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HomeMy WebLinkAbout2018-069- Farrell's Glass Service-20190175 GOODS & SERVICES AGREEMENT PROVIDER: Farrell's Glass CITY OF PROVIDER'S -AS H LAND CONTACT: Mike Simpson 20 East Main Street Ashland, Oregon 97520 ADDRESS: 229 South Front Street Telephone: 541/488-5587 Medford, OR 97501 Fax: 541/488-6006 PHONE: (541)773-1058 This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an Oregon municipal corporation (hereinafter "City") and Farrell's Glass, a domestic business corporation ("hereinafter "Provider"), for glass repair and replacement. 1. PROVIDER'S OBLIGATIONS 1.1 Provide glass repair and replacement for FY19 as set forth in the "SUPPORTING DOCUMENTS" attached hereto and, by this reference, incorporated herein. Provider expressly acknowledges that time is of the essence of any completion date set forth in the SUPPORTING DOCUMENTS, and that no waiver or extension of such deadline may be authorized except in the same manner as herein provided for authority to exceed the maximum compensation. The goods and services defined and described in the "SUPPORTING DOCUMENTS" shall hereinafter be collectively referred to as "Work." 1.2 Provider shall obtain and maintain during the term of this Agreement and until City's final acceptance of all Work received hereunder, a policy or policies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars) per occurrence for Bodily Injury and Property Damage. 1.2.1 The insurance required in this Article shall include the following coverages: • Comprehensive General or Commercial General Liability, including personal injury, contractual liability, and products/completed operations coverage; and • Automobile Liability. 1.2.2 Each policy of such insurance shall be on an "occurrence" and not a "claims made" form,. and shall : • Name as additional insured "the City of Ashland, Oregon, its officers, agents and employees" with respect to claims arising out of the provision of Work under this Agreement; • Apply to each named and additional named insured as though a separate policy had been issued to each, provided that the policy limits shall not be increased thereby; • Apply as primary coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability; • Provider shall immediately notify the City of any change in insurance coverage • Provider shall supply an endorsement naming the City, its officers, employees and agents as additional insureds by the Effective Date of this Agreement; and • Be evidenced by a certificate or certificates of such insurance approved by the City. Page I of 5: Agreement between the City of Ashland and Farrell's Glass 1.3 All subject employers working under this Agreement are either employers that will comply with ORS 656.017 or employers that are exempt under ORS 656.126. 1.4 Provider agrees that no person shall, on the grounds of race, color, religion, creed, sex, marital status, familial status or domestic partnership, national origin, age, mental or physical disability, sexual orientation, gender identity or source of income, suffer discrimination in the performance of this Agreement when employed by Provider. Provider agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Provider agrees not to discriminate against a disadvantaged business enterprise, minority-owned business, woman-owned business, a business that a service-disabled veteran owns or an emerging small business enterprise certified under ORS 200.055, in awarding subcontracts as required by ORS 279A.110. 1.5 In all solicitations either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Providers of the Provider's obligations under this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 2. CITY'S OBLIGATIONS 2.1 City shall pay Provider the sum of $2,000 as provided herein as full compensation for the Work as specified in the SUPPORTING DOCUMENTS. 2.2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of $2,000 without express, written approval from the City official whose signature appears below, or such official's successor in office. Provider expressly acknowledges that no other person has authority to order or authorize additional Work which would cause this maximum sum to be exceeded and that any authorization from the responsible official must be in writing. Provider further acknowledges that any Work delivered or expenses incurred without authorization as provided herein is done at Provider's own risk and as a volunteer without expectation of compensation or reimbursement. 3. GENERAL PROVISIONS 3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of Work from Provider and is free to procure similar types of goods and services from other providers in its sole discretion. 3.2 Provider is an independent contractor and not an employee or agent of the City for any purpose. 3.3 Provider is not entitled to, and expressly waives all claims to City benefits such as health and disability insurance, paid leave, and retirement. 3.4 This Agreement embodies the full and complete understanding of the parties respecting the subject matter hereof. It supersedes all prior agreements, negotiations, and representations between the parties, whether written or oral. 3.5 This Agreement may be amended only by written instrument executed with the same formalities as this Agreement. 3.6 The following laws of the State of Oregon are hereby incorporated by reference into this Agreement: ORS 27913.220, 27913.230 and 27913.235. 3.7 This Agreement shall be governed by the laws of the State of Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the Page 2 of 5: Agreement between the City of Ashland and Farrell's Glass Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice of venue. 3.8 Provider shall defend, save, hold harmless and indemnify the City and its officers, employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses of any nature resulting from, arising out of, or relating to the activities of Provider or its officers, employees, contractors, or agents under this Agreement. 3.9 Neither party to this Agreement shall hold the other responsible for damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the other or the other's officers, employees or agents. 3.10 If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the intent of Provider and the City set forth in this Agreement. 4. SUPPORTING DOCUMENTS The following documents are, by this reference, expressly incorporated in this Agreement, and are collectively referred to in this Agreement as the "SUPPORTING DOCUMENTS:" • The Provider's complete written Rate Sheet dated June 21, 2018. 5. REMEDIES 5.1 In the event Provider is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law or in equity, including, but not limited to: 5. 1.1 Termination of this Agreement; 5.1.2 Withholding all monies due for the Work that Provider has failed to deliver within any scheduled completion dates or any Work that have been delivered inadequately or defectively; 5.1.3 Initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief; 5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent, and City may pursue any remedy or remedies singly, collectively, successively or in any order whatsoever. 5.2 In no event shall City be liable to Provider for any expenses related to termination of this Agreement or for anticipated profits. If previous amounts paid to Provider exceed the amount due, Provider shall pay immediately any excess to City upon written demand provided. 6. TERM AND TERMINATION 6.1 Term This Agreement shall be effective from the date of execution on behalf of the City as set forth below (the "Effective Date"), and shall continue in full force and effect until June 30, 2019, unless sooner terminated as provided in Subsection 6.2. 6.2 Termination 6.2.1 The City and Provider may terminate this Agreement by mutual agreement at any time. Page 3 of 5: Agreement between the City of Ashland and Farrell's Glass 6.2.2 The City may, upon not less than thirty (30) days' prior written notice, terminate this Agreement for any reason deemed appropriate in its sole discretion. 6.2.3 Either party may terminate this Agreement, with cause, by not less than fourteen (14) days' prior written notice if the cause is not cured within that fourteen (14) day period after written notice. Such termination is in addition to and not in lieu of any other remedy at law or equity. 7. NOTICE Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, or by mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the address set forth below: If to the City: City of Ashland - Facilities Maintenance Department Attn: David Arnold 90 North Mountain Avenue Ashland, Oregon 97520 Phone: (541) 552-2292 With a copy to: City of Ashland - Legal Department 20 E. Main Street Ashland, OR 97520 Phone: (541) 488-5350 If to Provider: Farrell's Glass Attn: Mike Simpson 229 South Front Street, Medford, OR 97501 (541)773-1058 8. WAIVER OF BREACH One or more waivers or failures to object by either party to the other's breach of any provision, term, condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach, whether or not of the same nature. 9. PROVIDER'S COMPLIANCE WITH TAX LAWS 9.1 Provider represents and warrants to the City that: 9.1.1 Provider shall, throughout the term of this Agreement, including any extensions hereof, comply with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.1.2 Provider, for a period of no fewer than six (6) calendar years preceding the Effective Date of this Agreement, has faithfully complied with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; Page 4 of 5: Agreement between the City of Ashland and Farrell's Glass (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.2 Provider's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute a material breach of this Agreement. Further, any violation of Provider's warranty, as set forth in this Article 9, shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available under this Agreement, at law, or in equity. IN WITNESS WHEREOF the parties have caused this Agreement to be signed in their respective names by their duly authorized representatives as of the dates set forth below. CITY OF ASHLAND: Farrell's Glass (PROVIDER): By: By: 0' Signature Signature Printed Name Printed Name Title Title Zo/r 1Z -l B- Date Date is to be submitted with this signed Agreement) Purchase Order No. Page 5 of 5: Agreement between the City of Ashland and Farrell's Glass 0 0 GLASS SERVICE A010 • Rf 510E N II AI • SP EC I AE IY 0ef 6-21-2018 Labor rate is $75.00 per hour with a 1 hr min. Typical service call to Ashland is $150.00 Materials are quoted on a per job basis. Thank You Heidi Whitney Farrell's Glass Service 541-773-1058 229 S. Front St. Medford OR 97501 541-773-1058 Fax 541-776-7457 CCB# 168846 www.saif.com Oregon Workers' Compensation Work. f Life. Certificate of Insurance sal Oregon. Mail to: Certificate holder: BETTER VIEW LLC CITY OF ASHLAND PO BOX 849 20 EAST MAIN STREET MEDFORD, OR 97501-0061 ASHLAND, OR 97520 The policy of insurance listed below has been issued to the insured named below for the policy period indicated. The insurance afforded by this policy is subject to all the terms, exclusions and conditions of such policy; this policy is subject to change or cancellation at any time. Insured Producer/contact Better View LLC Great Basin Insurance PO Box 849 Great Basin (Klamath Falls) Medford, Or 97501-0061 541.882.5507 info@gr8basin.com Issued 06/21/2018 Limits of liability Policy 983980 Bodily Injury by Accident $500,000 each accident Period 03/01/2018 to 03/01/2019 Bodily Injury by Disease $500,000 each employee Body Injury by Disease $500,000 policy limit Description of operations/locations/special items Important This certificate is issued as a matter of information only and confers no rights to the certificate holder. This certificate does not amend, extend or alter the coverage afforded by the policies above. This certificate does not constitute a contract between the issuing insurer, authorized representative or producer and the certificate holder. Authorized representative Kerry Barnett President and CEO 400 High Street SE Salem, OR 97312 P: 800.285.8525 F: 503.584.9812 Policy_O LCA_CertificateOflnsurance A%2b® CERTIFICATE OF LIABILITY INSURANCE D 06/21/20 8 ' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CCOONTAC Troy Wold RORY WOLD INSURANCE NAME, PHONE 541 _ -773-1404 No): AGENCYINC CAIC, No. E FAX 541-779-6975 xt): tA[C State Farm E-MAIL E2019 AERO WAY STE 101 ADDRESS: • i MEDFORD OR 97504-9789 _ INSURER(S) AFFORDING COVERAGE -~NAIC0 _ INSU_RERA:State Farm Mutual Automobile Insurance Company 25178 INSURED BETTER VIEW LLC INSURER B:State Farm Fire and Casualty Company 25143 DBA FARRELL'S GLASS SERVICE INSURER C, PO BOX 849 INSURER D: MEDFORD OR 97501-0061 wsURERE: - INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR iADDLISUBRI POLICY EFF POLICY EXP LTR TYPE OF INSURANCE INATI, POLICY NUMBER M/DD Y IMM/DDfYYYY) l' LIMITS B j X I COMMERCIAL GENERAL LIABILITY I Y I 97-E6-2511-4 06/27/2018 06127/2019 i EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE OCCUR I PDAMAGE TO REMISES (EaEoccurrence) $ 300,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000- GEN'L AGGREGATE LIMIT APPLIES PER: I GENERAL AGGREGATE S 2,000,000 POLICY JECOT- LOC PRODUCTS- COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY Y 365 1840-B31-378 02(28/2018 02128/2018 COMBINED SINGLE LIMIT $ Ea accident _ X~ ANY AUTO 365 9988-DO6-37 04/06/2016 04/06/2019 BODILY INJURY (Per person) $ 250,000 X ALL OWNED r AUTOSULED BODILY INJURY (Per accident) $ 500,000 134 3176-D13-37B i 04113/2018 04113/2019 NON-OWNED PROPERTY DAMAGE $ 100,000 HIRED AUTOS I-XII AUTOS Per accident ; I I$ I UMBRELLA LIAB OCCUR EACH OCCURRENCE $ ES~LIAB CLAIMS-MADE AGGREGATE $ 1 11 DED RETENTION $ $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS' LIABILITY YIN STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ NIA E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? " (Mandatory in NH) E.L. DISEASE - EA EMPLOYE $ _ If yes, describe under DESCRIPTION OF OPERATIONS below i ! E.L. DISEASE - POLICY LIMIT $ i ~ I ~ i I DESCRIPTION OF OPERATIONS / LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Name as Additional Insured "The City of Ashland, Oregon, its officers, agents and employees" with respect to Claims arising out of the provision of Work under this agreement; CERTIFICATE HOLDER CANCELLATION City of Ashland SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20 East Main Street THE EXPIRATION DATE THEREOF, NOTICE HALL BE DELIVERED IN Ashland, Oregon 97520 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE 7 ^ ©1988-20144 ACOR(D/CORPO~RAATTION. All rights reserved. ACORD 26 (2014/01) The ACORD name and logo are registered marks of ACORD 1001486 132849.9 02-04-2014 Purchase Order Fiscal Year 2019 Page: 1 of: 1 T HIS PO NUMBER MUST AF'F EAR:QN ALL B City of Ashland INVOICES. AND SHIPPING DOCUMENTS I ATTN: Accounts Payable L 20 E. Main Purchase 2019017 L Ashland, OR 97520 Order # T Phone: 541/552-2010 O Email: payable@ashland.or.us V S C/O Facilities Maintenance Div E FARRELL'S GLASS SERVICE H 90 North Mountain Ave N PO BOX 849 P Ashland, OR 97520 D MEDFORD, OR 97501 Phone: 541/488-5358 O T Fax: 541/552-2304 R O David Arnold 08/20/2018 1045 FOB ASHLAND OR/NET30 Cit Accounts Pa able On-call glass repair 1 On-call glass repair and replacement 1 $2,000.0000 $2,000.00 Goods & Services Agreement Completion date: 06/30/2019 Project Account: GL SUMMARY 082400 - 602400 $2,000.00 By: c Date: Authorized gnature i ISO Total,-- $2,000.001 FORM 93 CITY of ASHLAND Date of request 8/16/18 : REQUISITION Required date for delivery: Vendor Name Farrell's Glass Address, City, State, Zip 229 South Front Street, Medford, OR 97501 Contact Name & Telephone Number Mike Simpson (541)773-1058 Fax Number SOURCING METHOD ❑ Exempt from Competitive Bidding ❑ Emergency ❑ Reason for exemption: ❑ Invitation to Bid (Copies on file) ❑ Form #13, Written findings and Authorization Date approved by Council: El Written quote or proposal attached El AMC 2.50 ❑ Written quote or proposal attached ❑ Small Procurement Cooperative Procurement Less than $5,000 ❑ Request for Proposal (Copies on file) ❑ State of Oregon ® Direct Award Date approved by Council: Contract # ❑ VerbalNVrltten quote(s) or proposal(s) ❑ State of Washington Contract # Intermediate Procurement ❑ Sole Source ❑ Other government agency contract GOODS & SERVICES ❑ Applicable Form (#5,6, 7 or 8) Agency $5,000 to $100,000 ❑ Written quote or proposal attached Contract # ❑ (3) Written quotes and solicitation ❑ Form #4, Personal Services $5K to $75K Intergovernmental Agreement attached ❑ Agency PERSONAL SERVICES ❑ Special Procurement Date original contract approved by Council: $5,000 to $75,000 ❑ Form #9, Request for Approval (Date) ❑ Less than $35,000, by direct ❑ Written quote or proposal attached appointment Date approved by Council: ❑ (3) Written proposals/written solicitation ❑ Form #4, Personal Services $5K to $75K Valid until: (Date) Description of SERVICES Total Cost Provide glass repair and replacement for FY19 $ 2,000.00 Item # Quantity Unit Description of MATERIALS Unit Price Total Cost TOTAL COST ® Per attached quote/proposal Project Number _ _ _ _ _ _ - _ _ _ Account Number 082400-602400 Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures. IT Director in collaboration with department to approve all hardware and software purchases: /T Director Date Support -Yes / No By signing thi ~tltsi /c i hat the City's public contracting requirement s.hAve been s tis sled. i Employee Signature: Department Head Signature:, (Equa o or greater than $5,000) City Administrator: ' (Equal to or greater than $25,000) I- Z / l r Funds appropriated for current fiscal year. 'WI NO Finance ctor- (Equal to or greater than $5, 000) Date Comments: Form #3 - Requisition