an independent Contractor and nothlng herein oontained shall be oonstrued to create a relationship of employer-employee or master-seruant, but allpayments made hereunder, and allservices performed shallbE made and performed pursuant to this Agreement by the Contrac,tor as an lndependent Contrac{or. The Contrador acknowledges that 0rE entire compensdion for this Agreement is specified in Exhibit "B" and lhe Contractor is not entided to any County benefits including,'but not llmited to: vacatiofi p?y, holiday pay, sidr leave pay, medical, dential, or o,her insurance benefrb, or any other dglrts or prMleges afiorded to Kittibs county emptoyees. Contractor will defend, indemniff, and hold harmless the Coung, its Additfonal lnsurcds, offcers, agents or employees fiom any loss or expense, including but not limited to settlemEnts, judgmenb, 8otofrs, domeys'ftes, or cosb incuned by-reason of claims or demands because of brcactr of the provisions of this paragraph. 8. No Grt?Fntee of Emolovment The perbrmane of all or part of this Agreennnt by the Gonfactor shall not operate to vest any employment {ehts whatsoever and shall not be deened to guarantee any ernployment of the Gonfador or any employee of the Conbador or any sub,Conhador ol any employee of any sub-Conhador by 0re Coun$ at the present time or in thE ffirre. 9. TaxeE: The Gontractor underctands and acloowledges that the Coung will not withhotd Fedenal or State lnome taxes. Where requlred by Strate or Federal law, the Conkactor aulhorizes fie Coun$ to make wifrholdlng for any taxes other than inoome taxes (i.e., Medicare). All compensation rcceived by the Conbastor will be reported to the lntemal Revenue Sehlne at ffle end of he calendar year in accordance with the applicable IRS rcgulations. lt is the responslblllty of the Conhactorto make the necessary estimated tar< paymenb throughout $e year, il any, and lhe Contrador is solely liable for any tax obtigitidn arislng ftom tre Contacto/s perbrmance of Oris Agrcement. The Conbacfor hereby sgrees to indemniff the County against any demand to pay taxe arising from the Conbacto/s failure to pa! taxes on contpensation eamed puauant to this Agrcement. Pmbaslonal Serulce Agrcemsnt (lev. 0gp4201 S) Pags 4 of 17 The County will pay sales and uss taxes imposed on goods or services acquired hereunder as rcquired by law. The Contnador must pay all oher tores including, but not limibd to: Business and Occupalion Ta<, b,res based on the Gontractor's gro-ss or net income,_or persona! property to wtrich the Coung does not hold tide. Thd Gounty is exempt from Federal Excise Tax. 10. Reoulations and Reouirement: This Agrcement shall be subJec{ to all laws, rules and regulations of 0re United Sbtes of America, and State of Washington, and political subdivisions of the State of Washingrton, and to any ofter provisions set brtr herein or in the attached exhibils, 11. Riqhtto Review: This conbact is subj,ec't to review by any Federal or State audilor. The Coung or lb designee shall have hE dght to rcview and monitor the ftnanchl and service comironenb of this prqram by wtntever means are deemed expedient by the County. Sucli rcview may_occurwilh orwittout notice, and may include, but is not limited to, onaite inspection by County agents or employees, inspec'tion of all ecords or other matedals which the Gounty 9"9fs pertnent to the Agreement and its perfurmance, and any and all communications witt or evaluation by service recipienb under this Agreembnt The Gontrac{or shall prcserve and mainbin all financial records and recordi relating to the performanoe of work under this Agreement for 6 years after contrac{ termination, and shall makE lhem avallable br sudr rcvbw, witrin Kittibs Gounty, Stab of Washington, upon request. 12. Modilications: 12.1 Eiher pafi may request changes in the Agreement. Any and all agreed modifications shallbe in wriling, signed byeach of the parties. 12,2 The Gounty may, at any time, by wifien ndice thereof to Contnac.tor ('Change Note) makes clranges in the Work within the genenal scope of thls Agrcement, lncludlng, but not limlbd to: (a) changes in, rcvisions to, substihrtions for, addllions to or deletions of any Work (b) ctranges ln schedule; and (c) accelEra0on, decelenation or suspension of perbrmance of any Woil. 12.3 lf any dtange ln the Worft causes an increase or deqease on Gonhac{o/s cost of, or the time rcquired ftr, perfurmance of the Work, an equitable adiustnent in Orc compensation to Conbacfor and in tre sdedule br the perfotmanoe of he Work shall be made to rcflec{ suclr an increase or decrcase. 12.4 Notwtthstanding any dispute or delay in anMng at a mutually acoeptabb equihble adiusfrnent, Conhador shall proceed in acordahce wi0h a[ Ghange Noties. Contactor must, wihin thilty (30) days after receipt of any Prcfesrional Serube Agnement (rw. OgtZn0/.Bl Page 5 of 17 12.5 1 3. Temination fur Default: lf the Conttac{or defaults by failirg to perbrm any of ttre obligations of the {greement or becomEs insolvent or is declarcd bankrupt or commits any actof bankruptcy oi lnsolvency or makes an assignment br the benefit of creditors, the County may, by deilositing written notice to the Confac{or in the U.S. malt, postage prepaid, terminatethaAgiemenl, and at the Countfs option, obtaln performance of the work elsewhere. lf the Agreement is terminated br default, the Gontrac'tor shall not be entitled to reoeive any furtrer payments under he Agrcement until allwork called br has been fully performed. Any extra cost or damage to tre County resulting firom such default(s) shall be deduciled ftom any money due or coming due to the Contnac'tor. ThE Contractor shall bear any exba expenses incuned by the Coun$ in oompleting the work, and all damage sustained, or wtrich may be sustained bythe Gounty by reason of such deEult. lf a notice of tennination fur default has been issued and it is later determined br any reason thatthe Gontnac,torwas not in default, the dghb and obligations of the parties shall be the same as if the notice of termination had been issued purcuantto the Temination br Publlc ConveniEne paragnaph hereof. 14. Term.hntion for Public Co0yenlence: The Coun$ may terminate the Agreement in whole or in part whenever the County detemines, in its sole discretion that suoh terminaton is in the best interesb of the County. Whenever the Agreement is temlnated in acoordance wifr this paragnaph, the Conhac{or shall be entitled to payment for adualwoft perbrmed at unit conbactprices for completed ltems of work. ln the event of suctr termination, an equihble adjusfinent shall be made in the compensaton payable to Gonhac'tor. An equitable adiustnent in the contrast pdce br partially completed ilems of work will be made, but sudt adjusfinent shall not include prcvision fur loss of anticipated profit on deleted or uncompleted work. Terminaffon of this Agrcement by the County at any time during 0te term, whetrer for default or conveniencE, shall not constitute a breactr of contnact by tha County. 15. Debnse & lndemnitvAoreement: ]hg Contnactor agrees to and shall deFnd, indemniff and hoH harmless the Gounty, its Additional lnsureds, appointed and elEctive officels, agents and employees, ftom- and agalnst all lose or expsnse, including but not limited to judgmerils, settlements, afiomey's change Notice hat does not set furtr any acceptable adjusffnent, submit to the County a wdtten statement sefting brflr any adjustnent claimed. lf any change results in a decrEase in the work performed, contracfor shall be entitled to oompensation associatsd wih changing the work, such as revising design alrcady completed, revising calculations already performed, and revising documenb. Prstbsslonal SeMcee Agrcement (lev. OSn4n0/.B) Pago 0 ot 17 fee.s..and. gsb b_y Fasgn of. any and all claims and demands upon the courfi, ibAddifonal lnsureds, ib elected or appointed officiats, agenb, or emjloyees for Oamb-g;because.of personal or bodily lnjury, including death-at any time r.sulting therefi[m, sustained by aly Person or petsons and on account of damage to prcperty iricluding lossof qse thereof, whether such iniury to peaons or damagJ to propenf is due to ttre negligence of the Confactor, ib sub-Contrac{ors, its etected omeirs, emptoyees or their ageSts, exept only such injury or damage as shall have been occasioned by the sole negligenoe of fie Cognty, its Additional lnsureds, appointed or elec.ted officials, Lgents, or employees. lt ls further provided that no llability shallattach to the County by reason of entedng intothis conhac{, exceptas expressly provided herein. 16. lndusffial lnsurane Waiven Wt top:c{ to the perbrmance of this Agreement and as to claims against the County, lb Addi$onal lnsureds, offcers, agents and employees, tre Conhac{or-expressly waive-C ig lmmuntty under Title 51 of the Revised Code of Washington, the lndustiial lniuranoe Aci, for injudes b its employees and agrees that the obligatbns to indemnfi, detund and hold harmless Ppvided in this agroement extend to any claim brought by or on behalf of any employee of the Contnac'tor. Thls rvalver ls mutually negotiabd by ttre partos !o ft6 Agrcement 17. Venue and Choie of [aw: ln the_event that any liligation should arise concEming the construcdon or interpretation of any of the brms of frtis Agreemen[ tre venue of suctr action of litigation shall be in the Superior Gourt of the State of Washin$on in and for the Coung of Kittitas. This Agreement shall be govemed by the law of the Sbte of tVashington. 18. WltrhoHing Pavment: ln the event the Conhactor has failed lo perform any obligation to be perftrmed by the Contrac'tor under this Agrcement within the time set forth in this Agreement, then the County may, upon wdfien notice, wi0rhotd all monies due and payable to Conbador, without Ponalty, unill such failura to perform is cured or othenrise adjudicated. 19. Future Non-Allocation of Funds: lf sttfficlent funds are not appropriated or allocated br payment under this Agreement for any future fiscal period, the Coufi will not be obligated to make payments foi servies or amounb inanned afier the end of he cunent fiscal pedod. No penalty or epensa shall aocruetothe County in he eventtris provision applies. 20. Conhador Commihmenb. Warnanties and Reoresentations: The Contractor represenb and wanants to lhe County as follows:20.1 The Contras'tor is duly inoorporated, validly existing and in good standing underthe laws of the State of Washington, and has all requisite coporate power and authorfty to enter into and to perform ils obligations under thls Agreement, Prclbsslonal Sellces Agmement (mv. 0Bn4t2011l Paga7 al17 20.2 The Gontractor has the auffrority to execute this Agreement, to make the representations and wananties set brth in it and to perbrm the oblbations of the Contractor under this Agreement ih accordanoe with its t€rms.20.3 This Agreement has been validly executed by an authorized representative of the ContraEtor and constitutes a valid and legally binding and enforceable obligation of Contrac.tor.20.4 The Contractor has or will obtain prior to the commencement date such lioenses, permits and other authorizations ftom federal, state and otrer govsrnmentalauthorities, as are neoessary forthe performance of lts obllgations under thls Agreement.20.5 The Contractor is not in violation of any applicable law, ordinanoe or regulation the consequenoe of which willor may materially afiec,t Contrac{o/s ability to perform its obligations underthisAgreement. The Contractor is not subjec't to any order or judgment of any court, tribunal or govemmental agency which materially and advensely affec;ts its operatlons or assets in the State of Washington, or ils ability to perform its obligations under this Agreement.20.6 None of the representrations orwanantiEs in thisAgreement, and nons of the documents, stratemenls, cartificates or schedules fumished or to be fumished by Contrac{or pursuant hereto or in connection with the performanoe of the obligations contemplated underthis Agreement, containE or will contrain any untrue stratement of a matedal fact or omitrs or willomit to state a matedalfact necessary to make the statemenb of fact contrained thersin not misleading. 21. PatenU0oovrioht lnftingement: Contractor will debnd and indemnlff the County frorn any daimed ac'tion, cause or demand bmught against the Gounty; to thE extent such adion is based on the claim that inbrmation supplied by the Gonfractor infringes any patent or copyright. The Conhac{or will pay hoee oosts and damage atbibrirable to any such clalms that are finally awarded against the Gounty in any ac'tion. Such debnse and payments are conditioned upon the bllowirlg: 21.1 Contractor ghall be notifted promp$y in wdting by County of any notioe of such c-laim. 21.2 Contrac'tor shall have the right, hereundEr, at its option and expense, to obtain brthe Coung fie rightto continue using the information, in lhe event such claim of inftingement is made, provided no redudion in perbrmance or loss resulb to the County. 22. Disoutes: 22.1 General Difrrences betu€sn he Conbac{or and lhe Gounty, arising under and by virtue of ttp Agreement Documents shall be brought to the attention of the Profbsslonal Sewie Agrcement (lw. Agn4n0/.S') Page E ol 17 Gounty at he earliest possible time in orderthat such matters may be setfled or oher_appropriate adion promptly taken. Exoept for such objections as arc made of record in $e manner hereinafrer specified and withinthe time 1mib stated, the reoords, 9FeF, instructions, and decisions of the Kittitas coung Cornmissionen shall be fi nal and conclusive. 22.2 Notie of Potential Claims The Contlactor shall not be entitled to additional oompensation wtrich othgnrise may be payable, or to extension of time for (1) any ac,t or tsilure to ac't by fie Gounty, or (2) the happening of any event or occurrcne, unress the conhac'tor has given the County a written Notice of potential claim ryithin ten (10) days of he commenoement of trE ac't, hilure, or errent giving rise to he daim, and bebre finalpayment by tre coung. The writbn Notice of Potential Claim shall sEt fuilh the rcasons br wtrich thE Contractor believes additional compensation or extension of time is due, lhe nafure of thE cost involved, and insofar as possible, the amount of the potential claim. Contractor shall keep full and oomplete daily rccords of fie work perbrmed, labor and material used, and all cosb and addilional time chirned to be addltional. 22.3. Debiled Claim The Contrador shall not be entlled to claim any such additional compensa$on, or extension of tme, unless within ttirty (30) dap of the completion of ttE porton of he work from which the claim arrss, and befure final payment by the County, thE Contador has given the Gounty a detailed witten statement of each element of cost or other compensation rcquesbd and of all elemenb of additionaltme required, and copies of any supporting documents evidencing tre amount or extension of time claimed to be due. 23. Orvnenshio of ]tems Produced: All witings, programs, datia, public racods or other materials preparcd by he Gontractor and/or its consultants or sub0ontradors, in oonneclion with performance of this Agreementshallbethe sob and absolute property of tha County. 24. Gonlidenlialitv: The Conlnador, its employees, sub'Gontradors, and their employees shall maintain the confidentiality of all inbrmation provided by the County or acquircd by the Gontlactor in perfurmanoa of this Agreement, except upon the prior wdtbn consent of the Kittitas Gounty Prosecuting Attomey or an order entered by a court aftar having aoquired jurisdic{ion over he County. Conhactor shall immediately give to the County notice of any judicial proceedings seeking disdosure of euch lnformalion. Confiac{or shall indemniff and hold harmless the Coun$, lb Additional lnsureds, officials, agents or employees firom all loss or expense, including, but not limited to eettemenb, judgments, setoft, attomeys' Ees and coeb rcsulfrng ftom Conhado/s breach of this provision. Proilbeslonal Serulm Agreement (rcv. O*24nffigl Page 9 of 17 To the extent that any inbrmation obtained by the Gontnactor is required to be shared wi$r 9r provlded to otfiers by the terms of the Statement of the Woi<, this provision is not breached by such acis. 25. Notice: Except as set brth elsewhere in he Agreement, br all purposes under this Agreement, exoept service of process, nofice shall be given by the Contradorto the departnent head 9f the deparfne_nt br whom services arc rendered, and to the Kittitas County commissionErs, 205 w 5h Ave, suite 108, Elbnsburg, wA 9g926. Notice to th6 Contrac{or br all purposes under this Agreement shall be given to tre address rclleciled on the signatuE page. Notice may be given by dativery or by depositing in the U.S. Mail, first class, postage prepaid. 26. Severabilihr: lf any tsrm or condfiion of this Agreement or the application thereof to any percon(s) or circumstanes is held invalid, sudr invalidity shall not aftct olher terms,- onditioni or applications wttich can be given efrct wihout 0re invalid term, condition or application. To ftis end, fie tEme and conditions of this Agmement are declaed sevenabte.- ' 27. Miscellaneous: 27.1 fie County's failure or delay to insist upon strict performanoe of any of the provisions of this Agreement or to exercise any rights or rcmedies under this dgreement shall not be construed as a waiver or relinquishment to any extEnt of its right to assert or rcly upon any sudr provisions, dghts or remedies ln that or any other instance; rather the same shall be and rEmain in fullfurce and efrct. 27.2 Thls Agreement embodles he entip Agreement between the Coung and Conbactor, and superedes any and all pdor agreemenb, regarding the Work. No dunge, amendment or modification of any provislons of this Agreement shall bo valid unless set foilh in a wdtten insffument signed by the pafilo ba bound ftereby. 27.3 The righB and remedies of the Coung set fiorth in any provision of this Agrcement are in addifion to and do not in any way limil any other dghts of remedies afrrded to fte County by any oher provisions of frris Agrcement, by any of Conhaoto/s Support or by law. 27.4 The headings of sections and paragraphs of this Agreement are for convenlence of rcference only and are not intended to restrict, aftct or be of any weight in the interpretation or consfuction of the provisions of such sectlons or panagraphs. 28. Waiven Waiver of any breach or conditlon of this {grcement shall not be deemed a waiver of any pdor or subsequent breach. No brms or conditions of tris Agreement shall be held to be ffisdonal Sowlcos Agrcrmenl (lw. 09/f24nffi0, Page 10 ol 17 ttaived, modified or deleted except by an instrument, in miting, signed by he parties hereto. 29. Survival: Theqrovisrpryqtp..aragraphs7,g,11, 19,14,18, 16, 11, 19,19.20,21,?2,Zg,24,2g, 30, 31, and 32 shall suruive, nolwithstianding the bmination or invalldity of this Agr€ement furany reason. 30. Nondiscriminatlon: 30.1 The County is an egual opportunity employer. 30.2 Nondiscrimination in Emolovment ln the performance of this Agreement, theGontractorwillnot discriminate against any employee or applicant for employment on the grounds of mce, creed, color, national origin, sex, sexualorientiation, madtalstatus, age or the presence of any sensory, mental or physical handicap; provided that frre prohibition against discrimination in employment because of handicap shall not apply if the particular disabllity prevents the proper perbrmance of the particular worker involved. The Gontractor shallensure that applicanb are employed, and that employees are treated duringemploymentwittrout discdminatlon because of their race, oeed, @lor, nationalodgin, sex, sexual orientation, marital stafus, age or the presence of any sensory, mental or physical handlcap. Such action shall include, but not be limited to: employment, upgrading, demotion ortransfers, recruitment or recruitment advertising, layoff ortermlnation, rates of pay or olher forms of oompensation, and programs forbaining including apprenffceshlps. The Contractor shall take such ac'tion wilh respec-t to this Agreement as may be required to ensure fullcompliane with local, strate and bderal laws prohibiting discrimination in employment. 30.3 Nondiscdmination in Services The Contractorwlll not diecdminate against any recipient of any services or benefits provided for in this Agrcement on the grounds of race, creed, @lor, nationalorigln, sex, sexualorientration, madtialstatus, age or the presenca of any sensory, mental or physical handicap. 30.4 lf any assignment and/or subcontracting has been authodzed by the County, said assignment or subcontrac{ shall include appropdale saEguads against diEcdmination. ThE Contractor shall take such ac{ion as may be requlred to eneure full oomplianoe with the provisions in the immediately preceding paragraphs herein. Prclbsdonal Serulces Agnement (lw. Agn4n0/.Sl Pagell ol17 31. Prevailino Waqe: Contractor shall pay the prevailing rate of wages to allworkers, laborers, or mechanics employed in the performanoe of any pail of the Work in accordanoe with RCW 39.12 and the rules and regulations of tre Department of Labor and lndustriEs. The schedule of prevailing w€g€s rates for the locallty or localities of the Work is determined by tre lndusftialStratistician of the Departnent of Labor and lndustries. lt is the Contraito/s responsibility to venff the applicable prevailing wage rate. lt is understood that the Contrac-tor is responsible for obtaining and completing all required government forms and submitting same to thE proper authortties. Disputes regarding prevalling wage rates shall be rebned for arbitration to the Director of the Deparfnent of Labor and lndustdes. The arbihation decision shall be final and oonclusive and binding on all parties involved in the dispute as provlded for by RCW 39.12.060. 32. Debarmg.nt Certification: ThE Confactor ceilifies that it: 32.1 ls not presently debaned, suspended, proposed for debarmen( declared ineligible or voluntarily excluded from covered transactions by any Federal departnent or agency. 32.2 Has notwithln a three-year period preceding the execution of this contract with Kittitras County, been convicted of or had a civilJudgment rendered agalnst them for commission of fiaud or a qiminal offense in connection with obtaining, attempting to obtain, or performing a public or private agreement or transadion, violation of Federal or State antitrust statutEs or commission of embezzlement, theft, forgery, bribery, falsification or destruc'tion of records, making ftlse statements, tax evasion, reoeiving stolen property, making false clalms, or obstruction ofjustice. 32.3 ls not presently indicted for or othenrise criminally or civilly charged by a govemmental entlty (Federal, State, or local) with commission of any of the ofienses enumerated in paragraph32.Z of this sec.tion. 32.4 Has not withln a three-year period preceding the preceding the execution of this contrac't with Kittitas County had one or more public transactions (Federal, Slete, or local) terminated br cause of default. Prdesdfi al Serulcao Agrcement (lw. Ogn4nffi$l Pqe12ol17 EJXHIBIT ''A" SCOPE OF WORK ln addition to providing all matedal and labor, the Contrastor shallperform the following: r Gonduct polygnph examinations of applicanb for employment or reserve service upon request bythe Kittitas County Sheriffs Office. a Prepare and convey reports of those polygraph fi'ndings and applicant evatuations to the Kittitas County SheriFs Office. . These evaluations shall be conducted in complianoe wiUl, and as mandated by, the provisions of RcW 43.101.095(2XaXiii), and wAC 139-07-040, and any provision now in existence or enacled dudng the pedod of this Probssional Services {greement, including any extenslon thepof. All materials related to the examination and its results are confidential pursuant to WAC 139-07-040(1Xd) and shall be treated as such and secured in a manner consistent with any applicable state and federal statutes and regulations, including the means of providing such results or materials to the Kiftitas Goung Sheriffs Office. The contractor is solely responsible for implementation of such safeguards and for any breach or violation thereof. o Wanant that he or she is familiar and in complianoe with the standards ebrenced above and incorporated herein by rcference. The services shted above will bs conduded at the Contractor's place of business. The Confac'tor will not utllize an automobile, whether owned, nonowned, hired or leased, to provide these services br Kittitas County. Prcfesslonal Serulcee Agnemant (rcv. Ogn4n0/,Sl Page 13 of 17 EXHIBIT "B'' COIUIPENSATION As full compensation for satisfac{ory performanoe of the work, the County shall pay Contractor oornpensation not to exceed: $200.00 per applicant evaluation. ftuhedmd SeMcco Agnement (mv. 0BZrUil0l8) Paryn-.14sJ17 Ei,(HlBtT'C', PROOF OF INSURANCE The Contractor shallsecure and maintain in effect at alltimes during performance of the Wotk such insurance as will protect Contrac'tor, its Support and the Additional lnsureds ftom all claims, losses, harm, @sts, liabililies, damages and expenses adsing out of personal injury (ncluding death) or property damage that may result ftom performance of the work or thls Agreement, whether such performanoe is by Contractor or any of its Support. All insuranoE shall be issued by companies admitted to do business in the State of Washingto_n and have a ratlng of A-, Class Vll or better in the most recently published edition of Best's Reports unless othenrise approved by the County. lf an ihiurer is not admitted, allinsurance policles and prooedures for issuing the insurance policies musl omply with Chapter48.15 RCWand 28#15 WAC. The Contractor shall provide proof of insurance for: El Qommercial General Liabilitv lnsurance Coverage limlts not less than:r $5,000,000peroocur€nce. $1,000,000 peroccur€nce liquor liabilityr $1,000,000 producG & completed operations aggregate. $1,000,000 personaland advertising iniury, each ofiLnseo Certificate Holder- Kittitas Coungo The cerliffcate must name lhe county as additional insured. Siry (60) days written notlce to the County of canoellation of the insurancepolicy tr fif ANy use of vehicle in performance) Automobile Liability^for owned, norr-owneO, hircd, and lEased vehiclis (Mcs go endorgoment and a CA 9946 endorsement must be attached lf 'pdtutants, ai to betnnsputed). Coverage limits not less than:o $1,000,000 combined single limit. Tllfy (30) days written noticE to the County of canceltation of the insurance policy. ! Workers' Cofnoensation FffiSl r** Asreement (mv. osn4nols, uireclAdclitional Cover a ge May Be Re Workers'Compensation in amounts required by law E Stoo Gao/Emplovers-Liabilitv Coverage limits not less than:o $1,000,000 each accident. $1,000,000 dlsease- policy limito $1,000,000 disease-each employee. Thirty (30) days written notice to the Coung of cancellation of the insurane policy. XE ProfessionalLiabilig The Contractor and/or its Subcontractor and/or its consultant providing professional services shall provide evidence of Professional Liability lnsuranoe covering probssional enors and omissions. Such policy must provide the following minimum limits: ' S1,000,000 per claim. $2,000,000annualaggregate ' lf insunance 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 Ronution Liability The Contrac{or shall provide a Potlution Liability policy, providing covenage for claims involvlng bodily lrluu, property damage ftndudiirg'loss of use of traiglble PPperty that has not been physlcally injured), cleanup cosb, remediation, disposal or other handling of pollutants, including costs and expenses incuned in the investigation, defense, or eetflement of claims arising out oio Contractor's operations related to this project; and/orr Remediation, abatement, repalr, malntenance or other work wilh 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 claimI $ annualaggregate ! Prooerty Damaoe The Conbactor shall pmvide a policy that covers damage facilifies, including buildlngs, equipmen( grounds, etc. SuCh the bllowlng mlnlmum coverage:o $ peroccurence ! Umbretla Coveraoe to Kittitas County policy shall provide Prtrsslonal Servlces Agreement (nv. Ogn4fZOlEl7 Page 10 of 17 Umbrella policies shall provide coverage at least as broad as speciffed for underlying covoraggs (CGl, Auto, Employefs Liability) and coverthose insured in the underlying policies, including additional insured.. Amount requlred for this Agreement g Contractor shall fumish the County a Certificate of lnsumnoe to include the Policy Endorsements/Exclusions as evidenoe that policies providing insurance required by thii Agreement are in full force and effect. Contractor hereby waives all rights of recourse, including any right to which another may be subrogated, against Kittltras County for personal injury, including death, and propefi damage. Contractofs insurance policies reguhed above shall be prlmary lngurance and shall be non-contrlbuting with any other insurance maintained by Klttitras Coung. The Contractor shall assume full responsibility for all loss or damage ftom any cause whatsoever to any tools, Gontracto/s employee-owned tools, machinery, equipment, or motor vehicles owned or rented by the Contnaclor, or the Contracio/s agenF, suppliers or contractors as well as to any temporary structures, scaffolding and protedive bnces. The Contractor shall have sole responsibillty for ensuring the insuranoe coverage and limits required are obtained by subcontractors. NOTE: No contract ghall form undl and unless a copy of the Certlllcab of lnsurance wlth Endorsementc,lExcluslons, properly completed and ln tfre amount rcqulrod, le attached hersto. Failure of the Gontracrtor to fully comply with thE above insurance requirements during the term of theAgreement shallbe considered a matedal breach of contract and cauie fur immediate termination of the Agreement at ttre County's discretion. Attematively, the County may procure and maintiain, at the Gontracto/s sole expense, insurance to the e{ent deemed proper up to the amount of the required coverage(s). The County may ofiset the cost of such insurance against payment due to the Contractor under this Agreement. Profssslonsl Serulcee Agmemenl (rov. 0gn4n0$, Page 17d17