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HomeMy WebLinkAboutContracts & Agreements_175-2016 AGREEMENT FOR OFFICE EQUIPMENT INSTALLATION This agreement for the provision and installation of office furniture("Agreement") is made and entered into this 29th day of August, 2016 ("Effective Date"), by and between the City of Redlands, a municipal corporation("City"), and GIM Business Interiors ("Contractor"). City and Contractor are sometimes individually referred to herein as a "Party" and, together, as the "Parties." In consideration of the mutual promises contained herein, City and Contractor agree as follows: ARTICLE 1 - ENGAGEMENT OF CONTRACTOR 1.1 City hereby retains Contractor to supply and install office furniture at City's Municipal Utilities and Engineering offices located at 955 Parkford Drive, Redlands, CA 92373 (the "Services"). 1.2 Contractor and its subcontractors shall possess all appropriate State contractors' licenses required for the performance of the Services, and shall not be debarred pursuant to Labor Code sections 1777.1 and 1777.7. ARTICLE 2 - RESPONSIBILITIES OF CONTRACTOR 2.1 The specific Services which Contractor shall perform are more particularly described in Exhibit "A," entitled "Scope of Services" which is attached hereto and incorporated herein by this reference. 2.2 Contractor shall comply with all applicable federal, state and local laws and regulations in the performance of the Services including, but not limited, to all applicable Labor Code and prevailing wage laws and non-discrimination laws,and the Americans with Disabilities Act. Pursuant to Labor Code section 1773.2, copies of the prevailing rates of per diem wages as determined by the Director of the California Department of Industrial Relations for each craft, classification or type of worker needed to perform the Services are on file at City's Municipal Utilities and Engineering Department, located at the Civic Center, 35 Cajon Street, Suite 15A (Mailing: P.O. Box 3005), Redlands, California 92373. 2.3 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing wages that City may enforce such provisions by withholding payments to Contractor or its subcontractors pursuant to Labor Code section 1771.6. 2.4 If Contractor executes an agreement with a subcontractor to perform any portion of the Services, Contractor shall comply with Labor Code sections 1775 and 1777.7, and shall provide the subcontractor with copies of the provisions of Labor Code sections 1771, 1775, 1776, 1777.5, 1813 and 1815. Contractor acknowledges that the statutory provisions establishing penalties for failure to comply with state wage and hour laws and to pay prevailing wages may be enforced by City pursuant to Labor Code sections 1775 and 1813. I:1ca1djmlAgreements\0M Business Interiors Agreement IAAWC.docx 1 2.5 Contractor and its subcontractors shall comply with the provisions of Labor Code section 1776 regarding payroll records maintenance, certifications, retention and inspection. 2.6 Contractor acknowledges that eight (8) hours constitutes a legal day's work pursuant to Labor Code section 1810. 2.7 Contractor shall comply with the provisions of Labor Code section 1777.5 as to apprenticeships, and Labor Code sections 1771, 1775, 1776, 1777.5, 1813 and 1815. 2.8 Contractor shall guarantee the Services against defective materials or workmanship for a period of(1)year from the date of City's issuance of a Notice of Completion for the Services, except where longer warranty periods are specifically provided by manufacturer of equipment installed in connection with the provision of the Services. During the (1) one year warranty period, should Contractor fail to remedy defective material and/or workmanship, or to make replacements within five (5)days after written notice by City,it is agreed that City may make such repairs and replacement and the actual cost of the required labor and materials shall be chargeable to and payable by Contractor or his surety. All work which has been rejected by City, small be remedied,or removed and replaced by the Contractor at its own expense. Any defective material or workmanship which may be discovered before final acceptance of the Services or within(1)one year from the completion date specified in the Notice of Completion, shall be corrected immediately by Contractor at its own expense notwithstanding that such defects may have been overlooked in previous inspections and estimates. Failure to inspect work at any stage shall not relieve the Contractor from any obligation to perform sound and reliable work as herein described. It is Contractor's responsibility to deliver at the time of final acceptance a completed project that complies in all details with this Agreement. City will endeavor to locate any errors or defective materials or workmanship and call them to the attention of Contractor prior to subsequent work being performed. However, City is under no obligation to do so and shall not be held liable because errors or defective material or workmanship by Contractor are not discovered prior to subsequent work. Nothing in this section shall be construed to limit the rights of City to immediately correct conditions which may be unsafe or which may pose a public health nuisance. Should said conditions later be found to be caused by defective material and/or workmanship, Contractor and its surety shall reimburse City for costs reasonably incurred while attending the situation. ARTICLE 3 - PERIOD OF SERVICE 3.1 Contractor shall commence the Services upon City's delivery to Contractor of a written "Notice to Proceed." 3.2 Contractor shall complete the Services within ninety (90) calendar days from and after the date of the City's issuance to Contractor of the Notice to Proceed. I:IcaldjmlAgreements\GM Business Interiors Agreement HAWC.doex 2 ARTICLE 4 -PAYMENT AND NOTICE 4.1 City shall pay Contractor the sum of Nine Thousand One Hundred Six Dollars and Thirty Five Cents ($9,106.35) as complete compensation for the Services. 4.2 Payment by City to Contractor shall be made within thirty (30) days after City's receipt and approval of Contractor's invoice, by warrant payable to Contractor. 4.3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii)five(5)days after deposit in first class registered mail,with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv)on the date sent by facsimile,if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section: City: Contractor: Chris Diggs Steve Easley Municipal Utilities and Engineering President/CEO City of Redlands G/M Business Interiors 35 Cajon Street, Suite 15A 1099 W. La Cadena Drive P.O. Box 3005 (mailing) Riverside, CA 92501 Redlands, CA 92373 ARTICLE 5 - INSURANCE AND INDEMNIFICATION 5.1 All insurance required by this Agreement shall be maintained by Contractor throughout Contractor's performance of the Services, and shall be primary with respect to City and non-contributing to any insurance or self-insurance maintained by City. 5.2 Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Contractor is self-insured or exempt from the workers' compensation laws of the State of California. Contractor shall provide City with Exhibit `B," entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to occupancy of the Premises. 5.3 Contractor shall secure and maintain in force throughout its performance of the Services comprehensive general liability insurance, with carriers acceptable to City, with minimum coverage of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000)aggregate for public liability,property damage and personal injury. City shall be named as an additional insured and the insurance policy shall include a provision I:1ca\djmlAgreements\GM Business Interiors Agreement I-IAWC.docx 3 prohibiting modification of coverage limits or cancellation of the policy except upon thirty (30)days prior written notice to City. A certificate of insurance and endorsements shall be delivered to City prior to commencement of the Services. 5.4 Contractor shall secure and maintain in force throughout its performance of the Services business automobile liability coverage, with minimum limits of One Million Dollars ($1.,000,000)per occurrence, combined single limit for bodily injury liability and property damage liability. This coverage shall include all Contractor owned vehicles used for the Services,hired and non-owned vehicles,and employee non-ownership vehicles. City shall be named as an additional insured and the insurance policy shall include a provision prohibiting modification of coverage limits or cancellation of the policy except upon thirty (3 0)days prior written notice to City. A certificate of insurance and endorsements shall be delivered to City prior to commencement of the Services. 5.5 Contractor shall indemnify, hold harmless and defend City and its elected officials, employees and agents from and against any and all claims, losses and liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent or intentionally wrongful act or omission of Contractor, and its officers, employees and agents, in performing the Services. 5.6 Contractor is expressly prohibited from assigning any of the work associated with the Services without the prior written consent of City. In the event of agreement by the Parties to assign a portion of the Services, Contractor shall add the assignee as an additional insured to its insurance policies and provide City with the insurance endorsements prior to any work being performed by the assignee. Assignment does not include printing or other customary reimbursable expenses that may be provided for in this Agreement. ARTICLE 6 - GENERAL CONSIDERATIONS 6.1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to recover its reasonable attorneys' fees, including fees for the use of in-house counsel by a Party. 6.2 All documents, records, drawings, electronic data files and data base, photographic prints and negatives, designs and specifications, cost estimates, and other documents developed by Contractor for the Services shall become the property of City and shall be delivered to City upon completion of the Services. 6.3 Contractor is, for all purposes under this Agreement, an independent contractor with respect to the performance of the Services and not an employee of City. All personnel employed by Contractor to perform the Services are for its account only, and in no Event shall Contractor or any personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of, City. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the Parties. L:caldjmlAgreements\GM Business Interiors Agreement HAWC.doex 4 6.4 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion and acceptance of the Project by City. 6.5 City may terminate this Agreement for any reason, at any time at its sole discretion, upon two (2) calendar days prior written notice to Contractor. 6.6 Upon receipt of a termination notice, Contractor shall (1) promptly discontinue all work associated with the Services and (2) deliver or otherwise make available to City, copies of any data, design calculations, drawings, specifications, reports, estimates, summaries, and such other information and materials as may have been accumulated by Contractor in performing the Services. Contractor shall be compensated on a pro-rata basis for any work completed up until notice of termination. 6.7 This Agreement, including the exhibits incorporated by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein and any prior negotiations, proposals and agreements relating to the subject matter hereof are superseded by this Agreement. Any amendment to this Agreement shall be in writing and approved by City and Contractor. 6.8 This Agreement shall be governed by and construed in accordance with the laws of the State of California. 1:1ca\djm\Agreements\GM Business Interiors Agreement I-IAWC.doex 5 IN WITNESS WHEREOF, duly authorized representatives of the Parties have signed in confirmation of this Agreement. CITY OF REDLANDS G/M SINFSS T TERTORS By Tina Kundig, Finance Director Steve Easley, President/CEO ATTEST: ;71 Sam Irwi"'n"', 6ty Clerk L\ca\dJm\A Weenients\GM Business Interiors Agreement HAWC.don 6 EXHIBIT "A" Scope of Services Per the detailed item lists and diagrams below, Contractor will: 1. Supply and install: a. Nine (9) EA Herman Miller Canvas on Wall Strips desks with Pelican Drawers b. Nine (9) EA Sit On It TR2 task chairs 2. Mount existing 48X96 white board 7