HomeMy WebLinkAboutAG 21-069 - SOUTH KING TOOL LIBRARYRETURN TO: PW ADMIN EXT: 2700 ID #: 3889
CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM
1. ORIGINATING DEPT/DIV: PUBLIC WORKS / SW R
2. ORIGINATING STAFF PERSON: Rob Vail OrSOW EXT: 2770 3. DATE REQ. Bl':
3. TYPE OF DOCUMENT (CHECK ONE):
❑ CONTRACTOR SELECTION DOCUMENT (E.G., RFB, RFP, RFQ)
❑ PUBLIC WORKS CONTRACT ❑ SMALL OR LIMITED PUBLIC WORKS CONTRACT
❑ PROFESSIONAL SERVICE AGREEMENT ❑ MAINTENANCE AGREEMENT
0 GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES / CDBG
❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT (E.G. BOND RELATED DOCUMENTS)
❑ ORDINANCE ❑ RESOLUTION
❑ CONTRACT AMENDMENT (AG#): ❑ INTERLOCAL
❑ OTHER
4. PROJECT NAME: management Of Recycling Drop -Off Events and Repair Workshops
5. NAME OF CONTRACTOR: South King TOOT Library
ADDRESS: 1700 S. 340th St., Federal Way, WA 98003 TELEPHONE: 253-237-2290
E-MAIL: directora-southkinatools.ora FAX: n/a
SIGNATURE NAME: Amanda Miller, Executive Director TITLE:
6. EXHIBITS AND ATTACHMENTS: ® SCOPE, WORK OR SERVICES ® COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ ALL OTHER
REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ® REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS
CFW LICENSE # 20-18-1060lb BL, EXP. 12/31/_/ UBI # 604313982 EXP. NOW
7. TERM: COMMENCEMENT DATE: TBD COMPLETION DATE: 12/31 /2021
8. TOTAL COMPENSATION: $ 19,500.00 (INCLUDE EXPENSES AND SALES TAX, IF ANY)
(IF CALCULATED ON HOURLY LABOR CHARGE - ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES)
REIMBURSABLE EXPENSE: ❑ YES 0 NO IF YES, MAXIMUM DOLLAR AMOUNT: $
IS SALES TAX OWED: ❑ YES 0 NO IF YES, $ PAID BY: O CONTRACTOR ❑ CITY
RETAINAGE: RETAINAGE AMOUNT: a RETAINAGE AGREEMENT (SEE CONTRACT) OR ❑ RETAINAGE BOND PROVIDED
❑ PURCHASING: PLEASE CHARGE TO: 106-3200-250-537-10-410
9. DOCUMENT / CONTRACT REVIEW INITIAL / DATE REVIEWED INITIAL / DATE APPROVED
d PROJECT MANAGER nla
8 DIVISION MANAGER RVO / 3/12/2021
1 DEPUTY DIRECTOR Dsw a/1srz021
A DIRECTOR -
❑ RISK MANAGEMENT (IF APPLICABLE)
d LAW DEPT ER 3115/21
10. COUNCIL APPROVAL (IF APPLICABLE) SCHEDULED COMMITTEE DATE: n/a COMMITTEE APPROVAL DATE: n/a
SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE:
11. CONTRACT SIGNATURE ROUTING
❑ SENT TO VENDOR/CONTRACTOR DATE SENT: DATE REC' D:
❑ ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE, LICENSES, EXHIBITS
❑ CREATE ELECTRONIC REMINDER/NOTIFICATION FOR I MONTH PRIOR TO EXPIRATION DATE
(INCLUDE DEPT. SUPPORT STAFF IF NECESSARY AND FEEL FREE TO SET NOTIFICATION MORE THAN A MONTH IN ADVANCE IF COUNCIL APPROVAL IS NEEDED.)
INITIAL / DATE SIGNED
❑ FINANCE DEPARTMENT
LAW DEPT
SIGNATORY (MAYOR OR DIRECTOR) t 2 2 V.
/CITY CLERK 0.6-V-"- 0-� ) f~ �L' 267-
❑ ASSIGNED AG # AG# 21-06
❑ SIGNED COPY RETURNED DATE SENT:
COMMENTS.
EXECUTE " " ORIGINALS
Contractor was selected via quote process.
3-15-21 - be sure to include proof of FW bus license at execution and please remember to keep all changes in red for law review. thanks.
10020
CITY OF
Federal Way
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www cityoffederalway.com
GOODS AND SERVICES AGREEMENT
FOR
MANAGEMENT OF RECYCLING DROP-OFF EVENTS AND REPAIR WORKSHOPS
This Goods and Services Agreement ("Agreement") is made between the City of Federal Way, a Washington
municipal corporation ("City"), and South King Tool Library, a Washington non-profit corporation ("Contractor").
The City and Contractor (together "Parties") are located and do business at the below addresses which shall be valid
for any notice required under this Agreement:
SOUTH KING TOOL LIBRARY:
Amanda Miller, Executive Director
1700 S. 340t` St.
Federal Way, WA 98003
(253) 237-2290 (telephone)
n/a (facsimile)
The Parties agree as follows:
CITY OF FEDERAL WAY:
Rob Van Orsow
33325 8th Ave. S.
Federal Way, WA 98003-6325
(253) 835-2770 (telephone)
(253) 835-2709 (facsimile)
Rob.vanorsow@cityoffeder
.com
1. TERM. The term of this Agreement shall commence upon the effective date of this Agreement, which shall
be the date of mutual execution, and shall continue until the completion of the Work, but in any event no later than
December 31, 2021 ("Term"). This Agreement may be extended for additional periods of time upon the mutual
written agreement of the City and the Contractor.
2. WORK.
2.1 Work. The Contractor shall provide goods, materials or services and otherwise perform the work
more specifically described in Exhibit "A," attached hereto and incorporated by this reference ("Work"), performed
to the City's satisfaction, within the time period prescribed by the City and pursuant to the direction of the Mayor or
his or her designee.
2.2 Warranties. The Contractor warrants that it has the requisite training, skill, and experience necessary
to provide the Work and is appropriately accredited and licensed by all applicable agencies and governmental
entities, including but not limited to obtaining a City of Federal Way business registration. The Contractor warrants
it will provide services in a manner consistent with the accepted practices for other similar services within the Puget
Sound region in effect at the time those services are performed. The Contractor warrants goods are merchantable,
are fit for the particular purpose for which they were obtained, and will perform in accordance with their
specifications and Contractor's representations to City. The Contractor shall, at its sole cost and expense, correct all
Work performed which the City deems to have defects in workmanship and material discovered within one (1) year
after the City's final acceptance of the Work. This Agreement is subject to all warranty provisions established under
the Uniform Commercial Code, Title 62A RCW. In the event any part of the goods are repaired, only original
replacement parts shall be used; rebuilt or used parts are not acceptable. When defects are corrected, the warranty
for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by
the City. The Contractor shall begin to correct any defects within seven (7) calendar days of its receipt of notice
from the City of the defect. If the Contractor does not accomplish the corrections within a reasonable time as
GOODS AND SERVICES AGREEMENT - 1 - 9/2017
CITY OF
Ift Federal Way
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www ciryoffederaiway coin
determined by the City, the City may complete the corrections and the Contractor shall pay all costs incurred by the
City in order to accomplish the correction.
2.3 Time Documentation and Inspection. Work shall begin immediately upon the effective date ofthis
Agreement. Work shall be subject, at all times, to observation and inspection by and with approval of the City, but
the making (or failure or delay in making) such inspection or approval shall not relieve Contractor of responsibility
for performance of the Work in accordance with this Agreement, notwithstanding the City's knowledge of defective
or non -complying performance, its substantiality or the ease of its discovery.
2.4 Clean Up. At any time ordered by the City and immediately after completion of the Work, the
Contractor shall, at its own expense, clean up and remove all refuse and unused materials of any kind resulting from
the Work. In the event the Contractor fails to perform the necessary clean up, the City may, but in no event is it
obligated to, perform the necessary clean up and the costs thereof shall be immediately paid by the Contractor to the
City and/or the City may deduct its costs from any remaining payments due to the Contractor.
3. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the
other party thirty (30) days' written notice at its address set forth on the signature block ofthis Agreement. The City
may terminate this Agreement immediately if the Contractor fails to maintain required insurance policies, breaches
confidentiality, or materially violates Section 12 and such may result in ineligibility for further City agreements.
4. COMPENSATION.
4.1 Amount. In return for the Work, the City shall pay the Contractor an amount not to exceed a
maximum amount and according to a rate or method as delineated in Exhibit `B," attached hereto and incorporated
by this reference. The Contractor agrees that any hourly or flat rate charged by it for its services contracted for
herein shall remain locked at the negotiated rate(s) for the Term. Except as otherwise provided in Exhibit `B," the
Contractor shall be solely responsible for the payment of any taxes imposed by any lawful jurisdiction as a result of
the performance and payment of this Agreement.
4.2 Method of Payment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form
specified by the City, including a description of what Work have been performed, the name of the personnel
performing such Work, and any hourly labor charge rate for such personnel. The Contractor shall also submit a final
bill upon completion of all Work. Payment shall be made on a monthly basis by the City only after the Work has
been performed and within thirty (30) days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Work does not meet the requirements of this Agreement, the Contractor will correct or
modify the work to comply with the Agreement. The City may withhold payment for such work until the work
meets the requirements of the Agreement.
4.3 Defective or Unauthorized Work. If any goods, materials, or services provided under this Agreement
are either defective, unauthorized, or otherwise do not meet the requirements of this Agreement, the Contractor will
correct or modify the work to comply with the Agreement and the City reserves the right to withhold payment from
the Contractor until the goods, materials, or services are acceptable to the City. If Contractor is unable, for any
reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other
sources, and Contractor shall be liable to the City for any additional costs incurred by the City. "Additional costs"
shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum
Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to
complete this Agreement with other sources, from any and all amounts due or to become due the Contractor.
GOODS AND SERVICES AGREEMENT - 2 - 9/2017
4% CITY OF
��. Federal Way
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253)835-7000
www cityoffederalway. corn
4.4 Non -Appropriation of Funds. If sufficient funds are not appropriated or allocated for payment under
this Agreement for any future fiscal period, the City will not be obligated to make payments for Work or amounts
incurred after the end of the current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to the City in the event this
provision applies.
4.5 Final Payment: Waiver of Claims. Contractor's acceptance of final payment shall constitute a waiver
of any and all claims, except those previously and properly made and identified by Contractor as unsettled at the
time request for final payment is made.
5. INDEMNIFICATION.
5.1 Contractor Indemnification. The Contractor agrees to release indemnify, defend, and hold the City,
its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers harmless from
any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments,
awards, injuries, damages, liabilities, taxes, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or
litigation expenses to or by any and all persons or entities, including, without limitation, their respective agents,
licensees, or representatives, arising from, resulting from, or in connection with this Agreement or the performance
of this Agreement, except for that portion of the claims caused by the City's sole negligence. Should a court of
competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for
damages arising out of bodily injury to persons or damages to property caused by or resulting from the concurrent
negligence of the Contractor and the City, the Contractor's liability hereunder shall be only to the extent of the
Contractor's negligence. Contractor shall ensure that each sub -contractor shall agree to defend and indemnify the
City, its elected officials, officers, employees, agents, representatives, insurers, attorneys, and volunteers to the
extent and on the same terms and conditions as the Contractor pursuant to this paragraph. The City's inspection or
acceptance of any of Contractor's work when completed shall not be grounds to avoid any of these covenants of
indemnification.
5.2 Industrial Insurance Act Waiver. It is specifically and expressly understood that the Contractor
waives any immunity that may be granted to it under the Washington State industrial insurance act, Title 51 RCW,
solely for the purposes of this indemnification. Contractor's indemnification shall not be limited in any way by any
limitation on the amount of damages, compensation or benefits payable to or by any third party under workers'
compensation acts, disability benefit acts or any other benefits acts or programs. The Parties further acknowledge
that they have mutually negotiated this waiver.
5.3 C AV Indemnification. The City agrees to release, indemnify, defend and hold the Contractor, its
officers, directors, shareholders, partners, employees, agents, representatives, and sub- contractors harmless from
any and all claims, demands, actions, suits, causes of action, arbitrations, mediations, proceedings, judgments,
awards, injuries, damages, liabilities, losses, fines, fees, penalties expenses, attorney's fees, costs, and/or litigation
expenses to or by any and all persons or entities, including without limitation, their respective agents, licensees, or
representatives, arising from, resulting from or connected with this Agreement to the extent solely caused by the
negligent acts, errors, or omissions of the City.
5.4 Survival. The provisions of this Section shall survive the expiration or termination of this Agreement
with respect to any event occurring prior to such expiration or termination.
GOODS AND SERVICES AGREEMENT - 3 - 9/2017
CITY OF CITY HALL
40�1Federal Wa 33325Avenue South
4W Federall Way, WA 98003-6325
(253) 835-7000
wmv cayoffederalway com
6. INSURANCE. The Contractor agrees to carry insurance for liability which may arise from or in connection
with the performance of the services or work by the Contractor, their agents, representatives, employees or
subcontractors for the duration of the Agreement and thereafter with respect to any event occurring prior to such
expiration or termination as follows:
6.1. Minimum Limits. The Contractor agrees to carry as a minimum, the following insurance, in such
forms and with such carriers who have a rating that is satisfactory to the City:
a. Commercial general liability insurance covering liability arising from premises, operations,
independent contractors, products -completed operations, stop gap liability, personal injury, bodily injury, death,
property damage, products liability, advertising injury, and liability assumed under an insured contract with limits
no less than $1,000,000 for each occurrence and $2,000,000 general aggregate.
b. Workers' compensation and employer's liability insurance in amounts sufficient pursuant to
the laws of the State of Washington.
6.2. No Limit of Liability. Contractor's maintenance of insurance as required by the agreement shall not
be construed to limit the liability of the Contractor to the coverage provided by such insurance, or otherwise limit
the City's recourse to any remedy available at law or in equity. The Contractor's insurance coverage shall be
primary insurance as respect the City. Any insurance, self-insurance, or insurance pool coverage maintained by the
City shall be excess of the Contractor's insurance and shall not contribute with it.
6.3. Additional insured Verification. The City shall be named as additional insured on all commercial
general liability insurance policies. Concurrent with the execution of this Agreement, Contractor shall provide
certificates of insurance for all commercial general liability policies attached hereto as Exhibit "C" and incorporated
by this reference. At City's request, Contractor shall furnish the City with copies of all insurance policies and with
evidence of payment of premiums or fees of such policies. If Contractor's insurance policies are "claims made,"
Contractor shall be required to maintain tail coverage for a minimum period of three (3) years from the date this
Agreement is actually terminated or upon project completion and acceptance by the City.
6.4 Survival. The provisions of this Section shall survive the expiration or termination ofthis Agreement.
7. CONFIDENTIALITY. All information regarding the City obtained by Contractor in performance of this
Agreement shall be considered confidential subject to applicable laws. Breach of confidentiality by the Contractor
may be grounds for immediate termination. All records submitted by the City to the Contractor will be safeguarded
by the Contractor. The Contractor will fully cooperate with the City in identifying, assembling, and providing
records in case of any public records disclosure request.
8. WORK PRODUCT. All originals and copies of work product, including plans, sketches, layouts, designs,
design specifications, records, files, computer disks, magnetic media or material which may be produced or
modified by Contractor while performing the Work shall belong to the City upon delivery. The Contractor shall
make such data, documents, and files available to the City and shall deliver all needed or contracted for work
product upon the City's request. At the expiration or termination of this Agreement, all originals and copies of any
such work product remaining in the possession of Contractor shall be delivered to the City.
9. BOOKS AND RECORDS. The Contractor agrees to maintain books, records, and documents which
sufficiently and properly reflect all direct and indirect costs related to the performance of the Work and maintain
such accounting procedures and practices as may be deemed necessary by the City to assure proper accounting of all
funds paid pursuant to this Agreement. These records shall be subject, at all reasonable times, to inspection, review
or audit by the City, its authorized representative, the State Auditor, or other governmental officials authorized by
law to monitor this Agreement.
GOODS AND SERVICES AGREEMENT - 4 - 9/2017
Y OF
Ift�Federa I Way CITY HALL
33325 8th Avenue South
� � Federal Way, WA 98003-6325
(253) 835-7000
www cityoffederalway. com
10. INDEPENDENT CONTRACTOR / EMPLOYEE CONDITIONS.
10.1 Independence. The Parties intend that the Contractor shall be an independent contractor and that the
Contractor has the ability to control and direct the performance and details of its work, the City being interested
only in the results obtained under this Agreement. The City shall be neither liable nor obligated to pay Contractor
sick leave, vacation pay or any other benefit of employment, nor to pay any social security, income, or other tax
which may arise as an incident of employment, except as specifically provided in Section 4. Industrial or any other
insurance that is purchased for the benefit of the City, regardless of whether such may provide a secondary or
incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an employment contract. Ifthe
Contractor is a sole proprietorship or ifthis Agreement is with an individual, the Contractor agrees to notify the City
and complete any required form if the Contractor retired under a State of Washington retirement system and agrees
to indemnify any losses the City may sustain through the Contractor's failure to do so.
10.2 Safety. Contractor shall take all necessary precautions and shall be responsible for the safety of its
employees, agents, and subcontractors at the work site and in the performance of the contract work and shall utilize
all protection necessary for that purpose. Contractor shall comply with all applicable provisions of federal, state and
municipal safety and health laws and codes, including without limitation, all OSHA/WISHA requirements, Safety
and Health Standards for Construction Work (Chapter 296-155 WAC), General Safety and Health Standards
(Chapter 296-24 WAC), and General Occupational Health Standards (Chapter 296-62 WAC). Contractor shall erect
and properly maintain, at all times, all necessary guards, barricades, signals and other safeguards at all unsafe places
at or near the site for the protection of its employees and the public, safe passageways at all road crossings,
crosswalks, street intersections, post danger signs warning against known or unusual hazards and do all other things
necessary to prevent accident or loss of any kind. Contractor shall protect from damage all water, sewer, gas, steam
or other pipes or conduits, and all hydrants and all other property that is likely to become displaced or damaged by
the performance of the Work. The Contractor shall, at its own expense, secure and maintain a safe storage place for
its materials and equipment and is solely responsible for the same
10.3 Risk of Work. All work shall be done at Contractor's own risk, and Contractor shall be responsible
for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work.
Industrial or any other insurance that is purchased for the benefit of the City, regardless of whether such may
provide a secondary or incidental benefit to the Contractor, shall not be deemed to convert this Agreement to an
employment contract. Even though Contractor is an independent contractor, the work must meet the approval ofthe
City and shall be subject to the City's general right of inspection to secure satisfactory completion
11. CONFLICT OF INTEREST. It is recognized that Contractor may or will be performing professional
services during the Term for other parties; however, such performance of other services shall not conflict with or
interfere with Contractor's ability to perform the Services. Contractor agrees to resolve any such conflicts of interest
in favor of the City. Contractor confirms that Contractor does not have a business interest or a close family
relationship with any City officer or employee who was, is, or will be involved in the Contractor's selection,
negotiation, drafting, signing, administration, or evaluating the Contractor's performance.
12. EQUAL OPPORTUNITY EMPLOYER. In all services, programs, activities, hiring, and employment
made possible by or resulting from this Agreement or any subcontract, there shall be no discrimination by
Contractor or its subcontractors of any level, or any of those entities' employees, agents, subcontractors, or
representatives against any person because of sex, age (except minimum age and retirement provisions), race, color,
religion, creed, national origin, marital status, or the presence of any disability, including sensory, mental or
physical handicaps, unless based upon a bona fide occupational qualification in relationship to hiring and
GOODS AND SERVICES AGREEMENT - 5 - 9/2017
4% CITY or -
Federal Way
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www citvoffederalway com
employment. This requirement shall apply to, but not be limited to, the following: employment, advertising, layoff
or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.
Contractor shall comply with and shall not violate any of the terms of Chapter 49.60 RCW, Title VI of the Civil
Rights Act of 1964, the Americans With Disabilities Act, Section 504 of the Rehabilitation Act of 1973, 49 CFR
Part 21, 21.5 and 26, or any other applicable federal, state, or local law or regulation regarding non-discrimination.
13. GENERAL PROVISIONS.
13.1 Interpretation and Modification. This Agreement, together with any attached Exhibits, contains all of
the agreements of the Parties with respect to any matter covered or mentioned in this Agreement and no prior
statements or agreements, whether oral or written, shall be effective for any purpose. Should any language in any
Exhibits to this Agreement conflict with any language in this Agreement, the terms of this Agreement shall prevail.
The respective captions of the Sections of this Agreement are inserted for convenience of reference only and shall
not be deemed to modify or otherwise affect any of the provisions of this Agreement. Any provision of this
Agreement that is declared invalid, inoperative, null and void, or illegal shall in no way affect or invalidate any
other provision hereof and such other provisions shall remain in full force and effect. Any act done by either Party
prior to the effective date of the Agreement that is consistent with the authority of the Agreement and compliant
with the terms of the Agreement, is hereby ratified as having been performed under the Agreement. No provision of
this Agreement, including this provision, may be amended, waived, or modified except by written agreement signed
by duly authorized representatives of the Parties.
13.2 Assignment and Beneficiaries. Neither the Contractor nor the City shall have the right to transfer or
assign, in whole or in part, any or all of its obligations and rights hereunder without the prior written consent of the
other Party. If the non -assigning party gives its consent to any assignment, the terms of this Agreement shall
continue in full force and effect and no further assignment shall be made without additional written consent. Subject
to the foregoing, the rights and obligations of the Parties shall inure to the benefit of and be binding upon their
respective successors in interest, heirs and assigns. This Agreement is made and entered into for the sole protection
and benefit of the Parties hereto. No other person or entity shall have any right of action or interest in this
Agreement based on any provision set forth herein.
13.3 Comlliance with Laws. The Contractor shall comply with and perform the Services in accordance
with all applicable federal, state, local, and city laws including, without limitation, all City codes, ordinances,
resolutions, regulations, rules, standards and policies, as now existing or hereafter amended, adopted, or made
effective. If a violation of the City's Ethics Resolution No. 91-54, as amended, occurs as a result ofthe formation or
performance of this Agreement, this Agreement may be rendered null and void, at the City's option.
13.4 Enforcement. Time is of the essence in this Agreement and each and all of its provisions in which
performance is a factor. Adherence to completion dates set forth in the description of the Services is essential to the
Contractor's performance of this Agreement. Any notices required to be given by the Parties shall be delivered at
the addresses set forth at the beginning of this Agreement. Any notices may be delivered personally to the addressee
of the notice or may be deposited in the United States mail, postage prepaid, to the address set forth above. Any
notice so posted in the United States mail shall be deemed received three (3) days after the date bf mailing. Any
remedies provided for under the terms of this Agreement are not intended to be exclusive, but shall be cumulative
with all other remedies available to the City at law, in equity or by statute. The failure of the City to insist upon
strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option
conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of
those covenants, agreements or options, and the same shall be and remain in full force and effect. Failure or delay of
the City to declare any breach or default immediately upon occurrence shall not waive such breach or default.
GOODS AND SERVICES AGREEMENT - 6 - 9/2017
CITY of
00�1 Federal Way
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www otyoffederalway corn
Failure of the City to declare one breach or default does not act as a waiver of the City's right to declare another
breach or default. This Agreement shall be made in, governed by, and interpreted in accordance with the laws of the
State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement,
the exclusive means of resolving that dispute, difference, or claim, shall be by filing suit under the venue, rules and
jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an
alternative process. If the King County Superior Court does not have jurisdiction over such a suit, then suit may be
filed in any other appropriate court in King County, Washington. Each party consents to the personal jurisdiction of
the state and federal courts in King County, Washington and waives any objection that such courts are an
inconvenient forum. If either Party brings any claim or lawsuit arising from this Agreement, each Party shall pay all
its legal costs and attorney's fees and expenses incurred in defending or bringing such claim or lawsuit, including all
appeals, in addition to any other recovery or award provided by law; provided, however, however nothing in this
paragraph shall be construed to limit the Parties' rights to indemnification under Section 5 of this Agreement.
13.5 Execution. Each individual executing this Agreement on behalf of the City and Contractor represents
and warrants that such individual is duly authorized to execute and deliver this Agreement. This Agreement may be
executed in any number of counterparts, each of which shall be deemed an original and with the same effect as if all
Parties hereto had signed the same document. All such counterparts shall be construed together and shall constitute
one instrument, but in making proof hereof it shall only be necessary to produce one such counterpart. The signature
and acknowledgment pages from such counterparts may be assembled together to form a single instrument
comprised of all pages of this Agreement and a complete set of all signature and acknowledgment pages. The date
upon which the last of all of the Parties have executed a counterpart of this Agreement shall be the "date of mutual
execution" hereof.
[Signature page follows]
GOODS AND SERVICES AGREEMENT - 7 - 9/2017
CITY OF CITY HALL
Fe d e ra I Wa Feder l Avenue South
� Federal Way. WA 98003-6325
(253) 835-7000
www cityoffederalway. com
IN WITNESS, the Parties execute this Agreement below, effective the last date written below.
CITY OF FEDERAL WAY:
EJ Wa h, P.E., Public Works Director
DATE: `' k \ 2A \ 2M \
SOUTH KING TOOL LIBRARY:
By:
Printed Name: Amanda Miller
Title: Executive Director
a
orr
DATE:Ro
STATE OF WASHINGTON )
ss.
COUNTY OF
ATTEST:-- - — -
r
S p anie Courtney, CMj
ry Clerk
APPROVED AS TO FORM:
J. Ryan Call, City Attorney
On this day personally appeared before me 4-manila V3rcole "ttlet , to me known to be the
6Xea w W+et Y — of �%, CAh ftg Mool U6-ary that executed the foregoing
instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said corporation, for
the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument
and that the seal affixed, if any, is the corporate seal of said corporation.
GIVEN my hand and official seal this IS day of gQrtiN j , 20 2
-.���t�■a1■11�1�1r� Notary's signature L —
silk GGS� Notary's printed name 1-lQ�ctQ F rn h
�iy Notary Public in and for the State of Washington.
INT
aTtp �i
r 0 = My commission expires p31o4 l zap 3
NCI S 4&8 L\G
GOODS AND SERVICES AGREEMENT - 8 - 9/2017
CITY OF
Fe d e ra I Way
EXHIBIT "A"
SERVICES
The Contractor shall do or provide the following:
CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253) 835-7000
www cityoffederalway com
The Contractor will stage and host periodic recycling collection events and `repair cafe' events, by means of the
Contractor's capacity to provide socially -distanced community drive-thru drop-off/pick-up services. The
Contractor will have an active role in managing operational details of reduced -scale (one or two types of items)
recycling events and fix -it repair events to be held throughout 2021. Events will be open to participants for a
four-hour period, but Contractor will accommodate the early arrival of vendors, as well as participants queueing
hours prior to the event opening, and addressing late arrivals and event closure logistics.
The Contractor will coordinate with the City to refine event details and explore creative options that help make
each event a success and also improve equity outcomes in providing these services. The Contractor will make
substantial efforts to manage these events with a focus on equity in recruiting and serving participants, as well
as the staff or volunteers involved in event support, and will report on these efforts as part of event summaries.
Small Scale RecyclingRecycJing Collection Events
This will include Five stand-alone events, and Two events in conjunction with the On -site Repair events. These
events will be held on an approximately monthly basis, typically on a Saturday. These events will be offered at
no -cost (no fees collected) to participants. Events will focus on collection of one or two targeted types of items
per event, to be handled and responsibly recycled/processed by a third -party vendor. These monthly events will
rotate among collection of scrap items such as electronics, tires, pallets/dimensional lumber, confidential
document shredding, clothing and/or household goods swaps, and potentially other targeted materials as
specified by the City.
The Contractor's event coordination responsibilities include:
• Coordinating with vendors to ensure they have the physical space and basic site resources to allow them
to screen, handle, sort, collect, process, load or transport each events' targeted items. In coordinating
event logistics, the Contractor may physically handle some items, but will not be in charge of directing
the operations of vendors. The City will retain these vendors and will be invoiced directly by these
vendors based on each vendor's operational plan and variable quantities of materials collected and
recycled.
• Planning for efficient site traffic throughput including necessary signage, pre -event layout and setup, on -
site traffic control, and post -event take -down. Contractor may make use of traffic control and signage
already inventoried by the City (this includes A -boards, directional arrows and signage, traffic cones,
etc.) but will procure additional controls to suite specific conditions.
• Recruitment of volunteers and allocation of Contractor staff to support each event, including all
necessary scheduling, training, paperwork, refreshments, etc.
• Operating each event in a manner that maintains social -distancing protocols appropriate for the current
pandemic `phase' for Contractor's staff, volunteers, vendors, and all participants.
• Contractor will procure paved facilities such as a drive -through or dedicated private parking lot, along
with related facility access necessary to host event operations and stage vendors responsible for
collection of targeted items.
• Disposal of ancillary event -related garbage and recyclables (for example, up to several cubic yards of
cardboard typically left over from document shredding operations).
GOODS AND SERVICES AGREEMENT - 9 - 9/2017
CIT
Fed a ra I Way CITY HALL
33325 8th Avenue South
Federal Way, WA 98003-6325
(253)835-7000
www cityoffederalway. com
• Event promotion, managing participant sign-ups (if required), and providing answers to general
questions from the public regarding each event.
• Distribution of education and outreach materials provided via the City.
• Tracking and reporting event participation levels, relevant information regarding challenges and
successes, suggestions for improving aspects of future events, and summarizing event outcomes.
Fix -it Events commonly referred to as "Repair Cafes" provided in two formats: On -site two events and Virtual
(six events)
Contractor will host Repair Cafes for fixing broken and damaged household items and/or clothing items for
event participants on an approximately quarterly basis. The Contractor's event coordination responsibilities
include:
• Recruiting and coordinating skilled "fixers" (vendors) to do the physical repairs and mending and/or
provide detailed repair instructions remotely in the case of Virtual events. Individual "fixers" typically
provide their own related resources and consumables (for example, sewing machines and various thread
or patching materials) and related equipment and supplies. Contractor will not be expected to physically
manage the repair of items, but will be responsible for handling items between vendors and participants
in a socially -distanced manner.
• The City will separately reimburse reasonable pre -approved expenses for compensating individual
"fixers" — providing an honorarium for their short-term services, although when appropriate "fixers"
may choose to voluntarily provide services. The maximum amount for any individual honorarium (per
"fixer", per event) is $150 at On -site events and $300 at Virtual events which may require more
planning and coordination for "fixers."
On -site Events include these specific tasks:
■ Planning for efficient traffic throughput including necessary signage, queuing, event layout and pre -
event setup, on -site traffic control, and post -event take -down. The Contractor may make use of traffic
control and signage already developed by the City, but may need to procure additional controls to suite
specific conditions.
• Recruitment of any volunteers and allocation of staff to support each given event, including scheduling,
training, paperwork, and refreshments.
• Maintaining social distancing protocols for "fixers", staff, volunteers, and participants. Operating each
event in a manner that maintains social -distancing protocols appropriate for the current pandemic
`phase' for Contractor's staff, volunteers, vendors/"fixers", and participants.
• Contractor will procure paved facilities such as a drive -through or parking lot and related facility access
necessary to host event operations and stage adequate workspace including tables, chairs, etc. for the
"fixers" who repair targeted items.
• Disposal of ancillary event -related garbage and recyclables (for example, up to several cubic yards of
cardboard left over from Repair Cafd operations).
Virtual Events include these specific tasks:
• Planning format for virtual Zoom and Facebook live events.
• Technical support to "fixers" and participants across media formats.
• Recruitment of "fixers" to provide consultation.
■ Outreach to the community to seek participants, and coordination with participants to facilitate virtual
access and also access to tools and support materials.
• Managing disclosure of recording, streaming and replication of videos.
GOODS AND SERVICES AGREEMENT - 10 - 9/2017
CITY of CITY HALL
Fe d e r WaV 33325 8th Avenue South
J Federal Way, WA 98003-6325
(253) 835-7000
www cityotfederalway. com
• Redistribution of event recordings.
Both types of Events include these specific tasks:
■ Event promotion, managing participant sign-ups, and providing answers to general questions from the
public regarding each event.
• Distribution of education and outreach materials provided via the City.
• Tracking and reporting event participation levels, information regarding challenges and successes, and
summarizing outcomes and quantities of materials managed/repaired.
GOODS AND SERVICES AGREEMENT - 11 - 9/2017
CITY OF CITY HALL
Fe d e ra I Wa 33325 Avenue South
4W Federall Way, WA 98003-6325
(253)835-7000
www cilyoffederalway com
EXHIBIT "B"
COMPENSATION
1. Total Compensation: In return for the Services, the City shall pay the Contractor an amount not to
exceed Nineteen Thousand Five Hundred and no/100 Dollars ($19,500.00).
2. Method of Compensation:
The Contractor shall receive a flat fee of Two Thousand Five Hundred and no/100 Dollars ($2,500.00) per
completed On -Site Repair Cafd Event.
The Contractor shall receive a flat fee of Five Hundred and no/100 Dollars ($500.00) per completed Recycling
Collection Event associated with an On -Site Repair Cafd Event.
The Contractor shall receive a flat fee of One Thousand and no/l00 Dollars ($1,000.00) per completed Virtual
Repair Cafd Event.
The Contractor shall receive a flat fee of One Thousand Five Hundred and no/100 Dollars ($1,500.00) per
completed Recycling Collection Event that is not associated with an On -Site Repair Cafd Event.
GOODS AND SERVICES AGREEMENT - 12 - 9/2017
RCDRD,,, CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY)
"/1 r1qnqi
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Valley Ins. Group dba Soloman Ins. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
415 Berkeley Avenue ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURED SOUTH KING TOOL LIBRARY
1600 BSW DASH POINT ROAD; PMB 56
WAY, WA 98023
!`n%1rDA _CC
INSURERS AFFORDING COVERAGE NAIC#
INSURER A: Mesa Underwriters Specialty Insuran
INSURER B:
INSURER C:
INSURER D:
INSURER E:
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
WSR DD'T PQLICY EFFE E POLICY EXPIRATION
F 0l Cr POLICY NUMBER LIMITS
A
• GENERAL LIABILITY
HP0046004002692
02/19/2021
02/19/2022
EACH OCCURRENCE
COMMERCIAL GENERAL LIABILITY
R NTFD
PREMISES Ea occurence
$ 100,060
CLAIMSMADE k] OCCUR
MED EXP Any one person)
S .
X
PERSONAL & ADV INJURY
$
GENERAL AGGREGATE
Sd
GEN'L AGGREGATE LIMIT APPLIES PER:
PRODUCTS - COMP/OP AGG
$ T F
POLICY PROLOC
AUTOMOBILE
LIABILITY
ANYAUTO
COMBINED SINGLE LIMIT
(Ea accident)
$
BODILY INJURY
(Per Person)
$
ALL OWNED AUTOS
SCHEDULED AUTOS
BODILY INJURY
(Per accident)
$
HIRED AUTOS
NON -OWNED AUTOS
PROPERTY DAMAGE
(Per accident)
$
GARAGE LIABILITY
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
$
ANY AUTO
S
AUTOONLY: AGG
EXCESSIUMERELLA LIAWTY
EACH OCCURRENCE
S
OCCUR FICLAIMSMADE
AGGREGATE
S
S
$
DEDUCTIBLE
S
RETENTION
WORKERS COMPENSATION AND
WC STATU
T I- DTH-
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYE
OFFICER/MEMBER EXCLUDED?
S
R yes, describe under
SPECIAL PROVISIONS below
_
E.L. DISEASE - POLICV LIMITS
OTHER
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
CERTIFICATE HOLDER IS NAMED AS ADDITIONAL INSURED WITH RESPECTS TO THEIR INTEREST IN THE OPERATIONS OF THE NAMED INSURED.
*** 10 DAY NOTICE OF CANCELLATION DUE FOR NON-PAYMENT OF PREMIUM.
CERTIFICATE HOLDER
CITY OF FEDERAL WAY
CITY OF FEDERAL WAY RECYCLING
33325 8TH AVE. S.
FEDERAL WAY, WA 98003
CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2001108)
DS#2768390
1988
3/12/2021
ii ; _ssC rWMyns-and Charities Filing System
BUSINESS INFORMATION
SOUTH KING TOOL LIBRARY
604 313 982
WA NONPROFIT CORPORATION
ACTIVE
1700 S 340TH ST, FEDERAL WAY, WA, 98003-6833, UNITED STATES
1600E SW DASH POINT RD, PMB 56, FEDERAL WAY, WA. 98023, UNITED STATES
07/31/2021
UNITED STATES, WASHINGTON
07/24/2018
PERPETUAL
Corporations and Charities System
CHARITABLE, NONPROFIT ORGANIZATION THAT LOANS OUTTOOL AND PROVIDES EDUCATIONAL CLASSES AND REPAIR EVENTS.
REGISTERED AGENT INFORMATION
TREASURER
-_- _ _Business_Name:
UBI Number.
Business Type:
Business Status:
Principal Office Street Address:
Principal Office Mailing Address:
Expiration Date:
Jurisdiction:
Formation/ Registration Date:
Period of Duration:
Inactive Date:
Nature of Business:
Registered Agent Name:
Street Address:
1700 S 340TH ST, FEDERAL WAY, WA, 98003-6833, UNITED STATES
Mailing Address:
1600B SW DASH POINT RD, FEDERAL WAY, WA, 98023-4530, UNITED STATES
GOVERNORS
Title
Governors Type
Entity Name First Name
Last Name
GOVERNOR
INDIVIDUAL
DONNA
ARNOLD
GOVERNOR
INDIVIDUAL
JEANETTE
JURGENSEN
GOVERNOR
INDIVIDUAL
ANTHONY
WILSON
GOVERNOR
INDIVIDUAL
KATHRYN
DUNN
GOVERNOR
INDIVIDUAL
JEFF
SMITH
GOVERNOR
INDIVIDUAL
SAM
SHAKHRAMANOV
https://ccfs.sos.wa.gov/#/BusinessSearch/Businesslnformation 1/2
3/12/2021
Corporations and Charities System
Back
Filing History Name History Print Return to Business Search
https://ccfs.sos.wa.gov/#/BusinessSearch/Businessinformation 2/2
THE SOUTH KING TOOL LIBRARY PROVIDES ACCESS TO TOOLS AND TRAINING IN ORDER TO HELP MAINTAIN
NEIGHBORHOODS, BUILD COMMUNITY AND REDUCE UNNECESSARY CONSUMPTION WITH HOUSEHOLDS OF
ALL FORMS INCLUDING LOW-INCOME RESIDENTS AND UNDERSERVED POPULATIONS.
March 19, 2021
RESOLUTION
RESOLVED, that this Board of Directors does hereby authorize and direct Amanda Miller, Executive Director to
sign contracts and amendments to the contracts and to review claims on behalf of South King Tool Library's
Board of Directors.
J i
nt,xx x�- ru
Donna Arnold
Chairperson of the Board of Directors
LOCATED AT: 1700 S 340th St • Federal Way, WA 98003
MMLIN G ADDRESS: 1600B SW Dash Point Rd, PMB 56 • Federal Way, WA 98023
TEL: 253.237.2290 EMAIL: infoa-)SouthKingTools.org,rr WEB: www.SouthKingTools.org
