HomeMy WebLinkAboutAgreements/Contracts - Facilities & Maintenance (002)GRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00pm on Thursday)
REQUESTING DEPARTMENT:Facilities and Maintenance
REQUEST SUBMITTED BY: Kevin Schmidt
DATE:6/1 2/2024
PHONE:Ext. 3272
CONTACT PERSON ATTENDING ROUNDTABLE: Xevin Schmidt/Tom Gaines
CONFIDENTIAL INFORMATION: ❑YES ® NO
The contract used would be the Department of Enterprise Services (DES) contract 24723, which has been attached to the consent email.
I recommend keeping DelSol as our custodial services provider as they have been reliable and quickly resolve issues that occur.
If necessary, was this document reviewed by accounting? ❑ YES 0 NO ❑ N/A
If necessary, was this document reviewed by legal? ❑ YES 0 NO ❑ N/A
DATE OF ACTION:
DEFERRED OR CONTINUED TO:
WITHDRAWN:
4/23/24 A GRANT COUNTYi° S I I
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Facilites and maintenance is requesting approval to re -new the custodial services contract with DelSol, Inc.
The contract used would be the Department of Enterprise Services (DES) contract 24723, which has been attached to the consent email.
I recommend keeping DelSol as our custodial services provider as they have been reliable and quickly resolve issues that occur.
If necessary, was this document reviewed by accounting? ❑ YES 0 NO ❑ N/A
If necessary, was this document reviewed by legal? ❑ YES 0 NO ❑ N/A
DATE OF ACTION:
DEFERRED OR CONTINUED TO:
WITHDRAWN:
4/23/24 A GRANT COUNTYi° S I I
K24-153
Washington State
DEPARTMENT OF
ENTERPRISE SERVICES
CONTRACT
No. 24723
FOR
JANITORIAL SERVICES
AWARDS FOR CATEGORY 1 GENERAL CLEANING: ADAMS, ASOTIN, BENTON, CHELAN, COLUMBIA, DOUGLAS,
FERRY, FRANKLIN, GARFIELD, GRANT, ISLAND, JEFFERSON, KITTITAS, KLICKITAT, LINCOLN, OKANOGAN, PACIFIC,
PEND OREILLE, SAN JUAN, SKAMANIA, SPOKANE, STEVENS, WAHKIAKUM, WALLA WALLA, WHATCOM,
WHITMAN
For Use by Eligible Purchasers
By and Between
STATE OF WASHINGTON
DEPARTMENT OF ENTERPRISE SERVICES
and
DEL SOL, INC.
Dated March 11, 2024
CONTRACT
No. 24723
FOR
JANITORIAL SERVICES
This Contract ("Contract") is made and entered into by and between the State of Washington acting by
and through the Department of Enterprise Services, a Washington State governmental agency
("Enterprise Services") and Del Sol Inc., a corporation ("Contractor") and is dated and effective as of March
12, 2024.
RECITALS
A. Pursuant to Legislative authorization, Enterprise Services, on behalf of the State of
Washington, is authorized to develop, solicit, and establish enterprise procurement
solutions, including contracts, for goods and/or services to support Washington state
agencies. See RCW 39.26.050(1). The Washington State Legislature also has authorized
Enterprise Services to make these contracts available, pursuant to an agreement in which
Enterprise Services ensures full cost recovery, to other local or federal _government
agencies or entities, public benefit nonprofit organizations, and any tribes located in the
State of Washington. See RCW 39.26.050(1) & (2).
B. Washington state agencies and other eligible purchasers need to purchase certain
categories of janitorial services for their facilities. Such facilities are located throughout
the State.
C. Accordingly, Enterprise Services, on behalf of the State of Washington, issued Competitive
Solicitation No. 24723 dated October 20, 2023 to procure janitorial services, by specified
contract category and by county in a cost-effective and efficient manner.
D. Enterprise Services evaluated all responses to the Competitive Solicitation and identified
Contractor as an apparent successful bidder for the above -referenced contract category
in the above -referenced counties.
E. Enterprise Services has determined that entering into this Contract will meet the
identified needs and be in the best interest of the State of Washington.
F. The purpose of this Contract is to enable eligible purchasers to purchase the above -
referenced contract category of janitorial services in the above -referenced counties as set
forth herein.
AGREEMENT
Now THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the
parties hereto hereby agree as follows:
1. TERM. The term of this Contract is thirty-six (36) months, commencing March 12, 2024 and ending
March 11, 2027; Provided, however, that if Contractor is not in default, Enterprise Services may extend
the term of the Contract, by written amendment, for up to twenty four (24) additional months. in
Enterprise Services' reasonable judgment, Contractor satisfactorily has met the performance-based
goals for contract extension, Enterprise Services shall extend the term of this Contract, by written
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 1
(Rev. 2022-11-16)
amendment, for up to twenty four (24) additional months. Such extension amendment shall be on
the same terms and conditions as set forth in this Contract. To earn the performance-based Contract
term extension, Contractor must achieve the following performance-based metrics:
PERFORMANCE METRIC
PERFORMANCE REQUIREMENT FOR CONTRACT EXTENSION
Contractor timely provides to Enterprise Services at the
In
designated address, without exception, annual insurance
Endorsements:
endorsements for the insurance coverages required by this
Contract. See Exhibit C— Insurance Requirements at § 4.
Contractor timely remits to Enterprise Service, with no less than
a 75% on time rate over the contract term, the applicable
Vendor Management Fee (VMF).
Vendor Management
Note: Contractor must pay the VMF within thirty (30) calendar
Fee:
days of invoice from Enterprise Services. If Contractor is
delinquent in timely paying the VMF for three (3) or more
quarters within the first nine (9) quarters of the Contract term,
Contractor will not be eligible for a performance-based
extension.
Contractor timely provides to Enterprise Services, with no less
than a 75% on time rate over the contract term, the required
Contract quarterly sales reports.
Contract
Note: Contractor must provide the quarterly sales reports to
Sales Reports:
Enterprise Services within thirty (30) calendar days of the
quarter's end. If Contractor is delinquent in providing the
quarterly sales reports for three (3) or more quarters within the
first nine (9) quarters of the Contract term, Contractor will not
be eligible for a performance-based extension.
2. ELIGIBLE PURCHASERS. This Contract may be utilized by any of the following types of entities (each an
eligible "Purchaser"):
2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions,
boards, and commissions.
2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES. Any the following institutions
of higher education in Washington:
■ State universities — i.e., University of Washington & Washington State
University;
■ Regional universities — i.e., Central Washington University, Eastern
Washington University, & Western Washington University
■ Evergreen State College;
■ Community colleges; and
■ Technical colleges.
STATEWIDE CONTRACT NO. 24723 -JANITORIAL SERVICES 2
(Rev. 2022-11-16)
2.3. CONTRACT USAGE AGREEMENT PARTIES. Any of the following types of entities that have executed
a Contract Usage Agreement with Enterprise Services:
■ Political subdivisions (e.g., counties, cities, school districts, public utility
districts) in the State of Washington;
■ Federal governmental agencies or entities;
■ Public -benefit nonprofit corporations (i.e., public benefit nonprofit
corporations as defined in RCW 24.03A.245 that receive federal, state, or
local funding); and
■ Federally recognized Indian Tribes located in the State of Washington.
3. SCOPE— INCLUDED SERVICES & PRICES.
3.1. CONTRACT SCOPE. Pursuant to this Contract, Contractor is authorized to sell and provide only
those Services set forth in Exhibit A — Included Services for the prices set forth in Exhibit B —
Prices for Services. Contractor shall not represent to any Purchaser under this Contract that
Contractor has contractual authority to sell or provide any Goods and/or Services beyond
those set forth in Exhibit — Included Services.
3.2. STATE'S ABILITY TO MODIFY SCOPE OF CONTRACT. Subject to mutual agreement between the
parties, Enterprise Services reserves the right to modify the Services included in this Contract;
Provided, however, that any such, modification shall be effective only upon thirty (30) calendar
days advance written notice; and Provided further, that any such modification must be within
the scope of the Competitive Solicitation for this Contract.
3.3. PRICE CEILING. Although Contractor may offer lower prices to Purchasers, during the term of
this Contract, Contractor guarantees to provide the Services at no greater than the prices set
forth in Exhibit B — Prices for Services.
3.4. CONTRACT INFORMATION. Enterprise Services shall maintain and provide to eligible Purchasers
information regarding this Contract, including scope, pricing, and lowest responsive,
responsible bidder designation. In addition, Enterprise Services identifies awarded
contractors who qualify as Washington Small Businesses, Certified Veteran -Owned
Businesses, or that, pursuant to the Contract provide Goods/Services that meet specified
state procurement priorities as set forth in the Competitive Solicitation.
4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following
representations and warranties as of the effective date of this Contract and at the time any order is
placed pursuant to this Contract. If, at the time of any such order, Contractor cannot make such
representations and warranties, Contractor shall not process any orders and shall, within three (3)
business days notify Enterprise Services, in writing, of such breach.
4.1. QUALIFIED TO Do BUSINESS. Contractor represents and warrants that Contractor is (a) in good
standing; (b) qualified to do business in the State of Washington; and (c) registered with the
Washington State Department of Revenue and the Washington Secretary of State.
4.2. TAXES. Contractor represents and warrants that Contractor is current, in full compliance, and
has paid all applicable taxes owed to the State of Washington.
4.3. LICENSES; CERTIFICATIONS; AUTHORIZATIONS; & APPROVALS. Contractor represents and warrants
that Contractor possesses and shall keep current during the term of this Contract all required
STATEWIDE CONTRACT NO. 24723— JANITORIAL SERVICES 3
(Rev. 2022-11-16)
licenses, certifications, permits, authorizations, and approvals necessary for Contractor's
proper performance of this Contract.
4.4. SUSPENSION & DEBARMENT. Contractor represents and warrants as previously certified in
Contractor's Bidder's Certification, that neither Contractor nor its principals or affiliates
presently are nor have ever been debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from participation in any governmental contract by any
governmental department or agency within the United States.
4.5. WAGE VIOLATIONS. Contractor represents and warrants as previously certified in Contractor's
Bidder's Certification, that during the term of this Contract and the three (3) year period
immediately preceding the award of the Contract,. Contractor has not been determined, by a
final and binding citation and notice of assessment issued by the Washington Department of
Labor and Industries or through a civil judgment entered by a court of limited or general
jurisdiction, to be in willful violation of any provision of Washington state wage laws set forth
in RCW 49.46, 49.48, or 49.52.
4.6. CIVIL RIGHTS. Contractor represents and warrants that Contractor complies with all applicable
requirements regarding civil rights. Such requirements prohibit discrimination against
individuals based on their status as protected veterans or individuals with disabilities, and
prohibit discrimination against all individuals based on their race, color, religion, sex, sexual
orientation, gender identity, or national origin.
4.7. EXECUTIVE ORDER 18-03 — WORKERS' RIGHTS. Contractor represents and warrants, as previously
certified in Contractor's Bidder's Certification, that Contractor does NOT. require its
employees, as a condition of employment, to sign or agree to mandatory individual arbitration
clauses or class or collective action waivers. Contractor further represents and warrants that,
during the term of this Contract, Contractor shall not, as a condition of employment, require
its employees to sign or agree to mandatory individual arbitration clauses or class or collective
action waivers.
4.8. WASHINGTON SMALL BUSINESS. Contractor represents and warrants, as previously certified in
Contractor's Bidder's Certification, that Contractor qualifies as a Washington Small Business
as defined and set forth in Contractor's Bidder's Certification.
4.9. PUBLIC CONTRACTS AND PROCUREMENT FRAUD. Contractor represents and warrants that, within
the three (3) year period prior to this Contract, neither Contractor nor its principals or
affiliates: (a) have been convicted of or had a civil judgment rendered against them for
commission of fraud or a criminal offence in connection with obtaining, attempting to obtain,
or performing a public (federal, state, local, or tribal) contract or purchase order under a
public contract; (b) have been in violation of federal or state antitrust statutes or commission
of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false
statements or receiving stolen property; (c) have been indicted for or otherwise criminally or
civilly charged by a government entity (federal, state, local, or tribal) with commission of any
of the offense enumerated in subsection (b) of this provision; or (d) had one or more public
contracts (federal, state, local, or tribal) terminated for cause or default.
4.10. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that
Contractor complies fully with all applicable procurement ethics restrictions including, but not
limited to, restrictions against Contractor providing gifts or anything of economic value,
directly or indirectly, to Enterprise Services and Purchasers' employees.
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 4
(Rev. 2022-11-16)
4.11. WASHINGTON'S ELECTRONIC BUSINESS SOLUTION (WEBS). Contractor represents and warrants that
Contractor is registered in Washington's Electronic Business Solution (WEBS), Washington's
contract registration system and that, all of Contractor's information therein is current and
accurate and that throughout the term of this Contract, Contractor shall maintain an accurate
profile in WEBS.
4.12. WASHINGTON'S STATEWIDE PAYEE DESK. Contractor represents and warrants that Contractor is
registered with Washington's Statewide Payee Desk, which registration is a condition to
payment.
4.13. CONTRACT PROMOTION; ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that
Contractor shall use commercially reasonable efforts both to promote and market the use of
this Contract with eligible Purchasers and to ensure that those entities that utilize this
Contract are eligible Purchasers. Contractor understands and acknowledges that neither
Enterprise Services nor Purchasers are endorsing Contractor's Goods and/or Services or
suggesting that such Goods and/or Services are the best or only solution to their needs.
Accordingly, Contractor further represents and warrants that Contractor shall make no
reference to Enterprise Services, any Purchaser, or the State of Washington in any
promotional material without the prior written consent of Enterprise Services.
4.14. CONTINGENT FEES. Contractor represents and warrants that no person or selling agent has been
employed or retained to solicit or secure this Contract upon an agreement or understanding
for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees
or bona fide established agents as defined in the Federal Acquisition Regulations.
4.15. FINANCIALLY SOLVENT. Contractor represents and warrants that Contractor has not commenced
bankruptcy proceedings and that there are no judgment, liens, or encumbrances of any kind
affecting title to any Goods and/or Services that are the subject of this Contract.
4.16. OPERATIONAL CAPABILITY. Contractor represents and warrants, as previously certified in
Contractor's Bidder's Certification, that Contractor has the operational and financial
capability to perform the Contract.
4.17. CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Contract or
a similar contract, is transitioned to another contractor (e.g.,. Contract expiration or
termination), Contractor shall use commercially reasonable efforts to assist Enterprise
Services (including the Purchasers hereunder) for a period of sixty (60) calendar days to
effectuate a smooth transition to another contractor to minimize disruption of service and/or
costs to the State of Washington and such Purchasers; Provided, however, that, if costs are
incurred, Contractor shall be compensated for such costs consistent with the terms and
conditions pertaining to this Contract for the sixty (60) day period immediately before such
transition.
4.18. WASHINGTON STATE ENTERPRISE LEADERSHIP COMPETENCIES — DIVERSITY, EQUITY, & INCLUSION.
Contractor represents and warrants, as previously certified in Contractor's Bidder's
Certification, that Contractor will follow the Washington State Enterprise Leadership
Competencies, and if utilizing subcontractors, will ensure that such subcontractors also follow
the Washington State Enterprise Leadership Competencies.
STATEWIDE CONTRACT NO. 24723 —,JANITORIAL SERVICES
(Rev. 2022-11-16)
S. QUALITY; WARRANTY; REMEDIES.
5.1. SERVICES WARRANTY. Contractor warrants that: (a) Services shall be performed in a timely,
efficient, and professional manner; (b) all Contractor personnel assigned to perform Services
shall have the necessary skill and training; and (c) Services shall be performed in a manner
consistent with the standard of care in the industry ("Services Warranty")..
5.2. SERVICES REMEDY. If Services do not comply with the Services Warranty or are in any manner
found to be nonconforming, at Purchaser's election, Contractor promptly shall remedy the
non-conformance at no additional cost to Purchaser or refund the amounts paid for the
Services.
5.3. FAILURE TO REMEDY. If Contractor does not remedy a defect or nonconformity within ten (10)
calendar days after receipt of written notice from Purchaser, or if an emergency exists
rendering it impossible or impractical for Purchaser to have Contractor provide a remedy,
Purchaser may, without prejudice to any other rights or remedies available to it, remedy the
defect or nonconformity, in which case Contractor shall reimburse Purchaser for its actual
costs or, at Purchaser's option, Purchaser shall offset the costs incurred from amounts owing
to Contractor.
6. SAFETY; SECURITY; CONTRACTOR REQUIREMENTS WHILE ON PURCHASER'S PREMISES. Contractor's failure to
comply with any of the requirements in this Section shall be cause for termination.
6.1. REGULATORY REQUIREMENTS/SAFETY. Services supplied by Contractor shall meet all OSHA and
other applicable health and safety-related federal, state, local, and/or tribal regulatory
requirements applicable to the Services.
6.2. MATERIAL SAFETY DATA SHEETS. As applicable, Contractor shall provide Purchaser with all
appropriate current Material Safety Data Sheets ("MSDS") for materials used by Contractor
while performing Services pursuant to this Contract.
6.3. CLEAN-UP. Contractor, at its cost, shall remove all excess materials, equipment, packaging,
and garbage within the scope of its performance of Services and leave that portion of the
premises in which the work was performed in a clean condition. Should Contractor fail to
clean up a Site after completion of work, Purchaser shall have the right to remove the
materials and set off the cost of clean up against amounts owed to Contractor.
6.4. ACCIDENT AND INJURY REPORTING. Contractor promptly shall report in writing all injuries,
accidents, property damage, near -miss incidents, or any claims regarding damages or injury
involving Contractor, its agents, employees, or subcontractors occurring at Purchaser's
premises. Contractor agrees to cooperate and assist Purchaser in any investigation of
incidents.
6.5. ON SITE REQUIREMENTS. While on Purchaser's premises, Contractor, its agents, employees, or
subcontractors shall comply, in all respects, with Purchaser's physical, fire, access, safety,
health and security requirements and not interfere with Purchaser's operations. Contractor
represents and warrants that Contractor, its agents, employees, or subcontractors who access
Purchaser's premises shall be adequately trained and at all times comply with Purchaser's
requirements.
6.6. IDENTIFICATION. All Contractor employees must have visible company -issued identification that
shall be worn at all times while on Purchaser's premises. Any Contractor employee needing
STATEWIDE CONTRACT N0. 24723 —JANITORIAL SERVICES 6
(Rev. 2022-11-16)
access to the facility may be required to have identification that is equal to that required for
employment at the site/facility.
6.7. BACKGROUND CHECKS. If requested by Purchaser, Contractor shall provide evidence of current
background checks for any employees or agents who will provide Janitorial Services or access
Purchaser's premises pursuant to this Contract.
6.8. KEYS. Contractor shall use best efforts to ensure that any keys and/or access codes to
Purchaser's facilities issued to Contractor are not reproduced or given to another person.
Contractor shall be solely responsible to safeguard and account for all keys and/or access
codes. Contractor shall be solely responsible to obtain any keys provided to employees who
terminate employment with Contractor. Contractor shall be financially responsible for any
damage and loss due to misappropriation, theft, or loss of Purchaser's keys and/or
compromise of access codes. Without limiting the generality of this obligation, Contractor, at
a minimum shall be responsible for all costs incurred, including re -keying of all locks, re-
configuring electronic access systems, and reissuing new keys.
6.9. SECURITY/FIRE ALARMS. Prior to providing any Janitorial Services, Contractor shall ensure that it
requests and is provided a briefing on the operation of the Purchaser's alarm systems
(security and/or fire) to ensure that it can prevent false alarms from occurring. If Contractor,
through its acts or omissions, causes a false alarm to occur, which results in a charge for the
false alarm, Contractor shall be responsible for any resulting costs, expenses, and/or
fines/penalties. In such case, Contractor agrees that Purchaser shall have the right, in addition
to any other remedy, to offset such costs from any amounts due to Purchaser hereunder.
6.10. EQUIPMENT AND PPE. Contractor is solely responsible for providing appropriate personal
protective equipment ("PPE") and equipment for use by Contractor, its agents, employees, or
subcontractors in performing this Contract. If while performing Services Contractor uses
vehicles, rigging, blocking, scaffolding, or other equipment ("Equipment") or PPE owned by
Purchaser or a third party, then before using such Equipment or PPE, Contractor shall
determine, at its sole discretion and risk of loss, the adequacy of the Equipment or PPE to
perform the required task and educate itself and Contractor personnel regarding the
appropriate and safe usage of the Equipment and PPE.
6.11. HAZARDOUS MATERIALS. If Contractor uses chemicals or any potentially hazardous materials in
the performance of Services, Contractor assumes responsibility for any loss, release, or
environmental incident arising out of Contractor's unloading, discharge, storage, handling, or
disposal of any chemical or container holding potentially hazardous materials, including the
use of potentially hazardous material alone or in combination with other substances, and for
Contractor's noncompliance with any related laws or regulations. If Contractor receives
hazardous materials or toxic waste from a Purchaser, Contractor immediately shall contact
the Purchaser to discuss disposal options, at Purchaser's expense. It is the Purchaser's
responsibility to ensure hazardous materials and wastes created by Purchaser are disposed
of properly. Purchaser may elect, if permitted by law: (a) to have such materials returned;
(b) hire Contractor to dispose of the materials/waste through appropriate disposal methods;
or (c) arrange for disposal through the state's Hazardous Waste Disposal contract number
03614 (once that expires, whichever contract follows). Purchaser shall bear all associated
handling and disposal costs to meet all governmental regulations for disposal. Contractor
shall receive Purchaser's pre -approval for any related Contractor's handling and disposal
charges, which charges shall not exceed those regularly charged to customers. Learn more
about hazardous waste disposal guidelines and options at http://1800recycle.wa.gov/ and
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 7
(Rev. 2022-11-16)
htt s: ecolo .wa. ov Re ulations-Permits Guidance -technical -assistance Dan erous-
waste-guidance/Dispose-recycle-or-treat.
6.12. CONFIDENTIALITY. Contractor shall use best efforts to ensure that Contractor, its agents,
employees, and/or subcontractors treat Purchaser's records and materials as confidential.
Breach of this obligation may result in immediate termination of this Contract. Contractor
shall be bound to confidentiality of any information its employees may become aware of
during the course of performance of janitorial services at the Purchaser's location. Contractor
shall protect all confidential information provided by Purchaser, treat all such confidential
information as confidential and not publish or disclose such information to any third party
without the written permission of the Purchaser. Any liability resulting from the wrongful
disclosure of confidential information on the part of the contractor, its employees or
subcontractors shall rest with the Contractor. Disclosure of any confidential information by
the Contractor or its employees without the express written approval of the Purchaser or
Designees will be considered a violation of the contract and shall result in the immediate
termination of the contract.
Confidential information is defined as: those materials, documents, data, and any other
information which the Purchaser or Designee has designated in writing as confidential; and
All data and information which the Contractor acquires as a result of its contact with and
efforts on behalf of the Purchaser.
7. SUBCONTRACTORS.
7.1. CONTRACTOR RESPONSIBILITY. Notwithstanding any provision to the contrary, in the event
Contractor elects to utilize subcontractors to perform this Contract,. Contractor shall:
(a) incorporate Contractor's responsibilities under this Contract into its subcontracts; (b) be
fully responsible for the performance of any such subcontractors (regardless of tier) and
ensure that subcontractors comply with each and every Contractor obligation set forth in this
Contract; (c) be the sole point of contact for Enterprise Services and any Purchasers regarding
all contractual matters; (d) ensure that such subcontractors are registered in WEBS; and
(e) defend, indemnify, and hold Enterprise Services and Purchasers harmless in case of
negligence, other tortious fault, or intentional misconduct by any such subcontractors
(regardless of tier). Prior to utilizing any subcontractor to perform this Contract, Contractor
shall provide written notice to Enterprise Services' contract administrator. Such notice shall
confirm that the subcontractor is registered in WEBS and provide the necessary information
for Enterprise Services' contract administrator to include such subcontractor(s) in
Washington's Purchasing Contract Management System (PCMS).
7.2. REPORTING. If Contractor is required to report to Purchaser and/or Enterprise Services, such
report(s) shall include subcontractor data, by subcontractor, for any data that Contractor is
required to report as well as a consolidated `rollup' report combining Contractor and
subcontractor data.
7.3. SUBCONTRACTOR REPRESENTATIONS AND CERTIFICATIONS. Any Contractor representations or
certifications set forth in this Contract shall apply to subcontractors (at any tier) and
Contractor shall not utilize any subcontractors (at any tier) who cannot provide such
representations or certifications, excepting the certification to be registered with
Washington's Statewide Payee Desk, unless Purchaser shall pay such subcontractor directly.
8. USING THE CONTRACT — PURCHASES.
STATEWIDE CONTRACT N0. 24723 —JANITORIAL SERVICES 8
(Rev. 2022-11-16)
8.1. ORDERING REQUIREMENTS. Eligible Purchasers shall order Services from this Contract, consistent
with the terms hereof and by using any ordering mechanism agreeable both to Contractor
and Purchaser but including, at a minimum, a purchase order. When practicable, Contractor
and Purchaser also shall use telephone orders, email orders, web -based orders, and similar
procurement methods (collectively "Purchaser Order"). All Purchase Orders must reference
the Contract number. The terms of this Contract shall apply to any Purchase Order and, in
the event of any conflict, the terms of this Contract shall prevail. Notwithstanding any
provision to the contrary, in no event shall any `click -agreement,' software or web -based
application terms and conditions, or any other agreement modify the terms and conditions
of this Contract.
8.2. RECEIPT AND INSPECTION OF SERVICES. Services purchased under this Contract are subject to
Purchaser's reasonable inspection and approval. Purchaser reserves the right to reject and
refuse acceptance of Services that are not in accordance with this Contract and Purchaser's
Purchase Order. If there are any apparent defects in the Services at the time of performance,
Purchaser promptly will notify Contractor. At Purchaser's option, and without limiting any
other rights, Purchaser may require Contractor to remedy, at Contractor's expense, any
defective Services or, at Purchaser's option, Purchaser may deduct the cost of rejected
Services from final payment. Payment for any Services under such Purchase Order shall not
be deemed acceptance.
8.3. ONBOARDING MEETING. Prior to performing any Janitorial Services, Contractor must attend a
start-up meeting with Purchaser, if requested by the Purchaser, on the date specified by
Purchaser. The meeting may include a walk-through of the Purchaser's facilities to ensure
that the scheduling of activities is fully understood. Contractor must ensure that the Janitorial
Services will be performed as required by this Contract, the Purchase Order used by
Purchaser, or as otherwise mutually agreed in writing between the Purchaser and Contractor.
8.4. RESPONSE TIMES. Contractor shall respond to request for quotes from a Purchaser within six (6)
hours. If Purchaser has administrative concerns during the performance of this Contract,
Contractor must respond to the agency within forty-eight (XX) hours from notice of the
concern, or within eight (8) hours, if it is an.emergency.
8.5. RESOLUTION TIMES. If a deficiency is discovered at any time during Contractor's performance of
this Contract, Contractor shall correct the deficiency within six (6) hours from notice of the
deficiency, or within four (4) hours, if it is an emergency at no additional cost to Purchaser.
Purchaser reserves the right to demand lesser hours to cure a deficiency that posts serious
health concerns to location users.
8.6. NOTIFICATION FOR DELAY IN SERVICES. If Contractor will be unable to provide Services based on
the schedule of activities, Contractor must give Purchaser twenty-four (24) hours advanced
notice.
8.7. QUALITY CONTROL PROGRAM. Contractor shall develop and maintain a quality control program
to ensure Services are performed in accordance with the specifications and standards
required by this Contract and Purchase Order. Contractor shall develop and implement
procedures to identify, prevent, and ensure non -recurrence of defective Services. The Quality
Program and procedures shall be reviewed and approved by Purchaser before Contractor
commences work.
The quality control program shall include a description of specific monitoring techniques for
all Services included in the work schedule. The Quality Program must include an inspection
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(Rev. 2022-11-16)
plan covering all required Services; frequency of inspections and the position of the
employee(s) who will perform the inspection; the method of identifying deficiencies in the
quality of Services; a plan to periodically conduct audits of all Contractor's employees to
maintain quality standards; and a plan to ensure sufficient backup employees and continuity
of service. Backup employees must be adequately trained to ensure the standards of Contract
performance required at Purchaser's location(s) are achieved.
The quality control program and all changes are subject to review and approval by Purchaser.
Contractor shall provide Purchaser with no less than five (5) days written notice prior to
implementing any changes to the quality control program.
8.8. OPERATIONAL REPORT. Contractor shall maintain a record of all inspections conducted and the
corrective actions taken, subject to approval of Purchaser. As part of the report, Purchaser
may request that Contractor prepare a weekly operation and inspection report of the work
that was performed and inspected the previous week and work that is planned for the next
week. The report generally includes the areas where detail cleaning was performed and
problems encountered. The report will be immediately available to Purchaser upon written
request.
8.9. USE OF CHEMICAL PRODUCTS. If chemical products will be used on a project, Contractor shall
provide and use environmentally friendly products when feasible. Preferable concentrated
cleaning chemicals will have one of the following multi -attribute third -party low -toxicity
certifications:
a) Green Seal;
b) Safer Choice;
C) U L ECO LOGO;
d) Cradle to Cradle Certified or
e) Material Health Certificate: v3.1 at the Gold level or higher OR v4.0 at the
Silver level or higher.
Additional desirable environmental and health attributes of cleaning chemicals include: Free
of fragrances and dyes; Certified low emitting (SCS Indoor Advantage Gold or UL
GREENGUARD Gold); USDA Certified Biobased; and chemicals to be used on the work site
must take into consideration the nature and conditions of the work surfaces.
8.10. USE OF GREEN PRODUCTS. Contractor will use green cleaning products where feasible.
Enterprise Services has identified the follow green products specifications that may be
applicable to this scope of work:
■ Cleaning clothes: Reusable and made of microfiber, reused material, or
fabric with at least 10% post -consumer recycled content AND No
antimicrobial ingredients, fragrances, cleaning chemicals, or other
chemical treatments
■ Floor pads: At least 30% post -consumer recycled content (PCRC) OR
Certified by Green Seal
■ Paper towels: At least 40% post -consumer recycled content OR certified
by Green Seal, UL ECOLOGO, or Forest Stewardship Council (FSC) AND No
added antimicrobial ingredients, fragrances, or dyes
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(Rev. 2022-11-16)
■ Mops, mop heads, and dusters: Reusable AND microfiber or certified by
Green Seal AND No vinyl (PVC), antimicrobial ingredients, fragrances,
cleaning chemicals, or other chemical treatments
■ Bioplastic organic waste bags: Certified by Biodegradable Products
Institute (BPI) or OK Compost (Industrial or Home) AND Labeled with the
certification
■ Plastic trash can liners: At least 10% post -consumer recycled content or
50% total recycled content OR certified UL ECOLOGO or Green Seal AND
No added antimicrobial ingredients, chlorinated compounds such as vinyl
(PVC), fragrances, or PFAS (e.g... PTFE) AND Not labeled "oxo -degradable"
or "oxo -biodegradable"
■ Waste receptacles and recycling containers: At least 20% post -consumer
recycled -content (PCRC) plastic, 25% PCRC corrugated cardboard, or
100% steel AND No vinyl (PVC) or fiberglass
9. INVOICING & PAYMENT.
9.1. CONTRACTOR INVOICE. Contractor shall submit properly itemized invoices to Purchaser's
designated invoicing contact for Services performed under this Contract. Such invoices shall
itemize the following:
■ Contract No. 24723;
■ Contractor name, address, telephone number, and email address for
billing issues (i.e., Contractor Customer Service Representative);
■ Contractor's Federal Tax Identification Number;
■ Date(s) of delivery;
■ Applicable Services;
■ Invoice amount; and
■ Payment terms, including any available prompt payment discounts.
Contractor's invoices for payment shall reflect accurate Contract prices. Invoices shall not be
processed for payment until receipt of a complete invoice as specified herein.
9.2. PAYMENT. Payment is the sole responsibility of, and shall be made by, the Purchaser.
Purchaser's obligation to pay invoices is subject to receipt of a timely and accurate invoice
and conforming Services. Unless Contractor has provided a prompt payment discount set
forth in Exhibit e — Prices for Services, Purchaser's payment is due within thirty (30) calendar
days of invoice. Purchaser retains the right of setoff for any amount due or owing to
Purchaser. Purchaser may make payments electronically (e.g., ACH payments). Contractor
shall provide information necessary to facilitate electronic payments. If Purchaser fails to
make timely payment(s), Contractor may invoice Purchaser in the amount of one percent (1%)
per month on the amount overdue or a minimum of $1. Payment shall not be considered late
if a check or warrant is mailed within the time specified.
9.3. OVERPAYMENTS. Contractor promptly shall refund to Purchaser the full amount of any
erroneous payment or overpayment. Such refunds shall occur within thirty (30) calendar days
of written notice to Contractor; Provided, however, that Purchaser shall have the right to elect
to have either direct payments or written credit memos issued. If Contractor fails to make
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timely refunds of overpayment(s) (either directly or by credit memo), Contractor shall pay
Purchaser interest at the rate of one percent (1%) per month on the amount overdue thirty
(30) calendar days after notice to Contractor.
9.4. ADVANCE PAYMENT PROHIBITED. Except as authorized by law, Contractor shall not request or
receive advance payment for any Services furnished by Contractor pursuant to this Contract.
9.5. NO ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or
impose any additional charges including, but not limited to, charges for shipping, handling,
insurance, or payment processing.
9.6. TAXEs/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities
pertaining to this Contract. Failure to do so shall constitute breach of this Contract. Unless
otherwise agreed, Purchaser shall pay applicable sales tax imposed by the State of
Washington on purchased Services. Contractor's invoices shall separately state (a) taxable
and non-taxable charges and (b) sales/use tax due by jurisdiction. In regard to federal excise
taxes, Contractor shall include federal excise taxes only if, after thirty (30) calendar days
written notice to Purchaser, Purchase has not provided Contractor with a valid exemption
certificate from such federal excise taxes.
10. CONTRACT MANAGEMENT.
10.1. CONTRACT ADMINISTRATION & NOTICES. Except for legal notices, the parties hereby designate the
following contract administrators as the respective single points of contact for purposes of
this Contract. Enterprise Services' contract administrator shall provide Contract oversight.
Contractor's contract administrator shall be Contractor's principal contact for business
activities under this Contract. The parties may change contract administrators by written
notice as set forth below.
Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or
sent via email, and shall be sent to the respective addressee at the respective address or email
address set forth below or to such other address or email address as the parties may specify
in writing:
Enterprise Services Contractor
Attn: DES Team Cedar Attn: Candice Compher
Washington Dept. of Enterprise Services Del Sol, Inc.
PO Box 41411 PO Box 3028
Olympia, WA 98504-1411 Pasco, WA 99302
Tel: (360) 407-2215 Tel: (509) 947-4727
Email: Email: candice@delsolinc.com
DESContractsTeamCedar@des.wa.gov
Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon
transmission to the designated email address of said addressee.
10.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service
representative (and inform Enterprise Services of the same) who shall be responsible for
addressing Purchaser issues pertaining to this Contract.
10.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and sent by U.S. mail,
postage prepaid, or sent via email, and shall be sent to the respective addressee at the
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( Rev. 2022-11-16)
respective address or email address set forth below or to such other address or email address
as the parties may specify in writing:
Enterprise Services
Attn: Legal Services Manager
Washington Dept. of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Email: greg.tolbert@des.wa.gov
Contractor
Attn: Priscilla Martinez
Del Sol, Inc.
PO Box 3028
Pasco, WA 99302
Email: priscilla@delsolinc.com
Notices shall be deemed effective upon the earlier of receipt if mailed, or, if emailed, upon
transmission to the designated email address of said addressee.
11. CONTRACTOR SALES REPORTING; VENDOR MANAGEMENT FEE; & CONTRACTOR REPORTS.
11.1. CONTRACT SALES REPORTING. Contractor shall report total Contract sales quarterly to Enterprise
Services, as set forth below.
Contract Sales Reporting System. Contractor shall report quarterly
Contract sales in Enterprise Services' Contract Sales Reporting System.
Enterprise Services shall provide Contractor with a login password and a
vendor number. The password and vendor number shall be provided to
the Sales Reporting Representative(s) listed on Contractor's Bidder
Profile.
Data. Each sales report must identify every authorized Purchaser by
name as it is known to, Enterprise Services and its total combined sales
amount invoiced during the reporting period (i.e., sales of an entire
agency or political subdivision, not its individual subsections). The
"Miscellaneous" option may be used only with prior approval by
Enterprise Services. Upon request, Contractor shall provide contact
information for all authorized Purchasers specified herein during the
term of the Contract. If there are no Contract sales during the reporting
period, Contractor must report zero sales.
Due dates for Contract Sales Reporting. Quarterly Contract Sales Reports
must be submitted electronically by the following deadlines for all
Contract sales invoiced during the applicable calendar quarter:
QUARTER
FOR SALES MADE IN
CALENDAR QUARTER
CONTRACT SALES REPORT
DUE BY
PAST Due
1
January 1—March 31
April 30
May 1
2
April 1—June 30
July 31
August 1
3
July 1—September 30
October 31
November 1
4
October 1—December 31
January 31
February 1
11.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management
fee ("VMF") of 1.25 percent on the purchase price for all Contract sales (the purchase price is
the total invoice price less applicable sales tax).
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■ The sum owed by Contractor to Enterprise Services as a result of the VMF
is calculated as follows:
Amount owed to Enterprise Services =Total Contract sales
invoiced (not including sales tax) x.0125.
■ The VMF must be rolled into Contractor's current pricing. The VMF must
not be shown as a separate line item on any invoice unless specifically
requested and approved by Enterprise Services.
■ Enterprise Services shall invoice Contractor quarterly based on Contract
sales reported by Contractor. Contractor is not to remit payment until
Contractor receives an invoice from Enterprise Services. Contractor's
VMF payment to Enterprise Services must reference this Contract
number, the year and quarter for which the VMF is being remitted, and
Contractor's name as set forth in this Contract, if not already included on
the face of the check.
■ Contractor's failure to report accurate total net Contract sales, to submit
a timely Contract sales report, or to remit timely payment of the VMF to
Enterprise Services, shall be cause for Enterprise Services, at its
discretion, to suspend Contractor or terminate this Contract or exercise
remedies provided by law. Without limiting any other available
remedies, the parties agree that Contractor's failure to remit to
Enterprise Services timely payment of the VMF shall obligate Contractor
to pay to Enterprise Services, to offset the administrative and transaction
costs incurred by the State to identify, process, and collect such sums, the
sum of $200.00 or twenty-five percent (25%) of the outstanding amount,
whichever is greater, or the maximum allowed by law, if less.
■ Enterprise Services reserves the right, upon thirty (30) calendar days
advance written notice, to increase, reduce, or eliminate the VMF for
subsequent purchases, and reserves the right to renegotiate Contract
pricing with Contractor when any subsequent adjustment of the VMF
might justify a change in pricing.
11.3. ANNUAL CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed
annual Contract sales report. Such report shall include, at a minimum, the following:
The Services provided (
■ Delivery locations by Purchaser; and
■ Contract price.
This report must be provided in an electronic format that can be read by Microsoft (MS)
Excel. Such report is due within thirty (30) calendar days of the annual anniversary of the
effective date of this Contract.
12. RECORDS RETENTION & AUDITS.
12.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other evidence
pertaining to this Contract and orders placed by Purchasers under it to the extent and in such
detail as shall adequately reflect contract performance and administration of purchases,
payments, taxes, and fees. Contractor shall retain such records for a period of six (6) years
STATEWIDE CONTRACT NO. 24723 —,JANITORIAL SERVICES 14
(Rev. 2022-11-16)
following expiration or termination of this Contract or final payment for any order placed by
a Purchaser against this Contract, whichever is later; Provided, however, that if any litigation,
claim, or audit is commenced prior to the expiration of this period, such period shall extend
until all such litigation, claims, or audits have been resolved.
12.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third -party audit,
applicable records to ensure that Contractor properly has invoiced Purchasers and that
Contractor has paid all applicable vendor management fees to Enterprise Services.
Accordingly, Contractor shall permit Enterprise Services, any Purchaser, and any other duly
authorized agent of a governmental agency, to audit, inspect, examine, copy and/or
transcribe Contractor's books, documents, papers and records directly pertinent to this
Contract or Purchase Orders placed by a Purchaser under this Contract for the purpose of
making audits, examinations, excerpts, and transcriptions. This right shall survive for a period
of six (6) years following expiration or termination of this Contract or final payment for any
order placed by a Purchaser against this Contract, whichever is later; Provided, however, that
if any litigation, claim, or audit is commenced prior to the expiration of this period, such period
shall extend until all such litigation, claims, or audits have been resolved.
12.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy
available to any Purchaser, Contractor shall (a) reimburse Purchasers for any overpayments
inconsistent with the terms of this Contract or Purchase Orders placed thereunder, at a rate
of 125% of any such overpayments, found as a result of the examination of Contractor's
records; and (b) reimburse Enterprise Services for any underpayment of vendor management
fees, at a rate of 125% of such fees found as a result of the examination of Contractor's
records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor
would be required to pay to Enterprise Services $500 x 1.25 = $625); Provided, however, that,
in the event Contractor timely discovers and corrects any Purchaser overpayment or
Contractor underpayment of vendor management fees and does so prior to the initiation of
any audit, Contractor shall be entitled to reimburse Purchaser or pay to Enterprise Services
the actual amount of such Purchaser overpayment or such underpayment of vendor
management fees.
13. INSURANCE.
13.1. REQUIRED INSURANCE. Contractor, at its expense, shall maintain in full force and effect the
insurance coverages set forth in Exhibit C— Insurance Requirements. All costs for insurance,
including any payments of deductible amounts, shall be considered incidental to and included
in the prices for Goods and/or Services and no additional payment shall be made to
Contractor.
13.2. WORKERS COMPENSATION. Contractor shall comply with applicable workers compensation
statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to
provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its
employees as may be required by law, Enterprise Services may terminate this Contract. This
provision does not waive any of the Washington State Department of Labor and Industries
(L&I) rights to collect from Contractor. If Contractor performs Services on Purchaser's behalf
in the State of Washington, and only to the extent of claims against Contractor by Purchaser
under the Indemnity obligations in this Contract, Contractor expressly waives any immunity
it may be granted under the Washington State Industrial Insurance Act, Title 51 RCW.
Contractor's indemnification obligation shall not be limited in any way by any limitation on
STATEWIDE CONTRACT N0. 24723 —JANITORIAL SERVICES 15
(Rev. 2022-11-16)
the amount or type of damages, compensation, or benefits payable to or for any third party
under workers' compensation acts, disability benefit acts, or other employee benefit acts.
The parties expressly acknowledge and certify that the waiver of immunity under Title 51
RCW was mutually negotiated and agreed upon.
14. CLAIMS.
14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and
all risks of personal injury or property damage to itself and its employees and agents in
connection with its operations under this Contract. Enterprise Services has made no
representations regarding any factor affecting Contractor's risks. Contractor shall pay for all
damage to any Purchaser's property resulting directly or indirectly from Contractor's acts or
omissions under this Contract.
14.2. THIRD -PARTY CLAIMS; GENERAL INDEMNITY. To the fullest extent permitted by law, Contractor shall
defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and
agents harmless from and against all claims, demands, judgments, assessments, damages,
penalties, fines, costs, liabilities, or losses including, without limitation, sums paid in
settlement of claims, attorneys' fees, consultant fees, and expert fees (collectively "Claims")
to the extent arising out of Contractor's or its successors', agents% or subcontractors'
negligence, other tortious fault, or intentional misconduct under this Contract. The parties
agree that if there are any limitations of Contractor's liability, including a limitation of liability
clause for anyone for whom the Contractor is responsible, such limitations of liability shall not
apply to injuries to persons (including death), damages to property, data breach, and/or
intellectual property infringement. Contractor shall take all steps needed to keep Purchaser's
property free of liens arising from Contractor's activities, and promptly obtain or bond the
release of any such liens that may be filed.
14.3. INTELLECTUAL PROPERTY INDEMNITY. To the fullest extent permitted by law, Contractor shall
defend, indemnify, and hold Enterprise Services and any Purchaser and their employees and
agents harmless from against any and all Claims resulting from allegations of infringement of
any patents, copyrights, trade secret, or similar intellectual property rights covering the
Goods and/or Services provided, or the use of the Goods and/or Services under this Contract.
If Purchaser's use of Goods and/or Services provided by Contractor is enjoined based on an
intellectual property infringement Claim, Contractor shall, at its own expense, either procure
for Purchaser the right to continue using the Goods and/or Services or, after consulting with
Purchaser and obtaining Purchaser's consent, replace or modify the Goods and/or Services
with substantially similar and functionally equivalent non -infringing Goods and/or Services.
15. DISPUTE RESOLUTION. The parties shall cooperate to resolve any dispute pertaining to this Contract
efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such
dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each
organization. In such situation, upon notice by either party, each party, within five (5) business days
shall reduce its description of the dispute to writing and deliver it to the other party. The receiving
party then shall have three (3) business days to review and respond in writing. In the event that the
parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference
between the respective senior managers of each organization to attempt to resolve the dispute. In
the event the parties cannot agree, either party may resort to court to resolve the dispute.
STATEWIDE CONTRACT N0. 24723 —JANITORIAL SERVICES 16
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16. TERMINATION; EXPIRATION; SUSPENSION; & REMEDIES.
16.1. TERMINATION. This Contract may be terminated: (a) upon the mutual written agreement of
the parties; (b) by the non -breaching party where the breach is not cured within thirty (30)
calendar days after written notice of breach is delivered to the breaching party, unless a
different time for cure is otherwise stated in this Contract; and (c) as otherwise expressly
provided for in this Contract. This Contract shall terminate automatically and without further
action if a party becomes insolvent or is placed in receivership, reorganization, liquidation, or
bankruptcy. In addition to any other available remedies, the non -breaching party may
terminate this Contract as provided in subsection (b) above without further liability by written
notice to the breaching party. A termination for breach shall not affect rights or obligations
accrued or owed before the effective date of the termination notice.
16.2. TERMINATION FOR NONAPPROPRIATION OR REDUCTION OF FUNDS OR CHANGES IN LAW. Enterprise
Services may suspend or terminate this Contract and Purchasers may suspend or terminate
applicable Purchase Orders, in whole or in part, at the sole discretion of Enterprise Services
or, as applicable, Purchaser, if Enterprise Services or, as applicable, Purchaser reasonably
determines that: (a) a change in Federal or State legislation or applicable laws materially
affects the ability of either party to perform under the terms of this Contract or applicable
Purchase Order; or (b) that a change in available funds affects Purchaser's ability to pay under
the applicable Purchase Order. A change of available funds as used in this section includes,
but is not limited to a change in Federal or State funding, whether as a result of a legislative
act or by order of the President or the Governor. If a written notice is delivered under this
provision, Purchaser shall reimburse Contractor for Goods properly ordered and/or Services
properly performed until the effective date of said notice. Except as stated in this provision,
in the event of termination for nonappropriation or reduction of funds or changes in law,
Purchaser shall have no obligation or liability to Contractor.
16.3. TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may
terminate this Contract; Provided, however, that such termination for public convenience
must, in Enterprise Services' judgment, be in the best interest of the State of Washington; and
Provided further, that such termination for public convenience shall only be effective upon
sixty (60) calendar days prior written notice; and Provided further, that such termination for
public convenience shall not relieve any Purchaser from payment for Goods/Services already
ordered as of the effective date of such notice. Except as stated in this provision, in the event
of such termination for public convenience, neither Enterprise Services nor any Purchaser
shall have any obligation or liability to Contractor.
16.4. PURCHASER OBLIGATIONS — EXPIRATION. Upon expiration of this Contract, Purchaser shall accept
and take delivery of all outstanding and not yet fulfilled Purchase Orders and pay Contractor
the price as set out in the Contract. Notwithstanding any provision to the contrary, in no
event shall a Purchaser's Purchase Order pursuant to this Contract that is executed prior to
expiration of this Contract allow for Contractor to provide Goods and/or Services more than
twelve (12) months beyond the expiration date of the Contract.
16.5. CONTRACTOR OBLIGATIONS — EXPIRATION OR TERMINATION. Upon expiration or termination of this
Contract, Contractor shall: (a) continue to fulfill its warranty obligations with respect to any
Goods and/or Services sold hereunder and all provisions of the Contract that, by their nature,
would continue beyond the expiration, termination, or cancellation of the Contract shall so
continue and survive; and (b) promptly return to Purchaser all keys, badges, and other
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 17
(Rev. 2022-11-16)
materials supplied by Purchaser for the performance of any Purchase Order entered into
pursuant to this Contract.
16.6. DEFAULT. Any of the following events shall constitute cause for Enterprise Services to declare
Contractor in default of this Contract:
■ Contractor fails to perform or comply with any of the terms or conditions
of this Contract;
■ Contractor fails to timely report quarterly contract sales;
■ Contractor fails to timely pay the vendor management fees when due;
■ Contractor fails to maintain the insurance coverages specified herein or
timely provide to Enterprise Services the Certificate of Insurance and
updates thereto specified herein; or
■ Contractor breaches any representation or warranty provided herein.
16.7. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor's
operations under this Contract immediately by written cure notice of any default. Suspension
shall continue until the default is remedied to Enterprise Services' reasonable satisfaction;
Provided, however, that, if after thirty (30) calendar days from such a suspension notice,
Contractor remains in default, Enterprise Services may terminate Contractor's rights under
this Contract. All of Contractor's obligations to Enterprise Services and Purchasers survive
termination of Contractor's rights under this Contract, until such obligations have been
fulfilled.
16.8. REMEDIES FOR DEFAULT.
■ Enterprise Services' rights to suspend and terminate Contractor's rights
under this Contract are in addition to all other available remedies.
■ In the event of termination for default, Enterprise Services may exercise
any remedy provided by law including, without limitation, the right to
procure for all Purchasers replacement Goods and/or Services. In such
event, Contractor shall be liable to Enterprise Services for damages as
authorized by law including, but not limited to, any price difference
between the Contract price and the replacement or cover price as well as
any administrative and/or transaction costs directly related to such
replacement procurement — e.g., the cost of the competitive
procurement.
16.9. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary, the parties agree that
in no event shall any party or Purchaser be liable to the other for exemplary or punitive
damages; Provided, however, that nothing contained in this Section shall in any way exclude
or limit: (a) a party's liability for all damages arising out of that party's intentional acts or
omissions; (b) the operation of any Goods or Services warranty provided in this Contract; or
(c) damages subject to the Intellectual Property Indemnity section of this Contract. Any
limitation of either party's obligations under this Contract, by delivery slips or other
documentation is void.
16.10. SUSPENSION/TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or
termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient
suspension or termination. Accordingly, Contractor shall deliver to Purchasers all Goods
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(Rev. 2022-11-16)
and/or Services that are complete (or with approval from Enterprise Services, substantially
complete) and Purchasers shall inspect, accept, and pay for the same in accordance with this
Contract and the applicable Purchase Order. Unless directed by Enterprise Services to the
contrary, Contractor shall not process any orders after notice of suspension or termination
inconsistent therewith.
17. PURCHASE ORDER TERMINATION. Purchase Orders between Purchaser and Contractor may be terminated
as follows:
(a) upon the mutual written agreement of the parties to the Purchase Order;
(b) by the non -breaching party where the breach of the Purchase Order is not
cured within thirty (30) calendar days after written notice of breach is
delivered to the breaching party, unless a different time for cure is otherwise
stated in the applicable Purchase Order; and
(c) as otherwise expressly provided for in the applicable Purchase Order.
Purchase Orders shall terminate automatically and without further action if a party becomes insolvent
or is placed in receivership, reorganization, liquidation, or bankruptcy. In addition to any other
available remedies, the non -breaching party may terminate the Purchase Order as provided in
subsection (b) above without further liability by written notice to the breaching party. A termination
for breach shall not affect rights or obligations accrued or owed before the effective date of the
termination notice.
18. PUBLIC INFORMATION & PUBLIC RECORDS DISCLOSURE REQUESTS.
18.1. WASHINGTON'S PUBLIC RECORDS ACT. Unless statutorily exempt from public disclosure, this
Contract and all related records are subject to public disclosure as required by Washington's
Public Records Act, RCW 42.56.
18.2. CONTRACTOR OBLIGATION. Contractor shall identify and mark the precise portion(s) of the
relevant page(s) of any records provided to Enterprise Services that Contractor believes are
statutorily exempt from disclosure and identifythe precise statutory basis for exemption from
disclosure. In addition, if, in Contractor's judgment, certain portions of such records are not
statutorily exempt from disclosure but are sensitive because particular portions of
Contractor's records (NOT including pricing) include highly confidential, proprietary, or trade
secret information (or the equivalent) that Contractor protects through the regular use of
confidentiality or similar agreements and routine enforcements through court enforcement
actions, Contractor shall identify and mark the precise portion(s) of the relevant page(s) of
any records that include such sensitive information.
18.3. ENTERPRISE SERVICES' OBLIGATION. In the event that Enterprise Services receives a public records
disclosure request pertaining to records that Contractor has submitted and marked either as
(a) statutorily exempt from disclosure; or (b) sensitive, Enterprise Services, prior to disclosure,
shall do the following: Enterprise Services' Public Records Officer shall review any records
marked by Contractor as statutorily exempt from disclosure. In those situations, where the
designation comports with the stated statutory exemption from disclosure, Enterprise
Services shall redact or withhold the record(s) as appropriate. For records marked `sensitive'
or for records where Enterprise Services determines that no statutory exemption to
disclosure applies or is unable to determine whether the stated statutory exemption to
disclosure properly applies, Enterprise Services shall notify Contractor, at the address
STATEWIDE CONTRACT N0. 24723— JANITORIAL SERVICES 19
( Rev. 2022-11-16)
provided in the Contract, of the public records disclosure request and identify the date that
Enterprise Services intends to release the record(s) (including records marked `sensitive' or
exempt from disclosure) to the requester unless Contractor, at Contractor's sole expense,
timely obtains a court order enjoining Enterprise Services from such disclosure. In the event
Contractor fails to timely file a motion for a court order enjoining such disclosure, Enterprise
Services shall release the requested record(s) on the date specified. Contractor's failure
properly to identify exempted or sensitive information or timely respond after notice of
request for public disclosure has been given shall be deemed a waiver by Contractor of any
claim that such records are exempt or protected from public disclosure.
19. GENERAL PROVISIONS.
19.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Contract.
19.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law. Contractor shall obtain
all necessary permits and approvals and give all stipulations, certifications, and
representations that may be required for it to perform this Contract.
19.3. ENTIRE AGREEMENT. This Contract constitutes the entire agreement and understanding of the
parties with respect to the subject matter and supersedes all prior negotiations,
representations, and understandings between them. There are no representations or
understandings of any kind not set forth herein.
19.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Contract may not be amended
or modified except in writing and signed by a duly authorized representative of each party.
19.5. AUTHORITY. Each party to this Contract, and each individual signing on behalf of each party,
hereby represents and warrants to the other that it has full power and authority to enter into
this Contract and that its execution, delivery, and performance of this Contract has been fully
authorized and approved, and that no further approvals or consents are required to bind such
pa rty.
19.6. NO AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall
be or is intended to be created by or under this Contract. Neither party is an agent of the
other party nor authorized to obligate it.
19.7. INDEPENDENT CONTRACTOR. The parties intend that an independent contractor relationship is
created by this Contract. Contractor and its employees or agents performing under this
Contract are not employees or agents of Enterprise Services. Contractor shall not have
authorization, express or implied, to bind Enterprise Services to any agreement, liability, or
understanding, except as expressly set forth herein. Contractor and its employees and agents
are not entitled to unemployment insurance or worker's compensation benefits through
Enterprise Services or the State of Washington and Enterprise Services and the State of
Washington will not pay for or otherwise provide such coverage for Contractor and its
employees and agents.
19.8. ASSIGNMENT. Contractor may not assign its rights under this Contract without Enterprise
Services' prior written consent and Enterprise Services may consider any attempted
assignment without such consent to be void; Provided, however, that, if Contractor
(a) provides written notice to Enterprise Services within thirty (30) calendar days of such
event and (b) timely executes Enterprise Services' Assignment, Assumption, and Consent
Agreement, Contractor may assign its rights under this Contract in full to any parent,
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 20
(Rev. 2022-11-16)
subsidiary, or affiliate of Contractor that controls or is controlled by or under common control
with Contractor, is merged or consolidated with Contractor, or purchases a majority or
controlling interest in the ownership or assets of Contractor. Unless otherwise agreed,
Contractor guarantees prompt performance of all obligations under this Contract
notwithstanding any prior assignment of its rights.
19.9. BINDING EFFECT; SUCCESSORS & ASSIGNS. This Contract shall be binding upon and shall inure to
the benefit of the parties hereto and their respective successors and assigns.
19.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED GOODS AND/OR SERVICES. Contractor
irrevocably assigns to Enterprise Services, on behalf of the State of Washington, any claim for
relief or cause of action which Contractor now has or which may accrue to Contractor in the
future by reason of any violation of state or federal antitrust laws in connection with any
Goods and/or Services provided in Washington for the purpose of carrying out Contractor's
obligations under this Contract, including, at Enterprise Services' option, the right to control
any such litigation on such claim for relief or cause of action.
19.11. FEDERAL FUNDS. To the extent that any Purchaser uses federal funds to purchase Goods and/or
Services pursuant to this Contract, such Purchaser shall specify, with its Purchase Order, any
applicable requirement or certification that must be satisfied by Contractor at the time the
Purchase Order is placed or upon delivery of such Goods and/or Services to Purchaser.
19.12. SEVERABILITY. If any provision of this Contract is held to be invalid or unenforceable, such
provision shall not affect or invalidate the remainder of this Contract, and to this end the
provisions of this Contract are declared to be severable. If such invalidity becomes known or
apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt
to amend such provision as nearly as possible to be consistent with the intent of this Contract.
19.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and
conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or
to notify the other party in the event of breach, shall not release the other party of any of its
obligations under this Contract, nor shall any purported oral modification or rescission of this
Contract by either party operate as a waiver of any of the terms hereof. No waiver by either
party of any breach, default, or violation of any term, warranty, representation, contract,
covenant, right, condition, or provision hereof shall constitute waiver of any subsequent
breach, default, or violation of the same or other term, warranty, representation, contract,
covenant, right, condition, or provision.
19.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth
in or otherwise made pursuant to this Contract shall survive and remain in effect following
the expiration or termination of this Contract, Provided, however, that nothing herein is
intended to extend the survival beyond any applicable statute of limitations periods.
19.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Contract
shall be governed by and construed in accordance with the laws of the State of Washington,
without regard to any choice of law principles that would provide for the application of the
laws of another jurisdiction.
19.16. .JURISDICTION & VENUE. In the event that any action is brought to enforce any provision of this
Contract, the parties agree to exclusive jurisdiction in Thurston County Superior Court for the
State of Washington and agree that in any such action venue shall lie exclusively at Olympia,
Washington.
STATEWIDE CONTRACT No. 24723 —JANITORIAL SERVICES 21
(Rev. 2022-11-16)
19.17. ATTORNEYS' FEES. In the event of litigation or other action brought to enforce this Contract,
each party shall bear its own attorneys' fees and costs.
19.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Contract shall be construed as a
whole according to their common meaning and not strictly for or against any party and
consistent with the provisions contained herein in order to achieve the objectives and
purposes of this Contract. Each party hereto and its counsel has reviewed and revised this
Contract and agrees that the normal rules of construction to the effect that any ambiguities
are to be resolved against the drafting party shall not be construed in the interpretation of
this Contract. Each term and provision of this Contract to be performed by either party shall
be construed to be both a covenant and a condition.
19.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Contract, the
parties shall each do whatever may reasonably be necessary to accomplish the transactions
contemplated in this Contract including, without limitation, executing any additional
documents reasonably necessary to effectuate the provisions and purposes of this Contract.
19.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Contract in their
entirety.
19.21. CAPTIONS & HEADINGS. The captions and headings in this Contract are for convenience only and
are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent
of this Contract nor the meaning of any provisions hereof.
19.22. ELECTRONIC SIGNATURES. An electronic signature or electronic record of this Contract or any
other ancillary agreement shall be deemed to have the same legal effect as delivery of an
original executed copy of this Contract or such other ancillary agreement for all purposes.
19.23. NONDISCRIMINATION.
(a) Nondiscrimination Requirement. During the term of this Contract,
Contractor, including any subcontractor, shall not discriminate on the bases
enumerated at RCW 49.60.530(3). In addition, Contractor, including any
subcontractor, shall give written notice of this nondiscrimination
requirement to any labor organizations with which Contractor, or
subcontractor, has a collective bargaining or other agreement.
(b) Obligation to Cooperate. Contractor, including any subcontractor, shall
cooperate and comply with any Washington state agency investigation
regarding any allegation that Contractor, including any subcontractor, has
engaged in discrimination prohibited by this Contract pursuant to
RCW 49.60.530(3).
(c) Default. Notwithstanding any provision to the contrary, Enterprise Services
may suspend Contractor, including any subcontractor, upon notice of a
failure to participate and cooperate with any state agency investigation into
alleged discrimination prohibited by this Contract, pursuant to
RCW 49.60.530(3). Any such suspension will remain in place until Enterprise
Services receives notification that Contractor, including any subcontractor, is
cooperating with the investigating state agency. In the event Contractor, or
subcontractor, is determined to have engaged in discrimination identified at
RCW 49.60.530(3), Enterprise Services may terminate this Contract in whole
or in part, and Contractor, subcontractor, or both, may be referred for
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 22
(Rev. 2022-11-16)
debarment as provided in RCW 39.26.200. Contractor or subcontractor may
be given a reasonable time in which to cure this noncompliance, including
implementing conditions consistent with any court-ordered injunctive relief
or settlement agreement.
(d) Remedies for Breach. Notwithstanding any provision to the contrary, in the
event of Contract termination or suspension for engaging in discrimination,
Contractor, subcontractor, or both, shall be liable for contract damages as
authorized by law including, but not limited to, any cost difference between
the original Contract and the replacement or cover contract and all
administrative costs directly related to the replacement contract, which
damages are distinct from any penalties imposed under Chapter 49.60, RCW.
Enterprise Services and/or Purchasers shall have the right to deduct from any
monies due to Contractor or subcontractor, or that thereafter become due,
an amount for damages Contractor or subcontractor will owe Enterprise
Services and/or Purchasers for default under this provision.
19.24. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which
shall be deemed an original and all of which counterparts together shall constitute the same
instrument which may be sufficiently evidenced by one counterpart. Execution of this
Contract at different times and places by the parties shall not affect the validity thereof so
long as all the parties hereto execute a counterpart of this Contract.
EXECUTED as of the date and year first above written.
STATE OF WASHINGTON
Department of Enterprise Services
By: � 7�ZV_
Elena McGrew 17
Its: Statewide Enterprise Procurement
Manager
March 28, 2024
DEL SOL, INC.,
a corporation
By.
Priscilla Martinez
Its: President
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 23
( Rev. 2022-11-16)
debarment as provided in RCW 39.2E -20o. Contractor or subcontractor may
be given a reasonable time in which to cure this noncompliance, including
implementing conditions consistent with any court-ordered injunctive relief
or settlement agreement.
(d) Remedies for Breach. Notwithstanding any provision to the contrary, in the
event of Contract termination or suspension for engaging in discrimination,
Contractor, subcontractor, or both, shall be liable for contract damages as
authorized by lav including, but not limited to, any cost difference between
the original Contract and the replacement or cover contract and all
administrative costs directly related to the replacement contract, which
damages are distinct from any penalties imposed under Chapter 49.E0, RCW.
Enterprise Services and/or Purchasers shall have the rightto deductfrom any
monies due to Contractor or subcontractor, orthat thereafter become due,
an amount for damages Contractor or subcontractor will owe Enterprise
Services and/or Purchasers,for default under this provision.
19.24. COUNTERPARTS. This Contract may be executed in any numberof counterparts, each of which
shall be deemed an original and all of which counterparts together shall constitute the same
instrument which may be sufficiently evidenced by one counterpart. Execution of this
Contract at different times and places by the parties shall not affect the validity thereof so
long as all the parties hereto execute a counterpart of this Contract.
EXECUTED as of the date and year first above written.
STATE of WASHINGTON
Department of Enterprise Services
By.
Elena McGrew
Its: Statewide Enterprise Procurement
Manager
DEL SOL, INC.,
a corporation
By:
riscilla Martinez
Its: resident
STATEWIDE CONTRACT No. 24723 — JANITORIAL SERVICES 23
(Rev. 2022-11-16)
EXHIBIT A
INCLUDED SERVICES
JANITORIAL SERVICES. Contractor, in performing the Janitorial Services, shall provide all labor,
equipment/tools, and janitorial supplies necessary to perform the Janitorial Services. Contract will use
janitorial supplies consistent with Purchaser's requirements for the specific facility as documented in the
applicable Purchase Order for such facility.
EQUIPMENT/TOOLS. Contractor's equipment/tools must be suitable to perform the Janitorial Services
consistent with this Contract and as required by Purchaser. Contractor's equipment/tools must comply
with workplace requirements including Occupational Safety Health Administration ("OSHA") standards
and requirements. Contractor must store and maintain all equipment/tools necessary to perform the
Janitorial Services. Contractor shall maintain equipment/tools in working order to perform the Janitorial
Services. Lack of equipment/tools shall not justify a failure to timely perform the Janitorial Services.
JANITORIAL SUPPLIES. Contractor shall use janitorial supplies (e.g., cleaning solutions, chemicals, and
supplies) consistent with this Contract and as required by Purchaser. Contractor's janitorial supplies must
comply with the green product requirements specified in this Contract in Exhibit A (see Section 11).
Enterprise Services and the Purchaser reserve the right to audit Contractor's janitorial supplies to ensure
such supplies comply with this Contract, including the green product requirements. Purchaser reserves
the right to require specific janitorial supplies or equipment.
STANDARDS OF WORK REQUIREMENTS FOR EACH CATEGORY
1. Waste Disposal Standards
1.1. Contractor must move all collected trash to Purchaser's designated trash areas for disposal. Trash
shall not be left within the public way or within the public view. Contractor shall ensure that
all its employees are properly trained in the proper disposal of trash.
1.2. Solid wastes that contain no hazardous characteristics or contamination by regulated substances
may be disposed of responsibly in available on-site trash receptacles or dumpsters. Recyclable
materials must be collected and disposed as required by Purchaser.
2. Sustainable and Green Cleaning Scope, Standard and Requirements
2.1 Enterprise Services and all state agencies are committed to providing sound environmental
stewardship, protecting human health, reducing operating expenses associated with the use
of hazardous materials, and reducing the potential liability to the state. The commitment also
reflects utilizing environmentally preferable purchasing initiatives and products.
"Environmentally preferred" means products or services that have a lesser or reduced effect
on human health and the environment when compared with competing products or services
that serve the same purpose. Sustainable cleaning protects the environment and exposure of
facility users against toxic materials. This protection occurs by reducing the overall need for
Contractor's janitorial staff to clean chemically, ensures that volatile organic compound (VOC)
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 24
(Rev. 2022-11-16)
limits are reduced, improves indoor air quality, reduces ground ozone formation, releases no
ozone-depleting chemicals, and reduces risk of the Contractor's employees and facility users
to toxic chemical exposure. Wherever feasible, the use of microfiber dry mopping of floors
and dry -wipe cleaning of hard surfaces should be employed.
2.2. Contractor shall make effort to utilize Environmentally Preferred products. All products used
by Contractor must avoid physical and health hazards.
2.3. Contractor shall use cleaning practices and janitorial materials that promote sustainability
and improve building safety and occupant well-being. All cleaning procedures, equipment,
cleaning chemicals, and janitorial supplies in use at Purchaser location shall assure a clean and
safe building, reduce the risk of toxic chemical exposure to janitorial staff and building users,
and maintain healthy air quality.
2.4. Contractor shall have appropriate standard operating procedures in place that reflect the
core principles of sustainable cleaning. Procedures shall address how janitorial cleaning, hard
floor maintenance, and carpet maintenance will be consistently implemented and managed.
Procedures must also include proactive strategies/plans to reduce contaminant infiltration at
the source (e.g., vacuuming).
2.5. Contractor's cleaning green program shall include:
a. Use of cleaning products provided or specified by Purchasers.
b. Use of chemical concentrates and closed loop dilution systems to prevent spills.
Closed loop dilution systems package chemicals in dispenser control units to allow exact
mixing measurement of chemical without spills.
c. Storage and dispensing of chemicals into containers that are easily differentiated to
allow visual identification of the contents.
d. Maintaining a database of manufacturer's product specification sheets and Safety
Data Sheets for cleaning and floor maintenance products used in the facility.
e. Language that discourages use of air fresheners, as they are suspected asthmagens
(substances that can cause asthma in people).
f. Proper training protocols for janitorial staff on the hazards, use, maintenance and
disposal of cleaning chemicals, dispensing equipment and packaging by Contractor.
g. Ensuring that training and training materials provided are in the language that
Contractor's staff can understand.
h. Use of cleaning equipment that reduces impacts on indoor air quality and meets
Energy Star guidelines.
SCOPE OF WORK BY CATEGORY. The following scope of work shall not be construed as comprehensive.
Purchaser reserves the right to add or modify the minimum standards as considered necessary.
CATEGORY 1 - GENERAL CLEANING SERVICES. General cleaning services includes but is not limited to emptying
trash and damp wipe containers; dusting chairs, sides of desks, top of filing cabinets, paneled walls,
doors, ledges, and picture frames within easy reach; damp wiping desk tops, telephones, and desk
fixtures; damp mopping floors; vacuuming upholstered furniture and draperies; washing vinyl
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 25
(Rev. 2022-11-16)
furniture with cleaning solution; washing doors and other surfaces; spot washing painted walls;
cleaning door glass and inside partition glass; and vacuuming and shampoo carpets/
1. General Office Cleaning Expectations
1.1. Dusting: A properly dusted surface shall be free of all dirt and dust, streaks, lint, and cobwebs.
Dusting must be accomplished with proper cloths and apparatus. All sensitive and electronic
surfaces must be avoided. No personal or individual office equipment or supplies may be
moved or disturbed.
1.2. Plumbing Fixtures Cleaning: Plumbing fixtures (i.e. toilets, sink basins, urinals, faucets, etc.)
shall be cleaned to be free of all deposits and stains so that the item shall be left without dust,
streaks, film, odor, or stains and has a bright and uniform appearance. Care shall be taken to
ensure that cleaning chemicals do not harm, dull or mark chrome finishes, do not scratch
porcelain fixtures, and do not harm or stain finishes of walls or stalls.
1.3. Sweeping: A properly swept floor shall be free of all dirt, dust, gum, grit, lint, and debris
1.4. Vacuuming: Carpet shall be free from soil and debris. The vacuumed fibers shall be cleaned
to protect pile from matting (preferably using a machine with cylindrical brushing action).
Effective vacuuming requires multiple, slow deliberate passes to ensure the removal of soil
and dust at and/or below the carpet surface.
1.5. Damp Mopping: A satisfactorily damp mopped floor shall be free of dirt, dust, marks, film,
streaks, debris, and standing water. Contractor must provide a sufficient number of
barricades, traffic cones, and proper slip hazard signs for each floor area being cleaned to
adequately protect people at the work location.
1.6. Dust Mopping: A satisfactorily dust mopped floor shall be free of all dirt, dust, lint, and debris.
Contractor shall use microfiber mops to reduce air borne contaminants. All hard floors shall
be dust mopped, including under all furniture and waste receptacles. Items moved shall be
returned to the original positions.
1.7. Metal Cleaning: All cleaned metal surfaces are without deposits or tarnish and with a
uniformly bright appearance, free from spots, smudges, and streaks. Cleaning agent is to be
removed from all surfaces and surrounding finishes must not be damaged.
1.8. Spot Cleaning Glass:
a. Exterior and interior windows and entrance/vestibule glass doors shall be
cleaned. Contractor shall spot clean and maintain interior and exterior
windows. Glass cleaning of rails and all other glass that is not interior/exterior
windows shall be the responsibility of Contractor.
b. Glass is clean when all glass surfaces have been wiped clean, are without
streaks, film, deposits, and stains, and have a uniformly bright appearance.
C. Glass cleaning work shall be accomplished with the least possible
interference to the location users and operations.
1.9. Wall Washing: After cleaning, the surfaces of all walls must have a uniformly clean
appearance, be free from dirt, stains, streaks, lint, and cleaning marks. Painted surfaces must
not be unduly damaged. Hard finish wainscot or glazed ceramic tile surfaces must be bright,
free of film streaks and deposits.
STATEWIDE CONTRACT N0. 24723 —JANITORIAL SERVICES 26
(Rev. 2022-11-16)
1.10. Spot Cleaning Carpets: A carpet adequately spot cleaned shall be free of all stains, deposits,
gum, and spills, leaving a uniform appearance. Care must be taken to use a product that will
not harm the carpet fibers and ensure complete surface removal.
1.11. Spot Cleaning Fabrics: All stains, gum, food debris, sticky substances, vomit, trash, biohazard
spills, and any other substances shall be removed from the fabric on chairs, benches, and
other surfaces using a properly diluted cleaning solution. Contractor shall use a product that
will not harm the fabric fibers and ensure complete spot removal.
1.12. Graffiti Removal: Graffiti shall be removed from surfaces on the outside and inside as required
by Purchaser. Care shall be taken to maintain the original surface where graffiti appeared.
Graffiti shall be removed as soon as it is discovered; provided, however, any gang, violent, or
hate related graffiti must be reported to the Purchaser or Designee.
1.13. Waste and Recycling Receptacles: Waste and recycling receptacles shall be emptied and spot
cleaned as needed by Purchaser to maintain safe and sanitary conditions. Walls or surfaces
surrounding the receptacles shall be spot cleaned and the floors under and near the cans are
to be clean and kept free of stains, spots, rust, and rings. Liners shall be replaced at each
emptying of the receptacle; receptacles shall not be allowed to overflow. Periodically, all
receptacles shall be thoroughly cleaned inside and out as needed with germicidal detergent.
All receptacles in the public areas shall be kept neatly aligned and the receptacle(s) turned
with lettering or signage facing out for easy visibility.
1.14. Drinking Fountains: Clean drinking fountains shall be free of streaks, stains, spots, smudges,
scale, and other removable soil and present a uniformly bright appearance. Clean and
disinfect all polished metal surfaces including the orifices and drain; care shall be taken to
prevent overspray or damage to other surrounding finishes or walls. Surrounding walls, floors,
and other surfaces shall be kept clean and free of streaks, water spots and stains. Floor mats
placed under fountains shall be kept clean and aligned.
1.15. Elevators and Adjacent Areas: All interior and exterior walls, floors, doors, ceilings, door
tracks, glass, switches, buttons, controls and equipment must have a uniformly clean
appearance, free from dirt, dust, stickers, stains, streaks, lint and cleaning marks. Floors must
be maintained according to standards for carpet and/or hard surface materials. All adjacent
areas must be left free of residue and spotting following cleaning procedures. Elevator and
adjacent areas must be maintained as needed to ensure acceptable appearance at all times.
1.16. Stairwells/Halls: All walls, floors, stairs, stair treads, doors, door thresholds, and glass must
have a uniformly clean appearance, free from dirt, dust, stickers, gum, stains, marks, streaks,
lint and cleaning marks. Floor and wall finishes must be maintained according to the standards
listed herein, care and detail shall be paid to treads, grids, edges and baseboards to ensure
acceptable appearance at all times. Concrete surfaces must be swept of all dirt, dust, cobwebs
and debris and pressure washed according to need. Railings must have a uniformly clean
appearance, free from dirt, stains, smudges, adhered foreign substances, grease, oil and
grime.
2. Public Restrooms
2.1. Public restrooms shall be kept clean and shall not become dull in appearance. Waste
receptacles shall be emptied and spot cleaned. Trash shall not be allowed to overflow.
2.2. All surfaces of basins, bowls, toilets, seats, urinals, and all other restroom surfaces within
touchable range shall be properly cleaned, sanitized, rinsed and dried spot free.
STATEWIDE CONTRACT NO. 24723 —.JANITORIAL SERVICES 27
(Rev. 2022-11-16)
2.3. Descaling shall be performed as required by Contractor to keep surfaces free from streaks,
stains, scale, scum, urine deposits, and rust stains.
2.4. Sharps' medical waste needle disposal containers shall be removed and properly disposed of
when full and replaced with a new container.
2.5. All restroom mirrors, basins, shelves/counters, bright work, and stainless steel or solid
surface partitions shall have a clean and polished appearance. Solid surface materials shall
not become stained or dingy.
2.6. Floor and wall tile shall be maintained to standards specified by Purchaser and special care
must be given to, grout, drains, counters, trash receptacles, and all other permanently fixed
equipment or finishes to prevent build-up of odor causing bacteria.
2.7. Contractor shall use appropriate signage and barricades to protect against slip and falls.
Flooding of restroom surfaces is not acceptable.
2.8. Documentation shall be kept by the Contractor to document that the proper cleaning process
has been performed and the agreed upon cleaning schedule has been met.
3. Public Seating and Eating Space Areas
3.1. Seating and eating areas that are designated as part of Contractor's responsibility shall be
maintained free of litter, spills, food and drink waste, packaging, accumulated dust, dirt, gum,
stickers, and debris.
3.2. All furniture surfaces, tabletops, counters, seat backs, legs, feet, arms, and seams shall be
wiped clean; fabrics shall be spot free and have a uniformly clean appearance, free from dirt,
dust, stickers, stains, streaks, lint, and cleaning marks.
3.3. Tables and chairs that have been displaced shall be repositioned and straightened taking care
to prevent damage to wall finishes.
3.4. Floors shall be maintained according to standards for carpet and/or hard surface materials.
4. Office Areas
4.1. Office areas shall present a clean, well -kept, orderly, and professional appearance.
4.2. Waste receptacles shall be emptied, spot cleaned and liners replaced as required.
4.3. Non -carpeted floors shall be swept/dust mopped.
4.4. Carpeted floors vacuumed and spot clean all carpets to remove stains, deposits, and spills.
4.5. All shelves, counters, cabinets and cases shall be free of accumulated dust and debris.
4.6. Wipe clean all tables, desks, counters, chairs and chair legs.
4.7. Spot clean all hard surface walls to remove fingerprints, dust, soil, and marks.
4.8. Contractor shall prohibit its employees from opening desk drawers or cabinets, or using the
telephone or other office equipment.
5. Break Rooms
5.1. Break rooms shall present a clean, well -kept, orderly and professional appearance.
5.2. Waste receptacles shall be emptied, spot cleaned and liners replaced as required.
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 28
(Rev. 2022-11-16)
5.3. All shelves, counters, cabinets and ceases shall be free of accumulated dust and debris.
5.4. Wipe clean and sanitize all counter tops, refrigerators (exterior), tables, chairs, cabinets
(exterior), coffee makers (exterior), vending machines, microwave ovens (exterior), exterior
and interior of trash receptacles, wall area surrounding trash receptacles, and paper towel
dispensers.
5.5. Non -carpeted floors shall be swept or dust mopped and then wet mopped.
5.6. Floors shall be maintained according to standards for carpet and/or hard surface materials.
CATEGORY 3: WINDOW WASHING. Window Washing is for the washing of all windows, including but not
limited to external and internal window cleaning, pressurized cleaning to remove stubborn stains and
marks and track cleaning.
1. Window Spot Cleaning Standards. Contractor must provide spot cleaning of all interior and
exterior windows when required by Purchaser. When spot cleaned, the glass shall be clean
and free of streaks, drips, and fingerprints and all moisture must be removed from sills,
mullions and related supporting structures.
2. Bidder understands and complies with the Safety Standards rules for window cleaning as
outlined in Chapter 296-878 WAC (see Form Number 414-114-000).
3. Window washers shall close off area(s) and post signs indicating the area(s) are closed to
pedestrian traffic when working over entrances, traveled walkways or any area where people
might cross below workers. All equipment, apparatus, or rope coils on the ground level
around walkways shall also be marked off with cones and signs warning pedestrian traffic of
the safety hazard. Bidder shall provide safety cones and signs.
4. When ladders and/or aerial lifts are used to wash exterior windows, ground protection or
matting shall be used at all times to protect from damage.
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 29
(Rev. 2022-11-16)
Exhibit B
PRICES FOR SERVICES
County
General Cleaning
Services
Prevailing Wage + %
Prevailing Wage:
Janitor
Floor Cleaning Services
Prevailing Wage + %
Prevailing Wage:
Shampooer and Waxer
Window Washing
Services
Prevailing Wage +
Prevailing Wage:
Window Cleaner (Non -
Scaffold and Scaffold
ADAMS
50%
N/A
N/A
ASOTIN
50%
N/A
N/A
BENTON
50%
N/A
N/A
CHELAN
50%
N/A
N/A
COLUMBIA
50%
N/A
N/A
DOUGLAS
50%
N/A
N/A
N/A
FERRY
50%
N/A
FRANKLIN
50%
N/A
N/A
GARFIELD
50%
N/A
N/A
GRANT
50%
N/A
N/A
ISLAN D
50%
N/A
N/A
JEFFERSON
50%
N/A
N/A
KITTITAS
50%
N/A
N/A
KLICKITAT
50%
N/A
N/A
LINCOLN
50%
N/A
N/A
OKANOGAN
50%
N/A
N/A
PACIFIC
50%
N/A
N/A
N/A
PEND OREILLE
50%
N/A
SAN J UAN
50%
N/A
N/A
SKAMANIA
50%
N/A
N/A
SPOKANE
50%
N/A
N/A
STEVENS
50%
N/A
N/A
WAHKIAKUM
50%
N/A
N/A
WALLA WALLA
50%
N/A
N/A
WHATCOM
50%
N/A
N/A
WHITMAN
50%
N/A
N/A
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 30
(Rev. 2022-11-16)
Exhibit C
INSURANCE REQUIREMENTS
1. INSURANCE OBLIGATION. During the term of this Contract,. Contractor shall possess and maintain in
full force and effect, at Contractor's sole expense, the following insurance coverages:
a. COMMERCIAL GENERAL LIABILITY INSURANCE. Commercial general liability insurance
(and, if necessary, commercial umbrella liability insurance) covering bodily injury,
property damage, products/completed operations, personal injury, and
advertising injury liability on an `occurrence form' that shall be no less
comprehensive and no more restrictive than the coverage provided by Insurance
Services Office (ISO) under the most recent version of form CG 00 01 in the
amount of not less than $2,000,000 per occurrence and $4,000,000 general
aggregate. This coverage shall include blanket contractual liability coverage. This
coverage shall include a cross -liability clause or separation of insured condition.
b. WORKERS' COMPENSATION INSURANCE. Contractor shall comply with applicable
Workers' Compensation or Industrial Accident insurance providing benefits as
required by law.
c. EMPLOYERS' LIABILITY (STOP GAP) INSURANCE. Employers' liability insurance (and, if
necessary, commercial umbrella liability insurance) with limits not less than
$1,000,000 each accident for bodily injury by accident, $1,000,000 each
employee for bodily injury by disease, and $1,000,000 bodily injury by disease
policy limit.
d. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE. Commercial automobile liability
insurance covering the ownership, maintenance, and/or use of all owned/leased,
non -owned, and hired vehicles used in the performance of the Contract, with
limits of not less than $1,000,000 per accident, combined single limit for bodily
injury and property damage liability. Coverage shall be provided on Insurance
Services Office (ISO) form number CA 0001 or an equivalent. The required limits
can be satisfied by any combination of primary, umbrella, or excess policy.
The insurance coverage limits set forth herein are the minimum. Contractor's insurance coverage
shall be no less than the minimum amounts specified. Coverage in the amounts of these minimum
limits, however, shall not be construed to relieve Contractor from liability in excess of such limits.
Contractor waives all rights against the State of Washington for the recovery of damages to the
extent such damages are covered by any insurance required herein.
2. INSURANCE CARRIER RATING. Coverages provided by Contractor must be underwritten by an
insurance company deemed acceptable to the State of Washington's Office of Risk Management.
Insurance coverage shall be provided by companies authorized to do business within the State of
Washington and rated A- Class VII or better in the most recently published edition of Best's
Insurance Rating. Enterprise Services reserves the right to reject all or any insurance carrier(s)
with an unacceptable financial rating.
3. ADDITIONAL INSURED. When specified as a required insurance coverage (see § 1 — Insurance
Obligation, above) Commercial General Liability, Commercial Automobile Liability, and Pollution
Liability Insurance shall include the State of Washington and all authorized Purchasers (and their
STATEWIDE CONTRACT NO. 24723 —JANITORIAL SERVICES 31
(Rev. 2022-11-16)
agents, officers, and employees) as Additional Insureds evidenced by copy of the Additional
Insured Endorsement attached to the Certificate of Insurance on such insurance policies.
4. CERTIFICATE OF INSURANCE. Prior to execution of the Contract, Contractor shall furnish to Enterprise
Services, as evidence of the insurance coverage required by this Contract, a certificate of
insurance satisfactory to Enterprise Services that insurance, in the above -stated kinds and
minimum amounts, has been secured. In addition, no less than ten (10) calendar days prior to
coverage expiration, Contractor shall furnish to Enterprise Services an updated or renewed
certificate of insurance, satisfactory to Enterprise Services, that insurance, in the above -stated
kinds and minimum amounts, has been secured. Failure to maintain or provide proof of
insurance, as required, shall result in Contractor suspension and/or contract termination. All
policies and certificates of insurance shall include the Contract number stated on the cover of
this Contract. All certificates of Insurance and any related insurance documents shall be sent via
email to Enterprise Services at the email address set forth below:
Email: DESContractsTeamCedar@des.wa.gov
Note: The Email Subject line must state:
Contract Insurance Certificate — Statewide Contract No. 24723 —
Janitorial Services
5. PRIMARY COVERAGE. Contractor's insurance shall apply as primary and shall not seek contribution
from any insurance or self-insurance maintained by, or provided to, the additional insureds listed
above including, at a minimum, the State of Washington and/or any Purchaser. All insurance or
self-insurance of the State of Washington and/or Purchasers shall be excess of any insurance
provided by Contractor or subcontractors.
6. SUBCONTRACTORS. Contractor shall include all subcontractors as insureds under all required
insurance policies. Alternatively, prior to utilizing any subcontractor, Contractor shall cause any
such subcontractor to provide insurance that complies with all applicable requirements of the
insurance set forth herein and shall furnish separate Certificates of Insurance and endorsements
for each subcontractor to Enterprise Services. Each subcontractor must comply fully with all
insurance requirements stated herein. Failure of any subcontractor to comply with insurance
requirements does not limit Contractor's liability or responsibility.
7. WAIVER OF SUBROGATION. Contractor waives all rights of subrogation against the State of
Washington and any Purchaser for the recovery of damages to the extent such damages are or
would be covered by the insurance specified herein.
8. NOTICE OF CHANGE OR CANCELLATION. There shall be no cancellation, material change, exhaustion of
aggregate limits, or intent not to renew insurance coverage, either in whole or in part, without at
least sixty (60) calendar days prior written Legal Notice by Contractor to Enterprise Services.
Failure to provide such notice, as required, shall constitute default by Contractor. Any such
written notice shall include the Contract number stated on the cover of this Contract.
9. EXTENDED REPORTING PERIOD. If any required insurance coverage is on a claims -made basis (rather
than occurrence), Contractor shall maintain such coverage for a period of no less than three (3)
years following expiration or termination of the Contract.
* * * END OF INSURANCE REQUIREMENTS * * *
STATEWIDE CONTRACT N0. 24723 —,JANITORIAL SERVICES 32
(Rev. 2022-11-16)