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AG 20-018 - HTR Glass & Construction RETURN TO: EXT: AUTUMN GRESSETT 9814 CITY OF FEDERAL WAY LAW DEPARTMENT ROUTING FORM 1. ORIGINATING DEPT./DIV: PRCS/PAEC 2. ORIGINATING STAFF PERSON: AUTUMN GRESSETT EXT: 6914 3. DATE REQ.BY:ASAP 4. 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 R MAINTENANCE AGREEMENT ❑ GOODS AND SERVICE AGREEMENT ❑ HUMAN SERVICES/CDBG ❑ REAL ESTATE DOCUMENT ❑ SECURITY DOCUMENT(E.G BOND RELATED DOCUMENTS) ❑ ORDINANCE ❑ RESOLUTION ❑ CONTRACT AMENDMENT(AG#): ❑ INTERLOCAL ❑ OTHER 5. PROJECTNAME: DOOR AND WINDOW MAINTENANCE AGREEMENT 6. NAME OF CONTRACTOR: HTR GLASS&CONSTRUCTION LLC ADDRESS: 31627 108TH AVE SE,AUBURN,WA 98092 'TELEPHONE 206-391-3255 E-MAIL:TONY@HTRGC.COM FAX: SIGNATURE NAME: TITLE OWNER 7. EXHIBITS AND ATTACHMENTS:R SCOPE,WORK OR SERVICES ❑ COMPENSATION ❑ INSURANCE REQUIREMENTS/CERTIFICATE ❑ALL OTHER REFERENCED EXHIBITS ❑ PROOF OF AUTHORITY TO SIGN ❑ REQUIRED LICENSES ❑ PRIOR CONTRACT/AMENDMENTS 8. TERM: COMMENCEMENT DATE: JANUARY 1,2020 COMPLETION DATE: DECEMBER 31,2025 9. TOTAL COMPENSATION$119,994.00(19,999 INCLUDING TAXES PER YEAR) (INCLUDE EXPENSES AND SALES TAX,IF ANY) (IF CALCULATED ON HOURLY LABOR CHARGE-ATTACH SCHEDULES OF EMPLOYEES TITLES AND HOLIDAY RATES) REIMBURSABLE EXPENSE:❑YES ❑NO IF YES,MAXIMUM DOLLAR AMOUNT: $ IS SALES TAX OWED ❑YES ❑NO IF YES,$ PAID BY:❑CONTRACTOR❑CITY RETAINAGE: RETAINAGE AMOUNT: ❑RETAINAGE AGREEMENT(SEE CONTRACT) OR ❑RETAINAGE BOND PROVIDED ❑ PURCHASING: PLEASE CHARGE TO: 10. DOCUMENT/CONTRACT REVIEW 1_MTJ,\L/DA1 I'.REVi[_w1'D INITIAL/DATE APPROVED W PROJECT MANAGER AG 12/3/2019 ❑ DIRECTOR ❑ RISK MANAGEMENT (IF APPLICABLE) W LAW ER 12/4/2019 11. COUNCIL APPROVAL(IF APPLICABLE) SCHEDULED COMMITTEE DATE: COMMITTEE APPROVAL DATE: SCHEDULED COUNCIL DATE: COUNCIL APPROVAL DATE: 12. CONTRACT SIGNATURE ROUTING o SENT TO VENDOR/CONTRACTOR DATE SENT: 12/16/2019 DATE REC'D:1/21/2020 • ATTACH: SIGNATURE AUTHORITY, INSURANCE CERTIFICATE,LICENSES,EXHIBITS • CREATE ELECTRONIC REMINDER/NOTIFICATION FOR 1 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 ❑ LAW DEPARTMENT zeao O SIGNATORY(MAYOR OR DIRECTOR) ❑ CITY CLERK ^ El ASSIGNED AG# A - Q 0 "Q11 ❑ SIGNED COPY RETURNED DATE SENT: Tj COMMENTS: 1/2018 ` Feder CITY CITY HALL AlFederal Way 8th Avenue South Federal Way.WA 980o03-6325 (253) 835-7000 www utWffederatway.com MAINTENANCE AGREEMENT FOR DOOR AND WINDOW MAINTENANCE This Maintenance Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and HTR Glass & Construction LLC, a Washington Limited Liability Company, ("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: HTR GLASS & CONSTRUCTION LLC: CITY OF FEDERAL WAY: Anthony Fantello Rob Ettinger 31627 108t'Ave SE 33325 8th Ave. S. Auburn, WA 98092 Federal Way, WA 98003-6325 (253) 835-2002 (telephone) (206) 391-3255 (telephone) (253) 835-2010 (facsimile) tony@htrgc.com rob.ettinger cityoffederal------ m The Parties agree as follows: 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, 2025 ("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 will not be 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 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 of this Agreement. Work shall be subject, at all times, to observation and inspection by and with approval of the City, but the MAINTENANCE AGREEMENT - 1 - 3/2017 ` OF Feder[QTY CITY HALL Federal Way 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www ozyvffederafwaY coin 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 Contract, 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 of this 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 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 Pa ment. 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. 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. MAINTENANCE AGREEMENT - 2 - 3/2017 c[ry OF CITY HALL Federal Way 8th Avenue South Feder Federal Way,WA 98003-6325 (253) 835-7000 www d1yoffedlerafway com 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 City 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. 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; C. Automobile liability insurance covering all owned, non-owned, hired and leased vehicles with a minimum combined single limits in the minimum amounts required to drive under Washington State law per accident for bodily injury, including personal injury or death, and property damage. MAINTENANCE AGREEMENT - 3 - 3/2017 ` Am FG d e ra l Way el7v OF CITY HALL 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www crd_vulfederahvay coni 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 of this 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. The Contractor will fully cooperate with the City in identifying and assembling records in case of any public 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 delivery all needed or contracted for work project upon demand. All records submitted by the City to the Contractor will be safeguarded by the Contractor. Contractor shall make such data, documents, and files available to the City 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. 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. If the Contractor is a sole proprietorship or if this 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 MAINTENANCE AGREEMENT -4 - 3/2017 ` CITY OF CITY HALL Ate. F d e ra l Way 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www Wyoffederalway corn 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 of the City and shall be subject to the City's general right of inspection to secure satisfactory completion 10.4 Prevailing Wages, 10.4.1 Wages of' EgMloyees. This Agreement is subject to the minimum wage requirements of Chapter 39.12 of the Revised Code of Washington, as now existing or hereafter amended or supplemented. In the payment of hourly wages and fringe benefits to be paid to any of Contractor's laborers, workers and/or mechanics, Contractor shall not pay less than the"prevailing rate of wage"for an hour's work in the same trade or occupation in the locality within the State of Washington where such labor is performed, as determined by the Industrial Statistician of the Department of Labor and Industries of the State of Washington, which current "prevailing rates of wage" are attached hereto as Exhibit "D" and incorporated herein by this reference. Prevailing wages paid pursuant to this Agreement shall be the prevailing wage rates that are in effect on the date when the bids, proposals,or quotes were required to be submitted to the City. 10.4.2 Agreements Exceeding One Year. Pursuant to WAC 296-127-023, or hereafter amended, the City agrees to pay any increase in the current prevailing wages if and when this Contract is extended provided that the term of the Contract exceeds one year. The City further agrees to pay the current prevailing wages at the time of additional yearly extensions, and the Contractor agrees to pay its employees the increased prevailing wage. 10.4.3 Exemptions to Prevailing Wade. The prevailing wage requirements of Chapter 39.12 RCW, and as required in this Agreement do not apply to: Sole owners and their spouses; any partner who owns at least 30% of a partnership; the President, Vice President and Treasurer of a corporation if each one owns at least 30% of the corporation. 10.4.4 Reporting Requirements. Contractor shall comply with all reporting requirements of the Department of Labor and Industries of the State of Washington. Upon the execution of this Agreement, Contractor shall complete and file a Statement of Intent to Pay Prevailing Wages with the Department of Labor and Industries. Upon completion of the Work, Contractor shall complete and file an Affidavit of Wages Paid with the Department of Labor and Industries. Contractor shall deliver copies of both the Statement of Intent to Pay Prevailing Wages and the Affidavit of Wages Paid, certified by the Department of Labor and Industries, to the City. 10.4.5 Disputes. In the event any dispute arises as to what are the prevailing rates of wages for work of a similar nature and such dispute cannot be resolved by the City and the Contractor, the matter shall be referred for arbitration to the Director of the Department of Labor and Industries of the State of Washington and the decision therein shall be final and conclusive and binding on all parties involved in the dispute. 11. CONFLICT OF INTEREST It is recognized that Contractor may or will be performing professional services MAINTENANCE AGREEMENT - 5 - 3/2017 `AwFeder CITY OF CITY HALL 8th Avenue South Federal Way:WA 98003-6325 Fe d e ra I Way (253) 835-7000 �vww cifyofTederaf way.cora 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 employment. This requirement shall apply, 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 Atitiignment 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 Compliance 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 of the 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 of 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 of 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 MAINTENANCE AGREEMENT - 6 - 3/2017 ` Federal a ra l Way CITY OF CITY HALL ..�. 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www cityoffederalway coni 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. 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 Parry 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] MAINTENANCE AGREEMENT - 7 - 3/2017 CITY OF CITY HALL 1 33325 8th Avenue South Federa I Way Federal Way,WA 98003-6325 (253) 835-7000 www.cifyoffederalway.com IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: ATTEST:. By: John on, Parks ' r Stephan*CurtWney, CMC, Ci C rk DATE: --JL2 12- 2- APPROVED AS TO FORM: J. Ryan Call, City Attorney HTR GLASS &CONSTRUCTION LLC: By: Printed Name: AJA AGPI Title: w$.U- DATE:7:SZ i , STATE OF WASHINGTON ) ) ss. COUNTY OF \lel SPC On this day personally appeared before meto me known to be the " C1mg of k-' V\[,- CR L.G.S& CC)Y—yS "C"n that executed the foregoing instrument, and acknowledged the said instrument to be the free and voluntary act and deed of said limited liability company, for the uses and purposes therein mentioned, and on oath stated that he/she was authorized to execute said instrument. GIVEN my hand and official seal this G- day of Z;A&:�;)PA y Notary's signature � J Notary's� printed name P-P-L-0.rs on �+ Notary Public in and for the State of Washington. Cj r '--: �p�ARY My commission expires j'2.01. PUvkJPj itl►ttwww r �`rr Ofi WP; MAINTENANCE AGREEMENT - 8 - 3/2017 ` Federal Way CITY OF CITY HALL 33325 8th Avenue South Federal Way,WA 98003-6325 (253) 835-7000 www.cj1y0ff6dsMkv,1y-com EXHIBIT "A" SERVICES 1. The Contractor shall do or provide the following: • Services shall include but not be limited to the following types of door systems, Commercial door systems, exit devices and trim, knowledge of proxy id secured doors, door openers and closers, latching,mullions, concealed vertical rods, cable devices. • Contractor shall perform maintenance and repair services to include but not be limited to, tune up and operation to ensure extended life and seamless operation of door and window systems. • Contractor and employees shall be trained and skilled to perform all related services, and have experience with all types of commercial and residential door systems and all work shall be performed per manufacturer's recommendation and/or per direction from Contract Administrator. • Contractor provided materials will be marked up at an agreed upon percentage rate above wholesale, per Exhibit B. All invoices shall be required to include wholesale cost. • City of Federal Way reserves the right to solicit quotes on any door/window and/or general contracting services that exceed$5,000 at City of Federal Way discretion. • This is not a service agreement for locksmith services. 2. Contractor and its employees may be required to punch in/out on a time clock at some facilities MAINTENANCE AGREEMENT - 9 - 3/2017 ` CITY Fe d e ra 1 Way 3332CITY OFHALL 33325 8th Avenue South Federal Way,WA 98003003 -6325 (253) 835-7000 www ci1Wffe,der-aki av com EXHIBIT "B" COMPENSATION 1. Total Compensation: In return for the Services, the City shall pay the Contractor a total amount not to exceed One Hundred Nine Thousand Eighty-Five and 46/100 Dollars ($109,085.46) and Washington State sales tax equal to Ten Thousand Nine Hundred Eight and 54/100 Dollars ($10,908.54) for a total of One Hundred Nineteen Thousand Nine Hundred Ninety-Four and 00/100 Dollars ($119,994.00). 2. Method of Compensation: Work will be invoiced using the following rates and all applicable employees must be paid a minimum of current Washington State prevailing wages. The rate structure on-going maintenance vs replacement to be determined prior to each job scheduled and at the sole discretion of the City of Federal Way: Maintenance Labor Hourly rate: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of the hourly labor charge rate schedule for Contractor's personnel as shown below: Standard Hourly Labor Rate: $ 92 per hour, per person Evening/Weekend Hourly Labor Rate: $ 136 per hour, per person (Minimum charge per service call: $375.00) Materials Charge: In consideration of the Contractor performing the Services, the City agrees to pay the Contractor an amount calculated on the basis of 35% above actual cost for all materials utilized. Materials receipts must be submitted with final invoice to confirm markup. Emergency Response Time: 24 hours or less. Same Day Emergency Response Hourly Labor Rate: $ 184 per hour, per person MAINTENANCE AGREEMENT _ 10 - 3/2017 Form -9 Request for Taxpayer Give Form to the (Rev.October 2018) Identification Number and Certification requester. Do not Department of the Treasury send to the IRS. Internal Revenue Service ►Go to www.irs.gov/FormW9 for instructions and the latest information. 1 Name(as shown on your income tax rcturn).`,tern-!,-required on!hi_,J do not Leave this fine blank. HTR Glass&Construction LLC 2 Business n.:rc,adi:.regsrc: d en--ty name,„diffcr�n[from above M 3 Check appropriate box for federal tax classification of the person whose name is entered on line 1.Check only one of the 4 Exemptions(codes apply only to following seven boxes. certain entities,not individuals;see to CL instructions on page 3): o ! ❑ Individual/sole proprietor or ❑ C Corporation ❑✓ S Corporation ❑ Partnership ❑ Trust/estate c single-member LLC Exempt payee code(if any) CL 2 ❑ Limited liability company.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership)► o L Note:Check the appropriate box in the line above for the tax classification of the single-member owner. Do not check Exemption from FATCA reporting v LLC if the LLC is classified as a single-member LLC that is disregarded from the owner unless the owner of the LLC is codeif an r another LLC that is not disregarded from the owner for U.S.federal tax purposes.Otherwise,a single-member LLC haat code(if a c is disregarded from the owner should check the appropriate box for the tax classification of its owner. w ❑ Other(see instructions)► � (Applies to accounts maintained outside the U.S.) N 5 Address(number,street,and apt.or suite no.)See instructions. Requester's name and address(optlonal) cn 31627 108th Ave SE 6 City,state,and ZIP code Auburn WA 98092 7 List account number(s)here(optional) Taxpayer Identification Number(TIN) Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid Social security number backup withholding.For individuals,this is generally your social security number(SSN).However,for a - - resident alien,sole proprietor,or disregarded entity,see the instructions for Part I,later.For other entities,it is your employer identification number(EIN).If you do not have a number,see How to get a TIN, later. or Note:If the account is in more than one name,see the instructions for line 1.Also see What Name and I Employer identification number Number To Give the Requester for guidelines on whose number to enter. M47 - 3 9 3 4 5 9 2 Certification Under penalties of perjury, I certify that: 1.The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and 2.1 am not subject to backup withholding because:(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue Service(IRS)that I am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am no longer subject to backup withholding;and 3.1 am a U.S.citizen or other U.S.person(defined below);and 4.The FATCA code(s)entered on this form(if any)indicating that I am exempt from FATCA reporting is correct. Certification instructions.You must cross out Stem 2 above it you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return.For real estate transactions,item 2 does not apply.For mortgage interest paid, acquisition or abandonment of secured property,cancellation of debt,contributions to an individual retirement arrangement(IRA),and generally,payments other than interest and dividends,you are not required to sign the certification,but you must provide your correct TIN.See the instructions for Part II,later. Sign Signature of / � 01.01.2020 Here U.S.person► IZ C✓I Date► General Instructions •Form 1099-DIV(dividends,including those from stocks or mutual funds) Section references are to the Internal Revenue Code unless otherwise •Form 1099-MISC(various types of income,prizes,awards,or gross noted. proceeds) Future developments. For the latest information about developments .Form 1099-B(stock or mutual fund sales and certain other related to Form W-9 and its instructions,such as legislation enacted transactions by brokers) after they were published,go to www.irs.gov/FormW9. •Form 1099-S(proceeds from real estate transactions) Purpose of Form •Form 1099-K(merchant card and third party network transactions) An individual or entity(Form W-9 requester)who is required to file an •Form 1098(home mortgage interest), 1098-E(student loan interest), information return with the IRS must obtain your correct taxpayer 1098-T(tuition) identification number(TIN)which may be your social security number •Form 1099-C(canceled debt) (SSN),individual taxpayer identification number(ITIN),adoption .Form 1099-A(acquisition or abandonment of secured property) taxpayer identification number(ATIN),or employer identification number (EIN),to report on an information return the amount paid to you,or other Use Form W-9 only if you are a U.S.person(including a resident amount reportable on an information return.Examples of information alien),to provide your correct TIN. returns include,but are not limited to,the following. If you do not return Form W-9 to the requester with a TIN,you might •Form 1099-INT(interest earned or paid) be subject to backup withholding.See What is backup withholding, later. Cat.No.10231X Form W-9(Rev.10-2018) r� �"-' DATE(MMIDD/YYYY) AC"R" CERTIFICATE OF LIABILITY INSURANCE Imo- 5/3/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Cherie SteinmetZ _NA F ....-...�.._.... _«..-.....---- Leavitt Group Northwest AIO No E : (253)833-5140 FIXNO! (253)939-9356 201 Auburn Way N Suite C AEDaRIEss; cherie-steinmetz@leavitt.com INSURERS AFFORDING COVERAGE NAIC# Auburn WA 98002 INSURERA:Austin Mutual Insurance Com an 13412 INSURED INSURER B: HTR Glass & Construction LLC INSURER C: 31627 108Th Ave SE INSURERD: INSURER E: Auburn WA 98092 INSURER F: COVERAGES CERTIFICATE NUMBER:19/20 Master REVISION NUMBER: THIS IS TO CERTIFY THAT 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 CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSRTYPE OF INSURANCE I NSD WVSUBPOLICY NUMBER POLICY MMIDDIYYYY D/Y MEFF M LICY EXP ITRI YYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 DAMAGE REM TO RENTED50,000 A CLAIMS-MADE OCCUR PSES Ea rriirrenrs3 $ X MPP7509M 5/20/2019 5/20/2020 MED EXP(Any one person) $ 5,000 PERSONAL &ADV INJURY $ 1,000,000 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICYE] FPRO LOC PRODUCTS-COMP/OP AGG $ 2,000,000 OTHER STPGA $ 1,000,000 AUTOMOBILE LIABILITY CCi',•9BI N ED.S I N GL E LV 11 $ 1,000,000 ,. ..,_.... .. A X ANYAUTO BODILY INJURY(Per person) $ ALL OWNEDSCHEDULED B1P7509M 5/20/2019 5/20/2020 BODILY INJURY(Per accident) $ AUTOS AUTOS NON-OWNED PROPERTY DAMAGE $ HIREDAUTOS AUTOS Per aceident X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 5,000,000 A EXCESS LIAB CLAIMS-MADE AGGREGATE $ 5,000,000 DED I X I RETENTION$ 10.000 CUP7509M 5/20/2019 5/20/2020 $ WORKERS COMPENSATION PER S AND EMPLOYERS'LIABILITY Y I N ATUTE X OFR' ANY PROPRIETOR/PARTNER/EXECUTIVEN/A E.L.EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? A (Mandatory in NH) MPP7509M 5/20/2019 5/20/2020 E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below WA Stop Gap E.L.DISEASE-POLICY LIMIT $ 1,000,000 A Property MPP7509M 5/20/2019 5/20/2020 Leased/Rented Equipment 100,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space Is required) City of Federal Way is named as additional insured per the terms and conditions of form BP0451 0106 attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City Of Federal Way THE EXPIRATION DATE THEREOF,NOTICE WILL BE DELIVERED IN 33325 8th Ave. South ACCORDANCE WITH THE POLICY PROVISIONS. Federal Way, WA 98003 AUTHORIZED REPRESENTATIVE Steinmetz/CHSTEI C0 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD INS025(201401) BUSINESSOWNERS BP 04 51 01 06 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - WITH ADDITIONAL INSURED REQUIREMENT IN CONSTRICTION CONTRACT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM The following is added to Paragraph C. Who Is An A person's or organization's status as an Insured in Section II—Liability: insured under this endorsement ends when 3. Any person(s) or organization(s) for whom your operations for that insured are you are performing operations is also an completed or the contractor's agreement is additional insured, If you and such terminated. Derson(s) or organization(s) have agreed in writing In a contract or agreement that such person(s) or organization(s) be included as an additional insured on your policy. Such persons) or organization(s) is an additional insured only with respect to liability for "bodily injury," "property damage" or "personal and advertising injury caused, in whole or in part, by: a. Your acts or omissions; or b. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured. BP 04 51 0106 ISO Properties, Inc., 2004 Page 1 of 1 Q some online services are currently unavailable- See a list of service outages.(https-LIni.wa.gov/agencyLsy-s-tem.stalu.9). ..■. l/kihnr&tnduariei (httpsal i.wa.gov). Contractors HTR Glass & Construction LLC Owner or tradesperson 31627 108th Ave SE Principals AUBURN,WA 98092 Fantello Jr,Anthony Chris,PARTNER/MEMBER 206-3913255 KING County Doing business as HTR Glass&Construction LLC WA UBI No. Business type 603 497 712 Limited Liability Company License Verify the contractor's active registration/license/certification(depending on trade)and any past violations. Construction Contractor Active Meets current requirements. License specialties GENERAL License no. HTRGLGC858K7 Effective—expiration 05/27/2015—05/27/2021 Bond RLI Ins Co $12,000.00 Bond account no. LSM0708467 Received by L&I Effective date 05/27/2015 05/2612015 Expiration date Until Canceled Insurance Austin Mutual Ins Co $2,000,000.00 Policy no. MPP7509M Received by L&I Effective date 04/15/2019 05/20/2019 Expiration date 05/20/2020 Insurance history Savings No savings accounts during the previous 6 year period. Lawsuits against the bond or savings No lawsuits against the bond or savings accounts during the previous 6 year period. L&I Tax debts No W tax debts are recorded for this contractor license during the previous 6 year period,but some debts may be recorded by other agencies. License Violations ................................................... No license violations during the previous 6 year period. Certifications & Endorsements OMWBE Certifications No active cer'i Ji cations exist for this business. Apprentice Training Agent Nn rylb;wad to IiLovn:ap. artices. Workers' Comp Do you know if the business has employees?If so,verify the business is up-to-date on workers'comp premiums. L&I Account ID Account is current. 206,357-01 Doing business as HTR GLASS&CONSTRUCTION LLC Estimated workers reported Quarter 3 of Year 2019"1 to 3 Workers" L&I account contact T2/SUSAN BETTS(360)902-4828-Email:BETT235@lni.wa.gov Public Works Requirements Verify the contractor is eligible to perform work on public works projects. Required Training—Effective July 1,2019 Needs to complete training. Contractor Strikes .................................................. No strikes have been issued against this contractor. Contractors not allowed to bid .................... No debarments have been issued against this contractor. Workplace Safety & Health Check for any past safety and health violations found on jobsites this business was responsible for No inspections during the previous 6 year period.