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02-08-2022 PRHSPSC PacketCity of Federal Way City Council Parks, Recreation, Human Services & Public Safety Committee February 8, 2022 5:00 p.m. Remote MEETING AGENDA Notice: Pursuant to Governor Inslee's Proclamation 20-28, this meeting will be held remotely with public attendance and participation available as follows: Click Here to Watch Online Live Streaming Video of the Meeting Listen to the live meeting: (888) 788-0099 or 253-215-8782 Meeting ID: 691 054 979 Sign -Up* here to give citizen comment during the meeting (via calling -in) Click Here to submit written comments to the PRHSPS Committee Meeting Watch from the Zoom mobile app with meeting: 691054979 and password: 442570 To ensure your comments are received and processed your request must be submitted at least 1-hour prior to the start of the meeting 1. CALL TO ORDER 2. PUBLIC COMMENT (3 minutes) 3. COMMITTEE BUSINESS Topic Title/Description Presenter Page Action Council or Info Date A. Approval of January 11, 2022 Minutes 3 Action N/A B. Summer Experience and Enrichment for Kids Grant Geddes 5 Action Consent 2/15/22 C. Parks & Recreation Commission 2022 Work Plan Gerwen 9 Action Consent 2/15/22 D. Cummins, Inc. Generator Maintenance and Repair Gerwen 13 Action Consent Agreement 2/15/22 E. Monetary Retention Incentive for City Employees Hwang 51 Action Consent 2/15/22 Committee Members City Staff Jack Walsh, Chair John Hutton, Parks Director Lydia Assefa-Dawson Mary Jaenicke, Administrative Assistant II Erica Norton K:\PRHSPS Committee\2022\02-08-2022 Agenda.doc Topic Title/Description Presenter Page Action Council or Info Date F. Art Wall at City Hall Committee N/A Discussion N/A 4. OTHER 5. FUTURE MEETING: The next PRHSPS meeting will be March 8, 2022 at 5:00 p.m. 6. ADJOURNMENT The Council Committee may add items and take action on items not listed on the agenda at any regularly scheduled meeting. Committee Meetings are video recorded and may be televised on Government Access Channel 21. To view Committee Meetings online please visit FWTV at www.cityoffederalway.com. Committee Members Jack Walsh, Chair Lydia Assefa-Dawson Erica Norton City Staff John Hutton, Parks Director Mary Jaenicke, Administrative Assistant II K:\PRHSPS Committee\2022\02-08-2022 Agenda.doc City of Federal Way City Council PARKS, RECREATION, HUMAN SERVICES & PUBLIC SAFETY COUNCIL COMMITTEE Tuesday, January 11, 2022 5:00 p.m. SUMMARY Committee Members Participating Via Zoom: Chair Kochmar Council Member Participating Via Zoom: Deputy Mayor Honda, Council Members Walsh and Norton Excused: Committee member Assefa-Dawson Staff Members Participating Via Zoom: Joanna Eide, City Attorney, Deputy Chief Stephan Neal, Sarah Bridgeford, Human Services Manager, Jeri -Lynn Clark, Executive Assistant to the Council, John Hutton, Parks Director, Cody Geddes, Recreation Manager, Cassie Swan, Arts & Special Events Coordinator and Mary Jaenicke, Administrative Assistant II. Guest Via Zoom: Vickie Chynoweth, Arts Commission Chair and Karen Brugato, Arts Commission Vice Chair Chair Kochmar called the meeting to order at 5:00pm Public Comment: None BUSINESS ITEMS Approval of Minutes Council President Honda motioned to approve the November 15, 2021 minutes as written. Chair Kochmar seconded. Motion passed. Arts Commission 2022 Work Plan Ms. Chynoweth reported that the Arts Commission has been struggling with the Arts Commission's budget of $42,500.00. She stated that this has been their budget for many years. They have compared this budget to other cities that are the same size and their budgets are much higher. Committee Chair Kochmar replied that the budget has already been set, but the biennial budget presentation will take place this summer and suggested that the Arts Commission came back with a proposal. Deputy Mayor Honda inquired if the Arts Commission was still planning on having an art exhibit at City Hall and at the Knutzen Family Theatre. Ms. Brugato answered that the art at City Hall has changed; that art wall is now being used by Mayor Jim Ferrell. They have been told that they can use the ground floor but they have determined that the space is not appropriate and it's quite small. They will be using the red wall at the PAEC. Deputy Mayor Honda stated that she was under the assumption that the Art Wall would be returned to the Arts Commission when City Hall opened back up. Committee Chair Kochmar requested that a discussion regarding the Art Wall be placed on the February agenda. Some of the items highlighted on the Work Plan include the Arts Explosion, Utility Boxes, Blue Poppy Days, Summer Concert Series and the Red, White & Blues Festival. Deputy Mayor Honda moved to forward the proposed 2022 Arts Commission Work plan to the January 18, 2022 consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. Arts Commission 2022 Contract for Services Staff Geddes provided the background information. Local groups, agencies and non -profits apply for funding for the 2022 season. The Arts Commission reviews the applications and sets up interviews to review their applications. The total amount requested this year is $71,394 and the total amount allocated is $42,500. A total of nine groups applied. Ms. Chynoweth and Ms. Brugato explained the process and how they came up with the recommended funding and what the funding will be used for. Two new K:\PRHSPS Committee\2022\01-10-2022 Minutes.doc PARKS, RECREATION, HUMAN SERVICES & PUBLIC SAFETY COUNCIL COMMITTEE Monday, January 11, 2022 Summary Page 2 groups that applied for and received funding are the Pacific Islander Association and Acts in Motion. Deputy Mayor Honda moved to forward the proposed 2022 Arts Commission Contract for Services Funding Recommendations to the January 18, 2022 consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. Jail Services Contract — Puyallup City Jail Deputy Chief Neal provided the background information. When the City left the SCORE facility they contracted for three guaranteed beds with the City of Puyallup. Federal Way is no longer using those beds. The City was paying a $137,000 for the guaranteed beds whether they used them or not. This savings will be put towards the SCORE contract for the additional beds. The Federal Way Police department will still have an agreement with Puyallup that if they can still put a prisoner there if they need to. Deputy Mayor Honda moved to forward the proposed agreement to the January 18, 2022 Council consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. Washington State Department of Commerce Grant Deputy Police Chief Neal provided the background information. The FWPD will receive grant funding from the Washington State Department of Commerce Less than Lethal Equipment Program. The total amount of the grant is $11,408 and will be used to purchase ten less than lethal modernized launchers and related equipment. This is a one-time grant opportunity. These weapons dispense sponge rounds and it incapacitates people temporarily. They can also launch the same size projectiles with OC gas through a window of a house. Deputy Mayor Honda moved to forward the proposed grant agreement to the January 18, 2022 Council consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. Public Safety Testing Subscriber Agreement — Amendment #1 Deputy Chief Neal provided the background information. The FWPD uses this company for the recruitment and testing of entry level and lateral police candidates. The department underestimated their testing fees and in 2021 they conducted two special assessment centers. One was for a Commander promotion and one for a Lieutenant promotion. They are requesting to add an additional $25,500 to the contract. Deputy Mayor Honda moved to forward the proposed contract amendment to the January 18, 2022 consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. 2022 Diversity Commission Work Plan Staff Bridgeford provided the background information. Historically the commission has had a two-year work plan; they elected to do a one-year work plan and will go back to a two-year work plan that will coincide with the City's budget. The Commission's strategic objective is to engage with the Federal Way Community and businesses to build knowledge about local and regional equity issues facing the city's residents to inform their work with both staff and City Council. Staff Bridgeford gave an overview of the different work that was highlighted in the work plan. The Commission's budget is $14,000; most of that money supports the MLK event and the Flavor of Federal Way. Deputy Mayor Honda moved to forward the Diversity Commission's 2022 Work Plan to the January 18, 2022 consent agenda for approval. Committee Chair Kochmar seconded. Motion passed. NEXT REGULAR MEETING February 8, 2022 ADJOURNMENT Meeting adjourned at 6:02 p.m. COUNCIL MEETING DATE: February 15, 2022 ITEM #: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: SLIMMER EXPERIENCE AND ENRICHMENT FOR KIDS GRANT POLICY QUESTION: Should the City Council accept $249, 100 from the Summer Experience and Enrichment for Kids Grant? COMMITTEE: NA MEETING DATE: 2/8/2022 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Coda Geddes, Recreation Manager _ _ DEPT: Parks Attachments: 1. Staff Report Options Considered: 1. Accept $249,100 from the Summer Experience and Enrichment for Kids Grant 2. Do not accept funding and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVALC!'�' %?DIRECTOR APPROVAL: /L /Ro12 co tiaw.ce IrveeVDax InitiaUD COMMITTEE RECOMMENDATION: I move to forward the proposed grant agreement to the February 15, 2022, Council consent agenda for approval. Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "Imove approval of the proposed acceptance of $249,100 from the Summer Experience and Enrichment for Kids Grant. " (BELOW TO BE COMPLETED BY CITY CLERK'S OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL# ❑ DENIED First rading ❑ TABLEDMEFERRED/NO ACTION E,uahnnt reading ❑ MOVED TO SECOND READING (ordinances only) ORDINANCE# REVISED-4f2019 RESOLUTION# CITY OF FEDERAL WAY MEMORANDUM DATE: January 31, 2022 TO: City Council Members VIA: Jim Ferrell, Mayor FROM: Cody Geddes, Recreation Manager SUBJECT: Summer Experience and Enrichment for Kids Grant (SEEK Grant) Financial Impacts: This item was not included within the approved' budget for the Recreation Department. As proposed, it will be funded by the Summer Experience and Enrichment for Kids Grant. Upon completion of the grant funded programs the future costs will be: - 2023 Day Camp fees will go back to $220 per week — No Subsidy and no ongoing costs We look to continue the Mobile Recreation Program in 2023 with two part time staff members, we believe we can absorb the costs in our current part-time staff budget if similar to 2022. The total estimated costs for staffing would be approximately $15,000. Weekly Teen Trips would be a onetime opportunity, we do not have funds to run the program without grant funding in 2023. BackEround Information: The Summer Experiences & Enrichment for Kids (SEEK) Grant was made possible by federal COVID-19 relief funds given to the Washington Office of the Superintendent of Public Instruction. These grants will support local agencies in expanding their current summer programs or creating a new program in order to provide more kids with access to outdoor learning opportunities, especially those who are typically underserved and who are most impacted by the COVID -19 pandemic The Recreation Department has received grants totaling $249,100 for three separate programs: 1. Day Camp Subsidy $198,000 These funds will be used to lower the cost of day camp in 2022 to $100 a week. The goal for this request is to make camp more accessible to more families in Federal Way. Rev. 7/18 2. Mobile Recreation Program $30,000 These funds will be used to start a new mobile recreation and outreach program. We will have two recreation staff in parks throughout the summer for drop in activities. Staff will be at two designated park sites per day. There will be a schedule and a theme each week. The cargo van will be wrapped with a new graphic advertising the program. The goal of the program is to offer a free community program in neighborhoods that we have not traditionally served through Community Center activities. 3. Weekly Teen Adventure Trips $21,100 These funds will be used to start a new teen adventure series. For 10 weeks throughout the summer we will have a different teen adventure trip each week to various locations. We will partner with Communities in Schools to help with staffing and identifying interested youth. The trips will be free to participants and the goal is to expose kids to new opportunities. Rev. 7/18 [IiY OF ti Federal Way Centered on Opportunity This page was intentionally left blank. COUNCIL MEETING DATE: February15, 2022 ITEM #: CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: PARKS & RECREATION COMMISSION 2022 WORK PLAN POLICY QUESTION: Should the City Council approve the Parks & Recreation Commission 2022 Work Plan? COMMITTEE: PRHSPS MEETING DATE: February 8, 2022 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Jason Gemen _ Parks Deputy Director DEPT: Parks ---- - .. , - P --.. _.—..—........ ...............— Attachments: 1. Staff Report 2. Parks & Recreation Commission 2022 Work Plan Options Considered: 1. Approve the proposed Parks & Recreation Commission 2022 Work Plan. 2. Do not approve proposed Parks & Recreation Commission 2022 Work Plan and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVAL ,l r ,rDIRECTORAPPROVAL: iniei e y m n d Initul are hitmUDate COMMITTEE RECOMMENDATION: I move t0 forward the proposed Parks & Recreation Commission 2022 Work Plan to the February 15, 2022, consent agenda for approval. Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the proposed Parks & Recreation Commission 2022 Work Plan. " (BEL OW TO BE COMPLETED BY CrrY CLERK'S OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL # ❑ DENIED Firet reading ❑ TABLED/DEFERREDMO ACTION Enactment reading ❑ MOVED TO SECOND READING (ordinances only) ORDINANCE # REVISED - 42019 RESOLUTION # CITY OF FEDERAL WAY MEMORANDUM DATE: January 18, 2022 TO: City Council Members VIA: Jim Ferrell, Mayor FROM: Jason Gerwen, Parks Deputy Director SUBJECT: Parks & Recreation Commission 2022 Work Plan Financial Impacts: The Parks & Recreation Commission Work Plan does not have a direct financial impact. Background Information: The Parks & Recreation Commission Work Plan sets the priorities and projects for the Parks & Recreation Commission for the coming year. At the January 6, 2022, meeting, the Parks & Recreation Commission reviewed and voted to approve a work plan to guide them in 2022. 10 Rev. 7/18 d d N mD ^ v� d W W y S] J N J � - y F n n c � � S ma _x3 Wv�c J�O alGl m m m p1 Z pp S'a d z 0 3 3 d c 6 d� OWN Oj.Oi "�' 6N'OO d Na N NO -JN ==3 o m O a 01❑ d-Oi. oa � 00'0A �»3 o.s 3 a�. N 6 N W F 'O'O N J d S 3 a n (p fl zs F 01 O ^. < a = o o N 00 O , N O m MdN0 N moa t F O O d d w 0d co' m d �t4NNn d 8°Q�SEc^ 3Q E l dS J3 O m 06 O C M-5m3 3 n l�D J C a J 'O J a ryN q >> J J 6 "O d < J N m< p d '.Y N O E4 NO � Na � O a O a (O1 W N O N N T d Z} a Nn J N N J O 2 O N n 0�Jpp C J= nm J m �N N O NNN6J. N O J O. 6 N y V d N S J 6 m tp NZd J O'FL O d� O J < < l0 Cl F FL J C� O ry� d m O y d. m N6 dO. 016 � m = N m 9 Rm6 d R N N Nt0 00 y C N CITY OF ti Federal Way Centered on Opportunity This page was intentionally left blank. 12 COUNCIL MEETING DATE: February 15, 2022 ITEM CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: CUMMINS, INC. - GENERATOR MAINTENANCE AND REPAIR AGREEMENT Policy Question: Should the City Council accept the state contract pricing from Cummins, Inc for Generator Maintenance and Repair and authorize staff to execute the contract? COMMITTEE: PRHSPS MEETING DATE: February 8, 2022 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other STAFF REPORT BY: Jason Gerwen, Deyury Parks Director DEPT: Parks Attachments: 1. Staff Report 2. Maintenance Agreement 3. WA State Master Contract 02420 Options Considered: 1. Accept the state contract pricing from Cummins, Inc. for Generator Maintenance and Repair and authorize staff to execute the contract. 2. Do not approve and provide direction to staff. MAYOR'S RECOMMENDATION: Option 1. MAYOR APPROVAL: DIRECTORAPPROVAL: a-214o)2L ma a COMMITTEE RECOMMENDATION: `I move to forward the state contract pricing acceptance for Generator Maintenance and Repair and authorization to execute the contract to the February 15, 2022 City Council consent agenda for approval. " Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approval of the state contract pricing from Cummins, Inc. for Generator Maintenance and Repair and authorize staff to execute the contract. " (BELOW TO BE COMPLETED BY CITY CLE)U'S OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BELL ❑ DENIED Firat reading ❑ TABLED/DEFERREDNO ACTION Enactment reading ❑ MOVED TO SECOND READNG(oMlnancns only) ORDINANCE# REVISED - 11/2019 RESOLUTION # 13 CITY OF FEDERAL WAY MEMORANDUM DATE: January 28, 2022 TO: City Council Members VIA: Jim Ferrell, Mayor FROM: Jason Gerwen, Deputy Parks Director SUBJECT: Generator Maintenance State Contract Financial Impacts: The cost to the City for Generator Maintenance was included within the approved budget under the Parks Department. In accordance with the approved budget, this item is funded by the general fund. Staff is requesting a total contract of up to $209,999.99 over the life of the contract. Background Information: The City of Federal Way has held a generator maintenance contract with Cummins, Inc. since 2015. The final allowable amendment to extend the current contract occurred in 2020. Staff is seeking to enter into the WA State Contract for a new four-year term to continue generator maintenance with Cummins, Inc. 14 Rev. 7/18 4 CITY OF Federal Way CITY HALL 33325 8th Avenue South Federal Way, WA 98003-6325 (253)835-7000 u ,0 4 o derahvaycorn MAINTENANCE AGREEMENT FOR GENERATOR MAINTENANCE AND REPAIR This Maintenance Agreement ("Agreement") is made between the City of Federal Way, a Washington municipal corporation ("City"), and Cummins hic. dba Cummins Sales and Service, an Indiana 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: Inc. dba Cummins Sales and Michael Radford 1800 Fryar Ave Sumner, WA 98390 206-276-7680 (telephone) The Parties agree as follows: CITY OF FEDERAL WAY: Jason Gerwen 33325 8th Ave. S. Federal Way, WA 98003-6325 (253) 835-6912 (telephone) 1. TERM. The term of this Agreement shall commence upon the effective date ofthis 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 February 7, 2026 ("Tema"). 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 Contractorwarants 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 we 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 ('/) 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. andlnspection. Work shall begin immediatelyupon 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 making (or failure or delay in making) such inspection or approval shall not relievp5Contractor of responsibility for performance of the Work in MAINTENANCE AGREEMENT - 1 - 7/2021 CITY OF CITY HALL South Federal Way Federal3326 h Way, 8003 (253) 8l Way, 0 98003E326 (263) 836-7000 evww cirynfiedernl way coin 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 ofthe 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 i£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 Payment. On a monthly basis, the Contractor shall submit a voucher or invoice in the form specified by the City, including a description ofwhat 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. Ifany 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 insured 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 ampunts due or to become due the Contractor. 4.4 Non-Anoropnation 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 my and all claims, except those previously and properly made and identified by Contractor as unsettled at the time request for final payment is made. 16 MAINTENANCE AGREEMENT - 2 - 7/2021 CITY of Federal Way CRV HALL South 8003 Federal Way, WA 98003-6325 Federal25 h Way, ( 36-7000 wwwotyo//sderalwaycorn uwaf 5. INDEMNIP'1CAUUN. 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, proceedingsJudgme its, 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 ofbodily 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 my 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, disabilitybenefit 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 frompremises, operations, independent contractors, products -completed operations, stop gap liability, personal injury, bodily injury, death, propertydamage, products liability, advertising injury, and liability assumed under an insured contract with limits no less than $2,000,000 for each occurrence and $2,000,000 general aggregate. b. Workers' compensation and employer's liability insurance in amounts sufficientpursuant 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 lawperaccident f nbodily injury, including personal injury or death, and property damage. 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 gTl coverage maintained by the City shall be excess of the Contractor's insurance and shall not contribute with it. MAINTENANCE AGREEMENT - 3 - 7/2021 Federal Way 33325 ath Avenue South CITY decal Way, Way, WA 980035325 (253) 8l (253) aoffed p vnvw.cityarretleielwhy rom 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 ofContmctor 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 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 Afher properly that is likely to become displaced or damaged by MAINTENANCE AGREEMENT - 4 - 7/2021 CITY of Federal Way CITY HALL South03 F3325 ederal Way. 98003E325 Federal Way, 0 (253)a35-7000 w,w✓cHyvfledernlwnycom 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 Employees. 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 Wage. 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 mayor will be perf pining professional services during the Tenn 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 41p11 be no discrimination by Contractor or its subcontractors of MAINTENANCE AGREEMENT - 5 - 7/2021 CITY OF 41111 Federal Way CITY HALL oUth 333258th Way, 003 Fetler8 Way. 98003-8325 (253) 835- 01 era w,urvaty. ederolwaycorn any level, or any ofthose 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 of 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 ofthe 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 Assimment 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. Ifthe 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 ofthe 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 ofthe 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, rates, standards and policies, as now existing orhereafter amended, adopted, or made effective. Ifaviolation 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 in this Agreement and each and all ofits 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 available to the City at law, inequity 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 constmed 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 ofthe 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 ofthe State of Washington. If the Parties are unable to settle any dispute, difference or claim arising from this Agreement, the exclusive means ofiesolving that dispute, difference, or claim, shall be by filing suit under the venue, rates and jurisdiction gf$he King County Superior Court, Ring County, Washington, MAINTENANCE AGREEMENT - 6 - 7/2021 CITY OF CITY HALL South Federal Way 333258tn Avenue S Ah�Federal Way, WA South 325 (253) 835-7000 .ctpoRedwnlwnycant unless the parties agree in writing to analternative process. If the King County Superior Court does not havejurisdiction 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 foram. 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 maybe 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 ofall of the Parties have executed a counterpart of this Agreement shall be the "date of mutual execution" hereof. [Signature page follows] 21 MAINTENANCE AGREEMENT - 7 - 7/2021 A Federal Way CITY HALL 33325 ath Avenue South Way, WA 98003-6325 (253) 8l ( V,at o%7dow0 www urya(federnhveY cam IN WITNESS, the Parties execute this Agreement below, effective the last date written below. CITY OF FEDERAL WAY: By: Jim Ferrell, Mayor DATE: ATTEST: Stephanie Courtney, CMC, City Clerk APPROVED AS TO FORM: J. Ryan Call, City Attorney CUMMINS INC. DBA CUMMINS SALES AND SERVICE: By: Printed Name: Title: DATE: STATE OF WASHINGTON ) as. COUNTY OF ) On this day personally appeared before me to me known to be the of 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 day of , 20. Notary's signature Notary's printed name Notary Public in and for the State of Washington. My commission expires 22 MAINTENANCE AGREEMENT - 8 - 7/2021 /:1 B. Y OF Federal Way EXHIBIT "A" SERVICES CITY HALL 33325 Sth Avenue South Federal Way, WA 98003-6325 (253) 835-7000 u*ov oouffederaioay cam The Contractor shall do or provide the following: Basic Inspection and Full -Service Generator Maintenance and Repair at the locations listed below. LOCATIONS City of Federal W'ay Generators Location Manufacturer Sire Model SerialNumber Cih ID -Number Number City Hall DRA- 33325 8'^ Onan 750 KW E040038190 92400 56729R7 Ave S Police Facility Onan 35 KW DGGD C080165474 92480 600 S 333id 7075072 St FW Community - UQFAA- Center Onan 750 KW D09001'6462A 92490 876 S 333` 7UR228q St Maintenance 11.7 KW GS12D- F Oran 111.7 LPBD3- 02005498LPWA3A79 92470 3I13130 °' 28 KVA 209 Ave S Portable Unit Onan 60 K)A OT70C T7()08-0Mj05 92500 75 KVA Portable Unit Omn 60 KN OT7pC 'I700R-(NNII()5 92510 75 KVA SCHEDULING i. All work must be completed during normal business hours, Monday -Friday (7a-4p) ii. Contractor's on -site activities must be scheduled at least five (5) business days in advance and coordinated through: Derreck Presnell Parks & Facilities Manager (253)329-8419 Derreck.nresnellla�citvoffederalway.com 23 MAINTENANCE AGREEMENT - 9 - 7/2021 Y OF Federal Way G 33325 8th Avenue South Pederel Way, WA 98003-6325 deml Wa (253) 835-7000 W1NWGiyOIIBeBRItWP}!COOI C. BASIC INSPECTIONS — TO BE COMPLETED TWICE A CALENDARYEAR 1" Visit: March/April, 2•d Visit: September/October I. BATTERIES AND BATTERY CHARGER • Visually inspect battery terminal connections • Verify electrolyte level, vent caps of all cells in the starting battery system • Visually inspect wiring, connections and insulation • Record battery charging functions • Record battery information • Record battery condition test ii. FUEL SYSTEM • Visually inspect ignition system (Natural Gas and Propane Only) • Record primary tank fuel level • Inspect engine fuel system for leaks • Visually inspect all engine fuel hoses, clamps, pipes, components and fittings • Visually inspect mpture/ containment basin • Inspect day tank and controls (if applicable) • Optional - fuel sample for laboratory analysis* iii. COOLING SYSTEM • Record coolant level • Visually inspect for coolant leaks • Visually inspect drive belts condition • Verify for proper coolant heater operation • Record jacket water temperature • Visually inspect fan, water pump, drives and pulleys • Visually inspect all coolant hoses, clamps and connections • Visually inspect radiator condition • Visually inspect louver for damage • Visually inspect fan hub and drive pulley for mechanical damage • Record freeze point of antifreeze protection • Record DCA level prior to changing coolant filter • Optional - Coolant sample for laboratory analysis iv. LUBRICATION SYSTEM • Visually inspect engine oil leaks • Visually inspect engine oithines and connections MAINTENANCE AGREEMENT -to- 7/2021 CITY of CITY HALL Federal Way 33325ath y, we South (253) 8 Way, WA 98003-6325 (253) a35-7000 www ciryu//ederalway rom • Record oil level • Optional - Oil sample for laboratory analysis* V. GENSET CONTROLS AND ACCESSORIES • Visually inspect all engine mounted wiring, senders and devices • Visually inspect all control mounted components and wiring • Verify all connecting plugs are tightened and in a good condition • Visually inspect all accessory components and wiring • Visually inspect and test lighting indicators A. INTAKE AND EXHAUST SYSTEMS • Visually inspect air filter and housing • Visually inspect all engine piping and connections • Record air cleaner restriction • Visually inspect engine exhaust system for leaks • Visually inspect rain cap • Optional — Air filter replacement* • Optional - Clean crankcase breather or replace filters* vii. GENERAL CONDITIONS • Visually inspect governor linkage and oil level • Visually inspect guards • Visually inspect enclosure • Visually inspect engine and generator mounts • Verify emergency stop operation viii. TRANSFER SWITCH • Visually inspect controls and time delay settings • Verify function of exercise clock and record settings from controller • Verify remote start control operation • Record utility / source one voltage ix. AFTERTREATMENT (Upon request) • Verify DEF level • Rewrd DPF resnictun • Visually inspect afterneatment and controls X. SWITCHGEAR (Upon Request) • Inspection and Full -Service quote available upon request. 25 MAINTENANCE AGREEMENT - 11 - 7/2021 Federal Way CITY OF CITY HALL 33325 8th Avenue South Federal Way, WA 98003-5325 (253) 835-7000 wwwciryuaedeml"Ycorn D. FULL SERVICE (INCLUDES INSPECTION) — TO BE COMPLETED ANNUALLY DURING THE MARCH/APRIL VISIT OPERATIONAL & FUNCTIONAL REVIEW OF GENERATOR CRITICAL COMPONENTS • Inspect engine cooling fan & fan drives for excessive wear or shaft wobble • Check all pulleys, belt tensioners, slack adjusters & idler pulleys for travel, wear & overall condition • Inspect / lubricate drive bearings, gear or belt drives, and other shaft connecting hardware ii. LUBRICATION OIL & FILTRATION SERVICE • Change engine oil • Change oil, fuel and water filters • Post lube services operations of genet (unloaded) at rated temperature iii. SERVICES AVAILABLE AT ADDITIONAL CHARGE Any additional repairs, parts, or service that may be required will be brought to the attention of the City. Repairs will only be made after proper authorization in writing from the City is given to Contractor. Any additional repairs, maintenance or service performed by Contractor or a Planned Equipment Maintenance Agreement holder will be at current Contractor labor rates. Arc flash boundary and available incident energy shall be identified and marked on equipment being serviced or maintained. M MAINTENANCE AGREEMENT - 12 - 7/2021 CITY OF L Federal Way EXHIBIT "B" COMPENSATION CITY HALL 33325 Sth Avenue South Fedeml Way, WA 98003-6325 (253) 835-7000 w atyvllederWmycorn 1. Total Compensation: In return for the Services, the City shall pay the Contractor a total amount not to exceed One Hundred Ninety Thousand Seven Hundred Thirty -Five and 69/100 Dollars ($190,735.69) and Washington State sales tax equal to Nineteen Thousand Two Hundred Sixty -Four and 30/100 Dollars ($19,264.30) for a total of Two Hundred Nine Thousand Nine Hundred Ninety Nine and 99/100 Dollars ($209,999.99). 2. Method of Compensation: 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: Category 1: Preventive maintenance, repair services and load bank testing for generators up to 600 kW. Mechanic Electrician Truck driver Region North Puget Sound Prevailing 85% Prevailing 65% Prevailing go./ e + Wa e + Wa e + After-hours/emergency work PW+ 155% (Overtime) Replacement Parts 20% Category 2: Preventive maintenance, repair services and load bank testing for generators 601 kW to 3,000 kW (or larger) Mechanic Electrician 'truck driver Region North Puget Sound Prevailing 85% Prevailing 65% Prevailing 90% Wae+ Wa e+ Wage + After-hours/emergency work PW + 155% Replacement parts 20% Permit fees Cost of permit fees may be charged at cost as a separate line item on customer invoices. Labor costs involved in obtaining permits may be charged at regular contract prices. 27 MAINTENANCE AGREEMENT - 13 - 7/2021 CIT Federal Way Travel charges Mileage: $3 per mile CITY HALL 33325 Sth Avenue South Fedem) Way, WA 98003-6325 (253) 835-7000 w CityoHetlerelwaycom Hourly each way: Charged at the actual hours in transit for the actual technician for the county of the job site at the markup rate (PW+%) Per diem at actual State Administrative and Accounting Manual rates (based on federal GSA guidelines) per location of job — no minimum charge; no charge for lodging if no overnight stay. Minimum charge for service: $300 28 MAINTENANCE AGREEMENT - 14 - 7/2021 Washington State Department of Enterprise Services MASTER CONTRACT No.02420 GENERATOR MAINTENANCE AND REPAIR For Use by Eligible Purchasers By and Between STATE OF WASHINGTON DEPARTMENT OF ENTERPRISE SERVICES and CUMMINS INC. dba CUMMINS SALES AND SERVICE In All Categories and All Regions Dated February 16 , 2021 29 MASTER CONTRACT No. 02420 GENERATOR MAINTENANCE AND REPAIR This Master Contract ("Master Contract") is made and entered into by and between the State of Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency ("Enterprise Services") and Cummins Inc., an Indiana corporation ("Contractor") and is dated and effective as of February 8, 2021. RECITALS A. Pursuant to Legislative direction codified in RCW Chapter 39.26, Enterprise Services, on behalf of the State of Washington, is authorized to develop, solicit, and establish master contracts for goods and/or services for general use by Washington state agencies and certain other entities (eligible purchasers). B. On behalf of the State of Washington, Enterprise Services, as part of a competitive governmental procurement, issued Competitive Solicitation No. 02420 dated November 4, 2020. C. Enterprise Services evaluated all responses to the Competitive Solicitation and identified Contractor as an apparent successful bidder for all regions and all categories. D. Enterprise Services has determined that entering into this Master Contract will meet the identified needs and be in the best interest of the State of Washington. E. The purpose of this Master Contract is to enable eligible purchasers to purchase Generator Maintenance and Repair as set forth herein. AGREEMENT Now THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows: 1. , TERM. The term of this Master Contract is sixty (60) months, commencing February 8, 2021, and ending February 7, 2026. 2. ELIGIBLE PURCHASERS. This Master Contract may be utilized by any of the following types of entities ("Purchaser"): 2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, boards, and commissions. 2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following Institutions of higher education in Washington: ■ State universities — i.e., University of Washington and Washington State University; MASTER CONTRACT No. 02420 1 30 ■ Regional universities — i.e., Central Washington University, Eastern Washington University, and Western Washington University ■ The Evergreen State College; ■ Community colleges and technical colleges. 2.3. MCUA PARTIES. Any of the following types of entities that have executed a Master Contract Usage Agreement with Enterprise Services: ■ Political subdivisions (e.g., counties, cities, school districts, public utility districts) in the State of Washington; ■ Federal governmental agencies or entities; ■ Public -benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit corporations that receive federal, state, or local funding); and ■ Federally -recognized Indian Tribes located in the State of Washington. 3. SCOPE —INCLUDED SERVICES AND PRICE. 3.1. CONTRACT SCOPE. Pursuant to this Master Contract, Contractor shall furnish qualified personnel, replacement parts, tools and supplies to perform generator preventive maintenance, repairs and load bank testing in accordance with the manufacturer requirements and current industry standards (hereafter "Services") for the prices set forth in Exhibit A — Prices. Contractor shall not represent to any Purchaser under this Master Contract that Contractor has contractual authority to sell any services beyond those set forth in this Master Agreement. 3.2. STATERS ABILITY TO MODIFY SCOPE OF MASTER CONTRACT. Subject to mutual agreement between the parties, Enterprise Services reserves the right to modify the Services included in this Master Contract; Provided, however, that any such modification shall be effective only upon thirty (30) days advance written notice; and Provided further, that any such modification must be within the scope of this Master Contract. 3.3. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, Contractor guarantees to provide Services during the term of this Master Contract at no greater than the prices (prevailing wage plus percentage markup) set forth in Exhibit A— Prices. 3.4. MASTER CONTRACT INFORMATION. Enterprise Services shall maintain and provide information regarding this Master Contract, including scope and pricing, to eligible Purchasers. 4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following representations and warranties as of the effective date of this Master Contract and at the time any order is placed pursuant to this Master Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach. 4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that it is in good standing and qualified to do business in the State of Washington, that it is registered with the Washington State Department of Revenue and the Washington Secretary of State, that it possesses and shall keep current all required licenses and/or approvals, and that it is current, in full compliance, and has paid all applicable taxes owed to the State of Washington. MASTER CONTRACT NO. 02420 2 31 4.2. SUSPENSION AND DEBARMENT. Contractor represents and warrants that neither it nor its principals or affiliates presently are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States. 4.3. PERFORMANCE & DELIVERY OF SERVICES. Contractor represents and warrants that in performing Services pursuant to this Master Contract, Contractor shall: (a) Provide replacement parts and supplies that are merchantable, fit and safe for the intended purposes, free from defects in materials and workmanship, free of liens and encumbrances and are produced and delivered in full compliance with applicable law; (b) Perform its obligations in a timely, professional, and workmanlike manner consistent with standards in the profession; (c) Meet or exceed the performance and operational standards and specifications in this Master Contract; (d) Not interfere with the State's operations; (e) Obtain and maintain all necessary licenses, permits, or other authorizations necessary for the performance of the Master Contract; (f) Cooperate with the State and any third party to achieve the objectives of the Master Contract; (g) Return to the Purchaser any Purchaser -furnished equipment or other resources in the same condition as when provided when no longer required forthe Master Contract; (h) Comply with all Purchaser physical and IT security policies and standards which will be made available upon request; (i) Comply with all State fire, access, safety, and other security requirements while on State premises; and (j) Provide the State priority in performance of this Master Contract except as mandated by federal disaster response requirements. Upon breach of warranty, Contractor will repair or re -perform (at no charge to Purchaser) any Services whose nonconformance is discovered and made known to the Contractor. If, in Purchaser's judgment, repair or re -performance is inadequate, or fails of its essential purpose, Contractor will refund the full amount of any payments that have been made. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without limitation, MASTER CONTRACT No. 02420 3 32 actual damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys' fees and costs. Notwithstanding any provision to the contrary, any breach under this paragraph is considered a material breach. 4.4. WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this Master Contract and the three-year period immediately preceding the award of the Master Contract, it is not determined, by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction, to be in willful violation of any provision of Washington state wage laws set forth in RCW chapters 49.46, 49.48, or 49.52. 4.5. PAY EQUALITY. Contractor represents and warrants that, among its workers, similarly employed individuals are compensated as equals. For purposes of this provision, employees are similarly employed if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. Contractor may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job -related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job -related factor or factors may include, but not be limited to, education, training, or experience that is: consistent with business necessity; not based on or derived from a gender -based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender -based differential; and account for the entire differential. Notwithstanding any provision to the contrary, upon breach of warranty and Contractor's failure to provide satisfactory evidence of compliance within 30 days, Enterprise Services may suspend or terminate this Master Contract and any Purchaser hereunder similarly may suspend or terminate its use of the Master Contract and/or any agreement entered into pursuant to this Master Contract. 4.6. EXECUTIVE ORDER 18-03 — WORKERS' RIGHTS. Contractor represents and warrants, as previously certified in Contractor's Bidder's Certification, that Contractor does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, during the term of this Contract, Contractor will not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. 4.7. PERFORMANCE SPECIFICATIONS. Contractor represents and warrants that all Services performed by Contractor shall be based upon the performance specifications of individual equipment as published by the equipment manufacturer or as otherwise indicated in this Master Contract or Purchaser's ordering document. 4.8. INDUSTRY CODES AND STANDARDS. Contractor represents and warrants that Contractor's Services comply with the latest edition of applicable industry and government codes and standards. 4.9. LABOR FURNISHED. Contractor represents and warrants that any electrical work required for the Services performed by Contractor shall be performed by a certified journey -level electrician as required by RCW 19.28.161 and WAC 296-466-920. MASTER CONTRACT No. 02420 33 4.10. MANUFACTURER CERTIFICATION. Contractor represents and warrants that it is an authorized service provider for the following manufacturers - Caterpillar, Kohler-SDMO, Cummins, and Generac - and that it shall maintain its authorized service provider status for the Term of this Master Contract. Upon request by Enterprise Services, Contractor shall provide evidence of its status as an authorized service provider. 4.11. PROCUREMENT ETHICS AND PROHIBITION ON GIFTS. Contractor represents and warrants that it complies fully with all applicable procurement ethics restrictions including, but not limited to, restrictions against Contractor providing gifts or anything of economic value, directly or indirectly, to Purchasers' employees. 4.12. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION (WEBS). Contractor represents and warrants that it is registered in Washington's Electronic Business Solution (WEBS), Washington's contract registration system and that, all of its information therein is current and accurate and that throughout the term of this Master Contract, Contractor shall maintain an accurate profile in WEBS. 4.13. STATEWIDE PAYEE DESK. Contractor represents and warrants that it is registered with the Statewide Payee Desk, which registration is a condition to payment. 4.14. MASTER CONTRACT PROMOTION, ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that it shall use commercially reasonable efforts both to promote and market the use of this Master Contract with eligible Purchasers and to ensure that those entities that utilize this Master Contract are eligible Purchasers. Contractor understands and acknowledges that neither Enterprise Services nor Purchasers are endorsing Contractor's services or suggesting that such services are the best or only solution to their needs. Accordingly, Contractor represents and warrants that it shall make no reference to Enterprise Services, any Purchaser, or the State of Washington in any promotional material without the prior written consent of Enterprise Services. 4.15. MASTER CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Master Contract or a similar contract is transitioned to another contractor (e.g., Master Contract expiration or termination), Contractor shall use commercially reasonable efforts to assist Enterprise Services for a period of sixty days to effectuate a smooth transition to another contractor to minimize disruption of service and/or costs to the State of Washington. MASTER CONTRACT No. 02420 5 34 S. USING THE MASTER CONTRACT— PURCHASES. 5.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Services from this Master Contract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Purchaser but, at a minimum, including the use of a purchase order. When practicable, Contractor and Purchaser also shall use telephone orders, email orders, web - based orders, and similar procurement methods (collectively "Purchase Order"). All order documents must reference the Master Contract number. The terms of this Master Contract shall apply to any Purchase Order and, in the event of any conflict, the terms of this Master Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any 'click -agreement,' software or web -based application terms and conditions, or other agreement modify the terms and conditions of this Master Contract. 5.2. RECEIPT AND INSPECTION OF SERVICES. Services purchased under this Master Contract are subject to Purchaser's reasonable inspection, testing, and approval at Purchaser's destination. Purchaser reserves the right to reject and refuse acceptance of Services that are not in accordance with this Master Contract and Purchase Order. If there are any apparent defects in the Services at the time of delivery, Purchaser promptly will notify Contractor. At Purchaser's option, and without limiting any other rights, Purchaser may require Contractor to repair, replace or re -perform, at Contractor's expense, any or all of the Services within five (5) business days of the notice or, at Purchaser's option, Purchaser may note any issues with the services on the receiving report, decline acceptance, and deduct the cost of rejected Services from final payment. Payment for any Services under such Purchase Order shall not be deemed acceptance of the Services. 5.3. ON SITE SAFETY REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects, with Purchaser's physical, fire, access, safety, and other security requirements. Contractor's employees might have to pass a security background check before performing Services for certain Purchasers. All Contractor's employees who provide services at Department of Corrections (DOC) facilities must pass a security background check to be cleared for access to a DOC facility. Contractor shall submit required personnel information with adequate time for completion of a security background clearance, generally five (5) business days ahead of a scheduled site visit. For emergency requests, the Contractor will maintain a ready pool of personnel who are cleared for access. Some DOC facilities may require security clearance to be updated every 90 days. Contractors' employees who provide service at a DOC facility may be required to attend a security briefing before working inside a facility for the first time. The briefing will cover tool control, key control, association with offenders, staff escorts, use of cell phones, pagers, cameras, tobacco products, alcohol, and weapons. 5.4. CLEANING. Contractor shall insure that all areas are clean and salvaged materials or scraps are removed before leaving jobsite. The cleaning must be to a minimum of industry standards, and shall be to the full satisfaction of Purchaser. Contractor will be fully responsible for removal and disposal of all parts, supplies, oils, greases, solvents and soiled cleaning cloths/rags that are used in performing the Services. All material will be disposed of in accordance with all applicable local, State and Federal laws and regulations. 5.5. PREVENTIVE MAINTENANCE. Contractor shall perform preventive maintenance to prevent malfunctions or shutdowns of generator systems due to normal wear and tear. Preventive MASTER CONTRACT No. 02420 6 35 maintenance includes scheduled, periodic, on -site inspection, testing, adjustments and part replacements of the generator system to keep a generator in proper working order consistent with original manufacturer specifications and recommendations. Contractor and Purchaser shall establish a preventive maintenance agreement to cover the specific tasks and frequency of preventive maintenance services for Purchaser's generator system. Services shall be performed during normal business hours and charged at a regular hourly rate, unless otherwise requested and approved by the Purchaser in advance. Normal business hours shall mean 7:30 a.m. to 5 p.m., Monday through Friday, with the exception of state holidays. 5.6. LOAD BANK TESTING. Contractor shall perform load bank testing and provide Purchaser with the load banktesting report that contains comprehensive test results. Load bank testing produces artificial loads on the generators by bringing the engine to an appropriate operating temperature and pressures to verify all primary components of the generator system are in proper working condition consistent with original manufacturer specifications and recommendations. Contractor and Purchaser shall establish an agreement to cover the specific tasks and frequency of load bank testing services for Purchaser's generator system. Services shall be performed during normal business hours and charged at a regular hourly rate, unless otherwise requested and approved by the Purchaser in advance. Normal business hours shall mean 8 a.m. to 5 p.m., Monday through Friday with the exception of the state holidays. 5.7. REPAIR SERVICES. Repair services include unscheduled maintenance of generator systems which are not operating properly and require immediate repair or service to return them to proper working order consistent with original manufacturer specifications and recommendations. Contractor shall provide twenty-four (24) hours a day, seven (7) days a week telephone service for as -needed repair requests. Prior to any repairs being made by the Contractor, the Contractor shall submit a written proposal to the Purchaser to obtain formal approval to proceed. 5.8. REPLACEMENT PARTS. In performing the services, Contractor shall provide only new replacement parts that are approved by the serviced generator's manufacturer. If Contractor wishes to provide parts other than recommended by the original equipment manufacturer, Contractor shall, in writing, state the type proposed and the specifications to the Purchaser for review and written approval. Contractor shall use commercially reasonable efforts to procure replacements parts in the most expeditious manner available. 5.9. RESPONSE TIMES. Contractor must arrive at Purchaser's location within a four-hour window for a scheduled appointment; within six hours of the Purchaser's request for emergency repair services (as defined in Section 5.7); and 10 hours for emergency repair services in a rural location, defined as two hours or more from a Contractor's regional office. 6. INVOICING AND PAYMENT. 6.1. CONTRACTOR INVOICE. Contractor shall submit to Purchaser's designated invoicing contact properly itemized invoices. Such invoices shall itemize the following: (a) Master Contract No. 02420. (b) Contractor name, address, telephone number, and email address for billing issues (i.e., Contractor customer service representative). MASTER CONTRACT No. 02420 7 36 (c) Contractor's Federal Tax Identification Number (d) Date(s) of delivery (e) Invoice amount; and (f) Payment terms, including any available prompt payment discounts. Contractor shall provide Purchaser with the estimates and invoices for the Services that breakdown the total cost into the number of hours required to complete the Services, and pricing for supplies and replacement parts in accordance with the rates and mark-ups as set forth in Exhibit A — Prices. Upon Purchaser's request Contractor has to provide its supplier invoices to verify cost paid for supplies and replacement parts. Documentation of hours is required for Services payment due to Contractor. If less than the stated hours of Services are performed, the prorated dollar value for the time short will be deducted from Contractor's invoice. Contractor's invoices for payment shall reflect accurate Master Contract prices. Invoices will not be processed for payment until receipt of a complete invoice as specified herein. 6.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Purchaser. Payment is due within thirty (30) days of invoice. If Purchaser fails to make timely payment(s), Contractor may invoice Purchaser in the amount of one percent (1%) per month on the amount overdue or a minimum of $1. Payment will not be considered late if a check or warrant is mailed within the time specified. 6.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty (30) days of written notice to Contractor; Provided, however, that Purchaser shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely payment(s) or issuance of such credit memos, Purchaser may impose one percent (1%) per month on the amount overdue thirty days after notice to the Contractor. 6.4. NO ADVANCE PAYMENT. No advance payments shall be made for any products or services furnished by Contractor pursuant to this Master Contract. 6.5. NO ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or impose any additional charges including, but not limited to, charges for shipping, handling, or payment processing. 6.6. TAXES/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Master Contract. Failure to do so shall constitute breach of this Master Contract. Unless otherwise agreed, Purchaser shall pay applicable sales tax imposed by the State of Washington on purchased Services. Contractor, however, shall not make any charge for federal excise taxes and Purchaser agrees to furnish Contractor with an exemption certificate where appropriate. 7. CONTRACT MANAGEMENT. 7.1. CONTRACT ADMINISTRATION AND NOTICES. Except for legal notices, the parties hereby designate the following contract administrators as the respective single points of contact for purposes of this Master Contract. Enterprise Services' contract administrator shall provide Master Contract oversight. Contractor's contract administrator shall be Contractor's principal contact MASTER CONTRACT NO. 02420 8 37 for business activities under this Master Contract. The parties may change contractor administrators by written notice as set forth below. Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing: Enterprise Services Attn: Bart Potter Washington Dept. of Enterprise Services PO Box 41411 Olympia, WA 98504-1411 Tel: (360) 407-9431 Email: bart.potter@des.wa.gov Contractor Attn: Mike Radford 1800 Fryar Ave Sumner, WA 98390 Tel: (206) 276-7680 Email: michael.radford@cummins.com Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee. 7.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service representative (and inform Enterprise Services of the same) who shall be responsible for addressing Purchaser issues pertaining to this Master Contract. 7.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing: Enterprise Services Attn: Legal Services Manager Washington Dept. of Enterprise Services PO Box 41411 Olympia, WA 98504-1411 Email: greg.tolbert@des.wa.gov Contractor Attn: Scott Beier Assistant Counsel Cummins, Inc. 301 E. Market Street, Indianapolis, IN 46204 Email: scott.beier@cummins.com Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee. 8. CONTRACTOR SALES REPORTING; VENDOR MANAGEMENT FEE; AND CONTRACTOR REPORTS. 8.1. MASTER CONTRACT SALES REPORTING. Contractor shall report total Master Contract sales quarterly to Enterprise Services, as set forth below. (a) Master Contract Sales Reporting System. Contractor shall report quarterly Master Contract sales in Enterprise Services' Master Contract Sales Reporting System. Enterprise Services will provide Contractor with a login password and a vendor number. The password and vendor number will be provided to the Sales Reporting Representative(s) listed on Contractor's Bidder Profile. MASTER CONTRACT NO. 02420 7 W (b) Data. Each sales report must identify every authorized Purchaser by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or political subdivision, not its individual subsections). The "Miscellaneous" option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact information for all authorized Purchasers specified herein during the term of the Master Contract. If there are no Master Contract sales during the reporting period, Contractor must report zero sales. (c) Due dates for Master Contract Sales Reporting. Quarterly Master Contract Sales Reports must be submitted electronically by the following deadlines for all sales invoiced during the applicable calendar quarter: FOR CALENDAR QUARTER ENDING MASTER CONTRACT SALES REPORT DUE March 31: April 30 June 30: July 31 September 30: October 31 December 31: January 31 8.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management fee ("VMF") of 1.5 percent on the purchase price for all Master Contract sales (the purchase price is the total invoice price less applicable sales tax). (a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated as follows: Amount owed to Enterprise Services = Total Master Contract sales invoiced (not including sales tax) x .015. (b) The VMF must be rolled into Contractor's current pricing. The VMF must not be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services. (c) Enterprise Services will invoice Contractor quarterly based on Master Contract sales reported by Contractor. Contractors are not to remit payment until they receive an invoice from Enterprise Services. Contractor's VMF payment to Enterprise Services must reference this Master Contract number (02420), work request number (if applicable), the year and quarter for which the VMF is being remitted, and the Contractor's name as set forth in this Master Contract, if not already included on the face of the check. (d) Failure to accurately report total net sales, to submit a timely usage report, or remit timely payment of the VMF, may be cause for Master Contract suspension or termination or the exercise of other remedies provided by law. Without limiting any other available remedies, the Parties agree that Contractor's failure to remit to Enterprise Services timely payment of the VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and MASTER CONTRACT No. 02420 10 39 transaction costs incurred by the State to identify, process, and collect such sums, the sum of $200.00 or twenty-five percent (25%) of the outstanding amount, whichever is greater, or the maximum allowed by law, if less. (e) Enterprise Services reserves the right, upon thirty (30) days advance written notice, to increase, reduce, or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Master Contract pricing with Contractor when any subsequent adjustment of the VMF might justify a change in pricing. 8.3. ANNUAL MASTER CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Master Contract sales report. Such report shall include, at a minimum: Product description, part number or other Product identifier, per unit quantities sold, and Master Contract price. This report must be provided in an electronic format that can be read by Microsoft (MS) Excel. 9. RECORDS RETENTION AND AUDITS 9.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Contract and orders placed by Purchasers under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees. Contractor shall retain such records for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Purchaser against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. 9.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third party audit, applicable records to ensure that Contractor has properly invoiced Purchasers and that Contractor has paid all applicable vendor management fees. Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe Contractor's books, documents, papers and records directly pertinent to this Master Contract or orders placed by a Purchaser under it for the purpose of making audits, examinations, excerpts, and transcriptions. This right shall survive for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Purchaser against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved. 9.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments inconsistent with the terms of this Master Contract or orders, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor's records; and (b) reimburse Enterprise Services for any underpayment of fees, at a rate of 125% of such fees found as a result of the examination of the Contractor's records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor would be required to pay to Enterprise Services $500 x 1.25 = $625). 10, INSURANCE. MASTER CONTRACT No. 02420 11 40 10.1. REQUIRED INSURANCE. During the Term of this Master Contract, Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit B — Insurance Requirements. All costs for insurance, including any payments of deductible amounts, shall be considered incidental to and included in the prices for services and no additional payment shall be made. 10.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Master Contract. This provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect from Contractor. In addition, Contractor waives its immunity under RCW Title 51 to the extent it is required to indemnify, defend, and hold harmless the State of Washington and its agencies, officials, agents, or employees. 11. CLAIMS. 11.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and all risks of personal injury or property damage to itself and its employees and agents in connection with its operations under this Master Contract. Enterprise Services has made no representations regarding any factor affecting Contractor's risks. Contractor shall pay for all damage to any Purchaser's property resulting directly or indirectly from its acts or omissions under this Master Contract, even if not attributable to negligence by Contractor or its agents. 11.2. THIRD -PARTY CLAIMS; INDEMNITY. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless Enterprise Services and any Purchaser and their employees and agents from and against all claims, demands, judgments, assessments, damages, penalties, fines, costs, liabilities or losses including, without limitation, sums paid in settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "claims") arising from any act or omission of Contractor or its successors, agents, and subcontractors under this Master Contract, except claims caused solely by Enterprise Services or any Purchasers' negligence. Contractor shall take all steps needed to keep Purchaser's property free of liens arising from Contractor's activities, and promptly obtain or bond the release of any such liens that may be filed. 12. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Master Contract efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving party then shall have three (3) business days to review and respond in writing. In the event that the parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference between the respective senior managers of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute. 13. SUSPENSION AND TERMINATION; REMEDIES. 13.1. SUSPENSION AND TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's operations under this Master Contract immediately by written cure notice of any default. MASTER CONTRACT No. 02420 12 41 Suspension shall continue until the default is remedied to Enterprise Services' reasonable satisfaction; Provided, however, that, if after thirty (30) days from such a suspension notice, Contractor remains in default, Enterprise Services may terminate Contractor's rights under this Master Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive termination of Contractor's rights under this Master Contract, until such obligations have been fulfilled. 13.2. DEFAULT. Each of the following events shall constitute default of this Master Contract by Contractor: (k) Contractor fails to perform or comply with any of the terms or conditions of this Master Contract including, but not limited to, Contractor's obligation to pay vendor management fees when due; (1) Contractor breaches any representation or warranty provided herein; or (m) Contractor enters into proceedings relating to bankruptcy, whether voluntary or involuntary. 13.3. REMEDIES FOR DEFAULT. (a) Enterprise Services' rights to suspend and terminate Contractor's rights under this Master Contract are in addition to all other available remedies. (b) In the event of termination for default, Enterprise Services may exercise any remedy provided by law including, without limitation, the right to procure for all Purchasers replacement services. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, but not limited to, any price difference between the Master Contract price and the replacement or cover price as well as any administrative and/or transaction costs directly related to such replacement procurement—e.g., the cost of the competitive procurement. 13.4. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary, the parties agree that in no event shall any party or Purchaser be liable to the other for exemplary or punitive damages. 13.5. GOVERNMENTAL TERMINATION. (a) Termination for Withdrawal of Authority. Enterprise Services may suspend or terminate this Master Contract if, during the term hereof, Enterprise Services' procurement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Contract; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Purchaser from payment for services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Purchaser shall have any obligation or liability to Contractor. (b) Termination for Public Convenience. Enterprise Services, for public convenience, may terminate this Master Contract; Provided, however, that such termination for public convenience must, in Enterprise Services' judgment, be in the best interest of MASTER CONTRACT No. 02420 13 the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon sixty (60) days prior written notice; and Provided further, that such termination for public convenience shall not relieve any Purchaser from payment for services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Purchaser shall have any obligation or liability to Contractor. 13.6. TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient suspension or termination. Accordingly, Contractor shall deliver to Purchasers all services that are complete (or with approval from Enterprise Services, substantially complete) and Purchasers shall inspect, accept, and pay for the same in accordance with this Master Contract and the applicable Purchase Order. Unless directed by Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith. 14. GENERAL PROVISIONS. 14.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Master Contract. 14.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. 14.3. INTEGRATED AGREEMENT. This Master Contract constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or understandings of any kind not set forth herein. 14.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Master Contract may not be amended or modified except in writing and signed by a duly authorized representative of each pa rty. 14.5. AUTHORITY. Each party to this Master Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Master Contract and that its execution, delivery, and performance of this Master Contract has been fully authorized and approved, and that no further approvals or consents are required to bind such party. 14.6. No AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall be or is intended to be created by or under this Master Contract. Neither party is an agent of the other party nor authorized to obligate it. 14.7. ASSIGNMENT. Contractor may not assign its rights under this Master Contract without Enterprise Services' prior written consent and Enterprise Services may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor provides written notice to Enterprise Services within thirty (30) days, Contractor may assign its rights under this Master Contract in full to any parent, subsidiary, or affiliate of Contractor that controls or is controlled by or under common control with Contractor, is merged or consolidated with Contractor, or purchases a majority or controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, Contractor guarantees prompt performance MASTER CONTRACT No. 02420 14 43 of all obligations under this Master Contract notwithstanding any prior assignment of its rights. 14.8. BINDING EFFECT; SUCCESSORS AND ASSIGNS. This Master Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. 14.9. PUBLIC INFORMATION. This Master Contract and all related documents are subject to public disclosure as required by Washington's Public Records Act, RCW chapter 42.56. 14.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED SERVICES. Contractor irrevocably assigns to Enterprise Services, on behalf of the State of Washington, any claim for relief or cause of action which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws in connection with any services provided in Washington for the purpose of carrying out the Contractor's obligations under this Master Contract, including, at Enterprise Services' option, the right to control any such litigation on such claim for relief or cause of action. 14.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase services pursuant to this Master Contract, such Purchaser shall specify, with its order, any applicable requirement or certification that must be satisfied by Contractor at the time the order is placed or upon delivery. 14.12. SEVERABILITY. If any provision of this Master Contract is held to be invalid or unenforceable, such provision shall not affect or invalidate the remainder of this Master Contract, and to this end the provisions of this Master Contract are declared to be severable. If such invalidity becomes known or apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Master Contract. 14.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or to notify the other party in the event of breach, shall not release the other party of any of its obligations under this Master Contract, nor shall any purported oral modification or rescission of this Master Contract by either party operate as a waiver of any of the terms hereof. No waiver by either party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision. 14.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth in or otherwise made pursuant to this Master Contract shall survive and remain in effect following the expiration or termination of this Master Contract, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods. 14.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Master Contract shall be governed by and construed in accordance with the laws of the State of Washington, without regard to its choice of law rules. 14.16. JURISDICTION AND VENUE. In the event that any action is brought to enforce any provision of this Master Contract, the parties agree to exclusive jurisdiction in Thurston County Superior Court MASTER CONTRACT No. 02420 15 44 for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, Washington. 14.17. ATTORNEYS' FEES. Should any legal action or proceeding be commenced by either party in order to enforce this Master Contract or any provision hereof, or in connection with any alleged dispute, breach, default, or misrepresentation in connection with any provision herein contained, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs incurred in connection with such action or proceeding, including costs of pursuing or defending any legal action, including, without limitation, any appeal, discovery, or negotiation and preparation of settlement arrangements, in addition to such other relief as may be granted. 14.18. FAIR CONSTRUCTION AND INTERPRETATION. The provisions of this Master Contract shall be construed as a whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and purposes of this Master Contract. Each party hereto and its counsel has reviewed and revised this Master Contract and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of this Master Contract. Each term and provision of this Master Contract to be performed by either party shall be construed to be both a covenant and a condition. 14.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Master Contract, the parties shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Master Contract including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Master Contract. 14.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Master Contract in their entirety. 14.21. CAPTIONSAND HEADINGS. The captions and headings in this Master Contract are for convenience only and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Master Contract nor the meaning of any provisions hereof. 14.22. ELECTRONIC SIGNATURES. A signed copy of this Master Contract or any other ancillary agreement transmitted by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Master Contract or such other ancillary agreement for all purposes. MASTER CONTRACT No. 02420 16 45 14.23. COUNTERPARTS. This Master Contract may be executed in any number of counterparts, each of which shall be deemed an original and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Master Contract at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Master Contract. EXECUTED as of the date and year first above written. STATE OF WASHINGTON Department of Enterprise Services By: Elena McGrew Its: Chief Purchasing Officer Signature: C7-0-� f CUMMINS INC., an Indiana corporation, dba Cummins Sales and Service By: Fred Risse ItS: Dir. Power Generation PEM Solutions, Western U.S. Signature: MASTER CONTRACT No. 02420 17 46 Exhibit A PRICES FOR SERVICES Category 1: Preventive maintenance, repair services and load bank testing for generators up to 600 kW. Region Mechanic Electrician Truck driver North Puget Sound PW + 85% PW + 65% PW + 90% Olympic PW + 90% PW + 68% PW + 95% Southwest PW + 90% PW + 68% PW + 160% North Central PW + 115% PW + 70% PW + 150% South Central PW + 115% PW + 80% PW + 140% Eastern PW + 115% PW + 100% PW + 110% Other markups After-hours/emergency work (Overtime) PW+ 155% Replacement Parts 20% Category 2: Preventive maintenance, repair services and load bank testing for generators 601 kW to 3,000 kW (or larger) Region Mechanic Electrician Truck driver North Puget Sound PW + 85% PW + 65% PW + 90% Olympic PW + 90% PW + 73% PW + 93% Southwest PW + 90% PW + 73% PW + 166% North Central PW + 115% PW + 70% PW + 150% South Central PW + 115% PW + 85% PW + 140% Eastern PW + 115% PW + 105% PW + 110% Other markups After-hours/emergency work PW+ 155% Replacement parts 20% MASTER CONTRACT No. 02420 18 47 Permit fees Cost of permit fees may be charged at cost as a separate line item on customer invoices. Labor costs involved in obtaining permits may be charged at regular contract prices. Travel charges Mileage: $3 per mile Hourly each way: Charged at the actual hours in transit for the actual technician for the county of the job site at the markup rate (PW+%) for the region. Example: For an electrician traveling to King County, hourly each way would be $137.03; in Spokane, it would be $115.54. Per diem at actual State Administrative and Accounting Manual rates (based on federal GSA guidelines) per location of job — no minimum charge; no charge for lodging if no overnight stay. Minimum charge for service: $300. MASTER CONTRACT NO. 02420 19 f:3 Exhibit B INSURANCE REQUIREMENTS 1. INSURANCE OBLIGATION. During the Term of this Master Contract, Contractor shall possess and maintain in full force and effect, at Contractor's sole expense, the following insurance coverages: COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance (and, if necessary, commercial umbrella liability insurance) covering bodily injury, property damage, products/completed operations, personal injury, and advertising injury liability on an 'occurrence form' that shall be no less comprehensive and no more restrictive than the coverage provided by Insurance Services Office (ISO) under the most recent version of form CG 00 01 in the amount of not less than $2,000,000 per occurrence and $4,000,000 general aggregate. This coverage shall include blanket contractual liability coverage. This coverage shall include a cross -liability clause or separation of insured condition. b. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE. Commercial automobile liability insurance covering the ownership, maintenance, and/or use of all owned/leased, non -owned, and hired vehicles used in the performance of the Master Contract, with limits of not less than $1,000,000 per accident, combined single limit for bodily injury and property damage liability. Coverage shall be provided on Insurance Services Office (ISO) form number CA 0001 or an equivalent. The required limits can be satisfied by any combination of primary, umbrella, or excess policy. c. EMPLOYERS' LIABILITY (STOPGAP) INSURANCE. Employers' liability insurance (and, if necessary, commercial umbrella liability insurance) with limits not less than $1,000,000 each accident for bodily injury by accident, $1,000,000 each employee for bodily injury by disease, and $1,000,000 bodily injury by disease policy limit. The insurance coverage limits set forth herein are the minimum. Contractor's insurance coverage shall be no less than the minimum amounts specified. Coverage in the amounts of these minimum limits, however, shall not be construed to relieve Contractor from liability in excess of such limits. Contractor waives all rights against the State of Washington for the recovery of damages to the extent such damages are covered by any insurance required herein. INSURANCE CARRIER RATING. Coverages provided by the Contractor must be underwritten by an insurance company deemed acceptable to the State of Washington's Office of Risk Management. Insurance coverage shall be provided by companies authorized to do business within the State of Washington and rated A- Class VII or better in the most recently published edition of Best's Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s) with an unacceptable financial rating. ADDITIONAL INSURED. Commercial General Liability, Commercial Automobile Liability, and Pollution Liability Insurance shall include the State of Washington and all authorized Purchasers (and their agents, officers, and employees) as Additional Insureds evidenced by copy of the Additional Insured Endorsement attached to the Certificate of Insurance on such insurance policies. MASTER CONTRACT No. 02420 20 49 4. CERTIFICATE OF INSURANCE. Prior to execution of the Master Contract, Contractor shall furnish to Enterprise Services, as evidence of the insurance coverage required by this Master Contract, a certificate of insurance satisfactory to Enterprise Services that insurance, in the above -stated kinds and minimum amounts, has been secured. In addition, no less than ten (10) days prior to coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above -stated kinds and minimum amounts, has been secured. Failure to maintain or provide proof of insurance, as required, will result in contract cancellation. All policies and certificates of insurance shall include the Master Contract number stated on the cover of this Master Contract. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution from any insurance or self-insurance maintained by, or provided to, the additional insureds listed above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance provided by Contractor or subcontractors. 6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any such subcontractor to provide insurance that complies will all applicable requirements of the insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements for each subcontractor. Each subcontractor must comply fully with all insurance requirements stated herein. Failure of any subcontractor to comply with insurance requirements does not limit Contractor's liability or responsibility. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of Washington and any Purchaser for the recovery of damages to the extent such damages are or would be covered by the insurance specified herein. 8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of aggregate limits, or intent not to renew insurance coverage, either in whole or in part, without at least sixty (60) days prior written Legal Notice by Contractor to Enterprise Services. Failure to provide such notice, as required, shall constitute default by Contractor. Any such written notice shall include the Master Contract number stated on the cover of this Master Contract. 9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims -made basis (rather than occurrence), Contractor shall maintain such coverage for a period of no less than three (3) years following expiration or termination of the Master Contract. MASTER CONTRACT No. 02420 21 50 COUNCIL MEETING DATE: 2/15/2022 ITEM #; CITY OF FEDERAL WAY CITY COUNCIL AGENDA BILL SUBJECT: MONETARY RETENTION INCENTIVE FOR CITY EMPLOYEES POLICY QUESTION: Should the council approve a monetary retention incentive for city employees in 2022 and 2023? COMMITTEE: PRHS&PS Committee MEETING DATE: 2/8/2022 CATEGORY: ® Consent ❑ Ordinance ❑ Public Hearing ❑ City Council Business ❑ Resolution ❑ Other _S.T_AF-F.—REPORTBY: AndyJHwan.gDEPT: Police = Attachments: 1. Staff Report 2. Monetary retention incentive for city employees Options Considered: 1. Approve the proposed monetary retention incentive for all city employees in 2022 and 2023. 2. Approve the proposed retention incentive for police department employees in 2022 and 2023. 3. Do not approve the proposed incentive and provide direction to staff. MAYOR'S RECOMMENDATION Option 1: Approve a monetary retention incentive for all city employees for 2022 and 2023. Option 2: Approve a monetary retention incentive for police department employees for 2022 and 2023. MAYOR APPROVAL: A, rg,- /I r DIRECTOR APPROVAL: n r 2�32 yy cn,i i tnnm to ImtwlDnm InitiailDa�e COMMITTEE RECOMMENDATION: I move to forward the proposed monetary retention incentive plan to the February 15, 2022 consent agenda far approval. Committee Chair Committee Member Committee Member PROPOSED COUNCIL MOTION: "I move approving the proposed monetary retention incentive for city employees for 2022 and 2023. " (BELOW TO BE COMPLETED BY CITY CLERKS OFFICE) COUNCIL ACTION: ❑ APPROVED COUNCIL BILL ❑ DENIED Fint reeding ❑ TABLEDMEFERRED/NO ACTION Enechnent rending ❑ MOVED TO SECOND READING Nrdinanm only) ORDINANCE# REVISED - 42019 RESOLUTION d 51 CITY OF FEDERAL WAY CITY COUNCIL COMMITTEE STAFF REPORT DATE: January 20, 2022 TO: Parks, Recreation, Human Services and Public Safety Council Committee VIA: Jim Ferrell, Mayor FROM: Andy J. Hwang, Chief of Police SUBJECT: Monetary retention incentive for City of Federal Way employees Financial Impacts: The problems this proposal seeks to alleviate are related to the COVID pandemic; therefore, we recommend using ARPA funds. The cost of this proposal for recommendation #1 (all city employees) is $773,410 per year. The cost of this proposal for recommendation 42 (police department only) is projected to be $368,771 per year. There are three alternatives to ARPA: expense savings, additional revenue, or general fund reserves. With the unbudgeted items, projects, and initiatives already committed this year, all the known expense savings and additional revenues are spoken for. After year-end auditing is finished, there may be a possibility that the city ends up with savings from 2021, but it is premature at the moment to know. Another option is 2022 is paid with ARPA funds; and 2023's incentive could theoretically be incorporated proactively into the 2023-24 budget. Background Information: Members of City Council recently expressed interest in authorizing retention pay for Federal Way Police Department (FWPD) employees. The incentive is intended to recognize the 24/7/365 nature of FWPD operations, staffed by people who physically come to work throughout an enduring pandemic, which simultaneously coincides with a difficult socio-political time for law enforcement in the United States in general. Finding enough willing and qualified people to fill vacant positions in law enforcement is always difficult. That difficulty is doubly exacerbated by the external forces mentioned above. Since early to mid-2020, police and sheriff's departments throughout the country have struggled with recruiting and retention. The Puget Sound area is no exception. As Federal Way experiences these difficulties, the Council reaffirms public safety is the highest governmental concern. Hiring and training new police employees is labor intensive and expensive. The process of recruiting, background investigation, and professional testing for a police applicant often takes 52 2+ months. Entry-level police officers attend a 5+ month basic law enforcement academy. All officers, whether new academy graduates or experienced lateral officers, go through our 3+ month field training program. Each retained employee avoids the costly backfill associated with this lengthy evolution. Retaining highly trained and experienced employees is a significant financial advantage and benefit to the city. Recruiting competition among law enforcement agencies is more competitive than ever. Accordingly, advantages to keeping incumbent officers have multiplied. While hiring bonuses have become standard, some agencies are now offering retention incentives.I Recommendation #1: COVID has work -related impacts for all city employees. Retaining experienced employees in all departments has similar logistical and financial benefits to the city. To approve this "stay here" incentivize for all city employees (including police), the projected total cost is $773,410 for 2022. For both years the total cost is $1,546,820, plus the presently unknown wage increase differentials in 2023. We recommend implementing the incentive in this manner: 1. For personnel employed on January 1, 2022, the City will pay a monetary retention incentive in the amount of 2.5% of the employee's base salary if the employee is still employed with no separation in service as of December 1, 2022. 2. For personnel employed on January 1, 2023, the City will pay a monetary retention incentive in the amount of 2.5% of the employee's base salary if the employee is still employed with no separation in service as of December 1, 2023. 3. In order for an employee to be eligible for the monetary incentive they must actually work (be present in the work place) for a minimum of 1,250 hours from January 1 to December 1 during the year being incentivized. 4. The monetary retention incentive is based solely on the employee's base salary and does not include overtime, specialty pay, or other compensation. 5. Applicable incentive pay will be paid to a qualifying employee in the last pay period of December of the qualifying year. Recommendation 92, Approve the retention incentive for police employees, using the guidelines described under recommendation #1. The first -year cost is projected to be $368,771. (Commissioned police officers: $321,946, Civilian staff: $46,825.) The two-year cost is $737,542, plus wage increase differentials in 2023. 1 The City of Everett is one recent example. Effective for 2022, Everett's retention incentive is for commissioned police officers, parking enforcement officers, property room specialists, and records specialists. 2 53