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HomeMy WebLinkAboutAgreements/Contracts - BOCC (002)K 19-047 * 7 PROFESSIONAL SERVICES AGREEMENT This contract is entered into by and between Grant County, Washington, d.b.a. The Commissioners Office (the Agency) and Jonathan Hoskins, Total Health Events, LLC (Contractor). Background: Per RCW 43.185C.210 the Agency is required to apply to the Washington State Quality Award (WSQA) program for an independent assessment of its quality management, accountability, and performance system, once every three years. 2. ScopelVature of Duties: Contractor agrees to provide written assessment per RCW 43.185C.210, Baldridge Excellence Builder and the WSQA/PENW Lite Application. 3. Effective Period: The contract is effective from April 1, 2019 through July 31, 2019. Written assessment shall be complete and delivered to Agency by June 14, 2019. 5. Termination for Convenience: Agency may, by written notice to the contractor, terminate this notice without cause. Agency must give notice of termination to the Contractor at least thirty (30) days prior to the effective date of termination. 7. Compensation: Agency will pay Contractor $2,000.00. The Agency will pay properly executed invoices within thirty (30) days from receipt. 9. Assignment, Transfer, and Subcontracting: Contractor shall not assign, transfer, or subcontract any portion of this contract without the express written consent of the Agency. 10. Professional Liability: Contractor must maintain professional liability insurance coverage adequate to cover such claims as may be caused by any act, omission, negligence of the Contractor, or its officers, agents, or representatives. Neither the Contractor nor its employees are employees of the Agency. 11. Hold Harmless/Indemnification: Each party shall be liable and responsible for the consequence of any negligent or wrongful act or failure to act on the part of itself and its employees. Neither party assumes responsibility to the other party for the consequences of any act or omission of any person, firm or corporation not a party to this Agreement. PROVIDED: Neither this Agreement or any content herein shall create an employer-employee or principal -agent relationship, and/or partnership or joint venture between the County and City. 13. Entire Agreement: This Agreement constitutes the full and complete understanding and agreement of the parties. Except as to future compensation adjustments which shall be agreed upon in writing, this Agreement supersedes all prior understanding and agreements, oral or in writing, and cannot be changed or terminated orally JONATHAN HOSKINS, PROFESSIONAL SERV10Es AGREEMENT Page] of 3 a I st (except as otherwise herein provided) and may be modified only by a written agreement signed by both parties. 14. Severability Clause: A declaration by any court or any other binding legal source that any provision of the contract is illegal and void shall not affect the legality and enforceability of any other provision of the contract, unless the provisions are mutually dependent. 15. Construction/Jurisdiction/Venue: This Agreement is governed by the laws of the State of Washington. In the event of any legal action arising pursuant to this Agreement, jurisdiction and venue shall be proper only in Grant County, Washington, and each party shall pay its own costs and attorney fees. 16. Waiver/Non-Waiver: The waiver by either party of any alleged or actual breach of any provisions of this Agreement shall not operate or be construed as a waiver of any subsequent or continuing breach. Waiver of any of the provisions of this Agreement may only be accomplished by reducing the same to writing and shall be effective only when signed by both parties. 17. Interpretation: Paragraph headings/titles are for the convenience of the parties only and shall norbe used in interpreting or construing any portion of this Agreement. This singular may include the plural or vice versa, and the masculine, feminine or neuter may include any one or all of the other genders where the context so requires. SIGNED:;Ox-- 14w-,-� JONAT OSKINS TOTAL HEALTH EVENTS Date: 3�tit /2d) 9 Approved this day of �i , 2019. BOARD OF COUNTY COMMISSIONERS GRANT COUNTY, WASHINGTON JONATHAN HOSKINS, PROFESSIONAL SERVICES AGREEMENT Page 2 of 3 ATT ST: /BA RA J. VASA*, L O HE BOARD Approved as to form: This tday of I 'la- t h . 2019 Kevin McCrae Deputy Prosecuting Attorney JONATHAN HOSKINS, PROFESSIONAL SERVICES AGREEMENT Page 3 of 3 j�