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HomeMy WebLinkAboutAgreements/Contracts - Superior CourtSERVICES AGREEMENT This Services Agreement ("Agreement") is made and entered into, by and through Grant County Superior Court ("COURT"), a court of record established by Article VI of the Washington State Constitution, and Jose Castillo, dba Bi -Lingual Services, ("CONTRACTOR"), a Washington State Bilingual Certified Court Interpreter and sole proprietor. I. PREAMBLE This Agreement generally concerns retention of an independent contractor for the purpose of providing interpreter services to the COURT. II. SCOPE OF WORK A. CONTRACTOR represents that he is available to provide interpreter services as set forth and required herein. B. CONTRACTOR shall be available at the Grant County Courthouse, 35 "C" Street NW, Ephrata, Washington, Monday through Friday, beginning March 1, 2023 for twenty (20) hours each calendar week. PROVIDED: exact times and schedule will vary depending upon COURT's weekly calendar. C. CONTRACTOR shall be available to coordinate any foreign language and sign language interpreters needed by the COURT. In assessing interpreter need, the CONTRACTOR shall review the COURT's intake list daily, via e-mail. CONTRACTOR will be provided a weekly printed schedule from the COURT. The CONTRACTOR will endeavor to find the most cost effective interpreter services available ensuring that any and all interpreters possess qualifications necessary to provide services as a certified court interpreter. D. CONTRACTOR shall put the COURT Administrator on immediate notice of any conflict of interest involving the CONTRACTOR. In the event of such conflict, CONTRACTOR shall obtain the services of substitute interpreter prepared to perform the Scope of Work set forth herein. E. CONTRACTOR shall obtain written approval of the COURT prior to performing any services which are beyond the Scope of Work set forth herein. F. CONTRACTOR is responsible for paying SUBSTITUTE interpreters whose work falls within the guaranteed twenty (20) hours per week. All bills submitted by a SUBSTITUTE interpreter shall go to the CONTRACTOR and sha �1-P Lis outside the AIguaranteed twenty (20) hours and then the CONT t the COURT. o 1 B. 2 0 2 3 �. Services Agreement - 1 �, ® R AO N W . ® OI Yi fd Ll 00 Y Cf Civil 8\Departments\Superior court\20181nterpreter OSA\Int Agreement 1-3-19 Now G. Exhibit "A", appended hereto and fully incorporated herein by reference, contains (1) additional terms and conditions governing work to be performed by the CONTRACTOR under this Agreement, (2) the nature of the working relationship between the COURT and the CONTRACTOR, and (3) specific obligations of both parties. H. SUBSTITUTE INTERPRETER: a. CONTRACTOR has authority to engage a SUBSTITUTE Spanish interpreter (subcontractor) in the event CONTRACTOR is unavailable during the twenty (20) hour performance period set forth above in Paragraph IIB. Conflict, illness and/or vacation shall justify CONTRACTOR's unavailability. b. The SUBSTITUTE Spanish interpreter (subcontractor) shall be a Washington State certified court interpreter, subject to approval by the COURT. c. The SUBSTITUTE Spanish interpreter (subcontractor) shall, at all times material herein, comply with all terms and conditions set forth in this Agreement. d. Charges related to services provided by the SUBSTITUTE Spanish interpreter (subcontractor) shall be included on the CONTRACTOR's regular, weekly billing statement, with the name and status of such substitute interpreter (subcontractor) clearly designated. e. It shall be the sole responsibility of the CONTRACTOR to tender compensation for services rendered by the SUBSTITUTE interpreter (subcontractor), even if the fee charged by the SUBSTITUTE Spanish interpreter (subcontractor) exceeds the CONTRACTOR's regular hourly rate of compensation. All travel time and mileage charged by a SUBSTITUTE interpreter will be paid by the COURT. Any cancellation fee charged by a SUBSTITUTE will be paid by the CONTRACTOR unless it relates to the cancellation of services which would have exceeded the guaranteed twenty (20) hours per week of the CONTRACTOR. Provided: At all times material herein, the CONTRACTOR shall defend, indemnify and hold the COURT and/or the Grant County harmless from any and all claims of the substitute interpreter (subcontractor) for payment and shall indemnify and hold the COURT and/or Grant County harmless for any costs, judgment or fees, including reasonable attorneys fees, incurred in any action brought against the COURT and/or Grant County by the substitute interpreter (subcontractor) for the recovery of compensation for services. I. ADDITIONAL INTERPRETER: An "additional interpreter" shall be defined as an interpreter who provides services in excess of the twenty (20) hours of service provided by the CONTRACTOR pursuant to Paragraph IIB, or interprets a language other than Spanish. If additional Spanish interpreters are needed while the CONTRACTOR is already providing interpretation services (while still under the twenty (20) hour requirement) the COURT will bear the cost. The CONTRACTOR is responsible for contracting services of an additional interpreter for Services Agreement - 2 Civil 8\Departments\Superior court\2018\Interpreter OSA\Int Agreement 1-3-19 the COURT. An additional Spanish language interpreter shall be a Washington State certified court interpreter. Other language interpreters shall be state certified if possible. All additional interpreters shall be subject to prior approval by the COURT. Any additional interpreter or other language (non -Spanish) interpreter services that are required beyond the twenty (20) hour amount referenced in Paragraph IIB shall be billed directly to the COURT by the additional interpreter or agency, with such billing to be consistent with prevailing procedures for compensation of vendors. III. COMPENSATION A. It is hereby acknowledged, agreed and understood that, as set forth in II H, it shall be the sole responsibility of the CONTRACTOR to tender compensation for hourly services rendered by any designated SUBSTITUTE interpreter selected by the CONTRACTOR (except for travel time and mileage), even if the hourly rate charged by the SUBSTITUTE exceeds the CONTRACTOR'S regular hourly rate of compensation. B. It shall be the sole responsibility of the COURT to tender compensation for services of any ADDITIONAL interpreter or other language (non -Spanish) interpreter services that are required, including all travel, mileage and/or cancellation fees. CONTRACTOR shall be compensated at the rate of Sixty Five Dollars ($65.00) per hour for services rendered. The CONTRACTOR will be paid a guaranteed twenty (20) hours per week by the COURT. Any services provided by the CONTRACTOR above the twenty (20) hours per week will be paid at an hourly rate to the CONTRACTOR of Sixty Five Dollars ($65.00) per hour. If an ADDITIONAL interpreter is hired by the CONTRACTOR when the CONTRACTOR exceeds the twenty (20) hours per week, the COURT will pay the entire ADDITIONAL interpreter bill. If a SUBSTITUTE interpreter is hired by the CONTRACTOR (falling within the guaranteed twenty (20) hours of the CONTRACTOR), the CONTRACTOR is responsible for the SUBSTITUTE bill (except for the travel time and mileage). It is hereby acknowledged, agreed and understood that any designated substitute selected by the CONTRACTOR shall not be compensated by the COURT beyond the rate agreed to between the CONTRACTOR and the SUBSTITUTE. If a particular assignment requires an interpreter to provide services as both a SUBSTITUTE and an ADDITIONAL INTERPRETER, then compensation for SUBSTITUTE hours will be paid by CONTRACTOR as provided herein, and compensation for additional hours will be paid by the COURT as provided herein. CONTRACTOR shall be reimbursed for mileage traveled in excess of twenty-five (25) miles from the Grant County Courthouse located at 35 "C" Street NW, Ephrata, Washington at the state mileage/travel rate. Provided: CONTRACTOR shall not receive reimbursement for mileage or other expenses concerning travel from CONTRACTOR's home to the workplace, or for any other expenses incurred in the performance of CONTRACTOR's duties. Services Agreement - 3 Civil KDepartments\Superior court\201KInterpreter OSAAnt Agreement 1-3-19 CONTRACTOR shall submit invoices for services to the COURT according to a weekly schedule. Such invoices shall describe and document, to the COURT'S satisfaction, the work performed by the CONTRACTOR. The description of work performed shall be generally described in order to avoid disclosure of confidential or privileged information. CONTRACTOR shall maintain sufficient and detailed records of services performed and related costs. Such records may be examined by the COURT in the event the COURT determines that invoices submitted by the CONTRACTOR should be verified or reconciled. Payment shall be made to CONTRACTOR within twenty (20) days of the COURT's receipt of CONTRACTOR's billings. Provided: The COURT may withhold or, on account of subsequently discovered evidence, nullify in whole or part any payment to such extent as may be necessary to protect the COURT from loss or damage for reasons including but not limited to failure by the CONTRACTOR to perform in accordance with this Agreement. Provided: If the COURT observes or otherwise becomes aware of any fault or defect in the services performed by CONTRACTOR, the COURT shall give the CONTRACTOR reasonable notice and opportunity to correct such fault or defect. IV. DURATION This Agreement shall be in full force and effect from March I, 2023, through February 29, 2024, unless otherwise terminated pursuant to the terms and conditions herein. V. CONTRACTOR STATUS CONTRACTOR is an independent contractor, and thus shall not claim to be an entity, officer, or employee of the COURT and/or the Grant County. Neither CONTRACTOR, nor any of its officers, employees or agents shall make any claim to any right, privilege or benefit that may accrue to officers, officials and employees of the COURT and/or Grant County. CONTRACTOR shall have and maintain complete responsibility and control over all of its substitutes, employees, agents, and representatives. No substitute, employee, agent, or representative of CONTRACTOR shall be or deemed to be or act or purport to act as an employee, agent, or representative of the COURT and/or Grant County. CONTRACTOR shall assume full responsibility and exclusive liability for the payment of all payroll taxes, use, sales, income or other form of taxes, fees, licenses, excises, or payment required by any city, county, federal or state legislation during the term of this Agreement. VI. INDEMNITY AND HOLD HARMLESS CONTRACTOR, its officers, agents and employees, agrees to fully defend, indemnify and hold the COURT and/or Grant County, its officers, agents and employees harmless, against any and all liability, damage, loss claims, demands, and action of any nature whatsoever on account of Services Agreement - 4 Civil 8\Departments\Superior court\2018\Interpreter OSA\Int Agreement 1-3-19 personal injuries, including, without limitation on the foregoing worker's compensation and death claims, property loss or damage of any kind whatsoever, which arise out of or are in any manner connected with, any negligent or intentional act or omission of CONTRACTOR, its officers, agents and employees in performing this Agreement. CONTRACTOR shall, at its own expense, investigate all such claims and demands, attend to their settlement or other disposition, defend all actions based thereon and pay all charges of attorneys and all other costs and expenses of any kind arising from any such liability, damage, loss, claims demands and actions. VII. WAIVER OF IMMUNITY Furthermore, for the purpose of this section, CONTRACTOR expressly waives its immunity under Title 51 or subsequent revisions of the Revised Code of Washington, the Industrial Insurance Act,, for injuries to its employees and agrees to indemnify, defend and hold the COURT and/or Grant County harmless from any claims brought by or on behalf of any employee, volunteer, or agent or SUBSTITUTE of CONTRACTOR. VIII. NON-DISCRIMINATION AND OBSERVANCE OF LAWS CONTRACTOR, its assignees, delegates, or subcontractors shall not discriminate against any person in the performance of any of its obligations hereunder on the basis of age, sex, marital status, sexual orientation, race, creed, religion, color, national origin, honorably discharged veteran or military status, disability, or any other protected status. Further, CONTRACTOR shall comply with all laws of the State of Washington and the United States, and all applicable local laws, in connection with its activities referenced in this Agreement. IX. PUBLIC RECORDS CONTRACTOR acknowledges that the COURT and/or Grant County are subject to Chapter 42.17 RCW and that this Agreement, and any and all related documents, will be a public record as defined in Public Records Act (42.56 RCW) and record retention law (40.14 RCW), and that neither this Agreement nor any related documents shall be subject to confidentiality. X. TERMINATION The COURT, or CONTRACTOR, may unilaterally terminate this Agreement without reason or cause upon twenty (20) days written notice to the other party. In the event of termination, the COURT shall be entitled to all research materials, drafts of reports or briefs, memoranda, and any other products of the work performed by the CONTRACTOR, including electronic computer files, disks, etc., up to an including the date of the termination, regardless of whether the research materials, drafts of reports or briefs, memoranda, and any other product of the work performed by the Agreement is in rough draft form. Services Agreement - 5 Civil 8\Departments\Superior court\2018\Interpreter OSA\Int Agreement 1-3-19 Further, in the event of termination, the COURT shall be liable only for reimbursement of time and expenses to CONTRACTOR, pursuant to provisions of Paragraph III "Compensation" as set forth above, up to and including the date of termination. XI. BINDING EFFECT This Agreement shall inure to the benefit of and shall be binding upon the parties hereto and their respective legal representatives, successors and assigns. XII. ASSIGNMENT OF CONTRACT This Agreement may only be modified by mutual written agreement of the parties. CONTRACTOR shall not assign or transfer this Agreement or any portion of this Agreement or any of its rights or responsibilities hereunder, without the prior written consent of the COURT. XIII. GOVERNING LAW This Agreement shall be interpreted, construed and governed by the laws of the State of Washington. Venue for any suit, legal action, or alternative dispute resolution proceeding arising from or related to this Agreement shall vest in Grant County, Washington. It is hereby agreed that jurisdiction over any suit, legal action, or alternative dispute resolution proceeding arising from or related to this Agreement shall lie in the State of Washington. XIV. AMENDMENT This Agreement may be amended only by written agreement of all Parties to this Agreement. XV. NOTICE All notices pursuant to this Agreement shall be in writing and shall be transmitted by facsimile or United States Postal service, postage prepaid. Any such notice is effective upon receipt by the party to whom the notice is directed. Proof of delivery via facsimile shall be sufficient upon showing of a receipt of successful transmission produced by the sending facsimile machine and indicating the telephone number to which the transmission was sent, provided that the receipt indicates the transmission was sent to the phone number of the intended recipient. Notices shall be sent to the following addresses unless written notice of a change of address has been given pursuant hereto: Services Agreement - 6 Civil 8\Departments\Superior court\2018\Interpreter OSA\Int Agreement 1-3-19 To COURT: Presiding Judge Grant County Superior Court Grant County Courthouse Ephrata, WA 98823 Phone: (509) 754-2011 To CONTRACTOR: Jose Castillo, dba Bi -Lingual Services 231 11th Ave SW Ephrata, WA 98823 Phone: (509) 760-3056 XVI. SEVERABILITY If any part, term, or provision of this Agreement is held by a court to be illegal, the validity of the remaining portions shall not be affected, and rights and obligations of the parties shall be construed as enforced as if the Agreement did not contain the invalid portion. If it should appear that any part, term, or provision conflicts with status or law, then that part, term, or provision shall be deemed inoperative and this Agreement shall be modified to conform to such statutory provision or other law. XVII. DISPUTES The parties mutually agree to attempt to resolve any disputes regarding interpretation or enforcement of the terms and conditions of this Agreement by good faith negotiation. In the event, the parties, cannot resolve a dispute which may arise between them, the parties prior to institution of litigation shall, in good faith retain the services of an agreed mediator. Each party shall be responsible and pay for one-half of the meditator fees and expenses. Provided: Neither party shall be precluded from seeking any available legal remedy subsequent to good faith negotiation and/or mediation. XVIII. ENTIRETY This Agreement contains the entire terms and conditions mutually agreed upon by the COURT and CONTRACTOR. This Agreement contains the entire agreement between the Parties hereto and supersedes any and all prior or concurrent discussion, correspondence, and agreements whether written or oral between the Parties with respect to the subject matter of this Agreement. There are no representations, agreements, or understandings, written or oral, between the parties hereto relating to the subject of this Agreement which have not been fully expressed or referred to herein. Services Agreement - 7 Civil 8\Departments\Superior court\2018\Interpreter OSA\Int Agreement 1-3-19 GRANT COUNTY SUPERIOR COURT: Pres' di Date: Z - 16 " "--) Dated the RA _of February, 2023. COMMISSIONERS ATTEST: Barbar J. Vasquv, Cer o f the Board CONTRACTOR:. J ?." Date: 'Z *I G BOARD OF COUNTY GRANT COUNTY, WASHINGTON Services Agreement - 8 Civil 8\Departments\Superior court\2018\lnterpreter OSA\Int Agreement 1-3-19 Danny St&e, Member Exhibit "A" GENERAL TERMS AND CONDITIONS 1. Covenant Against Contingent Fees. The CONTRACTOR warrants that no person or selling agent has been employed or retained to solicit or secure this Agreement upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, excepting bona fide employees or bona fide established agent maintained by the CONTRACTOR for the purpose of securing business. The COURT shall have the right, in the event of breach of this clause by the CONTRACTOR, to annul this Agreement, without liability or, in its discretion, to deduct from the Agreement price or consideration or recover by other means the full amount of such commission, percentage, brokerage or contingent fee. 2. Conflict Of Interest The COURT may, by written notice to the CONTRACTOR terminate this Agreement if it is found after due notice and examination by the Agent that there is a violation of the Ethics in Public Service Act, chapter 42.52 RCW; or any similar statute involving the CONTRACTOR in the procurement of, or performance under, this Agreement. 3. Records Documents And Reports The CONTRACTOR shall maintain books, records, documents and other evidence of accounting procedures and practices which sufficiently and properly reflect all direct and indirect costs of any nature expended in the performance of this Agreement. These records shall be subject at all reasonable times to inspection, review, or audit by personnel duly authorized by the COURT, the County, the Office of the State Auditor, and federal officials so authorized by law, rule, regulation, or Agreement. The CONTRACTOR will retain all books, records, documents, and other materials relevant to this Agreement for six (6) years after settlement, and make them available for inspection by persons authorized under this provision or pursuant to chapter 42.17 RCW. 4. Safeguarding Of Information The use or disclosure by any party of any information concerning the COURT for any purpose not directly connected with the administration of the COURT'S or the CONTRACTOR'S responsibilities with respect to service(s) provided under this contract are prohibited except by prior written consent of the COURT. 5. Rights In Data Unless otherwise provided, data which originates from this Agreement shall be "works for hire" as defined by the U.S. Copyright Act of 1976 and shall be owned by the COURT. Data shall General Terms and Conditions Page - 1 include, but not be limited to, reports, documents, pamphlets, advertisements, books, magazines, surveys, studies, computer programs, films, tapes, and/or sound reproductions. Ownership includes the right of copyright, patent, register and the ability to transfer these rights. Data which is delivered under the Agreement, but which does not originate therefrom, shall be transferred to the COURT with a nonexclusive, royalty free, irrevocable license to publish, translate, reproduce, deliver, perform, dispose of, and to authorize others to do so; Provided that such license shall be limited to the extent which the CONTRACTOR has a right to grant such a license. The CONTRACTOR shall exert all reasonable effort to advise the COURT. TREATMENT OF ASSETS A. Title to all property furnished by the COURT shall remain in the COURT. Title to all property furnished by the CONTRACTOR, for the cost of which the CONTRACTOR is entitled to be reimbursed as a direct item of cost under this Agreement, shall pass to and vests in the COURT upon delivery of such property by the CONTRACTOR. Title to other property, the cost of which is reimbursable to the CONTRACTOR under this Agreement, shall pass to and vest in the COURT upon: i. Issuance for use of such property in the performance of this Agreement, or; ii. Commencement of use of such property in the performance of this Agreement, or iii. Reimbursement of the cost thereof by the COURT in whole or in part, whichever first occurs. B. Any property of the COURT furnished to the CONTRACTOR shall, unless otherwise provided herein or approved by the COURT, be used only for the performance of this Agreement. c. The CONTRACTOR shall be responsible for any loss or damage to property of the COURT which results from the negligence of the CONTRACTOR or which results from the failure on the part of the CONTRACTOR to maintain and administer that property in accordance with sound management practices. D. Upon loss or destruction of, or damage to, any County property, the CONTRACTOR shall notify the COURT thereof and shall take all reasonable steps to protect that property from further damage. E. The CONTRACTOR shall surrender to the COURT all property of the COURT prior to .settlement upon completion, termination or cancellation of this Agreement. FAIL reference to the CONTRACTOR under this clause shall also include the CONTRACTORS employees, agents or Subcontractors. General Terms and Conditions Page - 2