Loading...
HomeMy WebLinkAboutContracts & Agreements_12-2019 AGREEMENT FOR NON PROFESSIONAL SERVICES This agreement for the provision of citrus care, harvest and maintenance ("Agreement") is made and entered in this 15th day of January, 2019 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and Larry Jacinto Farming, Inc ("Contractor"). City and Contractor 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 perform citrus care, harvest and maintenance services for the City's seventeen (17) individual citrus groves located at various sites throughout the City of Redlands services for an"as needed basis"(the "Services") 12 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 21 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 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, 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 17716 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 1 L 1ca1djmlAgreements\Non Prof Services Agreement Jacinto 2019 revised.doc 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 25 Contractor and its subcontractors shall comply with the provisions of Labor Code section 1776 regarding payroll records maintenance, certifications, retention and inspection 26 Contractor 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 -PERIOD OF SERVICE 3 1 Contractor shall commence the Services upon the effective date of this Agreement Contractor shall perform the Services in a prompt and diligent manner 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 (an "Extended Term"), 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 of any Extended Term ARTICLE 4 -PAYMENT AND NOTICE 41 The compensation for Contractor's performance of the Services shall not exceed the amount of four hundred forty five thousand, three hundred sixty Three ($445,363) for a period of one year after the Effective Date, with two additional one-year renewal options bringing the total to an amount not-to-exceed one million three hundred thirty six thousand eighty nine dollars ($1,336,089) per each year of service, billed in accordance with schedule of work and bid prices identified in Exhibit A"Scope of Services " 42 Subsequent payments 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 43 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, (n) 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 2 L.1ca1djm\Agreements\Non Prof Services Agreement Jacinto 2019 revised.doc City Contractor City Clerk Larry Jacinto, President City of Redlands Larry Jacinto Farming, Inc 35 Cajon Street 955 Wabash Avenue P O Box 3005 (mailing) Redlands, CA 92374 idonaldson@cityofredlands org 909-794-2151 Redlands, CA 92373 ARTICLE 5 - INSURANCE AND INDEMNIFICATION 51 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 52 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 53 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 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(30) days prior written notice to City A certificate of insurance and endorsements shall be delivered to City prior to commencement of the Services 3 L 1ca1djm\Agreements\Non Prof Services Agreement Jacinto 2019 revised doe 55 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 56 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 61 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 m- house counsel by a Party 62 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 63 This Agreement may be terminated by City, to its sole discretion, or by the Contractor by providing not less than thirty(30) days prior written notice to the other Party of its 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 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, summanes 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 64 Upon receipt of a termination notice, Contractor shall (1) promptly discontinue all work 4 L 1ca1djm\Agreements\Non Prof Services Agreement Jacinto 2019 revised.doc 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-rats basis for any work completed up until notice of termination 65 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. 66 This Agreement shall be governed by and construed in accordance with the laws of the State of California IN WITNESS WHEREOF, duly authorized representatives of the Parties have signed in confirmation of this Agreement CITY OF REDLANDS LARRY JAC]NT IN C "GL&_� \ Paul W Foster, Mayor L Jacm resident ATTEST e e Donaldson, City Clerk 5 L 1caldjm\Agreements\Non Prof Services Agreement Jacinto 2019 revised doc EXHIBIT "A" SCOPE OF SERVICES General Activity-Includes all Materials A Farm Management ! I packing house selection and administrative management B General Labor J Brown rot/frost control/ACP C Irrigation K Hedging and topping p Pre emergent Weed Spraying L Thrip spraying E Spot spray herbicide M Hand rig F Rodent control N Chemigation labor G Brush chopping O Tree skirting H Commericial fertilizer Grove Name Approx Type of Citrus Annual Maintenance Acres Lump Sum Amount 1 California 1 10 Grove 535 Valencia oranges $ 14,921.00 2 Nevada/Palmetto Grove#3 41 Valencia oranges $ 12,550.00 3 Fifth Street Grove 1064 Navel oranges 5 26,972 00 4 Granite Grove 2 66 2 1 acres of Valencia oranges 5 $ 7,807.00 acres of Navel oranges 5 Jacinto Memorial Grove 4.24 Navel oranges $ 15,232 00 6 Judson Grove 927 Valencia oranges $ 22,740.00 7 University Grove 2354 4 acres of Valenica oranges $ 64,105 00 16 9 acres Navel oranges 8 Mountain View grove 1392 Grapefruit $ 38,101.00 9 Lugonia grove 1825 Navel oranges $ 48,974.00 10 Mullin Memorial grove 8.81 4.81 acres of Valencia oranges $ 24419.00 4 acres of Grapefruit ' 11 Olive grove 3.71 Navel oranges $ 10,913.00 12 Prospect grove 2282 Navel oranges $ 59,638.00 13 Nevada/Palmetto Grove#2 49 Navel and Valencia oranges $ 13,915 00 14 Riverview grove 594 Navel oranges $ 19,772 00 15 Texas grove 14 7 5 acres of Valencia oranges $ 37,229 00 3 2 acres of Navel oranges 16 West Riverview grove 45 Washington Navel oranges $ 11,653.00 17 West Gateway/Best grove 7 Washington Navel oranges $ 16,422.00 17— Total Annual Lump Sum Amount for All Groves $ 445,363.00 Per unit cost information is for Additional Services as required "As Needed" Activity—Includes all materials Unit of Cost per unit of measure measure Tree removal Per tree S 60 00 Root rot/nematode/leaf analysis Per test $85 00 Tree replacement Per tree $70 00 Read thermometer—frost Per event S NA Start wind machine—frost Per Hour $NA Gas wind machine—frost Per Hour $NA Chainsaw Per Hour $50 00 Disci /mowing Discing/mowing Per Hour S 85 00 Weedeater(two man crew) Per Hour S 104 00 irrigation repair Per Hour S 28 50 Please list typical fertilizers used 1 Can 27 2 On 32 3 Lobi Urea 4 ZNM Please indicate typical rate of spread 300lbs/acre 10 gallacre, 10-50lb/acre Please list typical pesticideslherbicides used 1 Round-Up. 2 Movento 3 Danitol 4 Epi-mek Please indicate typical rate of spread Various Bidder's name here I nrry Jaanto Farmin EXHIBIT "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 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 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 §1861) I affirm that at all tames, 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 'ficate are and correct Larry Jacinto Farm , Inc Date 1/ Byz La J o, President