HomeMy WebLinkAboutContracts & Agreements_184-2007_CCv0001.pdf AGREEMENT TO INSTALL PARTICULATE FILTERS
IN CONFORMANCE WITH CALIFORNIA AIR RESOURCE BOARD REQUIREMENTS
This agreement for the installation of particulate filters on heavy trucks ("Agreement") is
made and entered into this 16th day of October, 2007 ("Effective Date"), by and between the City
of Redlands, a municipal corporation("City") and Ironman Parts and Services ("Contractor")who
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 I - ENGAGEMENT OF CONTRACTOR
1.1 City hereby engages Contractor to install particulate filters on City trucks for compliance
with California Air Resource Board regulations at the City Corporate Yard (the"Services")
located at 1270 Park Avenue, Redlands, California.
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 contractors in the
industry providing like and similar types of services.
ARTICLE 2 - SERVICES OF CONTRACTOR
2.1 The 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.
2.2 Contractor shall comply with all applicable Federal, State and local laws and regulations in
the performance of this Agreement including, but not limited to, the Americans with
Disabilities Act and the Fair Employment and Housing Act.
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 will make provision for Contractor to enter upon City-owned property, as required by
City, to perform the Services.
3.3 City designates Gary Van Dorst, as City's representative with respect to performance of the
Services, and such person shall have the authority to transmit instructions., receive
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inforination, interpret and define City's policies and decisions with respect to performance
of the Services.
ARTICLE 4 - PERIOD OF SERVICE
4.1 Contractor shall perform the Services in a prompt and diligent manner, and in accordance
with the schedule set forth in Exhibit "B," entitled "Project Schedule."
ARTICLE 5 - PAYMENT AND NOTICE
5.1 As compensation for Contractor's performance of the Services,City shall pay Contractor on
a time and materials basis in accordance with the hourly rates and time estimates set forth
in Exhibit "C" entitled "Project Fee."
5.2 Payments by City to Contractor shall be made within thirty (30) days after receipt and
approval by City of Contractor's invoice, by warrant payable to Contractor. Invoices
shall be sent on a monthly basis.
5.3 All notices shall be given in writing by personal delivery or by mail. Notices, sent by
mail should be addressed as follows:
City: Gary Van Dorst, Solid Waste Manager
Municipal Utilities Department
PO Box 3005
Redlands, CA 921373
Contractor: Craig Phillips, President
Ironman Parts and Services
2535 Anselmo Drive
Corona, CA 92879
When so addressed, such notices shall be deemed given upon deposit in the United States Mail.
Changes may be made in the names and addresses of the person to who notices and payments are
to be given by giving notice pursuant to this section.
ARTICLE 6 - INSURANCE AND INDEMNIFICATION
6.1 All 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 pursuant to this
Agreement unless and until all required insurance listed below is obtained by Contractor.
Contractor shall direct its insurance City A ent/broker to provide with verification of
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insurance. Certificates of Insurance shall be forwarded to the City's Risk Management
Department. All insurance policies shall include a provision prohibiting cancellation of the
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policy except upon thirty(30) days prior written notice to City.
6.2 A. Contractor shall secure and maintain Workers' Compensation and Employer's
Liability insurance throughout the duration of this Agreement in an amount which meets the
statutory requirement with an insurance carrier acceptable to City. The insurance policy shall
include a provision prohibiting cancellation of said policy except upon thirty(30)days prior
written notice to City.
B. Contractor expressly waives all rights to subrogation against City,its elected officials,
officers and employees for losses arising from work performed by Contractor for City by
expressly waiving Contractor's immunity for injuries to Contractor's employees and agrees
that the obligation to indemnify, defend and hold harmless provided for in this Agreement
extends to any claim brought by or on behalf of any employee of Contractor. This waiver
is mutually negotiated by the Parties. This waiver shall not apply to any damage resulting
from the sole negligence of City,its agents and employees. To the extent any of the damages
referenced herein were caused by or resulted from the concurrent negligence of City, its
agents or employees,the obligations provided herein to indemnify,defend and hold harmless
are valid and enforceable only to the extent of the negligence of Contractor, its officers,
agents and employees.
6.3 Hold Harmless and Indemnification. Contractor shall indemnify,hold harmless and defend
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 act, omission or failure to act by Contractor, its officers,
employees and agents in perforining the Services.
6.4 Assigaiment. Contractor is expressly prohibited from assigning any of the Services without
the express written consent of City. In the event of mutual agreement between Parties to
assign a portion of the Services, Contractor shall add the assignee as an additional insured
and provide City with the insurance endorsements prior to the performance of any services
by the assignee. Assignment does not include printing or other customary reimbursable
expenses that may be provided in this Agreement.
6.5 Comprehensive General Liability Insurance. Contractor shall secure and maintain in force
throughout the duration of this Agreement 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 the
insurance policy shall include a provision prohibiting cancellation of said policy except upon
thirty (30) days prior written notice to City. Such insurance shall be primary and non-
contributing to any insurance or self-insurance maintained by City.
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6.6 Business Auto Liability Insurance. Contractor shall have business auto liability coverage,
with minimum limits of one million dollars (S 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 on the project,hired and non-owned vehicles,and employee
non-ownership vehicles. Such insurance shall be primary and non-contributing to any
insurance or self insurance maintained by City. City shall be named as an additional insured
and a certificate of liability insurance and endorsement shall be delivered to City prior to
commencement of the Services.
ARTICLE 7 - GENERAL CONSIDERATIONS
7.1 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 in-house counsel
of the Parties.
7.2 Contractor shall not assign any of the Services to be performed under this Agreement,except
with the prior written approval of City and in strict compliance with the terms, provisions
and conditions of this Agreement.
7.3 All documents, records, drawings, designs, cost estimates, electronic data files, databases,
and other documents developed by Contractor pursuant to this Agreement,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 will be at City's sole risk.
7.4 Contractor is for all purposes an independent contractor. Contractor shall supply all tools
and instrumentalities required to perform the Services. All personnel employed by
Contractor 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.
7.5 This Agreement may be terminated by City, in its sole discretion and without cause, by
providing five (5) business days prior written notice to Contractor (delivered by certified
mail, return receipt requested) of intent to terminate.
7.6 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.
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7.7 Upon receipt of a termination notice, Contractor shall immediately discontinue all services
affected, 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
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 required by this Agreement. Contractor shall be compensated on
a pro-rata basis for work completed up until notice of termination.
7.8 Contractor shall maintain books and accounts of all payroll costs and expenses related to the
Services. Such books shall be available at all reasonable times for examination by City at
the office of Contractor.
7.9 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. Any amendment to this Agreement shall be in writing,
approved by City and signed by City and Contractor.
7.10 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 City and Contractor have signed
in confirmation of this Agreement.
CITY OF REDLANDS IRONMAN TS AND SERVICES
By: By:_
/ion Harrison-, Mayor 6WPhi'll'ip PrLsident
I
Attest:
City Jerk
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AGREEMENT TO INSTALL PARTICULATE FILTERS
EXHIBIT A
SCOPE OF SERVICES
Services to be Provided:
1 Install particulate filters on City heavy trucks to meet CARB requirements of
Level 3-85% reduction in Particulate Matter and/or 25% NoX reduction as
needed.
2. DPF substrate must be of a Cordierite or Silicon Carbide material, with a
stainless steel body and end caps with quick coupling clamps.
3. Contractor must be able to supply Passive DPF or Electrically Regenerating
Active DPF, as needed.
4. An early warning back pressure monitor alert shall be installed in each unit.
5. Contractor shall certify that the filter installation and product shall carry CARB
verification and meet warranty standards for five years or 150,000 miles.
6. Contractor shall provide data testing as needed.
7. Contractor must have optional substrate cleaning service contract available, with
on site DPF cleaning and ash disposal service.
8. Contractor must have optional on line CARB record keeping service available.
9. Contractor must provide CARB required heat proof, water proof compliance
labels for vehicle door jam, in addition to manufacturer's product tags.
10. Contractor shall provide the City with training materials and presentations for
installation, operation and maintenance . DVD video training will be provided for
the maintenance unit.
11. Contractor shall utilize certified, factory technicians for installation of DPF
systems.
12. Contractor will provide the City of Redlands with a CARIB reporting tool in
electronic format and will provide an online reporting tool when it becomes
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available.
12. Contractor shall install the DPF systems at the City's Corporate Yard after 3:00
p.m. or weekends, as needed.
13. Contractor shall be able to provide technical assistance on an "as needed" basis
following installation. Technical assistance shall include advice and consultation
and warranty service work as needed.
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AGREEMENT TO INSTALL PARTICULATE FILTERS
EXHIBIT B
PROJECT SCHEDULE
First Assessment and Data Logging
29 vehicles - Assessments and installation of data logging equipment averages 30 minutes
per vehicle. Removal of data logging equipment average 15-20 minutes
2 weeks
Material Deliveries
Donaldson DPFs, Cleaire Horizons, and Cleaire Longview diesel particulate reduction
devices, applicable parts, and clamps/brackets. Shipping time averages 6-8 weeks
6-8 weeks
Installations (Labor and Miscellaneous Parts)
City of Redlands Corporate Yard via mobvile installation teams. Installation time varies
based upon product being installed
Donaldson DPF —Average installation time is 3-5 hours per vehicle
Cleaire Horizon—Average installation time is 14-18 hours per vehicle
Cleaire Longview—Average installation time is 16-24 hours per vehicle
Total— 16-20 weeks
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AGREEMENT TO INSTALL PARTICULATE FILTERS
EXHIBIT C
PROJECT FEE
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Cost of Service
Donaldson Donaldson Donaldson Donaldson Cleaire Cleaire Cleaire
Unit Application DPF<250HP & DPF <300HP& DPF <400HP& DPF <500HP & Horizon Longview J Longview K
No. Type <1450 CFM <1700 CFM <2000 CFM <2400 CFM (Up to 370 HP) (150-370 HP) HP)
801 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
802 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.4
1804 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
E 805 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065A2
---
806 Solid Waste $8,938-17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
m7 Solid Waste $8,938,17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
849 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
850 Solid Waste $8,938.17 $ 8,938.17 $ 9,976,99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
851 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
876 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
�
87 — Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065,42
859 Solid Waste $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
m 362 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
364 _? $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257,13 $23,065.42
366 Public,Utilit $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,-959.82 $20,257.13 $23,065.42
431 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065A2-
440 Public $8,938,17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
447 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
456 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 –$20,257.13 $ 23,065.42
471 Public Utilit $8,938.17 $ 8,938.17 $ 9,976.99 $11,821,42 $ 14,959.82 $20,257.13 $23,065.42
472 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $ 23,065.42
r64 8 1 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065A2
8
649 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
9
0
707 Public Utili!y $8,938.17 $ 8,938,17 $ 9,976.99 $11,821,42 $ 14,959M $20,257.13 $ 23,065,42
709 Pub $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257A3 $ 23,065.42
by�� $8,938.17 $ 14959.82 $20,257.13 $23,065.42
7 1 6 Pu $ 8,938.17 $ 9,976.99 $11,821.42
733 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257,13 $ 23,065.42
862 Public Utili $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42
890 Public Utility $8,938.17 $ 8,938.17 $ 9,976.99 $11,821.42 $ 14,959.82 $20,257.13 $23,065.42