HomeMy WebLinkAboutContracts & Agreements_38-2014_CCv0001.pdf AGRFENIENT FOR WATER VALVE REPLACEMENTS
'Phis agreement for Hinckley Water "Treatment Plant Valve Replacements ("Agreement") is made
and entered into this I' day of April, 2014 (-Effective Date"), by and between the City of Redlands, a
municipal corporation ("City"'), and R & B Automation (-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 I - ENGAGEMENI'OF CONTRACTOR
1.1 City hereby retains Contractor to perform Hinckley Water "Treatment Plant Valve Replacements
(the "Services") at the Hinckley Water -freatment Plant in the City of Redlands as set forth in
Exhibit"A."attached hereto and incorporated herein by reference.
1.2 Contractor and its subcontractors shall possess all appropriate State contractors' licenses required
for the work to be performed in connection with the performance of the well testing work-, and
shall not be debarred pursuant to Labor Code sections 1777.1 and 1777,7.
ARTICLE 2 - RESPONSIBILILIES OF CONTRACTOR
2.1 'I'he specific Services which Contractor shall perform are more particularly described in Exhibit
-A," 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 the Services including, but not limited. to all applicable Labor Code and
prevailing wage laws and non-discrimination lavvs. including the Americans with Disabilities
Act. Pursuant to Labor Code section 1773.2, copies of the prevailing rates of per them 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 5
Jtilities and Engineering Department, located at the Civic Center, 35 Cajon Street. Suite 14')A
(Mailing: P.O. Box 3005). Redlands. California 92373.
23 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing
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that City may enforce such provisions by withholding payments to Contractor or its
subcontractors pursuant to Labor Code section 1771.6.
2.4 If Contractor executes an agreement with a subcontractor to perform any portion of the Services.
Contractor shall comply with Labor Code sections 1775 and 17/77.7, and shall provide the
subcontractor with copies of the provisions of Labor Code sections 1771, 17715, 1776, 1 777,5,
1813 and 1815. Contractor acknowledges that the statutory provision,-, establishing penalties for
failure to comply with state wage and hour laws and to pay prevailing w°ages
may be enforced by
City-pursuant to Labor Code sections 1775 and 1813.
Contractor and its subcontractors shall comply with the provisions of Labor Code section 1776
regarding payroll records maintenance, certifications. retention and inspection.
2.6 Contractor acknowledges that eight (8) hours constitutes a legal day's work pursuant to Labor
Code section 1810.
2.7 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.
2.8 Contractor shall guarantee the Services against defective materials or workmanship for a period of
one (1) year from the date of completion. Any defective material or workmanship which may be
discovered within such year shall be corrected immediately by Contractor at its own expense. City
will endeavor to locate any errors or defective materials or workmanship and call them to the
attention of Contractor prior to subsequent work being performed. However, City is under no
obligation to do so and shall not be held liable because errors or defective material or workmanship
by Contractor are not discovered prior to subsequent work. During the one (1) one year warranty
period, should Contractor fail to remedy defective material and/or workmanship, or to make
replacements within five (5) days after written notice by City, it is agreed that City may make such
repairs and replacement and the actual cost of the required labor and materials shall be chargeable to
and payable by Contractor. Nothing in this section shall be construed to limit the fights of City to
immediately correct conditions which may be unsafe or which may pose a public health nuisance.
Should said conditions later be found to be caused by defective material and/or workmanship,
Contractor shall reimburse the City for costs reasonably incurred by City.
ARTICLE 3 - PERIOD OF SERVICE
3.1 Contractor shall commence the Services upon City's delivery to Contractor of a written -Notice
to Proceed."
3.2 Contractor shall complete the Services within fifteen (15) calendar days from and after the date of
the City's issuance to Contractor of the Notice to Proceed.
ARTICLE 4 - PAYMENT AND NOTICE
4.1 City shall pay Contractor the sum of Forty Five Thousand Two HundredThirty Five Dollars and
Seventy Cents($45,2135.70)as complete compensation for the Services.
42 Payments by City to Contractor shall be made within thirty (30) days after City's receipt and
approval of C'ontractor's invoice, by warrant payable to Contractor.
4.3 All notices shall be made in writing and shall be given by personal delivery or by mail. Notices
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sent by mail shall be addressed as follmvs-
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City- Contractor:
Chris Diggs Brian Rowen
Municipal Utilities and Engineering Department R& B Automation
Citv of Redlands 27657 Commerce Center
P.O. Box 3005 Temecula, CA 92590
Redlands. CA 92373
When so addressed, such notices shall be deemed given upon deposit in the United States mail:
in all other instances. notices, bills and payments shall be deemed given at the time of actual
delivery. Changes may be made in the names and addresses of the person to whom notices are to
be given by giving notice pursuant to this section 4.3.
ARTICLL 5 - INSURANCE AND INDEMNIFICATION
5.1 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.
5.2 Contractor shall secure and maintain Workers' Compensation and EmployeCs Liability
insurance for its employees throughout the performance of the Services pursuant to Labor Code
sections 3700 and 1860, in an amount which meets statutory requirements, with an insurance
carrier acceptable to City. The insurance policy shall include a provision prohibiting the policy's
modification of coverage limits or cancellation except upon thirty (30) days prior written notice
to City. Contractor shall execute and deliver to City a Worker*s Compensation Insurance
Certification in the form attached hereto as Exhibit-B- prior to commencement of the Services.
5.3 officials, employees
Contractor shall indemnify. hold harmless and defend City and its elected off
and agents from and against any and all claims, losses and liability, including attorneys' fees,
arising from injiury or death to persons or damage to property occasioned by any negligent or
intentionaliv wrongful act or omission of Contractor, and its officers, employees and agents. in
performing the Services.
5.4 Contractor is expressly prohibited from assigning any of the "ork 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 doe-, not include printing or other customary reimbursable expenses
that may be provided for in this Agreement.
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5.5 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 (SI,000.000) per occurrence and Two Million Dollars
(S2,006,000) 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 } days prior
written notice to City. A;certificate of insurance and endorsements shall be delivered to Citi
prier to commencement of the Services.
5.6 Contractor shall secure and maintain in force throughout its'performance ofthe Services business
automobile liability coverage, with minimum limits of One Ilil ion Dollars ;($1,000,000) per
occurrenez, combined single limit for bodily injury liability;and property damage liability. This
coverage shall incline all Contractor owned vehicles used for the Services. hired and non-owned
vehicles, and employee nein-ownership vehicles. City shall be earned as additional insured
and the insurance policy shall include a;provision prohibiting modification of coverage limits or
cancellation of the police except upon thirty 3 ) days prion written notice to City. A certificate
of insurance and endorsements shall be delivered to City prig to commencement of the Services.
5.7 Prier to and as a condition of Contractor's performance the'Service, Contractor shall execute and
deliver to City a Payment Bond , required. by Civil Code section 9550, in a form as`set forth in
Exhibit "C," and a Performance Banti, in a form as set forth in Exhibit "D.- which are attached
hereto and incorporated herein by reference.
ARTICLE 6_GENERAL CONSIDERATIONS
AERATION
6,1 In the event any action is commenced to enforce or interpret any of the teams or conditions of
this Agreement the prevailing Part} shall, in addition to any casts and other relief, be entitled to
recover its reasonable attorneys' lees, including fees for the use of'in-house counsel by a Party.:
6.2 All documents, records, drawings, electronic data files and data base, photographic prints and
negatives, designs and specifications, cost estimates, and other documents developed by
Contractor for the Services shall become the property of City and shall be delivered to City upon
completion of the Services,
6.3 Contractor is, for all purposes under this Agreement, an independent contractor with respect to
the performance of the Services and not an employee of Cita All personnel employed b
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 Cite or engaged by Citi for
the account cif. or on behalf of.City. ' cathing in this Agreement shall be considered to create the
relationship ofemployer and employee between the Parties.
6.4 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion
and acceptance of he Project by City.
6.5 City=may terminate this Agreement for any reason, at any time atits scale discretion. upon two (
calendar days prior written notice to Contractor.
6.6 Upon pt of a termination notice, Contractor shall 111 promptly discontinue all work
associated with the Services and t deliver or othems,"ise make available to City, copies of any
date design calculations, drawings, specifications, reports, estimates, summaries, and such outer
information and materials as may° have been accumulated by Contractor in perfornling the
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Services. Contractor shall be compensated on a pro-rata basis for any -work completed up until
notice of termination.
6.7 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.
6.8 This Agreement shall be governed by and construed in accordance with the laws of the State of®
California.
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IN WITNESS WHEREOF, duly authorized representatives of the Parties have signed in confirmation of
this Agreement.
CITY CSI REDLANDS R B AUT ATI -N
Vett Aguilar, Mayor Brian Row n, Ptes
ATTEST
Sam Irvin.a -rev Clerk
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