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HomeMy WebLinkAboutSenior Life Resources - 2023 Meals on Wheels Agreement for Food Service at 1st Avenue Center ,�� I�cdSCU r���d,� AGREEMENT FOR FOOD SERVICE BETWEEN MID-COLUMBIA MEALS ON WHEELS AND THE CITY OF PASCO Agreement#REC23-002 THIS AGREEMENT is made and entered into this `.3� day of : 1�UC1`ti'� 2023, by and between the City of Pasco, Washington, a municipal corporation, he einafter referred to as "CITY", and Senior Life Resources Northwest, Mid-Columbia Meals on Wheels Pro�am,hereinafter referred to as"AGENT". I. SCOPE OF �V�: A. The AGENT shall perform professional services and accomplish such tasks in conformance with RCW 74.39A and are identified as the responsibilities of the AGENT; 1. Provide a nutritious lunch(lJ3 recommended daily allowance per federal regulations).Daily selection will vary. 2. Serve lunch Monday through Friday at 11:45 a.m. 3. Provide a Site Manager to oversee the program. Duties include, but are not limited to:recruitment of volunteers, taking lunch and transportation reservations, overseeing safery regulations and woxking cooperatively in a professional manner with the 1 st Avenue Center Director and Staff. 4. Provide volunteers to assist in the implementation of the program including but not restricted to food preparation and handling, serving, registration of participants,delivery of ineals to homebound seniors,etc. 5. Ensure all paid staff and volunteers receive necessary training and obtain the correct certifications and keep them updated, including but not limited to: a) Washington State Food Handler' s Permit b) Correct operation training in kitchen equipment usage c) Fire Safety Training 6. Provide meal service in compliance with local, state, and federal regulations for the safe and sanitary preparation and service of food. 7. Provide any special equipment that is deemed necessary for the program. 8. Use kitchen for storage, warming, cooling, non-cooking food prep purposes only. All food is to be cooked offsite at a commercially certified kitchen. 9. Keep kitchen walkways and storage area clean, organized and cleax of obstructions. 10, Give 30 days written notice to the Recreation Services Manager for any request for use of the dining area outside of the specified time in Section I.B.1 below. 11, Provide CITY copies of any incidentlaccident reports completed for Meals on Wheels staff or volunteers where the incident/accident took place at the ls`Avenue Cenker or on its grounds. B. The CITY shall assist the AGENT by: 1. Providing use of kitchen, office space, and area for dining at lg�Avenue Center from: 9:00 a.m. to 1:30 p.m, Monday—Friday, excluding CITY Holidays. 2. Assisting AGENT in recruiting volunteers by providing space as necessary in the Pasco Recreation Seasonal Program Guide. 3. Assisting AGENT in promoting program via program guide, flyers, maii-outs,etc. 4. Providing contracted janitorial services for cleaning of a11 floors. 5, Providing lunited area for storage in office and maintenance room off of kitchen. 6. Working cooperatively with Site Manager in providing assistance with problems and questions, etc. 7. Providing access to telephone for business use. 8. Overseeing all facets of the program and discuss problems and suggestions with Mid-Columbia Meals on Wheels Director. 9. Note: The CITY reserves the right to use the dining area during the above specified hours provided 30 days' notice is given to AGENT prior to the event. C. Joint Responsibility of AGENT and CITY. 1. On a biannual basis, conduct an on-site review of the program with the Pasco 1 st Avenue Center Supervisor, Mid-Columbia Meals on Wheels Director, and Site Manager. 2. Coordinate methods of marketing Meals On Wheels and other joint programs. 3. Work cooperatively to offer additional programs to participants. 4. Work cooperatively to resolve concerns and problems in a professional manner. 5. Promote open communication. b. Provide participants with the highest level of service. 7. Work cooperatively to schedule faciliry use around facility rnaintenance needs, Agreement for Food Service Mid-Columbia Meals on Wheels/City of Pasco-2 II. COMPENSATION: The AGENT will compensate the CITY $100 per month for the use of the kitchen, office, dining area, dry storage space, and phone.Payment is due the last working day of each month. Any and all taxes will be paid by the AGENT if required. III. DURATIO�: The duration of this Agreement shall be for a period comrnencing upon full execution of this Agreement and ending on the 31� day of December 2023; provided, however, that if the AGENT faithfully performs all of its duties and responsibilities pursuant to this Agreement,the AGENT shall have the option to extend the terms and condirions of this Agreement for four additional one-year periods (2024, 2025, 2026, & 2027). Such optiun shall be exercised by the AGENT by giving written notice to the CIT'Y not more than 60 days, nor Iess than 30 days prior to the expiration of the initial term of this Agreement and within the same time frame prior to the expiration of any subsequent extensions. N. MODIFICATI�ONS: This Agreement may be modified, in writing, at any time by the mutual consent of the parties hereto. V. CANCELLATIUN: Either party may cancel this Agreement with thirry(30)days prior written notice to the other party without cause. VI. INDEMNIFICATION: The CITY shall not be liable for any da.mage or injury of whatever nature to any person or property occurring on the premises subject to this Agreement as a result of any activities of the AGENT or its use of the premises during the term hereof. The AGENT shall defend, indemnify, and hold harmless the CITY, its officers, officials, agents, employees, and volunteers from any and all claims and causes of action, including, but not limited to, actioz�s of law or administrative proceedings for all injuries to persons or damages to property, and all losses, damages, demands, suits, judgments, including attorney fees, arising out of, or as a result of, or in connection with the work perfortned under this Agreement,and caused or occasioned in whole or in part by reason of errors,negligent acts or omissions of the AGENT or its subcoatractors in the performauce of this Agreement, except for injuries and damages caused by the sole negligence of the CITY, its officers, employees, agents, and volunteers. A. Should a Court of competent jurisdiction determine that this Agreement is subject to RCW 4.24.115, then, in the event of liability for damages arising out of bodily injuries or datnages to property caused by or resulting from the concurrent negligence of the AGENT, and the CITY, its officers, employees, agents and volunteers, the AGENT's liability and obligation to defend hereunder shall only be the proportionate extent of the AGENT's negligence. Agreement for Food Service Mid-Columbia Meals on Wheels/City of Pasco-3 B. It is further agreed that the indemnification provided herein constitutes the AGENT's waiver of immunity under Industrial Insurance, Title 51 RCW,solely for the purposes of this indemnification. C. No liability shall attach to the CITY by reason of entering into this Agreement exceptas expressly provided herein. D. This indemnification shall include damages, penalties and attorney fees sustained as a result of AGENT's delayed or failed performance of the work to be provided by AGENT under this Agreement. E. T'his section has been mutually negotiated by the parties, and the provisions of this section shall survive the expiration or termination of this Agreement. VII. INSURANCE: The AGENT shall maintain and pay for general liability insurance coverage at all times during the term hereof, insuring the AGENT against claims for injuries to persons or damage to properiy which may arise from or in connection with the performance of the work hereunder by the AGENT, its, representatives, employees, or subcontractors,with the CTTY as addirional named insured. A. Minimum Scope af Insurance. AGENT shall obtain insurance of the types described below: 1, Commercial General Liability insurance shall be written on ISO occurrence form CG 00 O1 and shall cover liability arising from premises, operations, independent AGENTs and personal injury and advertising injury. The CITY shall be named as an insured under the AGENT's Commercial General Liability insurance policy with respect to the work performed for the CITY. B. Minimum Amounts of Insurance. AGENT shall maintain the following insurance limits: 1. Commercial General Liability insutance shall be written with limits no less than: � $1,000,000 each occurrence; � $2,000,000 general aggregate;or ❑ $�each occurrence; and$ general aggregate C. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to contain, the following provisions for Commercial General Liability insurance: Agreement for Food Service Mid-Columbia Meals on WheelslCity of Pasco-4 1, AGENT's insurance coverage shall be primary insurance as respects the CITY. Any insurance, self-insurance, or insurance pool coverage maintained by the CITY shall be excess of AGENT's insurance and shall not contribute with it. 2. AGENT's insurance shall be endorsed to state that coverage shall not be cancelled by either party, except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the CITY. D. Aceeptability af Insurers. Insurance is to be placed with insurers with a current A.M.Best raring of not less than A: VII. E. Verification of Covera:�e. AGENT shall furnisl� the CITY with original certificates and a copy of the amendatory endorsements, including but not necessarily limited to the additional insured endorsement, evidencing the insurance requirements of the AGENT before commencement of the work. VIII. AGENT IS INDEPENDENT AGENT: It is understood and agreed that the term "AGENT" is a descriptive term only. AGENT is not an employee of the CITY, has no authority to bind the CITY other than the authority which is specifically set forth in this Agreement,and shall, at all times,be considered an independent AGENT. IX. NON-DISCRIMiNATTON: The AGENT agrees not to discriminate against any client, employee or applicant for employment or for services because of race, creed, color, national origin, sex or age with regard to but not limited to the following: employment upgrading; demotion or transfer; recruitment or any reciuitment advertising; layoff or tenmination; ra.te of pay or other forms of compensation; selection for training or rendition of services. If the AGENT violates this non-discrimination provision, the GITY may terminate this Agreement, in whole or in part,without incumng liability for such termination. X. GENERAL PROVISIONS: A. For the puxpose of this Agreement,time is of the essence. B. Notice. Notice provided for in this Agreexnent shall be sent by one of the following: 1. Personal service upon tlie Agreement Administrators. 2. Certified mail to the physical address of the parties, or by electronic transmission to the e-mail addresses designated for the parties below. C. The Agreement Administrator for the purpose of this Agreement shall be: Agreement for Food Service Mid-Columbia Meals on Wheels/City of Pasco-5 1. For the CITY: Brent Kubalek Recreation Services Manager 525 North 3rd Pasco WA 99301 509-543-5790 KubalekB@nasco-wa.�ov 2. For the AGENT: Cara Hernandez Associate Director of Nutrition Services 1824 Fowler St. Richland,WA 99352 509-735-1911 chemaadez seniorti�eresotuces.or XI. DISPUTE RESOLUTION/ATTORNEY FEES: In the event of a dispute regarding the enforcement, breach, default, or interpretation of this Agreement, the Agreement Administrators, or their designees, shall first meet in a good faith effort to resolve such dispute. In the event the dispute cannot be resolved by agreement of the parties, said dispute shall be resolved by arbitration pursuant to RCW 7.04A, as amended,with both parties waiving the right of a jury trial upon trial de novo, with venue placed in Pasco, Franklin County, Washington_ The substantially prevailing pariy shall be entitled to its reasonable attomey fees and costs as additional award and judgment against the other. This Agreement has been and shall be construed as having been made and entered into and delivered within the State of Washington, and it is agreed by each pariy hereto that this Agreement shail be govemed by the laws of the State of Washington. XII. WAIVER: Any waiver by any party hereto regarding any of its rights hereunder shall be in writing and shall not constitute or act as a waiver to any future rights which such party might have hereunder. XIII. AUTHORIZATION: By signature below,each party warrants that they are authorized and empowered to execute this Agreement binding the CTTY and AGENT respectively. XIV. CONSTRUCTION: This Ageement sets forth the entire understanding and agreement of the parties relating to the subject matter hereof. This Agreement shall be construed as a whole. The captions and headings herein are for convenience only and shall not be relied upon or used to interpreticonstrue this Agreement ar an.y portion thereof. Each party signing this Agreement acknowledges that they participated in the drafting of this Agreement and, as such, this Agreetnent shall not be presumptively interpreted/construed in favor of nor against any particular party, but rather this Agreement for Food Service Mid-Columbia Meals on Wheels/City of Pasco-6 Agreement shall be given an objectively fair and reasonable interpretation and construction in light of and in accordance with its express terms and provisions. XV. ENTIRE AGREEMENT: This Agreement sets forth in fitll the entire ageement of the parties in relation to the subject matter hereof, and any other agreement,representation, ar understanding, verbal or otherwise, relation to the professional services of the AGENT or other dealing in any manner with the subject matter of this Agreement is hereby deemed to be null and void and of no force and effect whatsoever. This Agreement may be waived,changed,modified, or amended only by written Agreement executed by both of the parties hereto. If any provisions of this Agreement shall be deemed in conflict with any statute of rule of law, such provision shall be deemed modified to be in conformance with said statute or rule of law. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written abave. City of Pasco _ Senior Life Resources Nort vrest Mid-Columbi � By: By: ch ,A Director Grant B �xe�utive Director Senior 1,�' R��atu'ces Northwest Date: (4 2 Date: I '� � By: L�11�}.?�11�- Cara Hernandez,Associate Director of Nutrition Services Date: � +� � �.,;� ;� � � Approved as to Form: � Kerr Fer Law,PLLC, Ciry Attorneys . /- p-a.23 Agreement for Food Service Mid-Columbia Meals on Wheels/City of Pasco-7