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HomeMy WebLinkAbout2022-152 PO 20230065-Pathways Enterprises Inc Wail R.aPurchase Order rCIT RECORDER Fiscal Year 2023 Page: 1 of: 1 hio7L , W F71,---FOLIBCit of Ashland „Eµ I ATTN: Accounts Payable •L 20 E. MPurchase L Ashlanda�n OR 97520 Order# 20230065 T Phone: 541/552-2010 0 Email: payable@ashland.or.us E PATHWAY ENTERPRISES INC H C/O Facilities Maintenance Div 1600 SKY PARK DR STE 101 I 90 North Mountain Ave D MEDFORD, OR 97504 P Ashland, OR 97520 R Email: ACCOUNTING@PATHWAY-INC.ORG Phone: 541/488-5358 Fax: 541/552-2304 - e=-:-.:1- 71.-:.._:. e7I IYV _ ,e;= n9 ei_ e_- E.:1 a. V �� ? s 77 ': . i- tiE&f ..[. 7,4 (541)488-1536 David Arnold WIr- 0,-;- -v.4.1,,, . -[95T_=^CI�$aI� -'. af � 6Ec_ .Te ..e; - _ �r a IE §{��i sla=:i[',�. =_- ___�. 07/11/2022 509 FOB ASHLAND OR City Accounts Payable On call Services FY 23' 1 On-call cleaning,painting, debris hauling and related services for 1.0 $5,000.00 $5,000.00 FY 23 Goods and Services Agreement($35,000 or Less) Completion date: 06/30/2023 Project Account: ***************GL SUMMARY*************** 088400-602352 $5,000.00 ,1- x u '. . 61 By: Date: /1,5/ 4 v � Auth4U"b't7A Signature 7.� '- -==z $5,000.00 I • FORM #3 �' �',/ i �y� �� � � CITY OF f �, .t �,. / ASHLAND \ ecgzi€ ,. for 1 Purchase4)r'�1e, REQUISITION Date of request: 6/24/2022 • Required date for delivery: Vendor Name Pathway Enterprises, Inc. Address,City,State,Zip 1600 Skypark Drive.Suite 101,Medford,OR 97504 ' Contact Name&Telephone Number Richard Simpson 541-601-4550 rpspeiCa.amail.com Email address SOURCING METHOD ❑ Exempt from Competitive Bidding 0 Invitation to Bid 0 Emergency ❑ Reason for exemption: - Date approved by Council: 0 Form#13,Written findings and Authorization ❑ AMC 2.50 _(Attach copy of council communication) 0 Written quote or proposal attached ❑ Written quote or proposal attached • _(If council approval required,attach copy of CC) ❑ Small Procurement 0 Request for Proposal • Cooperative Procurement Not exceeding$5,000 Date approved by Council: ® State of Oregon • ❑ Direct Award (Attach copy of council communication) Contract# Oregon Forward ❑ Verbal/Written quote(s)or proposal(s) 0 Request for Qualifications(Public Works) 0 State of Washington Date approved by Council: Contract# • • w(Attach copy of council communication) ❑ Other government agency contract Intermediate Procurement 0 Sole Source Agency • GOODS SERVICES ❑ Applicable Form(#5,6,7 or 8) Contract# . Greater than$5,000 and less than$100,000 ❑ Written quote or proposal attached Intergovernmental Agreement ' ❑ (3)Written bids and solicitation attached 0 Form#4,Personal Services$5K to$75K. Agency PERSONAL SERVICES Date approved by Council: 0 Annual cost to City does not exceed$25,000. Greater than$5,000 and less than$75,000 Valid until: (Date) Agreement approved by Legal and approved/signed by ❑ Less than$35,000,by direct appointment 0 Special Procurement City Administrator.AMC 2.50.070(4) ❑ (3)Written proposals&solicitation attached 0 Form#9,Request for Approval 0 Annual cost to City exceeds$25,000,Council ❑ Form#4,Personal Services$5K to$75K 0 Written quote or proposal attached approval required.(Attach copy of council communication) Date approved by Council: Valid until: (Date) Description of SERVICES . . Total Cost • As needed cleaning, painting, debris hauling and related services for FY23 $.5,000:00 Item# Quantity Unit Description of MATERIALS Unit Price Total Cost 1 • $0 $0.00 $0 $0.00 • • $0 $0.00 • ❑ Per attached quote/proposal , • • Project Number: -_ _ _ Account Number: 088400-602352 $$0'.00' *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 al ••= are and software purchases: • IT Director Date Support-Yes/No By signing this requisition form,I cerli that the City's public'.ntr:cling requirements have been satisfied. Employee: �-��/ Department Head: ( . `.2.z•Zoze alto o greater than$5,000) Department ManagerlSupervisor: City Man er: - ' (Greater than$35,00 Funds appropriated for current fiscal year; E / NO y/5 7Z F' a e fie tor-(Equal o or.greaterthan$5,000) Date • . Comments: , Form#3-Requisition } • GOODS AND SERVICES AGREEMENT ($35,000 OR LESS) PROVIDER: Pathway Enterprises,Inc. CITY OF PROVIDER'S -ASH LAN D CONTACT: Richard Simpson 20 East Main Street • Ashland,Oregon 97520 ADDRESS: 1600 Skypark Drive Suite 101 Telephone: 641/488-5587 Medford;`OR 97504 yj Fax: 541/488-6006 PHONE: 541-601-4550 This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland,an Oregon municipal coiporattion(hereinafter"City")and Pathway Enterprises,Inc.,(a domestic/foreign business corporation) ("hereinafter"Provider"),for cleaning and hauling services. 1. PROVIDER'S;OBLIGATIONS • 1.1 Provide as needed cleaning, painting,debr.is_hauling and,related;services for:PYP as set forth in the "SUPPORTING DOCUMENTS"attached hereto and,.by thus reference,incorporated herein. Provider expresslyacknowledges 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 services defined i and described in the "SUPPORTING DOCUMENTS" shall:hereinafter be collectively referred to as "Work." 12 Provider shall bbain and maintain during the term:of this Agreement anduntil.: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 .:... • 1. .. :.. . . .,.....,, nsured.as.thougha separatepolcy,had been pp,y to each named and addittonal named i issued to each,provided that the policy limits shall not be increased thereby; • Applyas 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;immediatel noti the Oity of an Chane in,insurance:covera e • Provider shall supply an endorsement naming the City,its officers,employees and agents as additional insureds by the Effective Date of this Agreement; and Page 1 of 6: Goods and Services Agreement between the City of Ashland and Pathway Enterprises,Inc. • Be evidenced by a certificate or certificates of such insurance approved by the City. 1.3 Provider shall,at its own expense,maintain Worker's Compensation Insurance in compliance with ORS 656.017, which requires subject employers to provide workers' compensation coverage for all of its subject workers. 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. 1.6 Living Wage Requirements: If the amount of this Agreement is $22,310.46 or more, Provider is required to comply with Chapter 3.12 of the Ashland.Municipal Code by paying a living wage,as defined in that chapter,to all employees performing Work under this Agreement and to any Subcontractor who performs 50% or more of the Work under this Agreement. Provider is also required to post the notice attached hereto as"Exhibit A"predominantly in areas where it will be seen by all employees. 1.7 Assignment: Provider shall not assign this Agreement or subcontract any portion of the Work to be provided hereunder without the prior written consent of the City. Any attempted assignment or subcontract without written consent of the City shall be void. Provider shall be fully responsible for the acts or omissions of any assigns or subcontractors and of all persons employed by them,and the approval by the City of any assignment or subcontract shall not create any contractual relation between the assignee or subcontractor and the City. 2. CITY'S OBLIGATIONS 2.1 City shall request individual written bids for each job and pay the Provider the amount bid as full compensation when the job has been satisfactorily completed. 2.2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of$5,000 (this is maximum, not to exceed amount of ENTIRE Agreement) 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. Page 2 of 6: Goods and Services Agreement between the City of Ashland and Pathway Enterprises,Inc. { { 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. Itsupersedes all prior agreements,negotiations,and representations between the parties, whether written or oral. � I 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 279B.220,279B.230 and 279B.235. ! 3.7 This Agreement shall:be:governed by the laws'0 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 Circuit Court of the State of Oregon for Jackson County unless.:exclusive.jurisdiction is,in federal court, in which case exclusive venue shall be iii the federal district court for the district of Oregon. Each party expressly waives.AO/and.allrights to maintain:an action under this Agreement in any.other venue,and expressly consents .that,;upon motion tot 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, emp oyees,'.contractors,or:agents.underithis'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. Ifany 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. { 3.11 :D `:. , .. ,,eliverieS will be;FO.B.;destination.Provider;shall pay:all transportation and handlin char es for the ... g g Goods Provider is responsible and liable for loss or damage until final inspection and acceptance of the Goods by the City. Provider remains liable for latent defects,fraud,'and warranties.. 3.12 The City,;may inspect and .test the:`Goods. The City may reject non-conforming Goods and require l Provider to.correct them without charge or deliver them at a reduced price,as negotiated._If Provider does not cure any,defects within a reasonable time, the City may reject the Goods and Cancel Agreementpart This:;paragraph does not Affect`or'limit the City's rights, including its :.,:.rights under;the:Uniform Commercial Code,ORS'Chapter 72(UCC). I,l F � Page 3 of 6: Goods and Services Agreement between the City of Ashland and Pathway Enterprises,Inc. 3.13 Provider represents and warrants that the Goods are new, current, and fully warranted by the manufacturer. Delivered Goods will comply with SUPPORTING DOCUMENTS and be free from defects in labor,material and manufacture.Provider shall transfer all warranties to the City. 4. SUPPORTING DOCUMENTS 4.1 The following documents are, by this reference, expressly incorporated in this Agreement, and are collectively referred to in this Agreement as the"SUPPORTING DOCUMENTS." 4.2 This Agreement and the SUPPORTING DOCUMENTS shall be construed to be mutually complimentary and supplementary wherever possible. In the event of a conflict which cannot be so resolved,the provisions of this Agreement itself shall control over any conflicting provisions in any of the SUPPORTING DOCUMENTS. In the event of conflict between provisions of two of the SUPPORTING DOCUMENTS,the several supporting documents shall be given precedence in the order listed in Article 4.1. 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, 2023, 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. 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.mayterminate 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: Page 4 of 6: Goods and Services Agreement between the City of Ashland and Pathway Enterprises,Inc. / , ip If tel the City: City of Ashland—Facilities Maintenance Department Attn: David Arnold 20 E.Main Street 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: Pathway Enterprises,Inc. Attn: Richard Simpson 541-601-4550 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 terns 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; (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 Iaws of any political subdivision of the State of Oregon shall constitutea 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. Page 5 of 6: Goods and Services Agreement between the City of Ashland'and Pathway Enterprises,Inc. 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: Pathway Enterprises,In ' 'R I VID '): By: ap&-`1111fts.... By:'i_•ature Signa Ot iSeir f=t-gc.512sir /-r&C d Srnr} 4g r Printed Nanie Printed Name PI .tL. toners ptau.RL• CU(�+r 0 0-c e cior Title Title =112.1 2627, 6/241707Z Date Date (W-9 is to be submitted with this signed Agreement) Purchase Order No. Page 6 of 6: Goods and Services Agreement between the City of Ashland and Pathway Enterprises,Inc.