HomeMy WebLinkAbout2008-174 Contract - Aquatechnex
Contract for PERSONAL SERVICES Less than $25,000
CITY OF
ASHLAND
20 East Main Street
Ashland, Oregon 97520
Telephone: 541/488-6002
Fax: 541/488-5311
Aquatechnex
Terry McNabb
1801 Van Wormer, Suite 1
Centralia, W A 98531-1944
TELEPHONE (360) 239-5173
FAX: (360) 239-5173
tmcnabb@aquatechnex.com
CONSULTANT:
CONTACT:
ADDRESS:
DATE AGREEMENT PREPARED: 8/7/08
BEGINNING DATE: 7/22/08 COMPLETION DATE: 8/8/08
COMPENSATION: Time and Materials Not to Exceed $1700 in accordance with the attached proposal
SERVICES TO BE PROVIDED: Algaecide Application at Reeder Reservoir
ADDITIONAL TERMS: As described in the attached email and field directed by a representative of the City.
FINDINGS:
Pursuant to AMC 2.52.040E and AMC 2.52.060, after reasonable inquiry and evaluation, the undersigned Department
Head finds and determines that: (1) the services to be acquired are personal services; (2) the City does not have
adequate personnel nor resources to perform the services; (3) the statement of work represents the department's plan for
utilization of such personal services; (4) the undersigned consultant has specialized experience, education, training and
capability sufficient to perform the quality, quantity and type of work requested in the scope of work within the time and
financial constraints provided; (5) the consultant's proposal will best serve the needs of the City; and (6) the
compensation negotiated herein is fair and reasonable.
NOW THEREFORE, in consideration of the mutual covenants contained herein the CITY AND CONSULTANT AGREE as
follows:
1. Findings I Recitations. The findings and recitations set forth above are true and correct and are incorporated herein
by this reference.
2. All Costs by Consultant: Consultant shall, at its own risk and expense, perform the personal services described
above and, unless otherwise specified, furnish all labor , equipment and materials required for the proper performance
of such service.
3. Qualified Work: Consultant has represented, and by entering into this contract now represents, that all personnel
assigned to the work required under this contract are fully qualified to perform the service to which they will be
assigned in a skilled and worker-like manner and, if required to be registered, licensed or bonded by the State of
Oregon, are so registered, licensed and bonded.
4. Completion Date: Consultant shall start performing the service under this contract by the beginning date indicated
above and complete the service by the completion date indicated above.
5. Compensation: City shall pay Consultant for service performed, including costs and expenses, the sum specified
above. Once work commences, invoices shall be prepared and submitted by the tenth of the month for work
completed in the prior month. Payments shall be made within 30 days of the date of the invoice. Should the contract
be prematurely terminated, payments will be made for work completed and accepted to date of termination.
6. Ownership of Documents: All documents prepared by Consultant pursuant to this contract shall be the property of
City.
7. Statutory Requirements: ORS 279C.505, 279C.515, 279C.520 and 279C.530 are made part of this contract.
8. Living Wage Requirements: If the amount of this contract is $17,342 or more, Consultant is required to comply with
chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in this chapter, to all employees
performing work under this contract and to any Subcontractor who performs 500/0 or more of the service work under
this contract. Consultant is also required to post the notice attached hereto as Exhibit 8 predominantly in areas where
it will be seen by all employees.
9. Indemnification: Consultant agrees to defend, indemnify and save City, its officers, employees and agents harmless
from any and all losses, claims, actions, costs, expenses, judgments, subrogations, or other damages resulting from
injury to any person (including injury resulting in death), or damage (including loss or destruction) to property, of
whatsoever nature arising out of or incident to the performance of this contract by Consultant (including but not
limited to, Consultant's employees, agents, and others designated by Consultant to perform work or services
attendant to this contract). Consultant shall not be held responsible for any losses, expenses, claims, subrogations,
actions, costs, judgments, or other damages, directly, solely, and proximately caused by the negligence of City.
10. Termination:
a. Mutual Consent. This contract may be terminated at any time by mutual consent of both parties.
I
Contract for Personal Services Less than $25,000, Revised by Legal 03/26/2007, Page 8 of 26
b. City's Convenience. This contract may be terminated at any time by City upon 30 days' notice in writing
and delivered by certified mail or in person.
c. For Cause. City may terminate or modify this contract, in whole or in part, effective upon delivery of
written notice to Consultant, or at such later date as may be established by City under any of the following
conditions:
i. If City funding from federal, state, county or other sources is not obtained and continued at levels
sufficient to allow for the purchase of the indicated quantity of services;
ii. If federal or state regulations or guidelines are modified, changed, or interpreted in such a way
that the services are no longer allowable or appropriate for purchase under this contract or are
no longer eligible for the funding proposed for payments authorized by this contract; or
iii. If any license or certificate required by law or regulation to be held by Consultant to provide the
services required by this contract is for any reason denied, revoked, suspended, or not renewed.
d. For Default or Breach.
i. Either City or Consultant may terminate this contract in the event of a breach of the contract by
the other. Prior to such termination the party seeking termination shall give to the other party
written notice of the breach and intent to terminate. If the party committing the breach has not
entirely cured the breach within 15 days of the date of the notice, or within such other period as
the party giving the notice may authorize or require, then the contract may be terminated at any
time thereafter by a written notice of termination by the party giving notice.
ii. Time is of the essence for Consultant's performance of each and every obligation and duty under
this contract. City by written notice to Consultant of default or breach may at any time terminate
the whole or any part of this contract if Consultant fails to provide services called for by this
contract within the time specified herein or in any extension thereof.
iii. The rights and remedies of City provided in this subsection (d) are not exclusive and are in
addition to any other rights and remedies provided by law or under this contract.
e. Obliaation/Uabilitv of Parties. Termination or modification of this contract pursuant to subsections a, b, or
c above shall be without prejudice to any obligations or liabilities of either party already accrued prior to such
termination or modification. However, upon receiving a notice of termination (regardless whether such notice is
given pursuant to subsections a, b, c or d of this section, Consultant shall immediately cease all activities under
this contract, unless expressly directed otherwise by City in the notice of termination. Further, upon termination,
Consultant shall deliver to City all contract documents, information, works-in-progress and other property that are
or would be deliverables had the contract been completed. City shall pay Consultant for work performed prior to
the termination date if such work was performed in accordance with the Contract.
11. Independent Contractor Status: Consultant is an independent contractor and not an employee of the City.
Consultant shall have the complete responsibility for the performance of this contract. Consultant shall provide
workers' compensation coverage as required in ORS Ch 656 for all persons employed to perform work pursuant to
this contract. Consultant is a subject employer that will comply with ORS 656.017.
12. Assignment and Subcontracts: Consultant shall not assign this contract or subcontract any portion of the work
without the written consent of City. Any attempted assignment or subcontract without written consent of City shall be
void. Consultant 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 City of any assignment or subcontract shall not create any
contractual relation between the assignee or subcontractor and City.
13. Default. The Consultant shall be in default of this agreement if Consultant: commits any material breach or default
of any covenant, warranty, certification, or obligation it owes under the Contract; its QRF status pursuant to the ORF
Rules or loses any license, certificate or certification that is required to perform the Services or to qualify as a ORF if
consultant has qualified as a ORF for this 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 Contract; or attempts to assign rights in, or
delegate duties under, the Contract.
14. Insurance. Consultant shall at its own expense provide the following insurance:
a. Worker's Comoensation insurance in compliance with ORS 656.017, which requires subject employers to
provide Oregon workers' compensation coverage for all their subject workers
b. Professional Liabilitv insurance with a combined single limit, or the equivalent, of not less than
$1,000,000 for each claim, incident or occurrence. This is to cover damages caused by error, omission or
negligent acts related to the professional services to be provided under this contract.
c. General Liability insurance with a combined single limit, or the equivalent, of not less than $1,000,000 for
each occurrence for Bodily Injury and Property Damage. It shall include contractual liability coverage for the
indemnity provided under this contract.
d. Automobile Liabilitv insurance with a combined single limit, or the equivalent, of not less than Enter one:
$1,000,000 for each accident for Bodily Injury and Property Damage, including coverage for owned, hired or non-
owned vehicles, as applicable.
e. Notice of cancellation or chanae. There shall be no cancellation, material change, reduction of limits or
intent not to renew the insurance coverage(s) without 30 days' written notice from the Consultant or its insurer(s) to
the City.
Contract for Personal Services Less than $25,000, Revised by Legal 03/26/2007, Page 9 of 26
1. Additional Insured/Certificates of Insurance. Consultant shall name The City of Ashland, Oregon, and its
elected officials, officers and employees as Additional Insureds on any insurance policies required herein but only
with respect to Consultant's services to be provided under this Contract. As evidence of the insurance coverages
required by this Contract, the Consultant shall furnish acceptable insurance certificates prior to commencing work
under this contract. The certificate will specify all of the parties who are Additional Insureds. Insuring companies
or entities are subject to the City's acceptance. If requested, complete copies of insurance policies; trust
agreements, etc. shall be provided to the City. The Consultant shall be financially responsible for all pertinent
deductibles, self-insured retentions and/or self-insurance.
15. Governing Law; Jurisdiction; Venue: This contract shall be governed and construed in accordance with the laws
of the State of Oregon without resort to any jurisdiction's conflict of laws, rules or doctrines. Any claim, action, suit or
proceeding (collectively, "the claim") between the City (and/or any other or department of the State of Oregon) and
the Consultant that arises from or relates to this contract shall be brought and conducted solely and exclusively within
the Circuit Court of Jackson County for the State of Oregon. If, however, the claim must be brought in a federal
forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the
District of Oregon filed in Jackson County, Oregon. Consultant, by the signature herein of its authorized
representative, hereby consents to the in personam jurisdiction of said courts. In no event shall this section be
construed as a waiver by City of any form of defense or immunity, based on the Eleventh Amendment to the United
States Constitution, or otherwise, from any claim or from the jurisdiction.
16. THIS CONTRACT AND ATTACHED EXHIBITS CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE
PARTIES. NO WAIVER, CONSENT, MODIFICATION OR CHANGE OF TERMS OF THIS CONTRACT 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 CONTRACT.
CONSULTANT, BY SIGNATURE OF ITS AUTHORIZED REPRESENTATIVE, HEREBY ACKNOWLEDGES THAT
HE/SHE HAS READ THIS CONTRACT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS.
17. Nonapproprlations Clause. Funds Available and Authorized: City has sufficient funds currently available and
authorized for expenditure to finance the costs of this contract within the City's fiscal year budget. Consultant
understands and agrees that City's payment of amounts under this contract attributable to work performed after the
last day of the current fiscal year is contingent on City appropriations, or other expenditure authority sufficient to allow
City in the exercise of its reasonable administrative discretion, to continue to make payments under this contract. In
the event City has insufficient appropriations, limitations or other expenditure authority, City may terminate this
contract without penalty or liability to City, effective upon the delivery of written notice to Consultant, with no further
liability to Consultant.
Certification. Consultant sh
CONSULTANT
BY
e certification attached hereto as Exhibit A and herein incor orated b reference.
CITY OF ASHLAND:
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DATE Z/,t~
FederaJlD# 1~. !627"7_
.Completed W9 form must be submitted with contract
BY
DATE
CONTRACT AWARD AND FIN INGS DETERMINED BY:
By:
ACCOUNT #
PURCHASE ORDER # tJ ~ If (J
Contract for Personal Services Less than $25,000. Revised by Legal 03(16/2007, Page 10 of 26
J~ UUlJ1I1J~_ UfUI~SIUIJ;tnV 1;IJlJIIJHIHIH i"llIrI rn IIV rlI~HlI""'J..UI In IlHnnrm ITIP \A1nrK I .nnTT~rrnr ~.or;;::n "grrmgor;;:: Ilnngr ngn!:llTU nT
Form W-g
(Rw. October 2(07)
Department of the Treasury
Internal Revenue Service
Request for Taxpayer
Identification Number and Certification
Give form to the
requester. Do not
send to the IRS.
Name (u shown on yax income tax return)
C'Ii
Q)
& BueineH neme, if different from abc:Ne
c
o
!~
et;
ct
'CJii
G.,2
1 CIty, a1at_, and
I
Enter your TIN in the appropriate box. The TIN provided must match the name given on Une 1 to avoid
backup withholding. For Individuals, this is your social S80LI'ity runber (SSN). However, for a resident
alien, 801e proprietor, or disregarded entity, see the Part I instruction8 on page 3. For other entities, it is
your employer identification runber (EIN). If you do not have a number, see How to get 8 TIN on page 3.
Note. If the account is in more than one name, see the chart on page 4 fa guidelines on whose
number to enter.
Certification
Under penalties of perjury, I certify that:
1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and
2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal
Revenue Service (IRS) that I am subject to backup Withholding as a result of a failure to report all interest or dividends, or (c) the IRS has
notified me that I am no longer subject to backup withholding, and
3. I am a U.S. citizen or other U.S. person (defined below).
CwtlftcatJon Instruc1lons. You must cross out item 2 above if you have been notified by the IRS that you are CLl'rently subject to backup
withholding because you have failed to repa1 an interest and dividends on your tax return. For real estate transactions, item 2 does not apply.
For mortgage interest paid, acquisition or aband ent of secured property, cancellation of debt, contributions to an individual retirement
arrangement (IRA), and generally, pa 0 than interest and clvidends, you are not reqUired to sign the Certification, but you must
provide your correct TIN. See tinge 4.
Date ~
DeftnItIon of a U.8. person. For federal tax pl.l'poses, you are
considered a U.S. person if you are:
. An individual who is a U.S. citizen or U.S. resident alien,
. A partnership, corporation, company, or association created or
organized in the United states or under the laws of the United
states,
. An estate (other than a foreign estate), or
. A domestic trust (as defined in Regulations section
301.7701-7).
8pecIaIl'Ules for P8"tMrSh1ps. Partnerships that conduct a
trade or business in the United states are generally required to
pay a withholding tax on any foreign painers' share of Income
from such business. Further, in certain cases where a Form W-9
has not been received, a partnership is required to presume that
a partner Is a foreign person, and pay the withholding tax.
Thwefore, if you are a U.S. person that is a partner in a
partnership conducting a trade or business in the United states,
prC7lfide Form W-9 to the partnership to establish YOLl' U.S.
status and avoid withholding on your share of partnership
income.
The person who gives Form W-9 to the partnership for
pLl'p0s9s of establishing its U.S. status and avoiding withholding
on its allocable share of net income from the partnership
conducting a trade or business in the United States is in the
following cases:
. The U.S. owner of a disregarded entity and not the entity,
Cat. No. 10231X FCIllTl W-9 (Rev. 10-2007)
ayer Identification Number IN)
Sign
Here
Sip8u. of
u.s. perMn ~
Generallnstructi s
Section references are to the Internal Revenue Code unless
otherwise noted.
Purpose of Form
A person who is required to file an information return with the
IRS must obtain your correct taxpayer identification number (TIN)
to report, for example, income paid to you, real estate
transactions, mortgage Interest you paid. acquisition or
abandonment of secured property, cancellation of debt, or
contributions you made to an IRA
Use Form W-9 only if you are a U.S. person (including a
resident alien), to provide YOII cared TIN to the person
requesting it (the requester) and, when applicable. to:
1. Certify that the TIN you are giving is correct (or you are
waiting for a number to be issued),
2. Certify that you are not subject to backup withholding, or
3. Claim exemption from backup withholding if you are a U.S.
exempt payee. If applicable, you are also certifying that as a
U.S. person, your allocable slwe of any partnership income from
a U.S. trade or business is not subject to the withholding tax on
foreign partners' share of effectively connected income.
Note. If a requaster giVes you a form other than Form W-9 to
request your TIN, you must use the requester's form if it is
substantially similar to this Form W-9.
~(.(.
D Exempt
payee
Requester'. rwne and addreas (opIiona~
,~ 1'\
I Sod~ -7 ~!
or
Contract for Goods and Services Less than $25,000, Revised by Legal 03/26/2007, Page 13 of 26
~ r --- --
Page 1 of 1
Pieter Smeenk - Algae Treatments
From: "Terry McNabb" <tmcnabb@aquatechnex.com>
To: <pieter@ashland.or.us>
Date: 8/1/2008 11 :21 AM
Subject: Algae Treatments
Peter,
We can get your way this coming week with some notice from you. It will cost $650.00 to mobilize a
team, gas and overnight is required as well as hours for drive time on our part to our employees. We
would then charge $1500.00 to do the application, I understand Biosafe is shipping the Greenclean to
you with their recommendations. In the future if we can group somethings together travel wise, we
could probably knock a bit off the price, but we are in the heat of battle now. Thanks for your
consideration, let me know if you have questions. You might give our web site a look as well.
Terry McNabb
Manager/Aquatic Biologist
www.aquatechnex.com
www,aquatechnex,wQrdpres.s.,CQffi
file://C:\Documents and Settings\smeenkp\Local Settings\Temp\XPgrpwise\4892Fl COAsh... 8/7/2008
r.,
CIT\r ~ORDER
Page 1 / 1
CITY OF
ASHLAND
20 E MAIN ST.
ASHLAND, OR 97520
(541) 488-5300
DATE
8/25/2008
PO NUMBER
08509
VENDOR: 013549
AQUATECHNEX LCC
1801 VAN WORMER SUITE 1
CENTRALlA, WA 98531
SHIP TO: Ashland Public Works
(541) 488-5587
51 WINBURN WAY
ASHLAND, OR 97520
FOB Point:
Terms: Net
Req. Del. Date:
Speciallnst:
Req. No.:
Dept.: PUBLIC WORKS
Contact: Pieter Smeenk
Confirming? No
AIQacide Application at Reeder Reservoir
Time and materials not to exceed $4,700
in accordance with the attached
proposal.
'Unit :Price .
Ext..Pllice
4,700.00
Contract for Personal Services
Date of aQreement 08/07/2008
BeQinninQ date: 07/22/2008
Completion date: 08/08/2008
Insurance required/On file
BILL TO: Account Payable
20 EAST MAIN ST
541-552-2028
ASHLAND, OR 97520
SUBTOTAL
TAX
FREIGHT
TOTAL
4 700.00
0.00
0.00
4,700.00
AccountNurribet ;'" ,prc)jectN,lIl'1lbet I-ti., Amount ACc()uritNumber Project 'Number Amount
. ,...
E 670 08 1 9 .00 .60 1 50C E 200845 .400 4,700 00
'l
VENDOR COpy
CITY OF
ASHLAND
18/7/08 I
REQUISITION FORM
THIS REQUEST IS A:
D Change Order( existing PO #
Date of Request:
Required Date of Delivery/Service: ,.... .8/8/08
Vendor Name
Address
City, State, Zip
Telephone Number
Fax Number
Contact Name
Aauatechnex
1801 Van Wormer" Suite 1
Centralia, W A 98531-1944
(360) 239-5173
(360) 239-5173
Terrv McNabb
SOLICITATION PROCESS
Small Procurement o Sole Source 0 Invitation to Bid
[gI Less than $5,000 o Written findings attached (Copies on file)
o Quotes (Optional) o Quote or Proposal attached
Coooerative Procurement ~ Reauest for Prooosal
o State of ORIWA contract (Copies on file)
Intermediate Procurement o Other government agency contract 0 Soeciall Exemot
o (3) Written Quotes 0 Copy of contract attached 0 Written findings attached
(Copies attached) 0 Quote or Proposal attached
0 Contract # 0 Emeraencv
0 Written findings attached
0 Quote or Proposal attached
Description of SERVICES
[gI Algacide application at Reeder Resevoir
Per the attached PROPOSAL
Item # Quantity
Unit
Description of MATERIALS
Unit Price
Total Cost
Pr~ject Number 08 -45 Reeder Reservoir Improvements
Account Number 670 - 08 - 19 - 00 - 601500
* Items and services must be charged to the appropriate account numbers for the tinancia/s to reflect the actual expenditures accurately.
D Per attached QUOTE
By signing this requisition fo ,
requirements, and the do me
Employee Signature:
ertify that the information provided above meets the City of Ashland public contracting
tio a be pfi vided upon request. ;
Supervisor/Dept. Head Signature: \"~):\;,<:,_ct, C.( '-~
~i I '7/1'''6'
Contract for Personal Services Less than $25.000. Revised bv LeQal 03/26/2007. PaQ:e 7 of26