HomeMy WebLinkAbout2007-06-04 - Interwest Telecom Services Corporation - General Agreements / General Service AgreementsCONTRACT FOR TELCOMMUNICATION SYSTEM UPGRADE
1. Parties. The Parties to this agreement ("Agreement") are the City of East
Wenatchee ("City") and Interwest Telecom Services Corporation ("Contractor").
a. The City:
i. The City of East Wenatchee is a municipal corporation organized
according to the laws of the State of Washington.
ii. The Contractor
1. The contractor is Interwest Telecom Services Corporation,
a Washington corporation.
2. Recitals.
a. The City selected Contractor through a Request -For -Proposal process,
which was approved by the City Council on May 8, 2007.
NOW, THEREFORE, in consideration of the terms, conditions, covenants, and
performance of the scope of work contained herein, as attached and made a part hereof,
the City and Contractor mutually agree as follows:
3. Scope of work. Designated as "work" in this contract, Contractor shall perform
and/or provide the following services:
a. The Contract shall upgrade the City's existing telecommunication's
system. The upgraded system shall consist of the following components:
i. NEC IPK Telephone System;
ii. PRI for 23 Two-way & DID Trunks;
iii. Central Office Trunks (4-port Card);
iv. Eight -Port Analog Stations (Faxes);
v. Three Eight -Port Digital Station Card (Office Phones);
vi. 24 Dterm TDM 16-Button Displayphones;
vii. EliteMail LX Voicemail, 4-Port, 10 hour;
viii. Expand Voicemail to 32-Hour Storage;
ix. Expand Voicemail to 8 Ports; and
x. Unified Messaging (Voicemail on PC).
b. Live, group training session lasting a minimum of 90 minutes for up to 10
employees.
c. The day after the system cut -cover, Contractor's staff will be on site to
assist users and make sure all equipment is functioning as designed.
d. If within two years after the date of Completion any portion of the work is
found to be defective, the Contractor shall promptly, without cost to the
City, and in accordance with the City's written instructions, correct such
defective work. If the Contractor does not promptly comply with the terms
of such instructions, or in an emergency where delay would cause serious
risk of loss or damage, The City may have the defective work corrected
and the costs (including but not limited to fees and charges of architects,
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engineers, attorneys and other professionals) shall be paid by the
Contractor.
4. Compensation.
a. Total Compensation. Including sales tax, the City shall pay Contractor
$13,647.53 for performing the work set forth in paragraph 2.
b. Payment. The City shall make payments as follows: On or about the fifth
day of each calendar month, the City agrees to pay the Contractor an
amount to be determined by taking 90% of the value, proportionate to the
amount of the Contract, of labor and materials incorporated in the work to
be performed, which has been performed to date, and by deducting
thereon the aggregate of all previous payments. The balance of the total
Contract Price shall be paid within 30 days after the date of completion of
the work to be done under this Contract.
c. Withholding of PgMent. The City reserves the right to withhold payments
on account of any of the following:
i. Defective work not remedied;
ii. Failure of the Contractor to make payments properly to
Subcontractors or for materials or labor;
iii. A reasonable doubt that the Contract can be completed for the
balance then unpaid; and
iv. Failure to submit certified payrolls covering the period for which
Contractor has submitted its billing; and
v. Default of the Contractor in the performance of the terms and/or
conditions of the Contract, or in the performance of any such terms
and/or conditions.
d. Disputed work: If the City believes in good faith that some portion of
work has not been completed satisfactorily; the City may request that
Contractor correct the work before the City pays for such work. In such
event, the City must reasonably explain to Contractor its concern over the
work and the remedy that the City expects from Contractor. The City may
withhold from any payment otherwise due an amount that the City in good
faith is under dispute, or if the Contractor does not provide a sufficient
remedy, the City may retain the amount equal to the cost to the City for
otherwise correcting or remedying the work not properly completed.
e. Method of Payment. Contractor shall submit a monthly invoice for
compensation. The monthly invoice shall contain a detailed description of
the work performed during the month, the number of hours spent
performing such work, and any reimbursable costs and expenses incurred
in connection with such work.
f. Invoices. Contractor shall submit invoices to the following address:
The City of East Wenatchee
271 Ninth St. NE
East Wenatchee, WA 98801
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Attention: Teresa Allen
5. Definitions. Whenever used in these General Conditions or in other Contract
Documents the following terms have the meanings indicated which are applicable
to both the singular and plural thereof.
a. Agreement or Contract - The written agreement between the City and the
Contractor covering the work to be performed; other Contract Documents
are attached to the Agreement and made a part thereof as provided therein.
b. Change Order - A document which is signed by the Contractor and the
City and authorizes an addition to, deletion from, or revision of the work,
or an adjustment in the Contract Price or the Contract Time, issued on or
after the Effective date of the Agreement.
c. Completion - Completion of the work shall be acceptance of the work by
the City Council of the City of East Wenatchee
d. Contract Documents - Call for Bids, Specifications, the accepted Bid, Bid
Bond, the Agreement, Performance and Materials Bonds, and Change
Orders executed pursuant to the provisions of the Contract Documents.
e. Effective Date of the Agreement - The date indicated in the Agreement on
which it was executed.
f. Laws and Regulations - All local ordinances, and Laws and Regulations of
the State of Washington, which are applicable to furnishings and
performance of the work.
g. Notice of Completion - The written notice by the City to the Contractor
stating that the City of East Wenatchee City Council has accepted the
work.
h. Notice to Proceed - A written notice issued by the City to the Contractor
authorizing the Contractor to proceed with the work and establishing the
date of Commencement of the Contract Time.
i. The CitY's Representative - The authorized representative of the City who
is assigned by the City to the work or Project.
j. Project. - The work performed under the Contract.
k. Specifications - Those portions of the Contract Documents consisting of
the General Requirements and the written technical descriptions of
materials, equipment, construction systems, standards, and workmanship
as applied to the work and certain administrative details applicable thereto.
1. Subcontractor - An individual, firm, or corporation having a direct
contract with the Contractor or with any other Subcontractor for the
performance of a part of the work at the site.
in. Technical Specifications - The Specifications as defined herein.
6. Representations. Contractor represents and warrants that it has the requisite
training, skill and experience necessary to provide work and is appropriately
accredited and licensed by all applicable agencies and governmental entities.
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7. Independent Contractor. The parties intend and understand that Contractor
shall be an independent contractor. The parties further intend and understand that
the City shall be neither liable for, nor obligated to pay: sick leave, vacation pay,
social security or other tax that may arise as an incident of employment, or any
other benefit of employment.
The Contractor shall pay all income and other taxes as due. Any industrial or
other insurance purchased for the benefit of the Contractor shall not convert this
Contract to any type of employment contract.
The Parties recognize that Contractor may or will be performing professional
work during the term for other parties and that the City is not the exclusive user of
the work that Contractor will provide.
8. Property and Confidential Information. Contractor shall not, without the prior
written consent of the City, disclose to third parties information that is not
otherwise subject to public disclosure unless:
a. The information is known to Contractor prior to receiving the same
directly or indirectly in connection with the work;
b. The information is in the public domain at the time of disclosure by
Contractor; or
c. The information is received by Contractor from a third party who does not
have an obligation to keep the same confidential.
9. Commencement of Contract Time; Notice to Proceed. The Contract Time will
commence to run on the day indicated in the Notice to Proceed.
10. Bonds and Insurance.
a. Agreements, Bonds, and Insurance Certificates. At the time the
Contractor delivers its signed Agreement to the City, it shall deliver to the
City the bonds specified in the Specifications and certificates and other
evidence of insurance requested by the City which the Contractor is
required to purchase and maintain.
b. Contractor's Liability and Insurance Requirements. The Contractor
assumes all risks of damage to the work and materials from fire,
earthquake, storm, and/or other causes prior to the Completion and
acceptance of the Contractor's work, and shall, at the Contractor's own
cost and expense, repair and/or replace any work or materials damaged or
destroyed.
c. Liability Insurance. The Contractor shall furnish the City a policy or
certificate of liability insurance in which the City of East Wenatchee is
named insured, or is named as an additional insured with the Contractor.
The policy shall insure the City of East Wenatchee, its officers and
employees while acting within the scope of their duties, against all claims
arising out of or in connection with the work. The policy shall provide the
minimum limits set forth in the Specifications.
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d. Payment of Premiums and Notice of Revocation or Cancellation. The
premiums of all insurance policies shall be paid by the Contractor and
each insurance policy in this Paragraph provided for shall expressly
provide therein that it shall not be revoked nor cancelled by the insurer
until 30 days written notice by certified mail, return receipt requested, of
the intended revocation or cancellation thereof shall have first been given
to the City by such insurer.
11. Contractor's Responsibilities
a. Inspection of the Site and Examination of Contract Documents. Prior to
commencing any work under this Contract, the Contractor is required to
examine carefully the existing conditions of the Project site and compare
to the Contract Documents. The Contractor shall immediately notify the
City in writing of any error, inconsistency, omission or other discrepancy
between the existing conditions of the site and the Contract Documents.
Once the Contractor has commenced work, it will be deemed that the
existing conditions have been accepted by the Contractor as correct and
satisfactory for the work specified herein.
b. Construction Schedule. Before staring the work, the Contractor shall
submit to the City's Representative the Contractor's schedule for
completion of the work.
c. Supervision and Superintendence. The Contractor shall supervise and
direct the work competently and efficiently, devoting such attention
thereto and applying such skills and expertise as may be necessary to
perform the work in accordance with the Contract Documents.
d. Materials and Prosecution of the work. The Contractor shall furnish and
assume full responsibility for all materials, equipment, labor,
transportation, construction equipment and machinery, tools, appliances,
fuel, power, light, heat, telephone, water, sanitary facilities, temporary
facilities and all other facilities, and incidentals necessary for furnishing
performance, testing, startup, and completion of the work.
e. Qualily. All materials and equipment shall be of good quality and new,
except as otherwise provided in the Contract Documents. Whenever the
words "or equal" appear in the Specifications or Shop Drawings, it shall
mean equal in the opinion of the City's Representative. Approval by the
City's Representative of a substitute proposed by the Contractor for a
specified method or material shall not relieve the Contractor of the
responsibility for full compliance with the plans and Specifications and for
the adequacy of the substituted method or material.
f. Concerning Subcontractors, Suppliers, and Others:
i. The Contractor shall be fully responsible to the City for all acts and
omissions of the Subcontractors, suppliers and other persons and
organizations performing or fumishing any of the work under a
direct or indirect contract with the Contractor just as the Contractor
is responsible for its own acts and omissions. Nothing in the
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Contract Documents shall create any contractual relationship
between the City and any such Subcontractor, supplier, or other
person or organization, nor shall it create any obligation on the part
of the City to pay or to see to the payment of any monies due any
such Subcontractor, supplier, or other person or organization
except as may otherwise be required by Laws and Regulations.
ii. Throughout the Contractor's performance of the work, including
suspension of the work, the Contractor shall at all times keep the
site clean and free from all excess materials, tools, equipment,
garbage, rubbish, and debris. In the removal of garbage, rubbish
and debris, the Contractor shall comply with the requirements of
the East Wenatchee.
g. Permits and Licenses. A City of East Wenatchee business license is
required for this Contract, which shall be obtained and paid for by the
Contractor.
h. Use of Premises. The Contractor shall not unreasonably encumber the
premises with construction equipment or any other materials or
equipment. The Contractor shall assume full responsibility for any damage
to any such land or area, or to the City or occupant thereof, or of any land
or areas contiguous thereto, resulting from the performance of the work.
i. Safety, Protection and Site Maintenance: The Contractor shall be
responsible for initiating, maintaining, and supervising all safety
precautions and programs in connection with the work. The Contractor
shall take all necessary precautions for the safety of, and shall provide the
necessary protection to prevent damage, injury, or loss of the following:
i. All employees on the work and other persons and organizations
who may be affected thereby;
ii. All the work and materials and equipment to be incorporated
therein, whether in storage on or off the site; and
iii. Other property at the site or adjacent thereto, including trees,
shrubs, lawns, walks, pavements, roadways, structures, utilities,
and underground facilities not designated for removal, relocation,
or replacement in the course of construction.
j. Disconnect of Utilities and Mechanical Systems. The Contractor shall
conduct its work so as to minimize interference with normal city activities.
If, during the performance of the Contract, it becomes necessary to
temporarily disconnect or shut -down existing utilities or mechanical
systems for any reason, the Contractor shall notify the City not less than
three business days prior to such temporary utility shut -downs. Such
temporary disconnection or shutdown shall occur prior to or after regular
business hours.
k. Indemnification. To the fullest extent permitted by Laws and Regulations,
the Contractor shall indemnify and hold harmless the City and its elected
officials, appointed officials, consultants, agents, and employees from and
against all claims, damages, losses and expenses, direct, indirect, or
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consequential (including but not limited to fees and charges of architects,
engineers, attorneys, and other professionals and court and arbitration
costs) arising out of or resulting from performance of the work, but not
from the sole negligence or willful misconduct of the City; provided, that
any such claim, damage, loss or expense (a) is attributable to bodily
injury, sickness, disease, or death or to injury to or destruction of tangible
property (other than the work itself) including the loss of use resulting
there from, and (3) is caused in whole or in part by any negligent act or
omission of the Contractor, any Subcontractor, or any person or
organization directly or indirectly employed by any of them to perform or
furnish any of the work or anyone for whose acts any of them may be
liable, regardless of whether or not it is caused in part by a party
indemnified hereunder or arises by or is imposed by Law and Regulations
regardless of the negligence of any such party.
Reimbursement. The Contractor shall reimburse the City for all costs and
expenses, (including but not limited to fees and charges of architects,
engineers, attorneys, and other professionals and court costs) incurred by
the City, in enforcing the provisions of Paragraph 1.
12. The City's Right to do work. Should the Contractor at any time during the
progress of the work without the fault of the City or the City's agents or
employees, refuse or neglect to supply a sufficiency of materials or workers to
complete the Contract within the time limit herein, the City shall have the option
to furnish and provide said materials and/or workers required to finish said work
and the reasonable expenses thereof shall be charged against the Contractor by the
City and deducted from any monies which might otherwise be or become payable
to the Contractor.
13. The City's Representative during Performance of the work.
a. In all matters relating to this Agreement, the City designates Brandon
Mauseth as the City Representative.
b. The City shall have the right to stop the work whenever such stoppage
may, in the City's Representative's opinion, be necessary to insure proper
execution of the work.
c. The City's Representative shall, in the first instance, be the interpreter of
the requirements of the Contract Documents and the judge of the
performance hereunder by both the City and the Contractor.
14. Changes in the work.
a. The City reserves the right, without notice to sureties, to require
alterations and additions to or omission from the work called for by this
Contract. All such work shall be executed under conditions of the original
contract except that any claim for extension of time caused thereby shall
be adjusted at the time of ordering the change. The Contractor shall not be
entitled to extra time or any compensation for extra work unless orders
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therefore are given in writing and the amount of compensation for such
extra work or the amount of extra time is specified in such written orders.
b. Value of any extra work, change, or deduction shall be determined at the
discretion of the City in one or more of the following ways:
i. By acceptable lump sum proposal submitted by Contractor.
ii. By unit prices contained in Contractor's original bid and
incorporated in the Contract Documents, or fixed by subsequent
written agreement between the City and the Contractor.
iii. By cost of material and labor, and percentage for overhead and
profit, for additions and deductions to the Contract, as determined
pursuant to the following calculation:
1. Labor (attach itemized hours for each labor classification
and the corresponding prevailing wage rate)
2. Materials (attach itemized quantity and unit cost plus
applicable sales tax)
3. Equipment Rental (attached itemized list of rental
equipment and total cost)
4. Subtotal of lines 1, 2 and 3
5. Subcontractor's Overhead and Profit (Contractor is not
entitled to Subcontractor overhead and profit for work not
completed by Subcontractor) (combined overhead and
profit shall not exceed 15% of the amount on line 4)
6. Property Loss and Property Damage Insurance,
Compensation Insurance, Social Security, and
Unemployment Taxes (the total of all items combined shall
not exceed 20% of the amount on line 4)
7. Subtotal of lines 4, 5 and 6
8. General Contractor's Overhead and Profit (combined
overhead and profit shall not exceed 15% of the amount on
line 7)
9. Subtotal of lines 7 and 8
10. Bond Premium (not to exceed 1 % of the amount on line 9.
11. Total of lines 9 and 10.
iv. If the parties are unable to agree upon the compensation for extra
work, then it shall be computed on the basis of actual cost of labor,
materials, and equipment. In the case of a reduction of cost, if the
parties are unable to agree on the change in contract price, the
City's Representative shall make determination of the reduction in
price to be allowed for the change.
v. If the Contractor claims that any instruction, by drawings or
otherwise, involves extra costs under this Contract, the Contractor
shall give the City's Representative written notice thereof before
proceeding to execute the work and, in any event, within fourteen
(14) calendar days of receiving such instructions. No such claims
shall be entitled to consideration by the City unless so made.
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vi. Adjustments in the time required for performance of the Contract
for work covered by a Change Order shall be made by one of the
following:
1. Time extension or reduction agreed upon by the parties; or
2. If the parties are unable to agree on the time extension or
time reduction, the City's Representative shall make a
determination of the time extension or time reduction to be
allowed for a change.
vii. Failure to agree on an adjustment of the contract price or extension
of time for performance of the Contract shall not excuse the
Contractor from proceeding with the prosecution of the work as
changed.
15. Suspension of work and Termination.
a. Delays and Suspension of work. The time during which the Contractor is
delayed in the work by the act or negligence of the City, the City's
employees, the City's Representative, or by an act of God, which the
Contractor could not have reasonably foreseen, or by stormy or inclement
weather in which the controlling operation of the work cannot proceed, or
by strikes, boycotts, or like obstructive actions by employees or labor
organizations which delay said controlling operation of the work is not
caused by, or the continuance of which is not due to, any act or conduct on
the part of the Contractor, shall be added to the time for the completion of
the work called for by this Contract. Such extension of the time on account
of such delays shall not be allowed unless applied for in writing by the
Contractor within three (3) calendar days of the commencement of any
such delay and the written approval of such extension of time is obtained
by the City's Representative.
b. work necessary to correct delays. If, in the opinion of the City's
Representative, the Contractor is not proceeding with the prosecution of
the work as scheduled, and such failure to proceed is due to the act,
omission, or negligence of the Contractor, any Subcontractor and/or any
supplier, or the employees of any or all of the above, then the Contractor
shall, immediately upon the request of the City, and at no additional cost
to the City, work such overtime, additional shifts, or holidays, as may be
required to correct said delays and to insure no further delays to the
completion of the work called for by this Contract.
c. The Cit-�s Right to Terminate. If at any time there shall be filed by or
against the Contractor in any court a petition in bankruptcy or insolvency
or for reorganization or for the appointment of a receiver or trustee of all
or a portion of the Contractor's property, and within thirty (30) days there
from the Contractor fails to secure a discharge thereof; or if the Contractor
(1) makes an assignment for the benefit of creditors or petitions for or
enters into an agreement or arrangement with its creditors, (2) fails to
prosecute the work properly, or fails to complete the work entirely on or
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before any date established for partial or final completion, (3) fails to
make prompt payment to Subcontractors or for materials or labor or, (4)
without limitations, fails to perform any provisions of this Contract, then
the City (by giving seven (7) days prior written notice of any such default
to the Contractor and without prejudice to any other remedy it may have)
may terminate the Contract and take possession of all or some of the
Contractor's materials, tools, equipment, and appliances and complete the
work by such means as the City deems fit. In such case, the Contractor
shall not be entitled to receive any further payment until the work is
finished. If the unpaid balance of the Contract Sum shall exceed (y) the
expense of completing the work including compensation for additional
managerial and administrative services, plus (2) the City's losses and
damages because of the Contractor's default, such excess shall be paid to
the Contractor. If such expense, plus the City's losses and damages shall
exceed such unpaid balance, the Contractor shall pay the difference to the
City promptly on demand.
d. The City may terminate this Contract without cause by giving seven (7)
days prior written notice to the Contractor, and in such event, the City will
pay the Contractor for that portion of the Contract Price, less the aggregate
of previous payments, allocable to the work completed as of the date of
termination. The City also will reimburse the Contractor for all costs
necessarily incurred for organizing and carrying out the stoppage of the
work and paid directly by the Contractor, not including overhead, general
expenses or profit. The City will not be responsible to reimburse the
Contractor for any continuing contractual commitments to Subcontractors
or material -suppliers or penalties or damages for canceling such
contractual commitments inasmuch as the Contractor shall make all
subcontracts and other commitments subject to this provision.
e. In the event of termination by the City, the City may require the
Contractor promptly to assign to the City all or some subcontracts,
construction, plant, materials, tools, equipment, appliances, rental
agreements, and any other commitments which the City in its sole
discretion, chooses to take by assignment, and in such event, the
Contractor shall promptly execute and deliver to the City written
assignments of the same.
16. Miscellaneous
a. Assignment. Neither party to the Contract shall assign the Contract
without the written consent of the other, nor shall the Contractor assign
any monies due or to -become due to the Contractor hereunder, without
the previous written consent of the City.
17. Non -Discrimination. During the performance of this contract, the contractor, for
itself, its assigns and successors in interest agree as follows:
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a. Compliance with Regulations. The contractor shall comply with the
Regulations relative to nondiscrimination in federally assisted programs of
the United States Department of Transportation ("USDOT"), Title 49,
Code of Federal Regulations, Part 21, as they may be amended from time
to time.
b. Nondiscrimination. With regard to the work performed by the Contractor,
the Contractor shall not discriminate on the grounds of race, color, sex, or
national origin in the selection and retention of subcontractors, including
procurement of materials and leases of equipment. The contractor shall
not participate either directly or indirectly in the discrimination prohibited
by Section 21.5 of the Regulations.
c. Information and Reports. The contractor shall provide all information
reports required by the Regulations or directives issued pursuant thereto,
and shall permit access to its books, records, counts, or other sources of
information and its facilities as may be determined by the contracting
agency or the appropriate Federal agency to be pertinent to ascertain
compliance with such Regulations, orders and instructions. Where any
information required of the contractor is in the exclusive possession of
another who fails or refuses to furnish this information, the contractor
shall so certify to WSDOT or the USDOT as appropriate, and shall set
forth what efforts were made to obtain the information.
d. Sanctions for noncompliance. In the event of the contractor's
noncompliance with the nondiscrimination provisions of this contract, the
contracting agencies shall impose such contract sanctions as it or the
USDOT may determine to be appropriate, including, but not limited to:
i. Withholding of payments to the contractor under the contract until
the contractor complies, and/or;
ii. Cancellation, termination, or suspension of contract, in whole or in
part.
18. General Provisions.
a. Governing Law. The laws of the State of Washington govern the
interpretation, construction, and enforcement of this Contract.
b. Full Agreement. This Contract and all attachments form all of the
covenants, promises, agreements and conditions, between the parties. All
attachments and addendum are incorporated herein by this reference, and
shall be a part of this contract instrument. In the event of discrepancy
between the documents, addendum and attachments shall prevail over the
Contract. This entire contract including all attachments specifies the
working relationship between the City and Contractor and specific
obligations of both parties.
c. Full Force and Effect. If any provision of this Contract is declared invalid,
the remaining provisions shall remain in full force and effect.
d. Survivability. The obligation of Contractor under all provisions of this
Agreement, which may reasonably be interpreted or construed as
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surviving the completion, termination, or cancellation of this Contract,
shall survive the completion, termination, or cancellation of this Contract.
e. Executory Contract. This Contract will be considered valid once signed by
both parties.
f. No Waiver. If the City fails to or delays in declaring a breach or default,
the City does not waive its right to declare a breach or default. If the City
fails to declare one breach or default, it is not waiving its right to declare
another breach or default.
g. Authority. Each individual executing this Contract on behalf of the City
and Contractor represents and warrants that such individuals are duly
authorized to execute and deliver this Contract on behalf of the Contractor
or the City.
h. Performance. Time is of the essence of this Contract in each and all of its
provisions in which performance is a factor.
i. Remedies Cumulative. Any remedies provided for under the terms of this
Contract are not intended to be exclusive, but shall be cumulative with all
other remedies available at the City at law or in equity.
j. Titles. The titles to the paragraphs of this Contract are solely for the
convenience of the parties and are not an aid in the interpretation of the
instrument.
k. Contractor Obli ag tion. Except as otherwise specifically provided in this
Agreement, Contractor shall furnish all that may be required to provide the
scope of work as described in the contract and incorporated documents,
including any personnel, labor and supervision, technical, professional and
other work, equipment and supplies. Details of the any supplies,
equipment, or installation or same, that are necessary to carry out the
intent of this Contract, but that are not expressly stated, shall be performed
or furnished by the Contractor as part of the Contract, without any
increase in the compensation otherwise payable under this Contract.
1. BindingEffect. ffect. The provisions, covenants, and conditions in this Contract
apply to bind the parties, their legal heirs, representatives, successors, and
assigns
in. No Gifts and Gratuities. Contractor may not offer, nor may City
employees accept gifts, gratuities, loans, trips, favors, special discounts,
work, or anything of economic value in conjunction with the City business
practices. Contractor and the City employees must strictly adhere to the
statutes and ordinances for ethics in contracting and purchasing, including
the City Ethics Code, RCW 42.23 (Code of Ethics for Municipal Officers)
and RCW 42.52 (Ethics in Public Service). This is applicable to any
business practice, whether a contract condition, bid practice, or at any
activity related to the City business.
n. Conflict of Interest. Contractor represents that it does not have a business
interest or close family relationship with any City officer or employee who
was, is, or will be involved in the Contractor selection, negotiation,
drafting, signing, administration or evaluation of the Contractor's
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performance. In addition, Contractor acknowledges that it will adhere to
the City's policies regarding conflict of interest, the City Ethics Code, and
the RCW as named previous.
o. Compliance with Laws. Contractor, at its sole cost and expense, shall
perform and comply with all applicable laws of the United States and the
State of Washington; and all applicable laws, ordinances, rules,
regulations, orders, and other requirements, in effect, of any governmental
entity (including but not limited to such requirements as may be imposed
upon the City and applicable to the Contract). Contractor shall furnish
documents as may be required to effect or evidence such compliance.
p. Personal Liability. The parties agree that in no event shall any official,
officer, employee, or agent of the City be in any way liable or responsible
for any covenant or Contract herein contained whether express or implied,
nor for any statement of representation made herein or in any connection
with this Contract.
19. Modification. This Agreement constitutes the entire agreement between the
parties. Except as expressly provided by this Agreement, neither party may alter
or modify this Agreement
20. Washington State Requirements.
a. Prevailing Wage Rates. The Contractor and each Subcontractor shall pay
no less than the prevailing wage per diem wages as determined by the
Washington State Department Labor and Industries. The Contractor shall
post a copy of such determination at each job site.
b. Workers' Compensation. The Contractor and each Subcontractor shall
secure the payment of workers' compensation benefits to its employees.
c. Retainage. In accordance with RCW 60.28.010, the City shall reserve
monies earned by Contractor on estimates during the progress of the work,
a sum not to exceed 5%. The City will retain this sum as a trust for the
protection and payment of any person who shall perform labor on the
Proj ect.
Contractor shall declare option for management of statutory retained
percentage of this Contract by checking applicable box below and affixing
signa e and date.
[ Contractor hereby elects to have the retained percentage of this
Contract held in a non -interest bearing fund by the City until sixty days
following the completion date.
[ ] Bond in lieu of retainage.
[ ] Contractor hereby elects to have The City invest the retained
percentage of the Contract from time to time as such retained percentage
accrues and in accordance with RCW 60.28.011, .021, and .051.
CONTRACT
Page 13 of 17
\\Ewsvrl\public\City Attorney\Contracts\Interwest.doc
Contractor hereby designates:
Name of Financial Institution
Address of Financial Institution
City, State, Zip Code of Financial Institution
as the repository for the escrow of said funds. Contractor hereby further
agrees to be fully responsible for payment of all costs or fees incurred as a
result of placing said retained percentage in escrow and investing it as
authorized by statute and to assume all risks in connection with the
investment of the retained percentages in securities. The City of East
Wenatchee shall not be liable in any way for any cost or fees in connection
therewith.
21. Dispute Resolution. The parties mutually intend to establish procedures to
facilitate the informal and inexpensive resolution of all disputes arising under this
Agreement, by mutual cooperation and without resort to litigation. Accordingly,
all disputes involving this transaction, or between the parties hereto with respect
to the subject matter hereof, shall be resolved in a final and binding manner in
accordance with the following procedures. Whether or not mediation/arbitration is
under way, any party may have full access to the courts to compel compliance
with the provisions of this Article and to enforce or confirm an arbitration award.
a. Negotiation. The parties shall first attempt to negotiate a mutually -
satisfactory resolution to the dispute as follows:
i. The complaining party shall notify (in the manner required in this
Agreement) the other parties of the alleged dispute, controversy,
claim or breach of contract (hereinafter "Dispute') by explaining in
writing the nature of the Dispute, and referring to the relevant
paragraphs of this Agreement upon which it bases its position
regarding the Dispute. The complaining party shall also set forth in
such notice a proposed solution to the Dispute;
ii. The parties receiving such notice shall respond by notice
individually to the complaining party within twenty (20) days of
the effective date of the complaining party's notice, with an
explanation of its defensive position, if any, including references to
CONTRACT
Page 14 of 17
\\Ewsvr1\pub1ic\City Attorney\ContractsUnterwest.doc
the relevant paragraphs of the Agreement and a response to the
proposed solution; and
iii. Within twenty days following notice of this defensive response, the
parties shall meet and discuss options for resolving the Dispute; the
complaining party must initiate the scheduling of this resolution
meeting. In the event a party fails to cooperate in scheduling the
resolution meeting, then the complaining party may elect to skip
the negotiation and mediation procedures and immediately proceed
with arbitration.
b. Mediation. If the parties are unable to satisfactorily resolve the Dispute
through such negotiation, mediation must be held within thirty days of an
unsuccessful resolution meeting. The mediation will be governed by and
under the then -applicable rules of JAMS/Endispute ("JAMS") in Chelan
County. The complaining party must contact JAMS to schedule the
mediation. The parties may agree on a mediator from the JAMS panel. If
they are unable to agree, the parties shall request JAMS to provide a list of
three available mediators, and each side shall strike one; the remaining
individual shall serve as the mediator. In the event a party fails to
cooperate in this mediation process in a timely manner, then the
complaining party may elect to skip the mediation procedure and
immediately proceed with arbitration.
c. Binding Arbitration. If the dispute is not timely settled by mediation as set
forth above, then the parties agree to submit the dispute immediately to
JAMS for final and binding arbitration as follows:
i. A single arbitrator shall be used. The parties may agree on an
arbitrator from the JAMS panel. The complaining party may
initiate arbitration by providing notice of intent to arbitrate to all
parties and to JAMS: The notice must contain a description of the
Dispute, the amount involved, and the remedy sought. If the parties
are unable to agree on an arbitrator, the parties shall request JAMS
to provide a list of three available panel members and each party
may strike one; the remaining individual shall serve as the
arbitrator. If the parties agree, the individual that served as the
mediator may serve as the arbitrator.
ii. If and when such a demand for arbitration is made by any party,
the parties agree to promptly conduct the arbitration in accordance
with JAMS Rules and Procedures.
iii. The parties agree that arbitration must be initiated within one (1)
year after the latter of (i) the occurrence of the claimed breach, or
(ii) the discovery thereof by the complaining party; and that the
failure to initiate dispute resolution in accordance with this Section
within that one-year period shall constitute an absolute bar to the
institution of any adjudicatory proceedings with respect thereto,
unless the parties agree otherwise in writing to extend such period
of time.
CONTRACT
Page 15 of 17
\\Ewsvr1\public\City Attorney\Contracts\Interwest.doc
iv. Provided, however, that such arbitration shall not apply so as to
delay or prevent any judicial or arbitrator's injunctive or other
equitable relief hereunder, which shall be effective immediately,
subject to the requisite final and binding arbitration with respect
thereto which shall be handled concurrently or after such relief is
granted. The arbitrator shall not have the power to award
exemplary or punitive damages.
v. The arbitrator shall have exclusive authority to enter a decision
adjudicating the Dispute, or granting other affirmative relief,
including an award for damages, other affirmative relief, specific
performance and injunctive relief; provided that a party may
petition the court for enforcement of confirmation of any award if
necessary.
vi. Any decision or award entered by the arbitrator may be entered on
an ex-parte basis.
DATE: t L1/0-7 DATE: �/2 t A
4
CITY OF EAST WENATC7E INTERWEST TELECOM SERVICES
CORPORATION
,MAYOR STEVEN C. LAC BY:
ar -Magnus n, Presi t
ATTE
FEDERAL EMPLOYEE ID NO.:
BY: '
CITY CLERK DANA BARNARD
CONTRACT
Page 16 of 17
\\Ewsvrl\public\City Attorney\Contracts\lnterwest.doc
Attachment
Exhibit A Specifications
CONTRACT
Page 17 of 17
\\Ewsvrl\public\City Attorney\Contracts\Interwest.doc
Attachment
Exhibit A Information for Bidders/Specifications
CONTRACT
Page 17 of 17
\\Ewsvrl\public\City Attomey\ContractsUnterwest.doc
b
Information for Bidders
Title of Project: Telecommunications Upgrade.
Location of Project: 271 9" St. NE, East Wenatchee, WA 98802
Nature and Scope of Work: Upgrading the City's telecommunications system.
Due Date: Sealed bids are due in the office of the City Clerk, 271 9" St. NE, East
Wenatchee, WA 98802 no later than 10:00 a.m., April 16, 2007. The City will not accept
any bid received by fax or e-mail transmission.
Detailed Specifications:
1. General Requirements:
a. Contractor shall use skilled workers only on the work.
b. Maintain steady, uninterrupted progress of the work.
2. Specific Requirements:
a. The City believes that its telecommunications system is antiquated and
that it can obtain better service at a lower monthly cost by upgrading
and/or replacing its current system.
b. The City also believes that potential service providers are in the best
position to determine the best and most cost effective way to of
accomplishing the City's desired goals.
c. To this end, the City invites all interested parties to (1) inspect the City's
current system, (2) evaluate the City's existing billing structure, (3)
evaluate the City's existing phone system, and then (4) make a detailed
proposal on how the City can obtain better telecommunications service
and lower its monthly service fees.
Proposal Forms: All proposals must:
• give the prices proposed in legible figures,
• give an itemized breakdown of the upgrade/replacement costs,
• give a detailed description of what services the
upgrade/replacement will allow City employees to use,
• give the anticipated monthly service charge to the City after the
upgrade/replacement,
• give the anticipate start date of the upgrade,
• give the anticipated end date of the upgrade,
• be signed by the bidder,
• Contain the bidder's mailing address.
If an individual makes a proposal, the proposal must show the individual's name and
mailing address. If a firm or partnership makes a proposal, the proposal must show the
name and mailing address of each member of the firm or partnership. If a corporation
makes a proposal, the proposal shall show the name of the state under the laws of which
K
the corporation was chartered, and the names, titles, and business addresses of the
president, secretary, and treasurer. Bidders must verify their bids before they are
submitted as bids cannot be corrected or altered, or signed after the bids are opened.
Bid Proposal Deposit: As required by state law (RCW 35.23.352(1)) and to ensure that
sealed bids are made in good faith and that the bidder will enter into a contract if his or
her bid is accepted, the City requires that each sealed bid must be accompanied by a bid
proposal deposit. The bid proposal deposit shall be in the form of a cashier's check,
postal money order, or surety bond payable to the City of East Wenatchee for a sum of
not less than 5% of the bid amount, including sales tax.
Opening of Bids: The City will open all sealed bids at 271 Ninth Street NE, East
Wenatchee, WA 98802 on April 16, 2007, at 10:00 a.m. If the opening of bids is delayed,
the City will notify all bidders of the new date and give them the opportunity to withdraw
their bids or, if they wish, withdraw and resubmit the bid before the new hid opening date
and time.
Award of Contract: As required by state law (RCW 35.23.352). The City shall award
the contract to the lowest, responsible bidder. The City will return the bid proposal
deposits to the unsuccessful bidders. The City will retain the successful bidder's bid
proposal deposit until the bidder enters into a contract with the City and furnishes a
performance bond for the full amount of the contract price.
If the City awards a contract, the City will award a contract within thirty days after the
proposals are opened.
Execution of Contract: The successful bidder shall sign the contract, together with the
contract bonds, within ten days after the City notifies the bidder the contract has been
awarded. No proposal shall be considered binding upon the City until the City and the
bidder execute a contract.
If a bidder fails to execute a contract and file acceptable bonds within ten, a business day
after the City notifies the bidder that the contract to the bidder, the City has the option to
annul the award and declare a forfeiture of the bid proposal deposit.
Contract Bond: The successful bidder must provide a Performance Bond and a Labor
and Material Bond, each equal to 100% of the total bid price.
The Contractor shall maintain the Performance Bond in full force and effect
For nine months following the completion date of the project.
The Contractor shall maintain the Material and Labor Bond in fill force and effect for
one year following the completion date of the project.
Securities or bank or savings and loan certificates of deposit may be substituted for any
moneys withheld to ensure performance of the contract.
* o
The Lowest, Responsible Bidder: In determining the lowest, responsible bidder, the
City will consider the following criteria:
• The ability, capacity, and skill of the bidder to perform the contractor provide
service.
• The character, integrity, reputation, judgment, experience, and efficiency of the
bidder.
• Whether the bidder can perform the contract within the time specified.
• The quality of performance of previous contracts or services.
• Previous and existing compliance by the bidder with laws relating to the contract
or services.
• Such other information as the City may secure which has a hearing on his
decision to award the contract.
Statement of Bidder's Qualifications: The City will require the successful bidder to
have a state contractor's license and a City of East Wenatchee ("City") business license.
The City requests that all bidders provide the City with a summary of his or her financial
and technical experience and with a bank reference.
Rejection of Bid: The City may reject a bid which contains any alterations, erasures, or
irregularities. The City may reject a Proposal if it shows any alterations of form, additions
not called for, conditional or alternative bids, or incomplete bids. The City reserves the
right to waive minor irregularities in the bid process. The City reserves the right to reject
any and all proposals.
Inspection: The City encourages bidders to inspect the work site before they submit a
bid. Contractors are responsible to verify all dimensions and conditions. To schedule an
inspection appointment, please contact Bob Goodman, Street Maintenance Supervisor, at
(509) 884-1829.
Guarantee: The Contractor shall guarantee all parts of the work against defective
materials or workmanship furnished by the Contractor for a period of one year from the
date of completion of the project.
Commencement and Completion: Not less than ten days after the execution of the
contract, the City will notify the Contractor in writing and within ten days after the date
of Notice to Proceed contractor shall commence work. The Contractor shall diligently
prosecute the work to completion before the expiration of thirty calendar days from the
date of the Notice to Proceed and such work shall be completed to the satisfaction of the
City of East Wenatchee. Work shall not be considered complete until proof of final
inspection by the City of East Wenatchee Street Superintendent Supervisor is provided to
the City Council of the City of East Wenatchee.
Non -Discrimination: As required by Title VI of the Civil Rights Act of 1964, 78 Stat.
252, 42 USC 2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of
Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in
Federally- assisted programs of the Department of Transportation issued pursuant to such
act, the City notifies all bidders that it will affirmatively ensure that in any contract
entered into pursuant to this advertisement, disadvantaged business enterprises as defined
at 49 CFR Part 23 will be afforded full opportunity to submit bids in response to this
invitation and will not be discriminated against on the grounds of race, color, national
origin, or sex in consideration for an award.
80N05Air
RAN
INSURANCE
Performance Bond
Bond Number: FC4999 Premium:
Contractors Bonding
and Insurance Company
1213 Valley Street
P.O. Box 9271
Seattle, WA 98109-0271
For the CBIC branch
nearest you, call Toll Free
(888)283-2242
(888) 293-2242 FAX
Know All Persons By These Presents, That we, INTERWEST TELECOM SERVICES CORPORATION ,
called the Principal, and Contractors Bonding and Insurance Company, a Washington corporation, called the Surety, are held and firmly bound
unto, CITY OF EAST WENATCHEE ,
called the Obligee, in the sum of THIRTEEN THOUSAND SIX HUNDRED FOURTY SEVEN AND.53/100 Dollars ($13,647.53 )
for the payment whereof said Principal and Surety bind themselves firmly by these presents.
Whereas, the Principal has entered into a contract with the Obligee, dated 5/21/07 , for
UPGRADE EAST WENATCHEE CITY HALL TELECOMMUNICATION ("Contract").
Now, Therefore, the condition of this obligation is such that if the Principal shall promptly and faithfully perform the construction work to be
done under the Contract and shall promptly make payment to all Claimants, as hereinafter defined, for all labor and material used, consumed or
incorporated in the performance of the Contract, then this obligation shall be null and void; otherwise to remain in full force and effect.
Whenever Principal shall be, and be declared by Obligee to be in default under the Contract for failing to perform the construction work, the
Obligee having performed Obligee's obligations thereunder, Surety shall, within a reasonable time:
1. Upon entering into an acceptable takeover agreement with the Obligee, undertake to perform and complete the construction work to be
done under the Contract; or
2. Obtain bids or negotiated proposals from qualified contractors for completion of the construction work to be done under the Contract, and
arrange for a contract to be prepared for execution by the Obligee and the contractor, to be secured with performance and payment bonds
executed by a qualified surety; or
3. Waive its right to perform and complete, arrange for completion, or obtain a new contractor.
4. The Contract balance, as defined below, shall be credited against the reasonable cost of completing the construction work to be performed
under the Contract. If completed by the Obligee pursuant to paragraphs 2 or 3 above, and the reasonable cost exceeds the Contract balance,
the Surety shall pay to the Obligee such excess, but in no event shall the aggregate liability of the Surety exceed the amount of this bond.
If the Surety completes the work pursuant to paragraph 1 above, that portion of the Contract balance as may be required to complete the
construction work to be done under the Contract and to reimburse the Surety for its outlays shall be paid to the Surety at the times and in the
manner as said stuns would have been payable to Principal had there been no default under the Contract; provided, however, that to the extent
that the Surety's outlays exceed the balance of the Contract price paid to Surety by Obligee, the Surety shall be entitled to a dollar for dollar
reduction of its liability under this bond, and the Surety's aggregate liability shall not exceed the penal sum of this bond. The term "Contract
balance" as used in the paragraph, shall mean the total amount payable by Obligee under the Contract and any amendments thereto, less the
amounts heretofore properly paid by Obligee under the Contract. The term "construction work" as used herein shallmean the providingby rlie
Principal of all labor and/or material necessary to complete the Principal's scope of work under the Contract. Notwithstanding any language
in the Contract to the contrary, the Surety shall not be liable to the Obligee or others for obligations of the Principal that are unrelated to the
performance of the construction work under the Contract, and the Contract balance shall not be reduced or set off on account of any such
unrelated obligations, nor for any related obligations that would not be covered under this bond.
Any suit by the Obligee under this bond must be instituted before the earlier of: (a) the expiration of one year from the date of substantial
completion of the work, or (b) one year after the Principal ceased performing the construction work under the Contract. If this bond is
provided to comply with public works bond statutes in the location where the construction work is being performed, and the public works
bond statutes contain a statute of limitations for suits on the performance bond, then the limitation period set forth herein shall be read out
of this bond and the statute of limitation set forth in the public works bond statutes shall be read into this bond. If the limitation set forth in
this bond is void or prohibited by law, the minimum period of limitation available to sureties as a defense in the jurisdiction of the suit shall
be applicable.
Page 1 of 2 BndPER.01-US080405
6. No suit or action shall be commenced hereunder other than in a court of competent jurisdiction in the county or other political subdivision
of the state in which the project, or any part thereof, is situated, or in the United States District Court for the district in which the project,
or any part thereof, is situated, and not elsewhere.
7. This bond shall not be liable for any liability of the Principal for tortious acts, whether or not said liability is direct or is imposed by the
Contract, and shall not serve as or be a substitute for or supplemental to any liability or other insurance required by the Contract. No right
of action shall accrue on this bond to or for the use of any person other than the named Obligee.
8. If this bond is provided to comply with a statutory or other legal requirement for performing construction contracts for public owners in the
location where the construction work is being performed, all provisions in the bond which are in addition to or differ from those statutory
or legal requirements shall be read our of this bond, and all pertinent statutes and other legal requirements shall be read into the bond.
Signed and sealed this day of -14^-o ; Ze'tl %����
`�ap\NG AND
12—t4,J- y6 ontractorsBond_ui j��vatigq��any
(Principal's name) ` o _' �PPORqA;'.C ► e
i
By: _,.'...�Fl:.... __.....__........_ -...--- .............-....--...._.....—..-......... By: -_._ _...._...................Q.......fi.. : o
r� l �� n, z - % V '••a19 7 9
Its:401P ,,ts
_
G`����
Page 2 of 2 BndPER.01-US080405
LIMITED POWER OF ATTORNEY - READ CAREFULLY
CONTRACTORS BONDING AND INSURANCE COMPANY IS RESPONSIBLE ONLY FOR THE BOND DESCRIBED AND UP TO THE AMOUNT SET
FORTH IN THIS LIMITED POWER OF ATTORNEY. ANY ERASURE WILL VOID THIS POWER OF ATORNEY. IF YOU HAVE ANY QUESTIONS
ABOUT OR WANT TO VERIFY THIS POWER OF ATTORNEY CALL CONTRACTORS BONDING AND INSURANCE COMPANY TOLL FREE AT
1(800)765-2242
Penal Sum: $ $13,647.53 Attorney No.: VL604 Power Number: C03547 Bond No.: FC4999
Limited Power of Attornev
Approved by : r
8/22/2007 Date Approved: 5/22/2007
Don Birkin
—(Pnn me
Name of Principal: 1N 1 hX W h51 1 hLr;UUiv1 siht(V 1UhN UUKYUKA 11UN
Name of Obligee: CITY OF EAST WENATCHEE
Descriptions(s): UPGRADE EAST WENATCHEE CITY HALL TELECOMMUNICATION
SERVICES
Location
KNOW ALL MEN BY THESE PRESENTS that CONTRACTORS BONDING AND INSURANCE COMPANY, a corporation duly organized and
existing under the laws of the State of Washington and having its principal office in Seattle, King County, Washington does by these presents make,
constitute and appoint GREG J. EASTMAN OF WENATCHEE, WA
its true and lawful Attomey in Fact, with full power and authority hereby conferred in its name, place and stead, to execute, acknowledge and deliver the bond(s) and/or
other documents incidental thereto described above; and to bind the Conrparrythereby as fully and to the same extent as if each such bond, or other documents incidental
theretowassigned byythe Presideent, sealed with the corporate seal ofthe CCoon _ y and duly attestedby its Secretary; hereby ratifying and confirming all thatthe said
CONTRA Attorney-In-Pant
Bdo in the premises. ONDING AND INS Said appointment is made under and by the authority ofthe following resolutions adoptedby the Board o'M tors of
INSURANCE COMPANY on September 10, 2001.
RESOLVED that the Chief Executive Officer President, ChiefFinancial Officer, Secretary or any Vice President ofthe Company is authorized to appoint
Attomeys-In-Fact for and on behalf of the Company with the power and authority to sign on behalf ofthe Co those surety bonds or undertakings of suretyship
which may from time to time be approved by the ChiefExecutive Officer, President, ChiefFinancial Oflicer,�retary or any Vice President ofthe Co provided,
however, that no Attomeyy-In-Fact shall be authorized to execute and deliver any bond or undertaking that shall obligate the Co y for any portion of�penal sum
thereof in excess of $15,000,000, andprovided, further, that no Attomey-hi-Fact shall have the authorityto issue a bid orpropo�nd for any project where, if the
contract is awarded, any bond or undertaking would be required with apenal sum in excess of$15,000,000. An Attorney--In-Fact may also be authorized by Power of
Attorney to excecute any consent or other document incidental to said bond or undertaking, provided such document does not obligate the Company is excess ofthe limit
set forth above. In no event shall any Attomey-In-Fact have any authority to sign any document or otherwise bind the Company in any way in connection with a claim on
a surety bond or undertaking.
RESOLVED FURTHER that each Power of Attorney must set forth the specific description of the surety bond or undertaking to which it applies, the name ofthe
principal, the name ofthe obligee, the penal sum, the bond number except for a bid bond where there is no number), the iden�y�ng number of the Attomey-In-Fact, and
the identifying number ofthe Power orAttomey. The Attomey-In-Fact shall not be authorized to obligate Co for suretybond or undertaking specified in the Power
of Attorney (including any consents or other documents incidental to the surety bond orundetaking) for more�e penal sum specified in the Power of Attorney.
RESOLVED FURTHER that the Chief Executive Officer, President, Chief Financial Officer, S or any Vice President of the Company is authorized to establish a
specific expiration date for the Power of Attorney and to modify that date from time to time as the�Executive Officer, President, ChiiefFiinancial Officer, Secretary or
any Vice President ofthe Company deems necessary in his/her sole discretion; the applicable expiration date is to be clearly set forth in any written Power of Attomey.
RESOLVED FURTHER that all previous resolutions by the Board of Directors authorizin the Chief Executive Officer, President, Chief Financial Officer, Secretary or
any Vice President ofthe Company to point Attorneys -In -Fact for and on behalf of the Company remain in full force and effect; and that if a Power of Attorney based
on this resolution is attached to a bond( r le, abid bond), and a Power ofAttomey based on another Board ofDirectors resolution is attached to another bond (for
example, a performance and payment bond), it shall not affect the validity of either Power of Attorney or Bond
RESOLVED FURTHER that this Limited Power of Attorney containing this and the foregoing resolutions and the signatures of the President, Secretary, and Notary
Public, and the corporate and Notary seals apppeeaarinnng hereon are generated, stored and transmitted electronically, and therefore appear in printed form only at recipient's fax
machine. This fax printed Limited -Power of�Attomey document and the signatures and seals appearing hereon therefore are, and shall be deemed orginals in all respects.
RESOLVED FURTHER that the Company acknowledges the applicability ofthe Electronic Signatures in Global andNational Commerce Act to this Limited Power of
Attorney and that the signatures of the President, Secretazy and Notary Public and the corporate and Notary seals appearing on any Limited Power ofAttomey containing
this and the foregoing resolutions as well as the Limited PPower of Attorney itself and its transmission maybe, or may be by facsimile or other means of electronic or
electro-mechanical transmission or reproduction, and any such Limited Power of Attomey shall be deemed an original in all respects.
IN WITNESS WHEREOF CONTRACTORS BONDING AND INSURANCE COMPANY has caused these presents to be signed by Don Silo; "bgxirate seal
to be hereto affixed 9/9/2 2. S4oPP0 rVol,
R9 •� nr �i
CONTRACTORS BONDING AND INSURANCE COMPANY SEAL ; o so:
By:
Lion Sirkin, President 4 H1979..•'*_�
STATE OF WASHINGTON — COUNTY OF KING
On 9/9/2002, personally appeared DON SIRKIN to me known to be the representative of the corporation that executed the foregoing Limited
Power of Attorney and acknowledged said Limited Power of Attorney to be free and voluntary act and deed of said corporation, for the uses and
purposes therein mentioned, and on oath stated that he is authorized to execute the said Limited Power of Attorney.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written.
Mz' Notary Public in and for the State of Washington, residing at Seattle
N�iit1 r�
The undersigned acting under authority of the Board of Directors of CONTRACTORS BONDING AND INSURANCE COMPANY, hereby
certifies, as or in lieu of Certificate of the Secretary of CONTRACTORS BONDING AND INSURANCE COMPANY, that the above and
foregoing is a full, true and correct copy of the Original Power of Attorney issued by said Company, and does hereby further certify that the said
Power of Attorney is still in force and effect.
GIVEN under my hand, at Spokane, WA this 22 day of MAY 2007
�— R. Kirk Eland, Secretary
A1(052004)
Home Office:
Payment Bond
1213 Valley Street
(Public Work) P.O. Box 9271
Seattle, WA 98109-0271
For the CBIC branch
nearest you, call Toll Free
888 283-2242
(888) 293-2242 FAX
BONDS
ROD
INSURANCE
Bond Number: FC4999
Premium:
KNOW ALL BY THESE PRESENTS, That we, INTERWEST TELECOM SERVICES CORPORATION , called
the Principal, and CONTRACTORS BONDING AND INSURANCE COMPANY, a Washington corporation, called the
Surety, are held and firmly bound unto CITY OF EAST WENATCHEE , called the
Obligee, in the sum of THIRTEEN THOUSAND SIX HUNDRED FOURTY SEVEN DOLLARS AND .53/100 Dollars
($ 13,647.53 ) for the payment whereof said Principal and Surety bind themselves by these presents.
WHEREAS, the Principal has entered into a contract with the Obligee, dated 5/21/2007
UPGRADE EAST WENATCHEE CITY HALL TELECOMMUNICATION
("Contract")
, for
NOW, THEREFORE, the condition of this obligation is such that if the Principal shall promptly make payment to all
Claimants as hereinafter defined for all labor and material used, consumed or incorporated in the performance of the
construction work under the Contract, then this obligation shall be void; otherwise to remain in full force and effect,
subject, however, to the following conditions:
1. A Claimant is defined as one other than the Obligee having a contract with the Principal or with a direct
subcontractor of the Principal to supply labor and/or materials and said labor and/or materials are actually used,
consumed or incorporated in the performance of the construction work under the Contract.
2. The above -named Principal and Surety hereby jointly and severally agree with the Obligee that every Claimant
as herein defined who has not been paid in full before the expiration of a period of ninety (90) days after the
date on which the last of such Claimant's work or labor was done or performed or materials were furnished by
such Claimant, may bring suit on this bond, prosecute the suit to final judgment for the amount due under
Claimant's contract for the labor and/or materials supplied by the Claimant which were used, consumed or
incorporated in the performance of the work, and have execution thereon; provided, however, that a Claimant
having a direct contractual relationship with a subcontractor of the Principal shall have a right of action on this
bond only if said Claimant notifies the Surety in writing of its claim within ninety (90) days from the date on
which said Claimant did or performed the last labor and/or materials for which the claim is made. The Obligee
shall not be liable for the payment of any costs or expenses of any such suit.
3. No suit or action shall be commenced hereunder by any Claimant:
a. After the expiration of the earlier of (1) one year after the day on which the Claimant last supplied the labor
and/or materials for which the claim is made; or (2) the limitation period set forth in the public works bond
statutes, if any, in the location where the construction work is being performed. Any limitation contained in
this bond, which is prohibited by any law controlling in the state where the suit is filed, shall be deemed to be
amended so as to be equal to the minimum period of limitation permitted by the law of that state; and
b. Other than in a state court of competent jurisdiction in the county or other political subdivision of the
state in which the project, or any part thereof, is situated, or in the United States District Court for the district
in which the project, or any part thereof, is situated, and not elsewhere.
4. The amount of this bond shall be reduced by and to the extent of any payment or payments made in good
faith hereunder. The Surety's liability hereunder is limited, singly, or in the aggregate, to the penal sum of the
bond set forth herein.
Signed and sealed this day of'74-u L v
r E�
1,44
By
e-,.,-=-
Principal
� G AND //� 111/
CONTRACTORS BONDING::.p\� s�/' i
AND INSU E COMPlII�,•'�POR,���'��;'
OP �� '• _ 0
By:
O -4 79 Tate-
�111 %%%%�.dPayPW.0l-03l105
LIMITED POWER OF ATTORNEY - READ CAREFULLY
CONTRACTORS BONDING AND INSURANCE COMPANY IS RESPONSIBLE ONLY FOR THE BOND DESCRIBED AND UP TO THE AMOUNT SET
FORTH IN THIS LIMITED POWER OF ATTORNEY. ANY ERASURE WILL VOID THIS POWER OF ATORNEY. IF YOU HAVE ANY QUESTIONS
ABOUT OR WANT TO VERIFY THIS POWER OF ATTORNEY CALL CONTRACTORS BONDING AND INSURANCE COMPANY TOLL FREE AT
1(800)765-2242
Penal Sum: $ $13,647.53 Attorney No.: VL604 Power Number: C03547 Bond No.: FC4999
Limited Power of Attorney
Approved by
8/22/2007 Date Approved: 5/22/2007
,I'
�on,Slrkln
rm me
Name of Principal: IN 1 r;K W EN I' FELLUUM SER V IUES C;UKPORA'17UN
Name of Obligee: CITY OF EAST WENATCHEE
Descriptions(s): UPGRADE EAST WENATCHEE CITY HALL TELECOMMUNICATION
SERVICES
Location
KNOW ALL MEN BY THESE PRESENTS that CONTRACTORS BONDING AND INSURANCE COMPANY, a corporation duly organized and
existing under the laws of the State of Washington and having its principal office in Seattle, King County, Washington does by these presents make,
constitute and appoint GREG J. EASTMAN OF WENATCHEE, WA
its true and lawful Attorney -in -Fact, with full power and authority hereby conferred in its name, place and stead, to execute, acknowledge and deliverthe bond(s) and/or
other documents incidental thereto described above; and to bind the Co thereby as fully and to the same extent as if each such bond, or other documents incidental
thereto was signed by the President, sealed with the corporate seal oftheemmpany and duly attestedby its Secretary; hereby ratifying and confirming all that the said
Attomey-In-Fact may do in the premises. Said appointment is made under and by the authority ofthe following resolutions adopted by the Board ofDirectors of
CONTRACTORS BONDING AND INSURANCE COMPANY on September 10, 2001.
RESOLVED that the Chief Executive Officer President, Chief Financial Officer, Secretary or any Vice President of the Companyis authorized to appoint
Attomeys-In-Fact for and on behalfof the Companuy with the power and authority to sign on behalf ofthe Company those surety bonds or undertakings of suretyship
which may from tune to time be approved by the Chief Executive Officer, President, Chief Financial Officer, Secretary or any Vice President ofthe o any;provided,
however, that no Attorney -In -Fact shall be authorized to execute and deliver any bond or undertaking that shall obligate the Co npany for any portion offe penal sum
thereof in excess of $15,000,000, and provided, further, that no Attomey-hi-Fact shall have the authority to issue a bid or pm rposal bond for any project where, if the
contract is awarded, any bond or undertaking would be required with apenal sum in excess of$15,000,000. An Attorney -In -Fact may also be authorized by Power of
Attorney to excecute any consent or other document incidental to said bond or undertaking, provided such document does not obligate the Company is excess ofthe limit
set forth above. In no event shall any Attorney -In -Fact have any authority to sign any document or otherwise bind the Company in anyway in connection with a claim on
a surety bond or undertaking.
RESOLVED FURTHER that each Power ofAttomey must set forth the specific description ofthe surety bond or undertaking to which it applies, the name ofthe
principal, the name of the obligee, the ppeenal sum, the bond number except for a bid bond where there is no number), the identng number ofthe Attomey-In-Fact, and
the identifying number ofthe power of Attorney. The Attomey-In-Fact shall not be authorized to obligate Company for surety bond or undertaking specified in the Power
of Attomey (including any consents or other documents incidental to the surety bond or undetaking) for more than the penal sum specified in the Power ofAttomey.
RESOLVED FURTHER that the Chief Executive Officer, President, Chief Financial Officer, Secretary or any Vice President ofthe Company is authorized to establish a
specific expiration date for the Power ofAttomey and to modify that date from time to time as the ChiefExecutive Officer, President, ChiefFinancial Officer, Secretary or
any Vice President ofthe Company deems necessary in his/her sole discretion; the applicable expiration date is to be clearly set forth in any written Power ofAttomey.
RESOLVED FURTHER that all previous resolutions by the Board of Directors authorizing the Chief Executive Officer, President, Chief Financial Officer, Secretary or
any Vice President ofthe Company to Dint Attomeys-In-Fact for and on behalf of the Company remain in full force and effect; and that if a Power of Attomey based
on this resolution is attached to a bond (ex le, abidbond), and a Power ofAttomeybased on another Board ofDirectors resolution is attached to another bond (for
example, a performance and payment bond), it shall not affect the validity of either Power of Attorney or Bond
RESOLVED FURTHER that this Limited Power of Attomey containing this and the foregoing resolutions and the signatures ofthe President, Secretary, and Notary
Public, and the corporate and Notary seals apppeeaarii�nng hereon are generated stored and transmitted electronically, and therefore ap in printed form only atrecipient's fax
machine. This fax printed Limited Power ofAttomey document and the signatures and seals appearing hereon therefore are, andshall be deemed orginals in all respects.
RESOLVED FURTHER that the Company acknowledges the aappppliability ofthe Electronic Signatures in Global and National Commerce Act to this Limited Power of
Attorney and that the signatures ofthe President, Seci ry me
Attorney Public and the corporate and Notary seals appearing on any Limited Power ofAttomey containing
this and the foregoing resolutions as well as the Limited F ower ofAttomey itselfand its transmission maybe, or may be by facsimile or other means of electronic or
electip-mechanical transmission or reproduction; and any such Limited Power of Attorney shall be deemed an original in all respects.
IN WITNESS WI-IEREREOF CONTRACTORS BONDING AND INSURANCE COMPANY has caused these presents to be signed by Don SxkJ p ;1%borate seal
to be hereto affixed 9/9125?02. =ohs , PPo
R
CONTRACTORS BONDING AND INSURANCE COMPANY
yMn Sirkin, P=dent
-
STATE OF WASHINGTON — COUNTY OF KING
On 9/9/2002, personally appeared DON SIRKIN to me known to be the representative of the corporation that executed the foregoing Limited
Power of Attorney and acknowledged said Limited Power of Attorney to be free and voluntary act and deed of said corporation, for the uses and
purposes therein mentioned, and on oath stated that he is authorized to execute the said Limited Power of Attorney.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above written.
M
Notary Public in and for the State of Washington, residing at Seattle
The undersigned acting under authority of the Board of Directors of CONTRACTORS BONDING AND INSURANCE COMPANY, hereby
certifies, as or in lieu of Certificate of the Secretary of CONTRACTORS BONDING AND INSURANCE COMPANY, that the above and
foregoing is a full, true and correct copy of the Original Power of Attorney issued by said Company, and does hereby further certify that the said
Power o Attorney is still in force and effect.
GIVEN under my hand, at Spokane, WA this 22 day of MAY 2007
R. Kirk Eland, Secretary
Al (052004)
Jun 26 2007 9:39PM LooalTel Communications 508 884-1716 p.2
LO C—
:T '
yVwourWhWbVnedhftffWt00HP.nr DISCOUNT
Phone: SD94084MW Fax:- 5094844M
34:L 0 mtnt Road, East Wenatchee, WA SM02
Business Nam*.Ci�l O_ 6OS4 �Q.fGt,G"rt'.o»tact pem ;Mavan:&k.= Lacy
Acldrew all iklliri k% ME Phoney Number,
Locarrel Communications (LooalTel) agraes to provide to the said business above (hereinafter called the Customer)
telecommunications services during the term of this agreement:
The term of this agreement is for 3 yeam1Co- Mmenctng on :r�11A0Y1 da ,d -
This agreerr out has a minimum service period (MSP)• defined as the first twelve mor trs of this agreement.
The CustorrwwVill receive a rcertt discount off of LocarTei's current retai# monthly recurring prices (listed
on the reverse of this form) during term of this agreement. The Discount shall apply only to the'
$usiness Unes and Services listed. The Discount Percentage will remain the some, however prices are subject
to fluctuatiorf depencgng on pricing regulatlons.
Discounts will not.be computed on Takes, Subscriber Une fees, Federal Access Fees, or Federal, State, City, County
or any Municipality Fees or Takes.
During the Term. of this agreement, the Customer may add additional lines and servlves to those that are listed
below. The above stated drsc Unt will apply to these additional lines and services; with said
discount effective until the termthation date of this agreement.
Termination:
i . Daring the Temr of -this Agreement a Termination Lrebft (" n A') may be assessed,
e. if the Customer cancels the services included in this Agreement;
b. it any part of the services Inducted in this Agreement are cancebod aiN41 such cannel okm reduces the MRC
(Monthry Recurring Charges) for the remaining services Included in this Agreement below 9M of the lnliial_ MRC;
e. or where payment for so -Woes included In this Agreement are over 30 days past due and mcttt[aNy agreeable
payment arrangernents Have not been established.
2 Customer may terminate Service and/or this Ageemcnt for Cause. "Cause" misansthe failure of Local Tel to perform
its obl%Wdon to the Customer for the services Included In this A1gAmTwnt and for which failure is_ra6t remedied within
30 days of wrgten notice by.the Custorner.1o.1n6iude: (a) to provision services as mutda6 agreed: (b) to sustain the
quelity and avatlablirr# of service sit -may be -reasonably expected.
Termination Assessment: If Customer tennkmtesAgeenwnt for other -then Cause:, then:
I- If such termynadon Is du ring the agreement dates stated above, Customer will pay a Termination Chargi for the
Services included in this Agreerent of IW% of the M RC multiplied by the number of months remaining in the MSP ,
(Minimum Service Periocli, plus 25% of tits NtRC multiplied "the number of mornfrs remaining in -the Term after the Mr.
2. It such terminatlon is after the IVISP, Customer will pay -a Termination Charge for the swvias Included in this Agreement of
256A of the MRC multiplied by the number of months remaining in the Term.
S. A Termination Charge will be walved for the Services included in this Agaement when Customer migrates any of the
services to another Service provided by t ocwlrel or Renews the Ageement with Locarrrel for new rates and.tenns,
where all of the fdlowing eonditi)ns am irW: (a) A a4w service agreement must be established with Loca lTei,
(b) the new seMce agrearnen# must have a total value equal to or gsater than 115% of the remaining prorated value
of the existing agreement(s). (e) a now► IVISP oss into effete.
In the event that legal action is needed to enforce this agreement, the losing party with pay the reasonable
attorneys fees for the prevailing party.
List of Services Subject to Discount Agreement are located Qn the reverse side.
L�
ite_ — -J Rn `c dIC & 3 0(
mar�r'o-lee ,,Jonn
LooalTel Communications
Authorized by: Q9 12110L i UrCta
Signature:
Date;—
CITY OF EAST WENATCHEE
CITY CLERK
271 Ninth Street NE
East Wenatchee, WA 98802
Phone: (509) 884-9515
Fax: (509) 884-6233
TRANSMITTAL SHEET
TO: FROM:
DEBRA PURCELL DANA BARNARD
COMPANY: DATE:
LOCALTEL COMMUNICATIONS JUNE 27, 2007
PHONE NUMBER COMPANY:
888-8888 CITY OF EAST WENATCHEE
FAX NUMBER: TOTAL NO. OF PAGES INCLUDING COVER:
884-1716 � '� I�t -7 2
RE: REFERENCE:
LONG TERM DISCOUNT AGREEMENT TERM - 3 YEARS FROM INSTALLATION
DATE
❑ URGENT ❑ FOR REVIEW ❑ PLEASE COMMENT ❑ PLEASE REPLY ❑ PLEASE RECYCLE
NOTES/COMMENTS:
Debra,
If you need anything further please call me at (509) 884-9515.
Dana Barnard, City Clerk
City of East Wenatchee
271 9"' Street NE
East Wenatchee, WA 98802