Loading...
HomeMy WebLinkAboutContracts & Agreements_179-2012_CCv0001.pdf AGREEMENT TO PROVIDE WATER TREATMENT SERVICES FOR THE CITY OF REDLANDS This agreement for the provision of monthly water treatment and inspection services for the City's cooling towers("Agreement") is made and entered into this 16"' day of October,2012 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Advanced Chemical Service 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 I - ENGAGEMENT OF CONTRACTOR 1.1 City hereby engages Contractor to provide monthly water treatment and inspection services to three(3)City water cooling towers located at City's Civic Center, Police Annex and Library(the "Services"). 1.2 The Services shall be performed by Contractor in a professional manner, and Contractor represents that it has the ski]I and the professional expertise necessary to provide the Services to C ity 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 the scope of services, which is attached hereto as Exhibit"A" 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 and State prevailing wage and other Labor Code laws. ARTICLE 3 - RESPONSIBILITIES OF CITY 3.1 City shall make available to Contractor public information in its possession that may assist Contractor in performing the Services. 3.2 City will make reasonable provision for Contractor to enter upon City-owned/leased property to perform the Services. 3.3 City designates its Director of the Quality of Life Department 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. I 1:'.ca,,qim',Agreements*,Advaticed Chemical Service.Agreement,9.26.12.doc 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"A." 4.2 The term of this Agreement shall be for a period of three (3) years from and after the Effective date of this Agreement, unless earlier terminated as provided for herein. ARTICLE 5 - PAYMENT AND NOTICE 5.1 The compensation for Contractor's performance of the Services shall be in the amount of Six Hundred Twenty Dollars ($620) per month. City shall pay Contractor on a monthly basis. Compensation for any Services rendered for a partial month shall be pro-rated on a one-thirtieth (1/30) basis. 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: Contractor: Fred Cardenas. Director Jake Weissberg, President Quality of Life Department Advanced Chemical Service Inc. PO Box 3005 3410 La Sierra Avenue, #F271 35 Cajon Street, Suite 222 Riverside, CA 92503 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. C:1 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 provide City with original certificates of insurance and endorsements evidencing the insurance coverage required by this Agreement prior to commencement of the Services. All insurance policies shall include a provision prohibiting modification of the coverage limits or cancellation of the policy except upon thirty(30)days prior written notice to City. 6.2 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 2 1:',Ica\d.iiii\Agreements\Advanced Chemical Service.Agreement.9.26.12.doc requirement with an insurance carrier acceptable to City. 63 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' Z:� In 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 performing the Services. 6.4 Contractor is expressly prohibited from assigning any of the Services without the express written consent of City. 6.5 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 additional insured and a certificate of liability insurance and endorsement shall be delivered to City prior to commencement of the services. Such insurance shall be primary and non-contributing to any insurance of self-insurance maintained by City. 6.6 Contractor shall have business auto 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 scope of services,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 use of in-house counsel by a Party. 7.2 Contractor is for all purposes an independent contractor. Contractor shall supply all tools, equipment 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. 7.3 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. 7.4 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. 3 Chemical Service.Agreement.9.26.12.doc 7.5 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 specifications, reports, 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 Services completed up until notice of termination. 7.6 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. 7.7 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 and verbal or written 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. 7.8 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 ADVANCED CHEMICAL SERVICES, INC. Bv: Tina T. Kundig Jake Weissberg, President Finance Director/City Treasurer Attest: Sam Irwin,C116 derk 4 1:,,c,&,djiii',Agreements\Advanced Chemical Service.Aglreenient,9.26,12,doc Advanced Chemical Service Inc. 3410 La Sierra Ave. #F271, Riverside, CA 92503 A complete on-site analysis will be performed that will include: Water analysis, Chemical titration, and Equipment Calibration. We will perform the following on your Open Recirculating Systems in order to maintain bleed-off at the proper rate for each system. This will include: 1. Check conductivity controller for proper operation. 2. They will be recalibrated if necessary. 3. Check the solenoid valve for proper operation. 4. Catch the blow down water to determine the flow rate. 5. Calibrate pump rate in accordance with the blow down rate. 6. Supply the treatment chemical as needed. In addition, we will perform a monthly mechanical inspection of both cooling towers in accordance with Water treatment Service Report. We will provide a complete written report to your Maintenance department that will include all findings, adjustments made, and any recommendations. The cost for continuous monthly service is as follows: Civic Center Cooling Tower: 370.00 Police Annex Cooling Tower: 125.00 Library Cooling Tower: 125.00 Total $ 620.00 The monthly charge is $620 for all three cooling towers combined. We could not support the Police Annex Tower at a monthly rate of$125 or the Library Tower at $125 unless we serviced all three Cooling Towers. The annual rate is $7,440. The price does not include subsequent feeding of closed loop inhibitor. If it is necessary to add more closed loop inhibitor the charge would be $17.90 for every gallon of inhibitor added to the loop. Based upon the feedback that was received from Jessie and yourself, the Water Treatment companies that you have used in the past were not providing the level of service that is necessary to keep the mechanical operations functioning properly. I can spend days providing instances of failures by other companies. I see it all the time. The fact is we are extremely thorough in what we do. I review all service reports when they are turned in. We take thorough pictures at every clean out. I review all pictures when they are turned in. We keep all pictures for every customer in a database that is separated by customer then date. Solutions, results, satisfaction...