HomeMy WebLinkAboutContracts & Agreements_192-2019 NPS-2 1 (08/2/19)
AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES
FOR EQUIPMENT AND SUPPLIES
This agreement for the provision of removal of dirt/materials spoils ("Agreement") is
made and entered in this 17th day of September, 2019 ("Effective Date"), by and between the
City of Redlands, a mumcipal corporation ("City") and C&V Equipment Rentals, 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 removal of dirt/materials spoils services for
City(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
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 mcluding, 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, Interim Municipal Utilities and Engineering 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
ARTICLE 4—PERFORMANCE OF SERVICES
4 1 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) additional one-year terms (each, 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 or any Extended Term
1
L 1ca\djm\Agreements\C&V Equipment Agreement.NPS-2 I.jn.doc
NPS 2 I (08/2/19)
The Initial Term and the Extended Terms are collectively referred to herein as the
"Term" 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 compensation for Contractor's performance of the Services shall not exceed the
amount of eighty one thousand two hundred fifty dollars ($81,250) for the Services
provided during the Initial Term Should this Agreement be renewed, the compensation
for Contractor's performance for the Services shall not exceed the amount of eighty one
thousand two hundred fifty dollars ($81,250) for the second Renewal Term, and eighty
one thousand two hundred fifty dollars ($81,250) for the third Renewal Term, bringing
the total possible amount of compensation to a not-to-exceed amount of two hundred
forty three thousand seven hundred fifty dollars ($243,750) For the Initial Term and each
Renewal Term, City shall pay Contractor on a time and materials basis up to the not to
not-to-exceed amount in accordance with the rates specified in Exhibit "B," entitled
"Price and Fee Bid," which is attached hereto and incorporated herein by reference
5 2 Contractor shall submit monthly invoices to City describing the Services performed
during the preceding month Contractor's invoices shall include a bnef descnption of the
Services performed, the dates the Services were performed, the number of hours spent
and by whom, and a descnption of reimbursable expenses related to the Services 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 m writing Any such notice shall be deemed delivered(i) on the date
of delivery m 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
City Contractor
City Clerk Conne Munoz, President
City of Redlands C &V Equipment Rentals, Inc
35 Cajon Street PO Box 862
P 0 Box 3005 (mailing) Yucaipa, CA 92399
Redlands, CA 92373 cv_equipment@yahoo com
jdonadlson@cityofredlands org (909) 795-9300
(909) 798-7531
2
L 1caldjmlAgreements\C&V Equipment Agreement.NPS-2 I jn.doc
NPS 2 1 (08/2/19)
ARTICLE 6—INSURANCE AND INDEMNIFICATION
6 1 The followmg 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"C"
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 camera 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 m 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 maintamed by City
6 2 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, mcludmg
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 performmg 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
3
L 1ca\dim\Agreements\C&V Equipment Agreement.NPS-2 1 in.doc
NPS-2 1 (08/2/19)
7 2 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,
(ii) issue, deny, suspend or revoke any City permit, license, application,
certification, approval, order or similar authorization or entitlement,
(in) 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 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 mdividual holding a
position specified m City's Conflict of Interest Code under Government Code section
87302
7 3 In the event City 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
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 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
8 3 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
4
L 1ca\djm1Agreements\C&V Equipment Agreement.NPS-2 I jn.doe
NPS-2 1 (08/2/19)
whatsoever as an agent, nor shall Contractor have any authority, express or implied, to
bind City to any obligation
8 4 This Agreement may be terminated by City, in its sole discretion, by providmg not less
than ten (10) days prior wntten notice to Contractor of City's intent to terminate If this
Agreement is termmated 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 teiiiuination 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 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
8 6 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 pnor 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 wntmg, 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
8 8 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
5
L Icaldjm\Agreements\C&V Equipment Agreement.NPS 2 1.n.doc
NPS-2 1 (08/2/19)
IN WITNESS WHEREOF, duly authonzed representatives of City and Contractor have signed
in confirmation of this Agreement
CITY OF REDLANDS C &V E MENT RE L C
By By •�
Denise Davis,Mayor Pro Tempore Conne Munoz, Pr sident
ATTEST
ic)4>24JI
Je e Donaldson, City Clerk
6
L.Icaldlm\Agreements\C&V Equipment Agreement.NPS-2 1 jn.doc
NPS-2 1 (08/2/19)
EXHIBIT "A"
SCOPE OF SERVICES
C & V Equipment Rentals shall remove, haul, and dispose of dirt spoils from various locations
within the City of Redlands on an as-needed basis Dirt spoils consist of but are not limited to
soils, rock, asphalt, and concrete
Need-by-need basis will be determined by the City
Contractor shall supply City with net weight of material by load and disposal site
The Contractor must supply all required equipment to perform Services
The Contractor shall possess the skill, licenses, and professional expertise necessary to provide
the Services to the City
The Contractor shall comply with all applicable federal, state, and local laws during the
performance of these specifications
7
L 1caldjmlAgreements\C&V Equipment Agreement.NPS 2 f in.doc
NPS-2 1 (08/2/19)
EXHIBIT "B"
PRICE AND FEE BID
-Item A. Description B. Estimated C. Price Per Total price
Quantity Load (BxC)
1 Removal of dirt spoils consisting of but
not limited to soils, rock, asphalt, and
concrete Price includes but not limited
to loading, removal, hauling, disposing, 250 loads $325 00 $81,250 00
permits, fees, fuel, surcharges, and any
other fee associated with the removal of
spoils from various locations within the
City of Redlands on an as-needed basis
TOTAL SUM BID $325 00 $81,250 00
8
L 1caldjmlAgreements\C&V Equipment Agreement,NPS-2 1.jn.doc
NPS-2 1 (08/2/19)
EXHIBIT "C"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation m one or more of
the following ways
(a) By being msured against liability to pay compensation by one or more insurers
duly authorized to write compensation insurance m 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
em 1 yer to be insured against liability for Workers' Compensation or to undertake self-
ins ance in accordance with the provisions of that Code, and I will comply with such provisions
before commencmg the performance of the work and activities required or permitted under this
Agreement (Labor Code §1861)
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-msure, or a certification of workers'
compensation insurance
I certify un penalty of perj under the laws of the State of California that the information
and repres t tions ma certificate are true and correct
T
ui m t nt s, c Date.
i/L0—
l 9
1 Co e Muno , resident
9
L 1caldjmlAgreements\C&V Equipment Agreement.NPS 2 1 in.doc