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HomeMy WebLinkAboutContracts & Agreements_125-2022AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES FOR EQUIPMENT AND SUPPLIES This agreement for the provision of elevator maintenance services ("Agreement") is made and entered in this 21 st day of June, 2022("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Liftech Elevator Services, Inc., a California corporation ("Contractor"). 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 1 — ENGAGEMENT OF CONTRACTOR 1.1 City hereby engages Contractor to perform elevator maintenance services for City (the "Services"). 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 professional Contractors in the industry providing like and similar types of Services. ARTICLE 2 — SERVICES OF CONTRACTOR 2.1 The Services that Contractor shall perform are more particularly described in Exhibit "A," titled "Scope of Services," which is attached hereto and incorporated herein by this reference. 2.2 Contractor shall comply with applicable federal, state and local laws and regulations in the performance of this agreement including, but not limited to, any applicable State prevailing wage laws. ARTICLE 3 — RESPONSIBILITIES OF CITY 3.1 City shall make available to Contractor information in its possession that may reasonably assist Contractor in performing the Services. 3.2 City designates Chris Boatman, Assistant City Manager Director, 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 Contractor shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "A," titled "Scope of Services," which is attached hereto and incorporated herein by this reference. 4.1 The term of this Agreement shall be for a period of one (1) year commencing on July 1, 2023 (the "Initial Term"). The City shall have the option to extend the Initial Term of this 1 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn Agreement by two (2) additional one-year terms (each, an "Extended Term"), on the same terms and conditions, by providing written notice to Contractor at least thirty (30) days prior to the expiration of the Initial Term or any Extended Term. The Initial Term and the Extended Terms are hereby collectively, referred to herein as the "Term" of this Agreement. 4.2 If Contractor's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to City, consistent with City Council -adopted policy for the same. It shall be the obligation of Contractor to obtain a copy of such policy from City staff. ARTICLE 5 — PAYMENTS TO CONTRACTOR 5.1 Total compensation for Contractor's performance of the Services shall not exceed the amount of Thirty -Two Thousand Eight Hundred Forty -Eight Dollars and Thirty Cents ($32,848.30). City shall pay Contractor on a time and materials basis up to the not to exceed amount in accordance with Exhibit "B," titled "Fee Schedule," which is attached hereto and incorporated herein by this reference. 5.2 Contractor shall submit monthly invoices to City describing the Services performed during the preceding month. Contractor's invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom. City shall pay Contractor no later than thirty (30) days after receipt and approval by City of Contractor's invoice. 5.3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing. Any such notice shall be deemed delivered (i) on the date of delivery in person; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier; or (iv) on the date sent by facsimile or electronic mail transmission (including PDF), if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail; in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section: CITY City Clerk City of Redlands 35 Cajon Street P.O. Box 3005 (mailing) Redlands, CA 92373 jdonaldson@cityofredlands.org (909)798-7531 CONTRACTOR Suriel Castro, Administrative Manager Liftech Elevator Services, Inc. 2897 Gardena Avenue Signal Hill, CA 90755 suriel@liftechelevator.com 562-997-3639 Fax 562-997-3680 2 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151_docx.jn ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6.1 The following insurance coverage required by this Agreement shall be maintained by Contractor for the duration of its performance of the Services. Contractor shall not perform any Services unless and until the required insurance listed below is obtained by Contractor. Contractor 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 of the policy except upon thirty (30) days prior written notice to City (or ten (10) days' notice if cancellation is due to nonpayment of premiums). A. Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or certification to City that Contractor is self -insured or exempt from the workers' compensation laws of the State of California. Contractor shall execute and provide City with Exhibit "C," titled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference, prior to performance of the Services. B. Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount 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. C. 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 Contractor owned vehicles used in connection with Contractor's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles. 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. 6.2 Contractor shall defend, indemnify, and hold harmless City and its elected and appointed officials, employees and representatives from and against any and all claims, losses and liability, including reasonable attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Contractor, or its officers, employees and agents in performing the Services. ARTICLE 7 — CONFLICTS OF INTEREST 7.1 Contractor 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 Contractor's Services. Contractor further 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 Contractor agrees it is not a designated employee within the meaning of the Political Reform Act because Contractor: 3 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn A. Does not make a governmental decision whether to: (i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii) authorize City to enter into, modify or renew a contract; (iv) grant 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) grant City approval to a plan, design, report, study or similar item; (vi) adopt, or grant 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 determines that Contractor must disclose its financial interests, Contractor shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk. 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 Contractor 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. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement. 8.3 Contractor is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor. Neither City nor any of its agents shall have control over the conduct of Contractor or Contractor's employees, except as herein set forth. Contractor shall supply all necessary tools and instrumentalities required to perform the Services. Assigned personnel employed by Contractor are for its account only, and in no event shall Contractor 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. Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Contractor have any authority, express or implied, to bind City to any obligation. 8.4 This Agreement may be terminated by City, in its sole discretion upon the default of Contractor, by providing not less than ten (10) days prior written notice of default and opportunity to cure to Contractor and of City's intent to terminate in the event a cure does 4 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn not occur within those ten (10) days. 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. Upon the effective date of a termination notice, Contractor shall immediately discontinue its provision of the Services and, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, drawings, specifications, reports, summaries and such other information and materials as may have been accumulated by Contractor in performing the Services. Contractor shall be compensated on a pro-rata basis for Services completed up to the date of termination. 8.5 Contractor 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 Contractor pursuant to this Agreement. Such books shall be available at reasonable times for examination by City at the office of Contractor. 8.6 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. Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Contractor. 8.7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California. 8.8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement. 5 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have signed in confirmation of this Agreement. CITY OF REDLNDS LIFTEC o ` R SERVICES, INC By: Daniel M. Simon, President Paul T. Barich, Mayor ATTEST: e Donaldson, City Clerk 6 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn EXHIBIT "A" SCOPE OF SERVICES Full Maintenance Services as set forth in this Agreement on the following listed elevators: Citrus Center — 300 E. State Street, Redlands, CA 92373 Quantity Type Manufacturer Number of Landings 2 Hydraulic Passenger TKE/TAC 7 1 Traction Service TKE/TAC 7 1 Hydraulic Passenger Dover 2 The Contractor shall provide 10 hours of preventive maintenance per month The Contractor will periodically provide exclusive maintenance service to the City utilizing skilled and qualified personnel directly employed and administered by the Contractor. The Contractor agrees to maintain the elevator equipment listed above by performing the work in accordance with the terms and conditions of this Agreement. Exceptions to this Agreement must be referenced by "Supplemental Proposals" attached as a separate Addendum and listed below. In the event that the elevator equipment includes Phase I or Phase II Fire Service operation, the Contractor shall perform monthly testing and record the results in the machine room. Testing to be performed between the hours of 8:00a.m. and 4:30p.m. Monday — Friday. Any Alterations to this Agreement will be listed below as an Addendum. In accordance with this Agreement, the Contractor shall periodically inspect, adjust and lubricate as necessary. Replacement of the following components or equipment will be at the Consultant's discretion, provided that the components or equipment exist on the listed elevator(s) at the Effective Date of this Agreement. Traction Machine Components: Brakes, Brake Coil, Bearings and Drive Sheave Hydraulic Pump Unit Components: Pumps, Valves, Motors, Belts, Valve Magnet Coils Governor: All Idler Sheaves: Controller Components: Selector Components: Door Equipment: Sheave, Shaft Assembly, Bearings, Contacts and Jaws Deflector and Secondary, Car and Counterweight, Compensation and Governor Tension Assemblies Relays, Contactors, Solid -State Components, Resistors, Condensers, Transformers, Leads, Timing Devices and Computer Devices. Drives, Contacts, Brushes, Tapes and Guides Interlocks, Contacts, Bottom Door Guides (Gibs), Electronic Detector Edges, Door Operator, Zone Clutch and Rollers 7 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn Hoistway Limit Switches: Slowdown Switches, Leveling Switches, Cams and Vanes Guide Shoes: Rollers, Replaceable liners, Arms and Bushings Buffers: Springs or oil, Switches, Seals and Packing Fixtures: Contacts, Switches, Buttons, Locks, Lamps, Holders and Indicators Motor and Motor Generator Components: Tachometer, Regulator, Field Windings, Rotating Elements, Commutator, Bearings, Brushes and Brush Holders Lubricants specially formulated, tested and selected for the preventative maintenance required. Lubrication of guide rails (car and counterweight) except where type of guides and/or safety devices require dry rails. Periodic Cleaning of elevator pit(s). Periodic draining of the gear case and refiling with new gear oil. Labor and Material to attend to the special requirements of hoist cables including periodic examination, lubrication and equalization. Contractor shall replace hoist cables or governor cables when the recommended factor of safety is compromised and at the Contractor's discretion. Where applicable, to periodically inspect group dispatcher, only during regular working hours, and perform the necessary procedures to provide optimal performance for overall elevator response. Group performance is subject to the limitations of the equipment and some work may not be safely completed when group is energized. Parts inventor will be maintained by Contractor during the term of this Agreement. To minimize downtime and support preventive maintenance a supply of frequently used parts will be located in the machine room (where applicable), or in the technician's mobile vehicle. All parts remain the property of the Contractor until installed. Wiring Diagrams shall be furnished by the City (when available and applicable). All diagrams shall be maintained for use by Contractor technicians. Diagrams furnished by City shall remain the property of City. It is understood that the City shall provide Contractor with unrestricted access to all areas of the building in which any part of equipment listed in this Agreement is located. City agrees to keep all associated equipment rooms and elevator pits free of water and stored materials. Additional Services 24- Hour Customer Support — The Contractor shall provide City with its 24-hour dispatching service for emergency response to elevator malfunctions. The service includes 24-hour answering of all preprogrammed elevator phones at no additional charge to City. City may request Contractor to dispatch a technician to perform minor adjustments and repairs if an elevator malfunction occurs between regular examinations. Preventive Maintenance Charts — Contractor shall maintain detailed maintenance charts that shall remain in the equipment machine room during the term of this Agreement. The charts illustrate 8 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn the systematic maintenance schedule followed by Contractor technicians. All maintenance charts are available to City to ensure the highest quality of service possible. Administrative Support — Contractor shall assign a supervisor to conduct periodic inspections of equipment and audits of preventive maintenance charts to ensure quality control. Contractor shall also appoint an account representative who shall be available to discuss maintenance issues and assist with upgrades or modernizations. Conditions of Service The Contractor's responsibility shall be limited to repairs and replacements required by this Agreement. These repairs and replacements are based on normal wear and tear and under no circumstance will Contractor assume responsibility for the following items unless written as a Supplemental Proposal and attached as a separate Addendum. Any preexisting conditions that may become identified by Contractor's technician within a 120-day period shall be excluded. Upon identification of any pre-existing conditions, Contractor shall supply a proposal for any necessary repairs. If not authorized to proceed with the necessary repairs, Contractor shall maintain the elevator system in its current mode of operation. ■ Any and all replacement or repairs that are out of the reasonable and direct control of the Contractor, including vandalism, misuse, negligence and acts of God. ■ Any and all modifications to original or existing equipment, including code requirements or insurance recommendations. ■ Emergency power systems, seismic devices, smoke sensors and sensor control equipment, emergency lighting systems, emergency intercom systems, telecommunication devices, phone line, captivate, CE Elite position indicators, security control systems, card reader devices and audio or video equipment. ■ Guide rail replacement and alignment including rail brackets and associated hardware. ■ Any and all safety tests. ■ Hydraulic plunger or jack unit including: cylinders, liners, head, wear ring set, plungers, casings, support brackets, piping, conduit, packing and associated components of the hydraulic system that are below or above ground. ■ Cab enclosure, including structural members and enclosure panels, removable panels, door panels, car operating panels, all ceilings and lighting components, handrails, all flooring material and sub -flooring, fans heaters and air conditioning equipment. ■ Hostway enclosures, including hoistway door frames and sills, hoistway doors, swing door closures, fireproofing material, separator screens, pit ladders, pit lighting circuits, secondary access doors and grate flooring, waterproofing and water removal. ■ Power delivery system, including circuit breakers, disconnects, fuses, power buses, distribution and isolation transformers, and power feeders. ■ All damage to the traveling cables caused by or as a result of coming into contact with obstructions/elevator equipment in the hoistway is to be excluded from this agreement. 9 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn • Any and all equipment failures resulting from delay in proceeding with needed upgrades in which a proposal has been submitted. • All hoistway and car signal fixture face plates, lenses and any cosmetic attachments. • Any and all upgrades or revisions related to controller software, relays, boards, drives and associated electrical components. • All Babbitt style bearings or hoist cable shackles are excluded from repair, upgrade and/or replacement. • Replacement of any and all governor rope and hoist cables due to rouging or exposure to moisture resulting from environmental conditions. Contractor shall not be responsible for any work required, or any claims, liabilities, or damages caused by adverse machine room conditions, including temperature variations below 65 degrees and above 90 degrees Fahrenheit, or excessive humidity. City shall be responsible for the cost of correcting all outstanding Elevator code and/or safety violations pre-existing on the Effective Date of this Agreement. In time, the current equipment and system design may become outdated. Contractor shall not be responsible for modernizing, upgrading, repairing, re -manufacturing or performing any improvements due to obsolescence, dated technology and component revisions or alterations. 10 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn EXHIBIT "B" FEE SCHEDULE Citrus Center — 300 E. State Street, Redlands, CA 92373 Date Range Monthly Rate Annual Rate July 1, 2022 to May 31, 2020 $2,726.00 $29,986.00 June 1, 2023 to June 30, 2023 $2,862.30 $2,862.30 TOTAL $32,848.30 11 L:\ca\Agreements\Liftech Elevator Services Agreement.NPS-2.1.FY21-0151.docx.jn EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION 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 by one or more insurers 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. CHECK ONE V 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 and activities required or permitted under this Agreement. (Labor Code §1861). I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California. However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance. I certify under penalty of perjury under the laws of the State of California that the information and representations mad- in this certificate are true and correct. LIFT .._ VV 1 R SERVICES, INC By: Daniel m. Simon, President 12 L:\ca\Agreements\Lifech Elevator Services Agreement.NPS-2.1.FY2I-015 Ldocx.jn Date: 07/01/2022