HomeMy WebLinkAbout2025-139 AGRMT Hassell Fabrication Inc. A�H'
CITY F CAND _Goods and Services Agreement
City Information Contractor Information
City of Ashland Firm Name: Hassell Fabrication Inc.
Attn: Tommy Hoak Contact: Brett Hassell
90 North Mountain Ave_
Address: 300 Dead Indian Memorial Rd.
Ashland, Oregon 97520 Ashland, Oregon 97520
Phone: (541) 552-2355 Phone: (541) 482-8730
Email: tommy.hoak@ashland.or.US Email: hassellfab@gmail.com
Contract Summary
Procurement Method: Intermediate
Completion Date: 06/30/2026
Contract Amount: $ 78,100.00
Description of services: Manufacture of dump body for Street Department #1372
Supporting Documents: Bid Document Dated: 10/21/2025
W-9 Dated: 10/06/2025
Certificate of Insurance Dated: 10/06/2025
Dated:
This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the
City of Ashland, an Oregon municipal corporation (hereinafter"City") and the Contractor listed under
Contractor Information above, (hereinafter "Contractor"), for the services listed under Description of
Services and the Supporting Documents as noted in the Contract Summary above.
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 the Supporting Documents,the orting
Documents shall be given precedence in the order listed above.The Contractor's initials erein
signify acknowledgment and agreement to this provision, if applicable, or if not sign "N/A".
The goods and services defined and described in the Supporting Documents shall hereinafter be
collectively referred to as"Work."
Page 1 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab_
1. Term and Termination
1.1. 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 the
Completion Date indicated in the Contract Summary on page one of this Agreement unless
sooner terminated as provided in Subsection 1.2.
1.1. Time is of the essence. Time is of the essence for Contractor's performance of
each and every obligation and duty under this Agreement. City, by written notice to
Contractor of default or breach, may at any time terminate the whole or any part of this
Agreement if Contractor fails to provide the Work called for by this Agreement within the
time specified herein or within any extension thereof.
1.2. Termination
1.2.1. The City and Contractor may terminate this Agreement by mutual agreement at any
time.
1.2.2. 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.
1.2.3. 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.
2. Compensation
2.1. City shall pay Contractor the sum listed as the "Contract Amount" in the Contract Summary
on page one of this Agreement as provided herein as full compensation for the Work as
specified in the supporting documents.
2.2. In no event shall Contractor's total of all compensation and reimbursement under this
Agreement exceed the "Contract Amount" listed in the Contract Summary without express,
written approval from the appropriate Department Head or City Manager. Contractor
acknowledges that any work delivered, or expenses incurred without authorization as
provided herein is done at Contractor's own risk and as a volunteer without expectation of
compensation or reimbursement.
3. Contractor's Obligations
3.1. Performance. Provide the goods or services as set forth in the Supporting Documents
attached hereto and, by this reference, incorporated herein.
3.2. Nondiscrimination. Contractor 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 Contractor.
Contractor agrees to comply with all applicable requirements of federal and state civil rights
and rehabilitation statutes, rules and regulations. Further, Contractor 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
Page 2 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab.
business enterprise certified under ORS 200.055, in awarding subcontracts as required by
ORS 279A.110.
3.3. Subcontractor Notification. In all solicitations either by competitive bidding or negotiation
made by Contractor for work to be performed under subcontract, including procurements of
materials or leases of equipment, each potential subcontractor or supplier shall be notified by
the Contractors of the Contractor's obligations under this Agreement and Title VI of the Civil
Rights Act of 1964 and other federal nondiscrimination laws.
3.4. Living Wage Requirements. If the amount of this Agreement is $26,429.65 or more,
Contractor 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. Contractor is also required to post the notice attached hereto as "Exhibit A"
predominantly in areas where it will be seen by all employees.
4. Contractor's Compliance with Tax Laws
4.1. Contractor represents and warrants to the City that:
4.1.1. Contractor shall, throughout the term of this Agreement, including any extensions
hereof, comply with:
• All tax laws of the State of Oregon, including but not limited to ORS 305.620 and
ORS chapters 316, 317, and 318;
• Any tax provisions imposed by a political subdivision of the State of Oregon
applicable to Contractor; and
• Any rules, regulations, charter provisions, or ordinances that implement or enforce
any of the foregoing tax laws or provisions.
4.1.2. Contractor further certifies that contractor is not in violation of any Oregon tax laws
referenced in ORS 305.380(4).
4.2. Tax Compliance Breach. Contractor'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 Contractor'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.
5. Insurance. Contractor 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 Each
policy of such insurance shall be on an 'occurrence" and not a "claims made" form, and shall
include:
5.1. Commercial general liability — with a combined single limit, or the equivalent, of not less
than $2,000,000 (two million dollars) per occurrence and $3,000,000 (three million dollars) in
the aggregate for Bodily Injury and Property Damage.
Page 3 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab.
5.2. Commercial Automobile Liability -- with a combined single limit, or the equivalent of not
less than $2,000,000 (two million dollars) for each accident for Bodily Injury and
Property Damage, including coverage for owned, hired and non-owned vehicles.
5.3. Additional forms: (See Attached)
5.4. Worker's Compensation. Contractor 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. As evidence of the
insurance required by this Agreement, the Contractor shall furnish an acceptable insurance
certificate prior to commencing any Work with limits not less than $500,000.
5.4.1. Workers' Compensation Exemption: If applicable, Contractor affirms and certifies that
it is exempt from providing Workers' Compensation per ORS 656.027.
Exemption criteria:
Contractor initials if exempt: Date:
6. Additional Ins uredlCertifiGates of Insurance. The Contractor shall name the City of Ashland,
Oregon, along with its elected officials, officers, and employees, as Additional Insureds on all
insurance policies (excluding Professional Liability and Workers' Compensation) necessary for
this Agreement. This inclusion applies solely to the services provided by the Contractor under this
Agreement. The Contractor's insurance must be primary and non-contributory. Before
commencing work, the Contractor must provide acceptable insurance certificates as proof of the
required coverage. These certificates must specify all parties included as additional Insureds,
treating each named and additional named insured as if they were covered under separate
policies, without increasing policy limits. Insuring companies or entities must be accepted by the
City. Upon request, the Contractor must provide complete copies of insurance policies and trust
agreements to the City.Additionally,the Contractor must provide an endorsement naming the City,
its officers, employees, and agents as additional insureds by the Effective Date of this Agreement,
accompanied by approved certificate(s) of insurance.
7. Indemnity. Contractor 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 Contractor or its officers, employees, contractors, or agents under this Agreement.
8. 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 addresses set forth above with a copy to:
City of Ashland—Legal Department
20 E. Main Street
Ashland, Oregon 97520
Phone: (541)488-5350
Page 4 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab.
6. Remedies
6.1. In the event Contractor 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:
6.1.1. Termination of this Agreement.
6.1.2. Withholding all monies due for the Work that Contractor has failed to deliver within any
scheduled completion dates or any Work that have been delivered inadequately or
defectively.
6.1.3. Initiation of an action or proceeding for damages, specific performance, or declaratory
or injunctive relief.
6.1,4_ 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.
6.2. Default: The Contractor shall be in default of this Agreement if Contractor: commits any
material breach or default of any covenant, warranty, certification, or obligation under the
Agreement; institutes an action for relief in bankruptcy or has instituted against it an action
for insolvency; makes a general assignment for the benefit of creditors; or ceases doing
business on a regular basis of the type identified in its obligations under the Agreement; or,
without written authorization by the City, attempts to assign rights in, or delegate duties
under, this Agreement.
6.3. Liability Limitation. In no event shall City be liable to Contractor for any expenses related to
termination of this Agreement or for anticipated profits_ If previous amounts paid to Contractor
exceed the amount due, Contractor shall pay immediately any excess to City upon written
demand provided.
7. General Provisions
7.1. Non-exclusive Agreement. City is not obligated to procure any specific amount of Work
from Contractor and is free to procure similar types of goods and services from other
Contractors in its sole discretion.
7.2. Independent Contractor Status. Contractor is an independent contractor and not an
employee or agent of the City for any purpose.
7.3. Statutory Requirements. The following laws of the State of Oregon are hereby incorporated
by reference into this Agreement: ORS 27913.220, 279B.230 and 2798235
7.4. Assignment. Contractor 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. Contractor 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.
Page 5 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab.
7.5. Force Majeure. 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.
7.6. Deliveries F.O.B destination. Contractor shall pay all transportation and handling charges
for the Goods. Contractor is responsible and liable for loss or damage until final inspection
and acceptance of the Goods by the City. Contractor remains liable for latent defects, fraud,
and warranties.
7.7. Goods Rejection. The City may reject non-conforming Goods and require Contractor to
correct them without charge or deliver them at a reduced price, as negotiated. If Contractor
does not cure any defects within a reasonable time,the City may reject the Goods and cancel
this Agreement in whole or in part. This paragraph does not affect or limit the City's rights,
including its rights under the Uniform Commercial Code, ORS Chapter 72 (UCC).
7.8. Goods Warranty Representation. Contractor represents and warrants that they 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.
Contractor shall transfer all warranties to the City.
7.9. 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.
7.10. Jurisdiction.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 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.
7.11_ Severance. 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 Contractor and the City set
forth in this Agreement.
8. Merger. This agreement and the attached exhibits constitute the entire understanding and
agreement between the parties. No waiver, consent, modification or change of terms of this
agreement shall bind either party unless in writing and signed by both parties. Such waiver,
consent, modification or change, if made, shall be effective only in the specific instance and for
the specific purpose given. There are no understandings, agreements, or representations, oral or
written, not specified herein regarding this agreement. Contractor, by signature of its authorized
representative, hereby acknowledges that he/she has read this agreement, understands it, and
agrees to be bound by its terms and conditions.
Page 6 of 8: Goods and Services Agreement between the City of Ashland and Hassell Fab.
WETNESS WHEREOF, the parties have executed this Agreement in their respective names by their
duly authorized representatives as of the dates indicated below_This Agreement may be executed in
two counterparts, each of which shall be deemed an original,with equal force and effect as if executed
in a single document.
CITY OF ASHLAND: Hassell Fabrication Inc. (CONTRACTO
By: �Ce d 2ldZt'. t�b CL
ley:
Signature Signature
Sabrina Cotta
Printed Name
11/12/2025 Printed Name
f
Date
Title
Date
Purchase Order No.
( V-9 is to be submitted with this signed Agreement)..
APPROVED AS TO FORM:
City Attorney
Page 7 of 8. Goods and Services Agreement between the City of Ashland and Hassell Fabrication Inc.
city • f
City ®f Ashland
L VVff I N GO`
WAGE
per hour, effective June 30, 2025.
The Living Wage is adjusted annually every
June 30 by the Consumer Price Index.
a project or portion of the 401K, and IRS eligible
business of their employer, if cafeteria plans (including
the employer has ten or more childcare) benefits to the
employees, and has received employee's amount of wages.
➢ For all hours worked under a financial assistance for the
service contract between their project or business from the ➢ Note: For temporary and part-
employer and the City of City of Ashland over$27,163. time employees, the Living
Ashland if the contract Wage does not apply to the
exceeds$27,163 or more. ➢ If their employer is the City of first 1040 hours worked in any
Ashland, including the Parks calendar year. For more
➢ For all hours worked in a and Recreation Department. details, please see Ashland
month,if the employee spends Municipal Code Section
50%or more of the employee's ➢ In calculating the living wage, 3.12.020.
time in that month working on employers may add the value
of health care, retirement,
For additional information:
Call the Ashland City Manager's office at 541-488-6002 or write to the City Manager,
City Hall, 20 East Main Street, Ashland, OR 97520, or visit the City's website at www.ashland.or.us.
Notice to Employers: This notice must be posted in areas where it can be seen by all employees.
t_----,C 1 T Y €) €
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www.hassellfabrication.com
hassellfab@gmail.com
541-482-8730 Date Estimate#
10/21/2025 051654
300 Dead Indian Memorial Road
Ashland, 4R 97520
CITY of ASHLAND
20 E MAIN STREET
ASHLAND OR 97520
Description Qty Cost Total
TRUCK#1373 0.00 0.00
I 6FOOT TUB,1/4INCH HX4500 SKINS,3/16 AR400 TAILGATE,HIGH LIFT 1 36,500,00 36,500.00
GATE,CYLINDER,CYLINDER MOUNT,HINGES AND L-PLATE,WITH
CABGUARD
FULL INSTALLATION OF DUMP BODY,WET KIT(HOT SHIFT PTO FOR 1 9,750.00 9,750.00
ALLISON 4500 RDS),CONTROLS,HOSES,LIGHTS,AND WIRING.
(INCLUDES MU-NCIE PTO EXTENSION FOR LARGER PUMP
RELOCATION).side mount tank,electric control solenoids,control tower in cab
with needed controls,installation of basket and rear hinges,and required lights.)
Custom oil tanks,special hydraulic fittings,non standard PTO,relocation of tool
boxes,air tanks and removal of unneeded items will be charged at a shop labor rate
and material costs.
HYDRAULIC SPOOL VALVE,HOSES AND CONTROLS FOR HYDRAULIC 1 3,850.00 3,850.00
TRANSFER TRAILER
SUB FRAME 1 1,850.00 1,850.00
Total
Customer Signature
*Quoted prices valid for I4 days
Thank you for considering Hassell Fabrication for your project.
Page 1
www.hassellfabrication.com
hassellfab@gmail,com
541-482-8730 Date Estimate#
10/21/2025 051654
300 Dead Indian Memorial Road
Ashland, OR 97520
CITY OF ASHLAND
20 E MAIN STREET
ASHLAND OR 97520
Description Qty Cost Total
HITCH PLATE WITH 270 PREMIER HITCH INSTALLED 1 2,850.00 2,850.00
RE-BAR.WALKWAYS DOWN BOTH SIDES 1 1,800.00 1,800.00
DITCH GATE 1 450.00 450.00
PULL TARP INSTALLED,SEMI-AUTO STEEL PROTECTOR+WITH 1 3,200.00 3,200.00
ASPHALT TARP.
TRANSFER READY,INCLUDES INSIDE RAILS,REAR LOCKS AND 1 3,450.00 5,450.00
LATCHES,MATCHED UP TO TRANSFER TRAILER
Paint dumpbox; single color,single stage paint 2 6,200.00 12,400.00
Total S78,100.00
Customer Signature
*Quoted prices valid for 14 days
Thank you for considering Hassell Fabrication for your project.
Page 2
Form W-9 Request for Taxpayer Give form to the
(Rev.March 2024) Identification Number and Certification requester.Do not
Department Revenue Service of the Treasury Go to www.irs.gov/FormW9 for instructions and the latest information. Send to the IRS.
Internal Re
Before you begin.For guidance related to the purpose of Form W-9,see Purpose of Form,below.
1 Name of entity/individual.An entry is required.(For a sole proprietor or disregarded entity,enter the owners name online 1,and enter the business/disregarded
entity's name on line 2)
Hassell Fabrication Inc.
2 Business name/disregarded entity name,if different from above.
M 3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1.Check 4 Exemptions(codes apply only to
only one of the following seven boxes. certain entities,not individuals;
see instructions on page 3);
❑ Individual/soie proprietor ❑ C corporation Q 5 corporation ❑ Partnership ❑ Trust/estate
0
❑ LLC.Enter the tax classification(C=C corporation,S=S corporation,P=Partnership) . . . . Exempt payee code(if any)
e o Note:Check the"LLC"box above and,in The entry space,enter the appropriate code(C,S,or P)for the tax
U classification of the LLC,unless it is a disregarded entity.A disregarded entity should instead check the appropr ate Exemptian from Foreign Account Tax
o i box for the tax classification of its owner. Compliance Act(FATCA)reporting
C ❑ code(if any)
Other(see instructions)
'L ti
a a
3b If on line 3a you checked"Partnership"or"Trust/estate."or checked"LLC"and entered"P"as its tax classification, (Applies to accounts maintained
and you are providing this form to a partnership,trust.or estate in which you have an ownership interest check outside the United states.)
this box if you have any foreign partners,owners,or beneficiaries,See instructions . _ . . . . . . . ❑
5 Address(number,street and apt.or suite no.).See instructions. Requester's name and address(optionao
300 Dead Indian Memorial Rd. City of Ashland
20 E.Main St.
6 City,state,and ZIP code Ashland,OR 97520
Ashland, OR 97520-9055
7 List account numbers)here(optional)
Taxpayer Identification Number(TIN)
Social security number
Enter your TIN in the appropriate box.The TIN provided must match the name given on line 1 to avoid
backup withholding.For individuals,this is generally your social security number(SSN).However,for a
resident alien,sole proprietor,or disregarded entity,see the instructions for Part 1,later.For other
entities,it is your employer identification number(El".if you do not have a number,see How to get a or
TIN,later. Employer identification number
Dote:if the account is in more than one name,see the instructions for line 1.See also What Name and 3
Number To Give the Requester for guidelines on whose number to enter.
IM Certification
Under penalties of perjury,1 certify that:
1,The number shown on this form is my correct taxpayer identification number(or I am waiting for a number to be issued to me);and
2,1 am not subject to backup withholding because(a)I am exempt from backup withholding,or(b)I have not been notified by the Internal Revenue
Service(IRS)that l am subject to backup withholding as a result of a failure to report all interest or dividends,or(c)the IRS has notified me that I am
no longer subject to backup withholding;and
3.1 am a U.S.citizen or other U.S.person(defined below);and
4.The FATCA code(s)entered on this farm(if any)indicating that I am exempt from FATCA reporting is correct.
Certification instructions.You must cross out item 2 above if you have been otifed by the IRS that you are currently subject to backup withholding
because you have failed to report all interest and dividends on your tax re .For reat estate transactions,item 2 does not apply.For mortgage interest paid,
acquisition or abandonment of secured property,cancellation of debt ntributions to an individual retirement arrangement(IRA),and,generally,payments
Other than interest and dividen ,you are not r aired to sign the ification,but you must provide your correct TIN.See the instructions for Part it,later.
sign Signature of �� r 1
Here U.S.person Date
New line 3b has been added to this form.A flow-through entity is
General Instructions
required to complete this line to indicate that it has direct or indirect
Section references are to the Internal Revenue Code unless otherwise foreign partners,owners,or beneficiaries when it provides the Form W-9
noted_ to another flow through entity in which it has an ownership interest.This
change is intended to provide a flow through entity with information
Future developments.For the latest information about developments regarding the status of its indirect foreign partners,owners,or
after they were published,go to www.irs.gov/Fo
related to Form W-9 and its instructions,such legislation enacted beneficiaries,so that it can satisfy any applicable reporting
rmW9. requirements.For example,a partnership that has any indirect foreign
What's New Partnership
may be required to complete Schedules K-2 and K-3.See the
Partnership Instructions for Schedules K-2 and K-3(Form 1065).
Line 3a has been modified to clarify how a disregarded entity completes
this line.An LLC that is a disregarded entity should check the Purpose of Form
appropriate box for the tax classification of its owner.Otherwise,it An individual or entity(Form W-9 requester)who is required to file an
should check the"LLC"box and enter its appropriate tax classification. information return with the IRS is giving you this form because they
Cat No_10231x Form w-g(Rev.3-2024)