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PERSONAL S�RVICES AGREEMENT
FtRE PR()T�GTIOIV FLAN AND CQDE COMFLIANCE REVIEW SERVYCES
THIS AGREEMElYT is made and entered inta between the City af Fasco,a Washington
Municigat Corporatiort,hereinafter referred to as''City", and :�.�n,�, S�<cl�-
hereinafler referred to as"Contraetor." '
R�F,CITAL3
WHEREAS,the City desires to have certairt serviees and/or tasks gerfarmed as set forth
below requiring speciatized skilts,training,and other se�pportive capabilities; and
W�ER�AS, the Contractor represents he it is qualifi� and possesses sufficient skills,
experience, and necessary capabilities, including: technicat and professiarta) expertise, when
required,to perform the services at»cf/or tasks as set forth in this Agreement ugon which Ehe City
is relying.
NOW, THER�FQRE, in consideration af the rnutual c.ovenants, and performances
cvntained herein, the parties agree as foilows:
I. Sea e of Set�vlees. The Cantractor is hereb�ectgaged by Ehe City to rettder the services
associated wiEh project development plan and constructian review far fire pmtection and
applicabie code co�rtgliance and ather serviees as may be assigned by the Director of
Community and Econamic Development or the Building Seruices Manager in
eonsultatian with the Fire Chief. In addiEion to p(an and constructiQn review, Contractar
ntay perforrtl periadic testing of systems for frre flow capacity and comptiance and
maintain records as appmpriate to document °`as buitt'" conditions. The City and
Contractar shall mutually sgcee upon the work schedule, tastcs and other assignments
which shalt falt within thc contractor°s scope of work.
2. Cc►m ensat�an and Fa rnent.
2.i Payment for services provided tzereunder shati be made fo[towing thc
[�erfprmance of such services. The City shalt pay the Contractor$ , c� "� per
hcsvr snd such payment shall be full compensation far work performed or services
rendered.
2.2 No payment sltall be made for any services rendered by the Contractor except for
serviaes identified and seE farth in this Agreerr�ent except as may b�authorized by
a written sugplementa) ageement approved by the City.
2.3 The Czty shali pay the Contractor for work performed under this Agre�snent apon
timely suhmitted invoices listing the dates/hours of work Ferformed and expenses,
if any, for which reimbursement is sought. The Gity shaEl approve a11 invoiees
before`payment is issued. Payment shall occur within thirty (30) days of receipt
and approval of an invoice.
Personaf Services Agreement.•`Fire Code Campls'ance and Protectian Services"
Page 1
3. ��tv k"ranertY. �oncraccor acknowledges and agrees that white perfar�ning wark far the
City, Cc�nkractor may be provided with use af Qffice space, computer equipment, a
vehicie and oth�r �traperty of the City. ?fie use and possession of such items shall be
subject to any policies, requirenne�tts c�r restrietians estabEished by the Cicy. Such items
may only be used in the perforn�ancc of the Cvntractor's duties for the City, On request
of the City, the Contractar sha!! irnmexfiatety deliver a�ry sueh items to the City. Upan
termination of this agreernent, CaatraGt4r shatt have the affii�native duty to retum any
such item to the Gity whether a request is made or nat. The obli,bation to eeturn City
property siaall extend ta and includ�any and aEl work product.
4. Qwnershin aQd Use of IDc�cuments.
4.1 A11 research, infarmation, drawings and document� made, collected, a�r prepared
by the Contracto�r for perfornning the s�rvices se�bject to this Agreement, as wetl as
, at�y final product, aolIectivety referred tca as "warEc product," shall be deemed as
the exclusive property of the City,incIudin�copyright as s�cured thereon.
4.2 In the event of eontractor's d�fsult, or in the event that this Agre�ment is
teanic�ated, the work praduct of the Gontractor shati beeome th� groperty crf thc
City,and tend�r of the work�product shalt be a grereq�isite ta final payment under
fhis Agreeznent.
5. Independe�pt Co�tractor Retationshi�.
5.1 The parties in.t�nd that aa independent contractor relationship is ereated by this
Agreement. The City is interested primarity in the resutts to be achieved; se�bject
to the scoge of serviCes and the specific requiremertts of this Agreement.
Cantractar shall not be deemed to be an employee, agent,or afficer of the City for
any pur�ose, and Cantractc�r shall not be entitled to any af the benefits or
griviteges the City pravides far its empkuyees except as speei�iGaily stated herein.
S.2 In the perforrnance of the services provided in Ehis Agreem�nt, Cor�tractor is an
independent contractor with full authority to eontrol and direct the gerfarrnattce af
the det�ils of the wark, however, the re.sulEs of the work ennt�rnplated h�rein must
me�t the approv�l o�'the City and shalt b� subject to the City's generat rights of
inspection and review to secure the sratisfactary campletian th�reaf.
S.3 TEte Contractor shail comply with ail applicabte 5tate and Federal laws in
perfarmin�the services contemp�ated h�rein.
Personaf Sen�ets Agteement-•'Fire Code Compliance and Frotectior►Sen!ices" �
Page 2
6. Assi ment and Subcoattaetin . The City has awarded this Agreement to the
Cantractar due to his unique quaiificatinn� k4 perform these s�rvices. The Contractor
shail not assign or subcantract his perforrnance under this Agreement or any pnrtions of
this Agreement without the prior written corzsent c�f the City, whieh consent must be
saught at least thirty(3Q)days prior to the date of any proposed assignment.
�. Tertninatian.
7.1 Tettnination for Convenience. Either pariy may terrni�tatc this Agreement far any
reasan upon giving the other party no tess than ten (3Q} business days written
notice in advance of the effective date v€such terntinarion.
7.2 Tertninatian for Cause. If the Contractor fails to perform in t�te manner called for
in this Agreement, or if the Cantractor fails to comply with any ather provisions
of this Agreement and fails ta carrect such noncampliartce wiihin five (5)
business days of written noEice thereof, the City may terminate Ehis Agreeme»t far
cause. Termination shal! be effected by serving a notiee of termination on the
CQntractor setting fQrth the manner in which the Cantractar is in defaolt. The
Contractor wilt onCy be pa�d for services snd expenses compfyin�with the terms
of this Agreement,ineurred priar to termination.
8. DFs ute Resolat�on.
8.1 This Agreement has been and shall be consteued as he��in�been made and entered
into and delivered within the State of Washington; and it is agreed by each party
hereto that this Agreement shall be govemed by the Iaws of the State of
WashingtQn.
8.2 In the event of a dispute regarding Ehe enfnrcement, breach, default, or
inteepretation vf ihis Agreement, the parties shall first mect in a goad faith effort
to resah�e such dispe�te. In Ehe event the dispute cannot be resolved by agreement
of the parties, said dispute shall be resolved by arbitration pursuant to RCW
7.(34A,as amer�ded,with both parties waiving tlie r�ght of a jury trial upon tria{ de
navo, with venue piaced ir� Pasco, Franklin Cow,ty, Was}eingtan. 'I'he
substantially prevailing party shall be enti�led to ics reasonable attorney fees and
casts as additionat award and judg�ent against the other.
9. Nonwaiver, Waiver by the City of any provision of E�is Agreement, or any time
timitation provided for in this Agreert�ent, shali not co�nstitute a waiver of any other
simitsr event or other grovision of this Agreement.
10. Inte�rateon. This Agree�t�ent between the parties con�ists in its entirety of this
doc�mertt. Any modification af this Agreement or change order affeeti�g this Agreement
shall be in wriEing a�d signed by both gartfes.
lI. Authori�zation. By signature bela�,v, each party warrants that they are auEhorized and
empowefed to �xecute this Agreement binding the City and the Contractor respectiv�ly.
Persanat Srrvicrs Agreement-'•Fire Code Campis`ance a�Frotection Services"
Page 3
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�he da�•and �=car first ��r�tt4n ��hc,�e.
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