HomeMy WebLinkAboutContracts & Agreements_180-2010_CCv0001.pdf AGREEMENT FOR THE DESTRUCTION OF WELL No. 17
This agreement for the destruction of Well No. 17 at the City of Redlands' Ford Park
("Agreement") is made and entered into this � day of December, 2010 ("Effective Date"), by and
between the City of Redlands, a,municipal corporation ("City"), and Legend Pump and Well Services
("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 retains Contractor lo destroy City's Well No. 17 located at City's Ford Park
("Project").
1.2 Contractor and its subcontractors shall possess all appropriate State contractors' licenses required
for the work to be performed in connection with the Project, and shall not be debarred pursuant
to Labor Code sections 1777.1 and 1777.7.
ARTICLE 2 - RESPONSIBILITIES OF CONTRACTOR
2.1 The Project which Contractor shall perform is more particularly described in Exhibit "A," entitled
"Scope of Work,"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 Project including, but not limited,to all applicable Labor Code and prevailing
wage laws commencing at Labor Code section 1770 et seq. and non-discrimination laws,
including the Americans With Disabilities Act. Pursuant to Labor Code section 1773.21, 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
undertake the Project are on file at City's Administrative Services Department, located at the
Civic Center, 35 Cajon Street, Suite 10 (Mailing: P.O. Box _3)005), Redlands, California 92373.
2.3 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing
wage, that City may enforce such provisions by withholding contract 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 work on the Project,
Contractor shall comply with Labor Code sections 1775 and 1777.7, and shall provide the
subcontractor with copies of the provisions of Labor Code sections 1771, 1775, 1776, 1777.5,
1813 and 1815. Contractor acknowledges that the statutory provisions establishing penalties for
failure to comply with state wage and hour laws and to pay prevailing wages may be enforced by
City pursuant to Labor Code sections 1775 and 1813.
2.5 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 18 10.
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 Pursuant to Public Contract Code section 7104, if the Project involves digging trenches or other
excavations that extend deeper than four feet below the surface, Contractor shall promptly, and
before the following conditions are disturbed, notify City, in writing, of any: (1) material that
Contractor believes may be material that is hazardous waste, as defined in Health and Safety
Code section 25117, that is required to be removed to a Class 1, Class 11 or Class III disposal site
in accordance with provisions of existing law; (2) subsurface or latent physical conditions at the
Project site differing from those indicated by information about the site made available to
Contractor prior to entering into this Agreement; or (3)) unknown physical conditions at the site
of any unusual nature, different materially from those ordinarily encountered and generally
recognized as inherent in -work of the character provided for in the Contract. City shall promptly
investigate the conditions, and if it finds that the conditions do materially so differ, or do involve
hazardous waste, and cause a decrease or increase Contractor's cost of, or the time required for,
performance of any part of the work-, shall issue a change order under the procedures described
in this Agreement. If a dispute arises between City and Contractor whether the conditions
materially differ, or involve hazardous waste, or cause a decrease or increase in Contractor's cost
of, or time required for, performance of any part of the work, Contractor shall not be excused
from any scheduled completion date provided for by the Agreement, but shall proceed with all
work to be performed under the Agreement. Contractor shall retain any and all rights provided
either by this Agreement or by law which pertain to the resolution of disputes and protests
between the Parties.
2.11 Pursuant to Labor Code section 6705, if the Project requires any trench five feet or more in
depth, Contractor shall submit, subject to City's approval, in advance of excavation, a detailed
plan showing the design of shoring, bracing, sloping or other provisions to be made for worker
protection from the hazard of caving ground during the excavation of such trench or trenches. If
the plan varies from the shoring system standards,the plan shall be prepared by a registered civil
or structural engineer.
2.12 Prior to and during any excavation, Contractor is responsible for complying with, and shall
comply with, Government Code section 4216 et seq.
2.13 Because this Agreement was exempt from competitive bidding, prior to commencement,
Contractor shall provide City with the information otherwise found in Public Contract Code
section 4104.
2.14 Pursuant to Public Contract Code section 7103.5(b), Contractor offers and agrees to assign to
City all rights, title and interest in and to all causes of action it may have under section 4 of the
Clayton Act (15 U.S.C. section 15) or under the Cartwright Act (Chapter 2 (commencing with
section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from
purchases of goods,services, or materials pursuant to this Agreement
ARTICLE 3 - PERIOD OF SERVICE
3.1 Contractor shall commence the Project upon City's delivery to Contractor of a written "Notice to
Proceed."
3.2 Contractor shall complete the Project within 15 (fifteen)calendar days from and after the date of the
Notice to Proceed.
ARTICLE 4- PAYMENT AND NOTICE
4.1 City shall pay Contractor the sum of Eight Thousand Nine Hundred Ninety Nine Dollars
($8,999.00) as complete compensation for the work Contractor performs on the Project.
4.2 Payments by City to Contractor shall be made within thirty (30) days after City's receipt and
approval of Contractor'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
sent by mail shall be addressed as follows:
City:
Chris Diggs, Assistant Utilities Director
Municipal Utilities and Engineering Department
City of Redlands
Post Office Box 3005
Redlands, CA 92373
Contractor:
Keith Collier, Owner
Legend Pump and Well Services
590 North Main Street
Riverside, CA 92501
When so addressed, such notices shall be deemed given upon deposit in the United States mail;
in all other instances, notices 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 be9 iven by giving
notice pursuant to this section 4.3.
4.4 Pursuant to Public Contract Code section 22300, Contractor has the option to deposit securities
with an escrow agent as a substitute for retention of earnings requirement to be withheld by City
pursuant to an escrow agreement as set forth in Public Contract Code section 22300.
ARTICLE 5 - INSURANCE AND INDEMNIFICATION
5.1 Contractor's- Insurance to be Primary. All insurance required by this Agreement shall be
maintained by Contractor for the duration of the Project, and shall be primary with respect to
City and non-contributing to any insurance or self-insurance maintained by City.
5.2 Workers* Compensation and Emplover*s Liability
A. Contractor shall secure and maintain Workers' Compensation and Employer's Liability
insurance for its employees throughout the duration of the Project 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 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 Project.
B. Contractor expressly waives all rights to subrogation against City and its elected officials,
officers and employees, for losses arising from work performed by Contractor on the
Project by expressly waiving Contractor's immunity for injuries to Contractor's
employees. Contractor 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.
5.3 Hold Harmless and Indemnification. Contractor shall indemnify, hold harmless and defend City
and its elected officials, employees and agents from and against all claims, losses and
t-lainst any and
liability, including attorneys' fees, arising from injury or death to persons or damage to property
occasioned by any act or omission of Contractor, and its officers, employees and agents, in
performing the Project.
5.4 Assignment. Contractor is expressly prohibited from assigning any of the work associated with
the P,reject without the express prior written consent of City. In the event of mutual agreement
by the Parties to assign a portion of the Project, 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 does not include printing or other customary
reimbursable expenses that may be provided for in this Agreement.
.5 Comprehensive General Liability Insurance. Contractor shall secure and maintain in force
throughout the duration of the Project comprehensive general liability insurance, with carriers
acceptable to City, with 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. City shall be named as an additional insured and the insurance policy shall
include a provision prohibiting its modification or cancellation except upon thirty (30) days prior
written notice to City. A certificate of insurance and endorsements shall be delivered to City
prior to commencement of the Project.
5.6 Business Auto Liability Insurance. Contractor shall have business automobile 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
consultant owned vehicles used on the Project, hired and non-owned vehicles, and employee
non-ownership vehicles. City shall be named as an additional insured and the insurance policy
shall include a provision prohibiting its modification or cancellation except upon thirty (30) days
prior written notice to City. Certificate of insurance with endorsements shall be delivered to City
prior to commencement of the Prcject.
5.7 Liquidated Damages.., Failure of Contractor to complete the Project within the time allowed will
result in damages being sustained by City. Such damages are,and will continue to be, impracticable
and extremely difficult to determine. Contractor shall pay to City, or have withheld from monies
due it, the sum of Five Hundred Dollars ($500) for each consecutive calendar day in excess of the
specified time for completion of the Project. Contractor's execution of this Agreement shall
constitute agreement by City and Contractor that Five Hundred Dollars ($500) per day is the
minimum and actual damage caused by the failure of Contractor to complete the Project within the
allowed time. Such sum is liquidated damages and shall not be construed as a penalty, and may be
deducted from payments due Contractor if such delay occurs.
ARTICLE 6 -GENERAL CONSIDERATIONS
6.1 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
recover its reasonable attorneys' fees, 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 Project documents developed by
Contractor for the Project shall become the property of City and shall be delivered to City upon
completion of the Project.
6.3 Contractor is, for all purposes under this Agreement, an independent contractor with respect to
the Project and not an employee of City. All personnel employed by Contractor to perform the
Project 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. Nothing in this Agreement shall be considered to create the relationship of employer and
employee between the Parties.
6.4 Unless earlier terminated as provided for below.this Agreement shall terminate upon completion
and acceptance of the Project by City.
6.5 City may terminate this Agreement for any reason,at any time at its sole discretion, upon five(5)
calendar days prior written notice to Contractor.
6.6 Upon receipt of a termination notice, Contractor shall (1) promptly discontinue all work
associated with the Project and (2) deliver or otherwise make available to City, copies 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
Project. 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 verbal agreements relating to the subject matter hereof are
superseded by this Agreement. Any amendment to this Agreement shall be in writing and
approved by the City Council and signed by City and Contractor.
6.8 This Agreement shall be governed by and construed in accordance with the laws of the State of
z1_ -
California.
6.9 Claims by Contractor in the amount of Three Hundred Seventy-Five Thousand Dollars ($375,000)
or less shall be made by Contractor and processed by City pursuant to the provisions of Part 3,
Chapter 1, Article 1.5 of the Public Contract Code (commencinp, with section 20104). All claims
shall be in writing and include the documents necessary to substantiate the claim. Nothing in
subdivision(a)of Public Contract Code section 20104.2 shall extend the time limit or supersede the
notice requirements provided in this case from filing claims by Contractor.
6.10 If any provision or part of this Agreement is held to be void or unenforceable under any law or
regulation, it shall be deemed stricken, and all remaining provisions shall continue to be valid and
binding upon City and Contractor.
IN WITNESS WHEREOF, duly authorized representatives of the Parties have signed in confirmation of
this Agreement.
CITY OF REDLANDS ATTEST:
By
Tina Kundig, Finance Director/Trey r City Clerk
Legend Pump and Well Services
By ..-
Date
,,I�_6'hh Collier, Owner
Exhibit"A"
SCOPE OF WORK
City of Redlands
Job Quote
Subject: Destruction of Well No. 17
Location: Ford Park
Scope of Work:
• Remove from well and discard approximately 350 feet of 12 inch, oil lubricated, vertical turbine
pump assembly.
• Obtain well destruction permit from San Bernardino County and complete all documentation
required.
• Destrcv well pursuant to San Bernardino County specifications and requirements.
• Remove all wellhead concrete and piping.
• Return site to clean and safe condition.
Cost of Well No. 17 Destruction: $8,999.00
Exhibit "B"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Destruction of Well No. 17
Every employer except the State, shall secure the payment of compensation in one or more of the
following ways:
(a) By being insured against liability to pay compensation in one or more insurer duly
authorized to-write compensation insurance in 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.
I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be
insured against liability for Workers' Compensation or to undertake self-insurance in accordance with
the provisions of that Code, and I will comply with such provisions before commencing the performance
of the work of this Agreement. (Labor Code 1861).
k,
Date Legend Pump and Well Services
By:
Signature of Authorized Agent
Signatory's Title
Contractor's License No.
/1 -"k),-, -/6
Date