HomeMy WebLinkAboutContracts & Agreements_216-2023NPS-2.2 (2/22)
AGREEMENT TO PERFORM NON-PROFESSIONAL SERVICES
FOR IMPROVEMENT TO PUBLIC BUILDINGS AND GROUNDS
This agreement for the provision of installing park playground shade sails ("Agreement")
is made and entered in this 21 st day of November, 2023 ("Effective Date"), by and between the City
of Redlands, a municipal corporation ("City") and R.E. Schultz Construction, Inc., a California
corporation ("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 1 — ENGAGEMENT OF CONTRACTOR
1.1 City hereby engages Contractor to perform installation of park playground shade sails
services for City (the "Services"). 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.
12 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 — RESPONSIBILITIES OF CONTRACTOR
2.1 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 laws, including the Americans with
Disabilities Act. Pursuant to Labor Code section 1773.2, copies of the prevailing rates of
per diem 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 Services
are on file at City's Municipal Utilities and Engineering Department, located at the Civic
Center, 35 Cajon Street, Suite 15A (Mailing: P.O. Box 3005), Redlands, California 92373.
2.2 Contractor acknowledges that if it violates the Labor Code provisions relating to prevailing
wages that City may enforce such provisions by withholding payments to Contractor or its
subcontractors pursuant to Labor Code section 1771.6.
2.3 If Contractor executes an agreement with a subcontractor to perform any portion of the
Services, 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.
2.4 Contractor and its subcontractors shall comply with the provisions of Labor Code section
1776 regarding payroll records maintenance, certifications, retention, and inspection.
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2.5 Contractor acknowledges that eight (8) hours constitutes a legal day's work pursuant to
Labor Code section 1810.
2.6 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.
2.7 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, goods or materials pursuant to this Agreement.
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 Tabitha Crocker, Facilities and Community Services 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 The Services shall commence as of the Effective Date of this Agreement. Contractor shall
perform and complete the Services in a prompt and diligent manner in accordance with the
schedule set forth in Exhibit "A," which is attached hereto and incorporated herein by this
reference.
4.2 Contractor shall complete the Services within 90 days of agreement date unless the
Services are earlier terminated as permitted herein.
4.3 Contractor shall furnish a labor and material bond in the form attached hereto as Exhibit "B,"
which is attached hereto and incorporated herein by this reference, in an amount equal to
one hundred percent (100%) of the total compensation to be paid to Contractor pursuant to
this Agreement.
ARTICLE 5 — PAYMENTS TO CONTRACTOR
5.1 Compensation: Total compensation for Contractor's performance of the Services shall not
exceed the amount of One Hundred Fifteen Thousand Five Hundred Dollars ($115,500).
The City shall pay Contractor on a time and materials basis up to the not to exceed amount
in accordance with Exhibit "C," titled "Price and Fee Bid," which is attached hereto and
incorporated herein by reference.
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5.2 Contractor shall submit an invoice to the City upon completion of the Services. The 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
Richard Schultz, President
R. E. Schultz Construction, Inc.
1767 North Batavia Street
Orange, CA 92865
nicole@reschultzconstruction.com
(714) 649-2627
(714) 740-5049
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 the
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 or modification of the policy except upon thirty
(30) days prior written notice to City.
A. Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier acceptable to the City, or certification
to the City that the Contractor is self -insured or exempt from the workers'
compensation laws of the State of California. Contractor shall execute and provide City
with Exhibit "D," 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 the 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
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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. The 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.
62 Contractor shall defend, indemnify, and hold harmless City and its elected and appointed
officials, employees, and agents from and against any and all claims, losses and liability,
including 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:
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.
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7.3 In the event the City determines that the 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 the City, in its sole discretion, by providing not less
than five (5) days prior written notice to Contractor of City's intent to teiminate. If this
Agreement is terminated by .City, an adjustment to Contractor's compensation shall be
made, but (i) no amount shall be allowed for anticipated profit or unperformed Services,
and (ii) 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 receipt of a
termination notice, Contractor shall immediately discontinue its provision of the Services
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
project related data, design calculations, drawings, specifications, reports, estimates,
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.
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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 the 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.
IN WITNESS WHEREOF, duly authorized representatives of City and Contractor have
signed in confirmation of this Agreement.
CITY OF LANDS/ R.E. SCHULTZ CONSTRUCTION, INC.
By:
Eddie Tejeda, Mayor
ATTEST:
L,„.a4.1
e Donaldson, City Clerk
Digitally signed by Richard Schultz
Date: 2023.11.20 14:09:59 -08'00'
By:
Richard Schultz, President
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EXHIBIT "A"
SCOPE OF SERVICES
Replace damaged or missing shade sails without performing any extension or
raising of the posts.
Worksite
Address
1. Sylvan Park
1. 601 N. University St. between
Colton Ave. & Park Ave.
2. Crafton Park
2. 1745 Independence Ave. &
Wabash Ave.
3. Community Park
3. 1525 Church St. & E.
Pennsylvania St.
4. Texonia Park
4. 1325 Texas St, & W. Lugonia Ave.
5. Jennie Davis Park
5. W. Redlands Blvd. at New York St.
6. Brookside Park
6. Brookside Ave off of Bellevue
Ave. & Barton Rd.
7. Israel Beal Park
7.140 W. Riverview Dr.
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EXHIBIT "B"
LABOR AND MATERIAL BOND
Whereas, the City of Redlands, State of California, and R.E. Schultz Construction, Inc. (hereinafter
designated as "Principal") have entered into an agreement (the "Agreement") whereby Principal agrees to replace
park shade sails (the "Work"), which said agreement, dated November 21, 2023, and titled as "Agreement to
Perform Non -Professional Services for Improvement to Public Builds and Grounds" is hereby referred to and
made a part hereof; and
Whereas, under the terms of the Agreement, Principal is required before commencing the performance
of the Work, to file a good and sufficient Labor and Material bond with the City of Redlands to secure the claims
to which reference is made in Title 3 (commencing with Section 9550) of Part 6 of Division 4 of the Civil Code
of the State of California.
Now, therefore, said Principal and the undersigned as corporate surety, are held firmly bound unto the
City and all contractors, subcontractors, laborers, material men and other persons employed in the performance
of the Agreement and referred to in the aforesaid Code of Civil Procedure in the sum of One Hundred Fifteen
Thousand Five Hundred Dollars ($115,500) for materials furnished or labor thereon of any kind, or for amounts
due under the Unemployment Insurance Act with respect to such work or labor, that said surety will pay the
same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this
bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including
reasonable attorneys' fees, incurred by the City in successfully enforcing such obligation, to be awarded and
fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.
It is hereby expressly stipulated and agreed that this bond shall insure to the benefit of any and all
persons, companies and corporations entitled to file claims under Title 3 (commencing with Section 9550) of
Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought
upon this bond.
Should the condition of this bond be fully performed, then this obligation shall become null and void,
otherwise it shall be and remain in full force and effect.
The surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the
terms of the Agreement or the specifications accompanying the same shall in any manner affect its obligations
on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition.
In witness whereof, this instrument has been duly executed by the Principal and surety above named,
on November 21, 2023,
(SEAL) (SEAL)
(Contractor)
(Surety)
BY:
(Signature) (Signature)
Address:
(Seal and Notarial Acknowledgment of Telephone( )
Surety)
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EXHIBIT "C"
("Price and Fee Bid")
SYLVAN PARK MAIN PLAYGROUND
Total
$15,500
CRAFTON PARK PLAYGROUND
Total
$15,500
Ink
COMMUNITY PARK PLAYGROUND
Total
$12,000
TEXONIA PARK PLAYGROUND
Total
$26,000
JENNIE DAVIS PARK PLAYGROUND
Total
$13,000
ISRAEL BEAL PARK: PLAYGROUND
Total
$12,000
BROOKSIDE PARK PLAYGROUND
Total
$21,500
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EXHIBIT "D"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
Every employer, except the State, shall secure the payment of compensation in one or more of the
following ways:
(a)
(b)
CHECK ONE
By being insured against liability to pay compensation by one or more insurers duly
authorized to write compensation insurance in this State.
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 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 made in this certificate are true and correct.
R.E. SCHULTZ CONSTRUCTION, INC.
By: Date:
Richard Schultz, President
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