HomeMy WebLinkAboutContracts & Agreements_240-2015 AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES
This agreement for the provision of landscape maintenance services for the City of
Redlands' landscape maintenance districts ("Agreement") is made and entered in this 3rd day of
December, 2015 ("Effective Date"), by and between the City of Redlands, a municipal
corporation ("City)" and TLC Landscape Services, Inc. ("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 engages Contractor to perform landscape maintenance services for City's
landscape maintenance districts (the "Services").
1.2 The Services shall be performed by Contractor in a professional manner, and Contractor
represents that it has the skill and the professional expertise necessary to provide the
Services to City at a level of competency presently maintained by other practicing
professional Contractors in the industry providing like and similar types of Services.
1.3 The teen of the Agreement shall be for a period of one (1) year from the Effective Date
of this Agreement (the "Initial Term"). The City shall have the option to extend the
Initial Tenn of this Agreement by two (2) one-year additional terms (an "Extended
Tenn"), on the same terms and conditions hereof, by providing written notice to
Contractor at least thirty (30) days prior to the expiration of the Initial Term or any
Extended Tenn.
ARTICLE 2— SERVICES OF CONTRACTOR
2.1 The Services that Contractor shall perform are more particularly described in Exhibit
"A," entitled "Scope of Services," which is attached hereto and incorporated herein by
reference.
2.2 Contractor shall comply with applicable federal, state and local laws and regulations in
the performance of this agreement including, but not limited to State prevailing wage
laws.
ARTICLE 3 —RESPONSIBILITIES OF CITY
3.1 City shall make available to Contractor information in its possession that may assist
Contractor in performing the Services.
3.2 City designates Chris Boatman, City's Quality of Life Department Director, as City's
representative with respect to performance of the Services, and such person shall have the
authority to transmit instructions, receive information, interpret and define City's policies
and decisions with respect to performance of the Services.
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ARTICLE 4—PERFORMANCE OF SERVICES
4.1 Contractor shall perform and complete the Services in a prompt and diligent manner in
accordance with the schedule set forth in Exhibit "B," entitled "Project Schedule," which
is attached hereto and incorporated herein by reference. The Services shall commence
within ten (10) days of the Effective Date of this Agreement.
4.2 If Contractor's Services include deliverable electronic visual presentation materials, such
materials shall be delivered in a form, and made available to the City, consistent with
City Council adopted policy for the same. It shall be the obligation of Contractor to
obtain a copy of such policy from City Staff.
ARTICLE 5 —PAYMENTS TO CONTRACTOR
5.1 The total compensation for Contractor's performance of the Services shall be in the
arnount of not to exceed Twenty Nine Thousand Eight Hundred Ninety Two Dollars
($29,$92.00) over a three (3) year period, or Nine Thousand Nine Hundred Sixty Four
Dollars ($9964.00) annually.
5.2 Contractor shall submit monthly invoices to City describing the Services performed
during the preceding month. Contractor's invoices shall include a brief description of the
Services performed, the dates the Services were performed, the number of hours spent
and by whom, and a description of reimbursable expenses related to the project. City
shall pay Contractor no later than thirty (30) days after receipt and approval by City of
Contractor's invoice.
5.3 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 frilly 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
Christopher Boatman Patrick L. Locke
Director, Quality of Life Department President
City of Redlands TLC Landscape Services, Inc.
35 Cajon Street, Suite 200 29321 San Timoteo Cyn. Road
P.O. Box 3005 (mailing) Redlands, CA 92373
Redlands, CA 92373
ARTICLE 6 — INSURANCE AND INDEMNIFICATION
6.1 Insurance required by this Agreement shall be maintained by Contractor for the duration
of its performance of the Services. Contractor shall not perform any Services unless and
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until. the required insurance listed below is obtained by Contractor. Contractor shall
provide City with certificates of insurance and endorsements evidencing such insurance
prior to commencement of the Services. Insurance policies shall include a provision
prohibiting cancellation or modification of the policy except upon thirty (30) days prior
written notice to City.
6.2 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 Consultant is self-insured or exempt from the workers' compensation laws of
the State of California. Consultant shall provide City with Exhibit "C," entitled
"Workers' Compensation Insurance Certification," which is attached hereto and
incorporated herein by this reference.
6.3 Contractor shall secure and (maintain comprehensive general liability insurance with
carriers acceptable to City. 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 is required. City shall be named as an additional insured and
such insurance shall be primary and non-contributing to any insurance or self-insurance
maintained by City.
6.4 Contractor shall secure and maintain business automobile liability coverage, with
minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single
limit bodily injury liability and property damage liability. This coverage shall include all
Contractor owned vehicles used in connection with Contractor's provision of the
Services, hired and non-owned vehicles, and employee non-ownership vehicles. City
shall be named as an additional insured and such insurance shall be primary and non-
contributing to any insurance or self insurance maintained by City.
6.5 Contractor shall defend, indemnify and hold harmless City and its elected officials,
employees and agents from and against any and all claims, losses or liability, including
attorneys' fees, arising from injury or death to persons or damage to property occasioned
by any negligent act, omission or failure to act by Contractor, or its officers, employees
and agents in performing the Services.
ARTICLE 7—CONFLICTS OF INTEREST
7.1 Contractor covenants and represents that it does not have any investment or interest in
any real property that may be the subject of this Agreement or any other source of
income, interest in real property or investment that would be affected in any manner or
degree by the performance of Contractor's Services. Contractor further covenants and
represents that in the performance of its duties hereunder, no person having any such
interest shall perform any Services under this Agreement.
7.2 Contractor agrees it is not a designated employee within the meaning of the Political
Refonm Act because Contractor:
A. Does not snake a governmental decision whether to:
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(i) approve a rate, rule or regulation, or adopt or enforce a City law;
(ii) issue, deny, suspend or revoke any City permit, license, application,
certification, approval, order or similar authorization or entitlement;
(iii) authorize the City to enter into, modify or renew a contract;
(iv) grant City approval to a contract that requires City approval and to which
City is a party, or to the specifications for such a contract;
(v) grant City approval to a plan, design, report, study or similar item;
(vi) adopt or grant City approval of, policies, standards or guidelines for City
or for any subdivision thereof.
B. Does not serve in a staff capacity with City and, in that capacity, participate in
making a governmental decision or otherwise perforin the same or substantially the
same duties for City that would otherwise be perfonned by an individual holding a
position specified in City's Conflict of Interest Code under Government Code section
87302.
7.3 • In the event City detennines that Contractor must disclose its financial interests,
Contractor shall complete and file a Fair Political Practices Commission Form 700,
Statement of Economic Interests, with the City Clerk's office pursuant to the written
instructions provided by the City Clerk.
ARTICLE 8 —GENERAL CONSIDERATIONS
8.1 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 the recovery of its reasonable attorneys' fees, including fees for the
use of in-house counsel by a Party.
8.2 Contractor shall not assign any of the Services, except with the prior written approval of
City and in strict compliance with the terms and conditions of this Agreement.
8.3 Records, drawings, designs, cost estimates, electronic data files, databases and any other
documents developed by Contractor in connection with its performance of the Services,
and any copyright interest in such documents, shall become the property of City and shall
be delivered to City upon completion of the Services, or upon the request of City. Any
reuse of such documents, and any use of incomplete documents, shall be at City's sole
risk.
8.4 Contractor is for all purposes under this Agreement an independent contractor and shall
perforin the Services as an independent contractor. Neither City nor of its agents shall
have control over the conduct of Contractor or Contractor's employees, except as herein
set forth. Contractor shall supply all necessary tools and instrumentalities required to
perforin the Services. Assigned personnel employed by Contractor are for its account
only, and in no event shall Contractor or 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. Contractor
shall have no authority, express or implied, to act on behalf of City in any capacity
whatsoever as an agent, nor shall Contractor have any authority, express or implied, to
bind City to any obligation.
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8.5 Unless earlier tenninated as provided for below, this Agreement shall tenninate upon
completion and acceptance of the Services by City; provided, however, this Agreement
may be tenninated by City, in its sole discretion, by providing not less than ten (10) days
prior written notice to Contractor (delivered by certified mail, return receipt requested) of
City's intent to terminate. If this Agreement is tenninated by City, an adjustment to
Contractor's compensation shall be made, but (1) no amount shall be allowed for
anticipated profit or unperfonned Services, and (2) any payment due Contractor at the
time of tennination may be adjusted to the extent of any additional costs to City
occasioned by any default by Contractor. Upon receipt of a tennination notice, Contractor
shall immediately discontinue its provision of the Services and, within five (5) days of
the date of the termination notice, deliver or otherwise make available to City, copies (in
both hard copy and electronic form, where applicable) of project related data, drawings,
specifications, reports, 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 Services completed up to the date of termination.
8.6 Contractor shall maintain books, ledgers, invoices, accounts and other records and
documents evidencing costs and expenses related to the Services for a period of three (3)
years, or for any longer period required by law, from the date of final payment to
Contractor pursuant to this Agreement. Such books shall be available at reasonable times
for examination by City at the office of Contractor.
8.7 This Agreement, including the Exhibits incorporated herein by reference, represents the
entire agreement and understanding between the Parties as to the matters contained
herein, and any prior negotiations, written proposals or verbal agreements relating to such
matters are superseded by this Agreement. Except as otherwise provided for herein, any
amendment to this Agreement shall be in writing, approved by City and signed by City
and Contractor.
8.8 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
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IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have signed
in confinnation of this Agreement.
CITY OF REDLANDS TLC LANDSCAPE SERVICES, INC.
By: �. By:
Tina Kundig, Finance Director Patrick L. Locke, President
ATTEST:
,r
Sam Irwi , Ci y Clerk
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EXHIBIT "A"
Scope of Sei-vices with task specific ditty F•equirejnet7ts for-each Latuiscape Maintenance District,
DEFINITIONS
1. TURF GRASS MOWING
Mowing height for all turf grass areas shall be no less than 1.5" and shall not exceed 2.5" during the months of
November to April. Through the months of May to October turf grass shall be snowed at a height of 3.5" to 4.5 ".
The turf shall be cut at a uniform height leaving no scalping or uneven cuts. Trash and debris shall be cleaned up
prior to each mowing.
2. TURF GRASS EDGING&TRIMMING
All areas in need of edging such as turf grass, ground cover, small shrubs. etc. shall be mechanically edged as
specified in the service schedule. Trimming shall be performed around all road signs, park posts, trees, shrubs,
utility posts, fencing,and all other obstacles taking special care to not cause any damage. Grass shall be trimmed at
a height corresponding with specifications determined by the mowing schedule.
3. SHRUB/VINE MAINTENANCE
All shrubbery and/or vines shall be pruned to maintain a proper size in relationship to adjacent plantings and
intended functions. All vines growing on walls or fencing shall be kept at a minimum of 8"below the top edge.
4. BLOW/SWEEP CURB,GUTTER HARDSCAPE
All hardscape areas including curb and gutter shall be swept and/or blown clean.
5. IRRIGATION MAINTENANCE&REPAIR
Establish time settings and intervals of irrigation water application for each value of all irrigation zones pertaining to
each location. Make changes when necessary to correspond to variable seasons and or climate changes. Check for
coverage and plugged heads. Correct conditions of over or under watering as may be determined by scheduled
visits. Repair and/or replacement for any work done on damaged and/or missing irrigation parts exceeding a cost of
$500.00 shall be submitted to the City of Redlands Quality of Life Department for approval prior to work being
done or parts being purchased. Any replacement parts pertaining to the irrigation system shall be the same make to
match with existing components specific to the location; i.e. Hunter, Rain Bird, Superior, Sch 40 PVC fittings and
pipe, etc.
5. WEED CONTROL(CHEMICAL TREATMENT.,MANUAL REMOVAL)
The contractor shall monitor and provide continuous weed control and shall take timely measures to treat them with
appropriate herbicide application. Applicator shall take appropriate measures and precautions while applying
various pesticides and/or herbicides to meet with all county rules and regulations.
7. PEST CONTROL
Contractor shall monitor and provide rodent and pest control primarily for gopher and ground squirrel abatement.
Contractor shall use Fumitoxin or Strychnine to effectively treat all pest/rodent infestation problems.
8. TREE MAINTENANCE
Minimal pruning shall be done only to enhance natural growth. Tree pruning shall be done by a licensed contractor
with the appropriate certifications for pruning. Trimming shall be done per the City of Redlands standards. Fallen
limbs and other such tree care emergencies shall be done on an as needed basis.
4.TRASH&DEBRIS REMOVAL
Trash, leaves,debris,and any other foreign objects shall be removed and disposed of appropriately.
10. FERTILIZATION &AERATION
Fertilization and Aeration will be conducted using 15-15-1.5 twice yearly unless otherwise directed by City Staff.
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EXHIBIT "B"
Schedule of Services for LMD
Receive Purchase Order from the City December 15, 2015
Begin Servicing LMD's December 16, 2015
District I Original A December 17, 2015
District 1 Original B December 18, 2015
District I Original C December 21, 2015
District I Annexation 2 December 22, 2015
District 1 Annexation 6E December 22, 2015
District I Annexation 4-W December 23, 2015
District 1 Annexation I and 1B December 23-, 2-0-15 ----1
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EXHIBIT "C"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of
the following ways:
(a) By being insured against liability to pay compensation by one or more insurers
duly authorized to write compensation insurance in this State.
(b) By securing from the Director of Industrial Relations, a certificate of consent to
self-insure, either as an individual employer, or as one employer in a group of
employers, which may be given upon furnishing proof satisfactory to the Director
of Industrial Relations of ability to self-insure and to pay any compensation that
may become due to his or her employees.
CHECK ONE
VI am aware of the provisions of Section 3700 of the Labor Code which requires every
employer to be insured against liability for Workers' Compensation or to undertake self-
insurance in accordance with the provisions of that Code, and I will comply with such provisions
before commencing the perfonnance of the work and activities required or permitted under this
Agreement. (Labor Code §1861).
I affinn that at all tunes, in perfonning the work and activities required or permitted under
this Agreement, I shall not employ any person in any manner such that I become subject to the
workers' compensation laws of California. However, at any time, if I employ any person such
that I become subject to the workers' compensation laws of California, immediately I shall
provide the City with a certificate of consent to self-insure, or a certification of workers'
compensation insurance.
I certify under penalty of perjury under the laws of the State of California that the information
and representations made in this certificate are true and correct.
TLC Landscape Services, Inc. Date:
By:
Patrick L. Locke, President
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