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HomeMy WebLinkAboutContracts & Agreements_145B-2018I\PS 2.2 (6/27/15) AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES FOR IMPROVEMENT TO PUBLIC BUILDINGS AND GROUNDS This agreement fol the provision of farming services ("Agreement") is made and entered in this 23rd day of July, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and TLC Landscape, Inc ("Contractor") City and Contractoi 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 1 — ENGAGEMENT OF CONTRACTOR I I City hereby engages Contractor to perform farming services at Community Facility District 2004-1 for City (the "Services") 12 The Services shall be performed by Contractoi in a professional mannei, and Contractoi 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 — RESPONSIBILITIES OF CONTRACTOR 21 The Services that Contractor shall perform are more particulaily described in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference 22 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, including 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 undertake the Services are on file at City's Municipal Utilities and Engineering Department, located at the Civic Center, 35 Capon Street, Suite 15A (Mailing P O Box 3005), Redlands, California 92373 23 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing wages that City may enforce such provisions by withholding payments to Contractoi or its subcontractors pursuant to Labor Code section 1771 6 24 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 1'ka\djnAAbgeementslTLC Landscape Farming Services Non -Prof Agree 2.2.doc NPS 2.2 (6127113) 25 Contractor and its subcontractors shall comply with the provisions of Labor Code section 1776 regarding payroll records maintenance, certifications, retention and inspection 26 Contractoi acknowledges that eight (8) hours constitutes a legal day's work pursuant to Labor Code section 1810 27 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 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 "A," entitled "Scope of Services " The Services shall commence on the Effective Date of this Agreement 42 The term of this Agreement shall be for a period of two years (2) years commencing as of the Effective Date of this Agreement, unless terminated earliei as provided herein ARTICLE 5 — PAYMENTS TO CONTRACTOR 5 1 The amlual compensation for Contractor's performance of the Services shall not exceed the amount of Twelve Thousand One Hundred Dollars ($12,120) per year, for a period of two years after the Effective Date, for a total amount not -to -exceed Twenty Four Thousand Two Hundred Forty Dollars ($24,240) City shall pay Contractor on a time and materials basis up to the not to exceed amount in accordance with Exhibit "A" entitled "Scope of Services" attached hereto and incorporated herein by reference 52 Contractoi shall subunit monthly invoices to City describing the Services performed during the preceding month Contractoi'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 (1) on the date of delivery in person, (ii) five (5) days after deposit in first class registered mail, with. 2 1 1caldjnAAgreements\TLC Landscape Farming Services Non Prof Agree 2 2.doc NPS -2.2 (6/27118) 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 City Clerk City of Redlands 35 Capon Street P O Box 3005 (mailing) Redlands, CA 92373 IdonaldsonC&cityofredlands org (909) 798-7531 Contractor Patrick Locke, President TLC Landscape Services, Inc 29321 San Timoteo Canyon Rd Redlands, CA 92373 pat ticlandscapes(a)gmail•com (951) 488-2553 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6 1 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 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 "B" 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 carvers 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 3 1 Icaldjm\Agreements\TLC Landscape Farming Services Non -Prof Agree 2 2.doc NPS 2.2 (6/27118) 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 of death to persons or damage to property occasioned by any negligent act of omission by, or the willful misconduct of, Contractor, of 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 of any other source of income, interest in real property or investment that would be affected in any manner or degree by the perfonnance of Contractor's Services Contractor further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perforin 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 (r) approve a rate, rule or regulation, or adopt or enforce a City law, (n) 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, (v) grant City approval to a plan, design, report, study of 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 Farr 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 I 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 4 1 IcaldjmlAgreements\TLC Landscape Farming Services Non -Prof Agree 2.2.doc NPS 2 2 (6127118) 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 Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement 83 Contractor is for all purposes undei 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 84 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) 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 rrninediately 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, 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 Services completed up to the date of termination 8 5 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 86 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 natters 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 7 This Agreement shall be governed by and construed in accordance with the laws of the State of California 5 11ca1djmlAgreements\TLC Landscape Fanning Services Non Prot Agree 2.2.doc NPS 2.2 (6/27118) 88 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 By. iV OL a41 McConnell, Assistant to the City Manager ATTEST e Donaldson, City Clerk TLC LANDSCAPE SERVICES, INC I3y Patrick Locke 6 I 1ca\djm\Agreemcnts\TLC Landscape Farming Services Non -Prof Agree 2.2.doc NPS 2,2 (5127113) EXHIBIT "A" SCOPE OF SERVICES Scope of Sey vices with task specific ditty i equv ements for Community Facilities District 2004-1 Citrus Belt Mainteizaime DEFINITIONS 1 Asian Citrus Psyllid —Treat for Asian Citrus Psyllid at least twice a year 2 Removal and Replacement of dead Citrus trees — Sick or dead trees must be removed and replaced as needed Irrigation Maintenance & Repair — Establish time settings and intervals of irrigation water application for each value of all irrigation zones pertaining to Citrus trees 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 of work done on damaged 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 or equal to match with the existing components specific to the location i e Hunter, Rain Bird, Superior, SCH 40 PVC fittings and pipe, etc Citrus trees are to be watered 24/48 hours every two to three weeks 4 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 5 Pest/Rodent 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 6 Citrus Tree Maintenance — Minimal pruning shall be done only to enhance natural growth Tree pruning shall be done by Citrus farmer Trimming shall be done per farming standards, including removal of suckers as needed 7 Fertilization — Fertilization will be conducted twice yearly unless otherwise directed by City staff 11ca1djmlAarecrnents\TLC Landscape Farming Services Non -Prof Agrce 2 2.doc Line items ❑iscavntTarms nadiscount Type ftom Godo UOM Qty Unit Price Section 1 I 'Treatrnenl of Asian Gbus Psyll.d (3 an= per ye9r1 each 3 X1200,0000 2 1mg.iLm T.=1aintenarce Y Repair (12 of 1 time per month) each 12 5240 0000 3 Weed Cc ilrel Chemical Tmalrr,ent Manual Removal (12 or 1 time a month) each 12 51600000 4 Post -Roc ant Control (12 or 1 Lme per imrnIli) each 12 $1600000 5 Citrus Treo Maintenance 11 L=rna per;ear# each 1 $1800.0000 6 Fcrtilir_attca 2 tmos per year (if mcludod in other I:ne item ind:cale 0) each 2 0 Subtotal Total 8 I= Icaldjrn�AgreementslTLC Landscape Famtin5 Services Non Prof Agree 2.2.doc NPS 2 2 (6127113) Line Total Discount Comment $3 60000007 S3=600 OC -00 $2 618 0 0 000 S2=8F30 Ck- O $1 920.0000 Si 920 COM $1 920.0000 S1 920 GCOD $1 81,10.0000 S1 800 OOCIO 0 a $12120.0©00 $12120.0000 $12,120=0000 $12.120.0000 NPs 2.2 (6t27/18) EXE IT "B" 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 fiumshing 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 —4/—I 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 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 TLC Landscape Services, Inc By Patrick Locke, President 9 1 1caldjm\Agreements\TLC Landscape Farming Services Non -Prof Agree 2.2.doc Date