HomeMy WebLinkAboutContracts & Agreements_103-2012_CCv0001.pdf AGREEMENT TO PERFORM VETERINARIAN SERVICES
This agreement for the provision veterinary services and medical supplies("Agreement")
is made and entered in this P day of July, 2012 ("Effective Date"), by and between the City of
Redlands, a municipal corporation("City") and Highland Village Pet Hospital("Consultant").
City and Consultant are sometimes individually referred to herein as a"Party"and,together, as
the"Parties."In consideration of the mutual promises contained herein, City and Consultant
agree as follows:
ARTICLE I —ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide veterinary services and medical supplies for
City's Animal Shelter(the"Services").
1.2 The Services shall be performed by Consultant in a professional manner, and Consultant
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 consultants in the industry providing like and similar types of Services.
ARTICLE 2—SERVICES OF CONSULTANT
2.1 The specific Services that Consultant shall perform are to provide veterinary services and
medical supplies, including spay/neutering, on an as needed and requested basis by City
and as more particularly described in Exhibit"A,"which is attached hereto and
incorporated herein by reference.
2.2 Consultant shall comply with applicable federal, state and local laws and regulations in
the performance of this Agreement.
ARTICLE 3 —RESPONSIBILITIES OF CITY
3.1 City designates Lt. Travis Martinez 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 one year, commencing upon the Effective Date
of this Agreement
ARTICLE 5—PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services shall be in the
amount of OnaHundred Forty Five Thousand ($145,500) and shall be paid on a time and
materials basis,based upon the rates shown in Exhibit"A."
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5.2 Consultant shall submit monthly invoices to City describing the Services performed
during the preceding month. Consultant's invoices shall include a brief description of the
Services performed and the dates the Services were performed. City shall pay Consultant
no later than thirty(30) days after receipt and approval by City of Consultant's invoice.
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 Consultant
Lt. Travis Martinez, Police Lieutenant Han Yuhan,D.V.M.
City of Redlands Highland Village Pet Hospital
35 Cajon Street, Suite 15A 7257 Boulder Avenue
P.O. Box 3005 (mailing) Highland, CA 92346
Redlands, CA 92373
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 whom notices
and payments are to be given by giving notice pursuant to this section 5.3.
ARTICLE 6—INSURANCE AND INDEMNIFICATION
6.1 Insurance required by this Agreement shall be maintained by Consultant for the duration
of its performance of the Services. Consultant shall not perform any Services unless and
until the required insurance listed below is obtained by Consultant. Consultant 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.
6.2 Consultant shall secure and maintain Workers' Compensation and Employer's Liability
insurance throughout the duration of its performance of the Services in accordance with
the laws of the State of California,with an insurance carrier acceptable to City as
described in Exhibit"B," entitled"Workers' Compensation Insurance Certification,"
which is attached hereto and incorporated herein by this reference.
6.3 Consultant shall secure and maintain 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 and
such insurance shall be primary and non-contributing to any insurance or self-insurance
maintained by City.
6.4 Consultant shall have 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 Consultant owned vehicles
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used in connection with Consultant's provision of the Services,hired and non-owned
vehicles, and employee non-ownership vehicles. City shall be names as an additional
insured and such insurance shall be primary and non-contributing to any insurance or self
insurance maintained by City.
6.5 Consultant 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 and negligent act, omission or failure to act by Consultant, or its officers, employees
and agents in performing the Services.
ARTICLE 7—CONFLICTS OF INTEREST
7.1 Consultant 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 Consultant's Services. Consultant ftu-ther covenants and
represents that in the performance of its duties hereunder,no person having any such
interest shall perform any Services under this Agreement.
7.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make or participate in:
(i) the making or any City governmental decisions regarding approval of a
rate, rule or regulation, or the adoption or enforcement of laws;
(ii) the issuance, denial, suspension or revocation of City permits,licenses,
applications, certifications, approvals,orders or similar authorization or
entitlements;
(iii) authoring City to enter into, modify or renew a contract;
(iv) granting 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) granting City approval to a plan, design, report, study or similar item;
(vi) adopting,or granting 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.
7.3 In the event City officially determines that Consultant must disclose its financial
interests,Consultant shall complete and file a Fair Political Practices Commission Form
700, State of Economic Interests with the City Clerk's office pursuant to the written
instructions provided by the City Clerk.
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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 Consultant 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.
8.3 Consultant 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 Consultant or Consultant's employees, except as herein
set forth.Consultant shall supply necessary tools and instrumentalities required to
perform the Services. Assigned personnel employed by Consultant are for its account
only, and in no event shall Consultant 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. Consultant
shall have no authority, express by City for the account of,or on behalf of City.
Consultant shall have no authority, express or implied, to act on behalf of City in any
capacity whatsoever as an agent, nor shall Consultant have any authority, express or
implied,to bind City to any obligation.
8.4 Unless earlier terminated as provided for below,this Agreement shall terminate upon
completion and acceptance of the Services by City; provided, however this Agreement
may be terminated by either City or Consultant,by providing thirty(30)days prior
written notice to the other(delivered by certified mail,return receipt requested)of the
intent to terminate. If this Agreement is terminated by City, an adjustment to
Consultant's compensation shall be made,but(1) no amount shall be allowed for
anticipated profit or unperformed Services, and(2) any payment dude Consultant at the
time of termination may be adjusted to the extent of any additional costs to City
occasioned by any default by Consultant. Upon receipt of a termination notice from City,
Consultant shall immediately discontinue its provision of the Services. Consultant shall
be compensated on a pro-rata basis for Services completed up to the date of termination.
8.5 Consultant 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
Consultant pursuant o this Agreement. Such books shall be available at reasonable times
for examination by City at the office of Consultant.
8.6 This Agreement,including the Exhibit 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, an
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9093354773 Redlands Animal Shelter 11:24:49 a.m. 05-28-2012 6/7
amendment to this Agreement shall be in writing,approved by City and signed by City
and Consultant.
8.7 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 City and Consultant have signed
in confirmation of this Agreement.
CITY OF REDLANDS CONSULTANT
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By: By.-2��
V_�____ 7-'VPete Aguilar,Mayox Han Yuhan, D.V.M.
ATTEST:
Sam Irwin,C: �ilerlt
l'1tXAjMU4 11ft vinap Pet Hmpitat.d.lk t2.t c - +
HIGHLAND VILLAGE PET HOSPITAL
7257 BOULDER AVE.MWLAND,CA.9""
(909) 864-7387
Han YWwn D.V.11.C"John Cho D.V.M
Mon-Fri.Gann-bpm Sat Sam-1 pm
Proposal br REDLANDS ANNAAL SHELTER
VETERINARY SERVICE FOR 1 MONTH...................$125
VETERINARY TECHNXXW 5 DAYS A WEEK 6 HRS, ..$1& per hr
MEDICAL CASES...EXAMPLE 3 DAYS HOSP.TX....$79 FOR 3 DAYS OF TX
K-9 SPAYS 0-30$64 31-60$88 S1 75$99 76-100$134
K-9 NEUTERS 0-30$54 31.60$79 51-75$88 76-100$114
FELINE MUTER $33 FELINE SPAY $49
PERSCRIPTION DRUGS WILL BE AVAIALBE FOR YOUR FACILITY ' PON
,RECKIEST.
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9093354773 Redlands Animal Shelter 11:24:58 a.m. 06-28-2012 7/7
EXHIBIT r'B++
WOMR.S'COMPENSATION INSURANCE CER'T'IFICATION
FOR HIGHLAND VILLAGE AGE PET HOSPITAL
Every employer except the State, shall secure the-payment of compensation in one or more of the
following ways;
(a) By being insured agaiM liability to Pay compensation is one or more i1111MUr
duly
authosued to write compensation`
l� snatsraace in this State.
(b) By securing from the Director of Industrial Relations,a certificate of consent to self
mma#e,either as an individual empkyMar as onela
emp yer in a groom of employers,
which may be given upon firmshwg proof satisfacto to the
ry Director of Industrial
Relations of ability to self-insure and to pay any compensation that may dome due
to his or her employees.
I am aware of dire provisions of Section 3700 of the Labor
- hCode which requires every cenl?loya to
be Wsuted tit liability for Workers'Compensation or to undertake self insurance m
with the provisions of that Cade, and I will comply with incl► rovisiona before commencing mmencing the
performance of the work of this Agreement.{Labor Code§2862).
CONVERSE CONSULTANTS.
Han YNhan,D.V.M. /
Date.
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