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HomeMy WebLinkAboutContracts & Agreements_95-2018NPS 2 l (4118) AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES FOR EQUIPMENT AND SUPPLIES This agreement for the provision of Onsite FIeet Maintenance & Repair services ("Agreement") is made and entered in this 5th day of June, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and Southern California Fleet Services, Inc , ("Contractor") City and Contractor are sometimes individually referred to herein as a "Party" and, together, as "Parties " In consideration of the mutual promises contained herein, City and Contractor agree as follows ARTICLE I -- ENGAGEMENT OF CONTRACTOR 1 1 City hereby engages Contractor to perform Onsite Fleet Maintenance & Repair Services (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 ARTICLE 2 — SERVICES OF CONTRACTOR 21 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 22 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 32 City designates Chris Boatman, Quality of Life 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 ARTICLE 4 — PERFORMANCE OF SERVICES 41 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 42 The Term of this 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 Term of this Agreement by two (2) one-year additional terms (each, an "Extended Term"), I I 1ca\djrn\Agreemen1s\So Cal Fleet Services Non Professional Services Agreement -Equipment Supplies Services NPS -2 i doex NPS -2 1 (4118) on the same terms and conditions, by providing written notice to Contractor at least thirty (30) days prior to the expiration of the Initial Term or any Extended Term The Initial Term and the Extended Terms are hereby collectively, referred to herein as the "Term" of this Agreement ARTICLE 5 — PAYMENTS TO CONTRACTOR 5 1 The total annual compensation for Contractor's performance of the Services shall not exceed the amount of Eight Hundred Thirteen Thousand Dollars ($813,000) per twelve month consecutive period from and after the Effective Date of this Agreement, and a total to an amount of not -to -exceed Two Million Four Hundred Thirty Nine Thousand Dollars ($2,139,000) during the Term of this Agreement City shall pay Contractor on a time and materials basis up to the not to exceed amount in accordance with Exhibit "C" entitled "Cost Proposal'' attached hereto and incorporated herein by reference 52 Contractor shall submit bi-weekly invoices to City describing the Services performed during the preceding two-week period 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 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 City CIerk Tom Franchma, President City of Redlands Southern California Fleet Services, Inc 35 Capon Street 2855 Sampson Avenue P O Box 3005 (mailing) Colton, CA 92879 Redlands, CA 92373 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 61 The following insurance coverage 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 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 I IcaldjmlAgreements\So Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services NPS 2 1 docx NPS -2 1 (4118) A 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 execute and provide City with Exhibit "D" entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to performance of the Services B Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount 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 C Business Auto 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 62 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 or omission by, or the willful misconduct of, Contractor, or its officers, employees and agents in performing the Services ARTICLE 7 — CONFLICTS OF INTEREST 71 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 72 Contractor agrees it is not a designated employee within the meaning of the Political Reform Act because Contractor A Does not make a governmental decision whether to (i) approve a rate, rule or regulation, or adopt or enforce a City law, (11) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (iii) authorize 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, 3 11ca1djm\Agreements\So Cal Fleet Services Non -Professional Services Agreement Equipment Supplies Services.NPS 2 1 docx / NPS 2 1 (4118) (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 perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City officially determines 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 82 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 83 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 84 Contractor is for all purposes under this Agreement an independent contractor and shall perform 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 perform 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 85 This Agreement may be terminated by City, in its sole discretion, by providing not less than ten (10) days prior written notice to Contractor of City's intent to terminate If this Agreement is terminated by City, an adjustment to Contractor's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Contractor at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Contractor Upon receipt of a termination notice, Contractor shall immediately discontinue its provision of the Services 4 I IcaldjmlAgreements\So Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services NPS 2 1 docx NPS -2 1 (4118) 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 86 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 87 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 8 9 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have signed in confirmation of this Agreement CITY OF REDLANDS B h Paul W Foster, Mayor ATTEST Jea6 e Donaldson, City Clerk 11ca1djm1AgreementslSo Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services.NPS 2 1 docx NPS 2 1 (4118) EXHIBIT "A" SCOPE OF SERVICES Estimates for equipment repair are not to exceed the industry standard flat rate repair guidelines using sources such as, Chilton, Mitchell or All Data time Additional time and charges above and beyond guideline will not be accommodated unless previously approved in writing or email by an authorized City representative Southern California Fleet Services will dispose of used oils generated during the course of this agreement and will maintain all MSDS records and contingency plans for handling a spill or mishap Work areas will be kept clean at all times by Southern California Fleet Services employees Safety Checklist The listed items must be inspected, serviced and/or repaired at every PM interval Maintenance - Level A Service (PM -A) Perform all items listed every 3000 miles or four months, whichever occurs first, on all cars, light trucks (1 ton and below) vans utility vehicles, etc Exceptions from the PM work listed will be considered if approved by the City Representative 1 hts Hi h and Low Beams 9 Steerin and Sus ension Com onents 2 Indicator Lam 10 Windshield Wi ers and Washers 3 Lihts 11 Horn and/or Audible Warnin Devices Siren, etc 5 EHeadlig e Plate Li ht 12 All Interior and Exterior Mirrors 7 o Li hts 13 Exhaust Pi es and all Han er/Clam s 9 nals 14 Seat Belts 11 and 4 Wa Li hts 15 Window O eration and Door Locks 13 enc IParkin Break 16 Tire Pressure and Wear Maintenance - Level A Service (PM -A) Perform all items listed every 3000 miles or four months, whichever occurs first, on all cars, light trucks (1 ton and below) vans utility vehicles, etc Exceptions from the PM work listed will be considered if approved by the City Representative 1 Inspect service and repair all interior lights Inspect, service and refill fluid levels 2 a Coolant b Windshield Washer Solvent c Transmission d Differentials a Power Steering f Brake Fluids 3 Inspect, service and repair charginq system, battery terminals, cables and box 4 Inspect, service and repair heatin lair conditioning system 5 Inspect, service and repair frame, cross members and body joints 6 Inspect, service and repair the engine starting components and circuits 7 Inspect, service and repair drive train components 8 Inspect, service and repair any noted oil, fuel, coolant or other fluid leaks 9 Inspect, service and repair air emission filters and valves as needed 10 Inspect, service and repair drive belts, hoses and clamps 11 Inspect, service and repair all gauges for proper calibration and operation 12 Inspect, service, repair and lubricate all grease points on chassis, body, booms, hoists and winching mechanisms 13 Change engine oil and filter — products shall meet OEM specifications 14 Inspect, service and replace air filter as necessary 15 Inspect service repair/replace tires as necessary Replace at 3132 inch tread life 16 Inspect brakes, repair/*replace as necessary 6 1 IcaldjmlAgreementslSo Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services NPS 2 1 docx NPS 2 1 (4/18) Preventative Maintenance - Level B Service (PM -B) Perform item listed every 6, 000 miles or 8 months, whichever occurs first 1 Perform all items listed in PM A 2 Inspect, service and repair emissions s stems as required by original equipment manufacturer 3 Rotate and Balance all Tires -- check for wear and replace as appropriate 4 Scope engine and perform minor tune up as necessary 5 Inspect and service brake components as necessary *Note, !very brakejob shall Include complete new brake hardware kit and cleaning/repacking of wheel bearings Preventative Maintenance - Level C Service (PM -C) Perform items listed every 9,000 miles or 12 months, whichever occurs first I Perform all items listed in PM A and PM B 2 Inspect and service transmission, which includes but is not limited to adjustment, fluid and filter change as necessary and/or required by original equipment manufacturer 3 Perform front end alignment as well as inspect for work or broken components, replace as necemry 4 Drain flush and replace differential fluids 5 Drain, flush and replace engine coolant 6 Remove all wheels and inspect brakes, 'replace or repair as needed 7 Clean particulate diesel filters per OEM specifications 30,000 Mile Service Perform Items listed every 30, 000 miles 1 Perform a pressure check of the coolant system for leaks Drain coolant and perform black flush to system Replace coolant tihten all hose clamps and fittings 2 Change air and fuel filters 3 Perform a complete system check to include ignitionitiming, the charging voltage, charging amperage and the cranking amperage The results must be recorded on the PM checklist Dram the transmission fluid, replace the filter adjust the transmission bands and replace the pan gasket Fill transmission 4 with manufacturer required type and specified amount of transmission fluid Perform a road test to ensure fluid is circulated and bands are properly adjusted 5 Replace all spark plugs and wires, distributor cap and rotor PVC valve with new OEM or better quality parts Perform overhead service 6 Remove thermostat and gasket and replace with new OEM or better quality part 7 A road test shall be performed for each preventative service performed for diagnosing problems, checking the effectiveness of repairs and testing overall operation of the vehicle Technician to make recommendations as appropriate 8 Check tire pressure and condition Replace as appropriate 7 1 lcaldjmlAgreementslSo Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services NPS 2 1 doex NPS 2 1 (4118) EXHIBIT "B" PROTECT SCHEDULE Conduct Faciluty.Inspection Wednesday, June 6, 2018 Submit fire -Existing Deficiency Report to City Monday, June 11, 2018 Equip and Staff Facility.Wednesday, June 13, 2018 Begin Work Friday June 15, 2018 I 1ca1djm\Agreements\So Cal Fleet Services Non Professional Services Agreement Equipment Supplies Services.NPS 2 1 docx NPS 2 1 (4118) EXHIBIT "C" Cost Proposal TY 4 RFP QOL02142018KG Cost Proposal Labor & Materials Tiered Rates ldrninistrative fees $150 week Covers administrator assigned to ibis protect Eead techri6an—Administrative costs for coordinating work for cly crews will be billed at $7000 hr So Cal €legit cervices proposes to pay rent to the city of Redlands for use of the shop bays and office space So Cal Fleet Services will discount 1% of all laoor no is Note Southern California Fleet Services, lac has the capab-fity to decrease or increase the labor Turco at a moment's noLce giwr.g the ci^y flex bitity to meet opera =ant€ demards and also cut costs if the city teems the workload has decreased for any reason Tier 1 Techmc!ans dedica.ed to the shop in Redlands T`ts rate is for light -uty vahicl" and equipment indudirg preventative maintenance Tree shifts wsil conduct eveyday preventative maintenance on all nieces of equipment Anything outsid_ of Preventstrm A-ia!ntenarce and light duty repairs will fait under tier 2 Per tech cost $ 67 50 hr Tier 2 Covenng a I repairs on refuse trucks medium and heavy vehicles stationary equipment, one ire apparatus On call during busmes5 hours of 6:30am Spm If support needed Technicuins from aur Corona cffi-e will workout of move service truck a the the 2 rate Per tech cost $ 90 00 hr Annual costs Tier 1- Per Tech $ 67 50hr X 2,032 hrs = $137,1.60 00 Based on (21 techs working 40hrs a week for the length of the annual contract excluding recognized holidays Two dedicated technicians $137,160 x 2 = $274,320.00 Tier 2 - Lead technician labor and coordinating work for the city crews Lead technician labor 590hr x 1 782 hrs = $160,380 00 Lead technician administrative support $70hr x 2.50hrs =$ 17,500.00 Total annual lead tech cost $177,880.00 Based on lead technician assigned to Redlands equaling a 40hr work week Excluding recognized holidays 4� 9 1 1ca1djm\Agreements\So Cal Fleet Services Non -Professional Services Agreement Equipment Supplies Services NPS -2 1 doex NPS -2 1 (4118) Administrative Staff $250 00 per week x 52 weeks = $13,000 00 Materials / Parts I Sublets Total cost of Materials Parts Subcontractors, and Inspect€ons � $347,800 00 Parts markup Cost + 15% Subcontractor costs — Cost + 15% Tota Is Tier S ;eth�iciani R.) $274,320.00 liar 2 vxhaician $177,880.00 Parts&,Mate;ials $347,80000 Admin $13,00000 Protect cost annually $813,000.00 No annual rate escalation if/ 10 11ca1djmlAgrecments\So Cal Fleet Services Non Professional Services Agreement -Equipment Supplies Services.NPS 2 1 docx NPS 2 1 (4118) EXHIBIT "D" 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 I am are 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 performance of the work and activities required or permitted under this Agreement (Labor Code § 186 1) I affirm that at all times, in performing 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 Southei6Caforniyle t Servi s, Inc Date LOW President 11 I 1ca\djm\Agreements\So Cal Fleet Services Non -Professional Services Agreement Equipment Supplies Services.NPS-2 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