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HomeMy WebLinkAboutAGENDA REPORT 2015 0304 CCSA REG ITEM 10J ITEM 10.J. CITY OF MOORPARK,CALIFORNIA City Council Meeting of .3-H-a0 iS.2�L� ACTION:' Z�7 t3q�i .ed • Ot-nW MOORPARK CITY COUNCIL AGENDA REPORT By: `1}, Ap, _ TO: Honorable City Council FROM: Jeremy Laurentowski, Parks and Recreation Director BY: Allen Walter, Landscape and Parks Superintendent AN4 DATE: January 26, 2016 (CC Meeting of March 4, 2015) SUBJECT: Consider Agreements with DNA Electric for Electrical Services, Metro Landscape for Construction and Landscape Services, Maintenance Masters for Building Repairs and Minor Construction Projects, Pipe Dreams Plumbing for Plumbing Services, and ServiceMasters Professional Building Maintenance Services for Janitorial Services with Compensation Not to Exceed $50,000 Annually, with an Option to Amend the Agreement Term for Two Additional Years with Compensation of $50,000 Per Amended Term BACKGROUND The City requires electrical, construction, plumbing, and janitorial services at various City facilities, Landscape Maintenance Districts (LMD), and parks performed by licensed contractors. The City's expansion and requirements for these repairs and services annually have become more costly and exceed the City Manager's approval limit authorized by the City Council of $50,000. Therefore, staff is requesting the City Council's approval for the City Manager to authorize the execution of Agreements with DNA Electric for electrical services, Metro Landscape for construction and landscape services, Maintenance Masters for building repairs and minor construction projects, Pipe Dreams Plumbing for plumbing services, and ServiceMasters Professional Building Maintenance for janitorial services, with compensation not to exceed $50,000 annually for each company, with an option to amend the Agreement term for two (2) additional one (1) year periods with annual compensation of $50,000. Over a three year contract term, the total cost of the Agreement would be equivalent to $150,000. DISCUSSION The addition of buildings such as Ruben Castro Human Services as well as aging facilities require maintenance and repair and it is necessary to have licensed contractors available to perform these services at various City facilities, LMD's, and parks. DNA Electric, Metro Landscape, Maintenance Masters, Pipe Dreams Plumbing, 82 City Council Meeting March 4, 2015 Page 2 and ServiceMasters Professional Building Maintenance have the qualifications and experience to properly and timely perform services as needed during their Agreement terms to the City. The increased demand for maintenance and repair services provided annually by electrician, plumber, janitorial, and construction contractors requires increasing their annual Agreement amounts to $50,000, an amount that exceeds the City Manager's approval limit above $50,000, for a total three-year term, therefore, staff is requesting Council's approval to authorize the City Manager to execute Agreements with DNA Electric, Metro Landscape, Maintenance Masters, Pipe Dreams Plumbing, and ServiceMasters Professional Building Maintenance for $50,000 annually. Staff is also requesting an initial one-year term with provision to amend the term for two (2) additional years with compensation of $50,000 annually for every subsequent year that the Agreement is extended. The total cost of the Agreement would be equivalent to $150,000. All extensions require a written Amendment to this Agreement, and approved by City Manager and executed by both parties. Staff has included Attachment 1, a prevailing wage sample Agreement for DNA Electric, Metro Landscape, Maintenance Masters, and Pipe Dreams Plumbing, requiring these contractors to pay prevailing wages on construction, alteration, demolition, installation, or repairs on public work projects. Attachment 2, a non-prevailing wage sample Agreement for ServiceMasters Professional Building Maintenance as maintenance services do not require prevailing wages. Attachment 3 provides the Scope of Services and Compensation Rates for each Contractor. FISCAL IMPACT There is no impact to the FY 2014/15 budget as funding has been provided in the current Parks, Facilities and Landscape Maintenance Districts operating budgets. Future expenditures in FY 15/16 and FY 16/17 will also be included in the relevant expenditure accounts. The combined Parks, Facilities, Landscape Maintenance Districts, and Various City properties operating budgets for FY14/15 provide annual funding for the contractors services as follows: • $ 31,500 for electrical repairs • $ 47,000 for landscape related improvements • $ 31,500 for building repairs and minor construction projects • $ 29,150 for plumbing repairs • $ 45,436 for janitorial services 83 City Council Meeting March 4, 2015 Page 3 STAFF RECOMMENDATION: Approve agreements with DNA Electric, Metro Landscape, Maintenance Masters, Pipe Dreams Plumbing, and ServiceMasters Professional Building Maintenance, with compensation not to exceed $50,000 annually, with an option to amend the Agreements for two (2) additional one (1) year periods as provided for within the Agreements and subject to final language approval by the City Manager. Attachments: 1 — Prevailing Wage Sample Agreement 2 — Non-Prevailing Wage Sample Agreement 3 — Scope of Services and Compensation Rates 84 City Council Meeting March 4, 2015 Page 4 Attachment 1 Sample Agreement 1 Prevailing Wage Agreement AGREEMENT BETWEEN THE CITY OF MOORPARK AND , FOR DNA Electric, Metro Landscape, Maintenance Masters, and Pipe Dreams Plumbing, THIS AGREEMENT, is made and effective as of this day of , 2015, between the City of Moorpark, a municipal corporation ("City') and , a ("Contractor"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: WHEREAS, City has the need for construction services related to ; and WHEREAS, Contractor specializes in providing such services and has the proper work experience, certifications, and background to carry out the duties involved; and WHEREAS, the City Council of the City at a meeting held on the day of , 2015, authorized the City Manager to enter into this Agreement after public bidding in accordance with California Public Contract Code Section 20160, et seq. NOW, THEREFORE, in consideration of the mutual covenants, benefits, and premises herein stated, the parties hereto agree as follows: 1. TERM The term of the Agreement shall be from the date of execution and will expire on 2016, unless this Agreement is terminated or suspended as referred to herein. Upon the mutual consent of both parties, the term of this Agreement may be extended for two (2) additional one (1) year periods. 2. SCOPE OF SERVICES City does hereby retain Contractor in a contractual capacity to provide services specifically as it pertains to various Moorpark services at City facilities, City Parks, Landscape Maintenance District and City Properties, as set forth in Exhibit which is attached hereto and incorporated herein by this reference as though set forth in full. Where said Scope of Services is modified by this Agreement, or in the event there is a conflict between the provisions of said Scope of Services and this Agreement, the language contained in this Agreement shall take precedence. 85 City Council Meeting March 4, 2015 Page 5 Contractor shall perform the services described and set forth in Exhibit Contractor shall complete the tasks according to the schedule of performance which is also set forth in Exhibit . Compensation for the services to be performed by Contractor shall be in accordance with Exhibit . Compensation shall not exceed the rates or total value of fifty thousand dollars ($50,000) annually as stated in Exhibit , without a written amendment to the agreement executed by both parties. Payment by City to Contractor shall be as referred to in this Agreement. City and Contractor acknowledge that this project is public work to which prevailing wages apply and that a public work project is subject to compliance monitoring and enforcement by the California Department of Industrial Relations (DIR). Contractor agrees to comply with and be bound by all the terms, rules and regulations described in (a) Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, including without limitation Labor Code Section 1771 and (b) the rules and regulations established by the DIR implementing such statutes, as though set forth in full herein, including any applicable amendments made thereto during the term of this Agreement. For every subcontractor who will perform work on this project, Contractor shall be responsible for subcontractor's compliance with (a) and (b), and Contractor shall take all necessary actions to ensure subcontractor's compliance. Labor Code Section 1725.5 requires all contractors and subcontractors to annually register with the DIR before bidding or performing on any public work contract. 3. PERFORMANCE Contractor shall at all times faithfully, competently, and to the best of Contractor's ability, experience, and talent, perform all tasks described herein. Contractor shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Contractor hereunder in meeting its obligations under this Agreement. 4. MANAGEMENT The individual directly responsible for Contractor's overall performance of the Agreement provisions herein above set forth and to serve as principal liaison between City and Contractor shall be , and no other individual may be substituted without the prior written approval of the City Manager. The City's contact person in charge of administration of this Agreement, and to serve as principal liaison between Contractor and City, shall be the City Manager or the City Manager's designee. 86 City Council Meeting March 4, 2015 Page 6 5. PAYMENT The City agrees to pay Contractor monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit , based upon actual time spent on the above tasks. This amount shall not exceed fifty thousand dollars ($50,000) annually and for every subsequent year that the Agreement is extended, which extensions require a written Amendment to this Agreement, approved by City Manager and executed by both parties. Contractor shall not be compensated for any services rendered in connection with its performance of this Agreement, unless such additional services and compensation are authorized, in advance, in a written amendment to the agreement executed by both parties. The City Manager, if authorized by City Council, may approve additional work not to exceed ten percent (10%) of the amount of the Agreement. Contractor shall submit invoices monthly for actual services performed. Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If the City disputes any of Contractor's fees it shall give written notice to Contractor within thirty (30) days of receipt of any disputed fees set forth on the invoice. Contractor shall provide appropriate documentation, as determined by the City, for all reimbursable expenses. 6. TERMINATION OR SUSPENSION WITHOUT CAUSE The City may at any time, for any reason, with or without cause, suspend, or terminate this Agreement, or any portion hereof, by serving upon the Contractor at least ten (10) days prior written notice. Upon receipt of said notice, the Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. The Contractor may terminate this Agreement only by providing City with written notice no less than thirty (30) days in advance of such termination. In the event of such termination, Contractor shall be compensated for such services up to the date of termination. Such compensation for work in progress shall be prorated as to the percentage of progress completed at the date of termination. If the City Manager or the City Manager's designee determines that the Contractor is in default in the performance of any of the terms or conditions of this Agreement, the City may proceed in the manner set forth in Section 6-4 of the Greenbook. 87 City Council Meeting March 4, 2015 Page 7 7. DEFAULT OF CONTRACTOR The Contractor's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Contractor. If such failure by the Contractor to make progress in the performance of work hereunder arises out of causes beyond the Contractor's control, and without fault or negligence of the Contractor, it shall not be considered a default. If the City Manager or the City Manager's designee determines that the Contractor is in default in the performance of any of the terms or conditions of this Agreement, he/she shall cause to be served upon the Contractor a written notice of the default. The Contractor shall have five (5) working days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 8. LIQUIDATED DAMAGES If the Contractor fails to complete the work, or any portion thereof, within the time period required by this Agreement or as duly extended in writing by the City Manager, Contractor shall forfeit and pay to the City, as liquidated damages, the sum of one hundred fifty dollars ($150) per day for each calendar day the work, or portion thereof, remains uncompleted after the above specified completion date. Liquidated damages shall be deducted from any payments due or to become due to the Contractor under the terms of this Agreement [Government Code Sec. 53069.85]. Progress payments made by the City after the above specified completion date shall not constitute a waiver of liquidated damages by the City. 9. OWNERSHIP OF DOCUMENTS Contractor shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement. Contractor shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the representatives of City or its designees at reasonable times to such brooks and records; shall give the City the right to examine and audit said books and records; shall permit City to make transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this 88 City Council Meeting March 4, 2015 Page 8 Agreement. Notification of audit shall be provided at least thirty (30) days before any such audit is conducted. Such records, together with supporting documents, shall be maintained for a period of ten (10) years after receipt of final payment. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Contractor. With respect to computer files, Contractor shall make available to the City, at the Contractor's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files. 10. INDEMNIFICATION AND HOLD HARMLESS Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers from and against all liability, loss, damage, expense, cost (including without limitation reasonable legal counsels' fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor's negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in this agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor's legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable legal counsels fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor's negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the state of California and will survive termination of this Agreement. Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City active negligence accounts for only a percentage of the liability involved, the 89 City Council Meeting • March 4, 2015 Page 9 obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section from each and every subcontractor or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. In the event Contractor fails to obtain such indemnity obligations from others as required here, Contractor agrees to be fully responsible according to the terms of this Section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth here is binding on the successors, assigns, or heirs of Contractor and shall survive the termination of this Agreement or Section. This Indemnity shall survive termination of the Agreement or Final Payment hereunder. This Indemnity is in addition to any other rights or remedies that the Indemnitees may have under the law or under any other Contract Documents or Agreements. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, in its sole discretion, reserve, retain, or apply any monies to the Contractor under this Agreement for the purpose of resolving such claims; provided, however, City may release such funds if the Contractor provides City with reasonable assurance of protection of the Indemnitees' interests. City shall, in its sole discretion, determine whether such assurances are reasonable. 11. INSURANCE Contractor shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit attached hereto and incorporated herein by this reference as though set forth in full. 12. INDEPENDENT CONTRACTOR Contractor is and shall at all times remain as to the City a wholly independent Contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Contractor's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Contractor shall not incur or have the power to incur any debt, obligation, or liability against City, or bind City in any manner. No employee benefits shall be available to Contractor in connection with the performance of this Agreement. Except for the fees paid to Contractor as provided in 90 City Council Meeting March 4, 2015 Page 10 the Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Contractor shall keep itself informed of local, state, and federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Contractor shall at all times observe and comply with all such laws and regulations, including but not limited to the Americans with Disabilities Act and Occupational Health and Safety Administration laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Contractor to comply with this Section. 14. ANTI DISCRIMINATION Neither the Contractor, nor any subcontractor under the Contractor, shall discriminate in employment of persons upon the work because of race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, or gender of such person, except as provided in Section 12940 of the Government Code. The Contractor shall have responsibility for compliance with this Section [Labor Code Section 1735]. 15. UNDUE INFLUENCE Contractor declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of the City in connection with the award, terms, or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City will receive compensation, directly or indirectly from Contractor, or any officer, employee, or agent of Contractor, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity. 16. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES No member, officer, or employee of the City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement. 91 City Council Meeting March 4, 2015 Page 11 17. CONFLICT OF INTEREST Contractor covenants that neither they nor any officer or principal of their firm have any interests, nor shall they acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of their services hereunder. Contractor further covenants that in the performance of this Agreement, they shall employ no person having such interest as an officer, employee, agent, or subcontractor. Contractor further covenants that Contractor has not contracted with nor is performing any services directly or indirectly, with the developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or processing an entitlement application for property in the City or its Area of Interest, now or within the past one (1) year, and further covenants and agrees that Contractor and/or its subcontractors shall provide no service or enter into any contract with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or processing an entitlement application for property in the City or its Area of Interest, while under contract with the City and for a one (1) year time period following termination of this Agreement. 18. NOTICE Any notice to be given pursuant to this Agreement shall be in writing, and all such notices and any other document to be delivered shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the party for whom intended as follows: To: City Manager City of Moorpark 799 Moorpark Avenue Moorpark, California 93021 To: Either party may, from time to time, by written notice to the other, designate a different address or contact person, which shall be substituted for the one above specified. Notices, payments and other documents shall be deemed delivered upon receipt by personal service oras of the third (3rd) day after deposit in the United States mail. 19. CHANGE IN NAME Should a change be contemplated in the name or nature of the Contractor's legal entity, the Contractor shall first notify the City in order that proper steps may be taken to have the change reflected in the Agreement documents. 92 City Council Meeting March 4, 2015 Page 12 20. ASSIGNMENT Contractor shall not assign this Agreement or any of the rights, duties, or obligations hereunder. It is understood and acknowledged by the parties that Contractor is uniquely qualified to perform the services provided for in this Agreement. 21. LICENSES At all times during the term of this Agreement, Contractor shall have in full force and effect, all licenses required of it by law for the performance of the services in this Agreement. 22. VENUE AND GOVERNING LAW This Agreement is made, entered into, and executed in Ventura County, California, and any action filed in any court or for arbitration for the interpretation, enforcement or other action of the terms, conditions, or covenants referred to herein shall be filed in the applicable court in Ventura County, California. The City and Contractor understand and agree that the laws of the state of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. 23. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 24. CAPTIONS OR HEADINGS The captions and headings of the various Articles, Paragraphs, Sections, and Exhibits of this Agreement are for convenience and identification only and shall not be deemed to limit or define the content of the respective Articles, Paragraphs, Sections, and Exhibits hereof. 25. AMENDMENTS Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by both parties to this Agreement. 93 City Council Meeting March 4, 2015 Page 13 26. TIME OF COMPLETION City and Contractor agree that time is of the essence in this Agreement. City and Contractor further agree that Contractor's failure to perform on or at the times set forth in this Agreement will damage and injure City, but the extent of such damage and injury is difficult or speculative to ascertain. Consequently, City and Contractor agree that any failure to perform by Contractor at or within the times set forth herein shall result in liquidated damages as defined in this Agreement for each and every day such performance is late. City and Contractor agree that such sum is reasonable and fair. Furthermore, City and Contractor agree that this Agreement is subject to Government Code Section 53069.85 and that each party hereto is familiar with and understands the obligations of said Section of the Government Code. 27. PRECEDENCE Contractor is bound by the contents of the Exhibit . In the event of conflict, the requirements of this Agreement shall take precedence over those contained in Exhibits 28. INTERPRETATION OF AGREEMENT Should interpretation of this Agreement, or any portion thereof, be necessary, it is deemed that this Agreement was prepared by the parties jointly and equally, and shall not be interpreted against either party on the ground that the party prepared the Agreement or caused it to be prepared. 29. WAIVER No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any such waiver constitute a continuing or subsequent waiver of the same provision. No waiver shall be binding unless executed in writing by the party making the waiver. 30. AUTHORITY TO EXECUTE The person or persons executing this Agreement on behalf of the Contractor warrants and represents that he/she has the authority to execute this Agreement on behalf of the Contractor and has the authority to bind Contractor to the performance of obligations hereunder. 94 City Council Meeting March 4, 2015 Page 14 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF MOORPARK By: By: Steven Kueny, City Manager Name: Title: Attest: Maureen Benson, City Clerk 95 City Council Meeting March 4, 2015 Page 15 Attachment 2 Sample Agreement 2 Non-Prevailing Wage Agreement AGREEMENT BETWEEN THE CITY OF MOORPARK AND , FOR Servicemaster Professional Building Maintenance THIS AGREEMENT, is made and effective as of this day of , 2015, between the City of Moorpark, a municipal corporation ("City") and , a ("Contractor"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: WHEREAS, City has the need for construction services related to ; and WHEREAS, Contractor specializes in providing such services and has the proper work experience, certifications, and background to carry out the duties involved; and WHEREAS, the City Council of the City at a meeting held on the day of , 2015, authorized the City Manager to enter into this Agreement after public bidding in accordance with California Public Contract Code Section 20160, et seq. NOW, THEREFORE, in consideration of the mutual covenants, benefits, and premises herein stated, the parties hereto agree as follows: 1. TERM The term of the Agreement shall be from the date of execution and will expire on 2016, unless this Agreement is terminated or suspended as referred to herein. Upon the mutual consent of both parties, the term of this Agreement may be extended for two (2) additional one (1) year periods. 2. SCOPE OF SERVICES City does hereby retain Contractor in a contractual capacity to provide services specifically as it pertains to various Moorpark services at City facilities, City Parks, Landscape Maintenance District and City Properties, as set forth in Exhibit which is attached hereto and incorporated herein by this reference as though set forth in full. Where said Scope of Services is modified by this Agreement, or in the event there is a conflict between the provisions of said Scope of Services and this Agreement, the language contained in this Agreement shall take precedence. 96 City Council Meeting March 4, 2015 Page 16 Contractor shall perform the services described and set forth in Exhibit Contractor shall complete the tasks according to the schedule of performance which is also set forth in Exhibit Compensation for the services to be performed by Contractor shall be in accordance with Exhibit . Compensation shall not exceed the rates or total value of fifty thousand dollars ($50,000) annually as stated in Exhibit , without a written amendment to the agreement executed by both parties. Payment by City to Contractor shall be as referred to in this Agreement. 3. PERFORMANCE Contractor shall at all times faithfully, competently, and to the best of Contractor's ability, experience, and talent, perform all tasks described herein. Contractor shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Contractor hereunder in meeting its obligations under this Agreement. 4. MANAGEMENT The individual directly responsible for Contractor's overall performance of the Agreement provisions herein above set forth and to serve as principal liaison between City and Contractor shall be , and no other individual may be substituted without the prior written approval of the City Manager. The City's contact person in charge of administration of this Agreement, and to serve as principal liaison between Contractor and City, shall be the City Manager or the City Manager's designee. 5. PAYMENT The City agrees to pay Contractor monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit , based upon actual time spent on the above tasks. This amount shall not exceed fifty thousand dollars ($50,000) annually and for every subsequent year that the Agreement is extended, which extensions require a written Amendment to this Agreement, approved by City Manager and executed by both parties. Contractor shall not be compensated for any services rendered in connection with its performance of this Agreement, unless such additional services and compensation are authorized, in advance, in a written amendment to the agreement executed by both parties. The City Manager, if authorized by City Council, may approve additional work not to exceed ten percent (10%) of the amount of the Agreement. Contractor shall submit invoices monthly for actual services performed. Invoices shall be submitted on or about the first business day of each month, or as soon 97 City Council Meeting March 4, 2015 Page 17 thereafter as practical, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non-disputed fees. If the City disputes any of Contractor's fees it shall give written notice to Contractor within thirty (30) days of receipt of any disputed fees set forth on the invoice. Contractor shall provide appropriate documentation, as determined by the City, for all reimbursable expenses. 6. TERMINATION OR SUSPENSION WITHOUT CAUSE The City may at any time, for any reason, with or without cause, suspend, or terminate this Agreement, or any portion hereof, by serving upon the Contractor at least ten (10) days prior written notice. Upon receipt of said notice, the Contractor shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. The Contractor may terminate this Agreement only by providing City with written notice no less than thirty (30) days in advance of such termination. In the event of such termination, Contractor shall be compensated for such services up to the date of termination. Such compensation for work in progress shall be prorated as to the percentage of progress completed at the date of termination. If the City Manager or the City Manager's designee determines that the Contractor is in default in the performance of any of the terms or conditions of this Agreement, the City may proceed in the manner set forth in Section 6-4 of the Greenbook. 7. DEFAULT OF CONTRACTOR The Contractor's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Contractor for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Contractor. If such failure by the Contractor to make progress in the performance of work hereunder arises out of causes beyond the Contractor's control, and without fault or negligence of the Contractor, it shall not be considered a default. If the City Manager or the City Manager's designee determines that the Contractor is in default in the performance of any of the terms or conditions of this Agreement, he/she shall cause to be served upon the Contractor a written notice of the default. The Contractor shall have five (5) working days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Contractor fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this 98 City Council Meeting March 4, 2015 Page 18 Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. 8. LIQUIDATED DAMAGES If the Contractor fails to complete the work, or any portion thereof, within the time period required by this Agreement or as duly extended in writing by the City Manager, Contractor shall forfeit and pay to the City, as liquidated damages, the sum of one hundred fifty dollars ($150) per day for each calendar day the work, or portion thereof, remains uncompleted after the above specified completion date. Liquidated damages shall be deducted from any payments due or to become due to the Contractor under the terms of this Agreement [Government Code Sec. 53069.85]. Progress payments made by the City after the above specified completion date shall not constitute a waiver of liquidated damages by the City. 9. OWNERSHIP OF DOCUMENTS Contractor shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement. Contractor shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the representatives of City or its designees at reasonable times to such books and records; shall give the City the right to examine and audit said books and records; shall permit City to make transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Notification of audit shall be provided at least thirty (30) days before any such audit is conducted. Such records, together with supporting documents, shall be maintained for a period of ten (10) years after receipt of final payment. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Contractor. With respect to computer files, Contractor shall make available to the City, at the Contractor's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files. 10. INDEMNIFICATION AND HOLD HARMLESS Contractor shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, employees and volunteers from and against all 99 City Council Meeting March 4, 2015 Page 19 liability, loss, damage, expense, cost (including without limitation reasonable legal counsels' fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Contractor's negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in this agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of the City. Should conflict of interest principles preclude a single legal counsel from representing both City and Contractor, or should City otherwise find Contractor's legal counsel unacceptable, then Contractor shall reimburse the City its costs of defense, including without limitation reasonable legal counsels fees, expert fees and all other costs and fees of litigation. The Contractor shall promptly pay any final judgment rendered against the City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of the Contractor's negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the state of California and will survive termination of this Agreement. Contractor obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this agreement, Contractor shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City active negligence accounts for only a percentage of the liability involved, the obligation of Contractor will be for that entire portion or percentage of liability not attributable to the active negligence of City. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section from each and every subcontractor or any other person or entity involved by, for, with, or on behalf of Contractor in the performance of this Agreement. In the event Contractor fails to obtain such indemnity obligations from others as required here, Contractor agrees to be fully responsible according to the terms of this Section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth here is binding on the successors, assigns, or heirs of Contractor and shall survive the termination of this Agreement or Section. This Indemnity shall survive termination of the Agreement or Final Payment hereunder. This Indemnity is in addition to any other rights or remedies that the Indemnitees may have under the law or under any other Contract Documents or 100 City Council Meeting March 4, 2015 Page 20 Agreements. In the event of any claim or demand made against any party which is entitled to be indemnified hereunder, City may, in its sole discretion, reserve, retain, or apply any monies to the Contractor under this Agreement for the purpose of resolving such claims; provided, however, City may release such funds if the Contractor provides City with reasonable assurance of protection of the Indemnitees' interests. City shall, in its sole discretion, determine whether such assurances are reasonable. 11. INSURANCE Contractor shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit attached hereto and incorporated herein by this reference as though set forth in full. 12. INDEPENDENT CONTRACTOR Contractor is and shall at all times remain as to the City a wholly independent Contractor. The personnel performing the services under this Agreement on behalf of Contractor shall at all times be under Contractor's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Contractor shall not incur or have the power to incur any debt, obligation, or liability against City, or bind City in any manner. No employee benefits shall be available to Contractor in connection with the performance of this Agreement. Except for the fees paid to Contractor as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Contractor for performing services hereunder for City. City shall not be liable for compensation or indemnification to Contractor for injury or sickness arising out of performing services hereunder. 13. LEGAL RESPONSIBILITIES The Contractor shall keep itself informed of local, state, and federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Contractor shall at all times observe and comply with all such laws and regulations, including but not limited to the Americans with Disabilities Act and Occupational Health and Safety Administration laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Contractor to comply with this Section. 14. ANTI DISCRIMINATION Neither the Contractor, nor any subcontractor under the Contractor, shall discriminate in employment of persons upon the work because of race, religious creed, 101 City Council Meeting March 4, 2015 Page 21 color, national origin, ancestry, physical handicap, medical condition, marital status, or gender of such person, except as provided in Section 12940 of the Government Code. The Contractor shall have responsibility for compliance with this Section [Labor Code Section 1735]. 15. UNDUE INFLUENCE Contractor declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of the City in connection with the award, terms, or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City will receive compensation, directly or indirectly from Contractor, or any officer, employee, or agent of Contractor, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity. 16. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES No member, officer, or employee of the City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/her tenure or for one (1) year thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement. 17. CONFLICT OF INTEREST Contractor covenants that neither they nor any officer or principal of their firm have any interests, nor shall they acquire any interest, directly or indirectly, which will conflict in any manner or degree with the performance of their services hereunder. Contractor further covenants that in the performance of this Agreement, they shall employ no person having such interest as an officer, employee, agent, or subcontractor. Contractor further covenants that Contractor has not contracted with nor is performing any services directly or indirectly, with the developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or processing an entitlement application for property in the City or its Area of Interest, now or within the past one (1) year, and further covenants and agrees that Contractor and/or its subcontractors shall provide no service or enter into any contract with any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or processing an entitlement application for property in the City or its Area of Interest, while under contract with the City and for a one (1) year time period following termination of this Agreement. 102 City Council Meeting March 4, 2015 Page 22 18. NOTICE Any notice to be given pursuant to this Agreement shall be in writing, and all such notices and any other document to be delivered shall be delivered by personal service or by deposit in the United States mail, certified or registered, return receipt requested, with postage prepaid, and addressed to the party for whom intended as follows: To: City Manager City of Moorpark 799 Moorpark Avenue Moorpark, California 93021 To: Either party may, from time to time, by written notice to the other, designate a different address or contact person, which shall be substituted for the one above specified. Notices, payments and other documents shall be deemed delivered upon receipt by personal service or as of the third (3rd) day after deposit in the United States mail. 19. CHANGE IN NAME Should a change be contemplated in the name or nature of the Contractor's legal entity, the Contractor shall first notify the City in order that proper steps may be taken to have the change reflected in the Agreement documents. 20. ASSIGNMENT Contractor shall not assign this Agreement or any of the rights, duties, or obligations hereunder. It is understood and acknowledged by the parties that Contractor is uniquely qualified to perform the services provided for in this Agreement. 21. LICENSES At all times during the term of this Agreement, Contractor shall have in full force and effect, all licenses required of it by law for the performance of the services in this Agreement. 103 City Council Meeting March 4, 2015 Page 23 22. VENUE AND GOVERNING LAW This Agreement is made, entered into, and executed in Ventura County, California, and any action filed in any court or for arbitration for the interpretation, enforcement or other action of the terms, conditions, or covenants referred to herein shall be filed in the applicable court in Ventura County, California. The City and Contractor understand and agree that the laws of the state of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. 23. ENTIRE AGREEMENT This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 24. CAPTIONS OR HEADINGS The captions and headings of the various Articles, Paragraphs, Sections, and Exhibits of this Agreement are for convenience and identification only and shall not be deemed to limit or define the content of the respective Articles, Paragraphs, Sections, and Exhibits hereof. 25. AMENDMENTS Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by both parties to this Agreement. 26. TIME OF COMPLETION City and Contractor agree that time is of the essence in this Agreement. City and Contractor further agree that Contractor's failure to perform on or at the times set forth in this Agreement will damage and injure City, but the extent of such damage and injury is difficult or speculative to ascertain. Consequently, City and Contractor agree that any failure to perform by Contractor at or within the times set forth herein shall result in liquidated damages as defined in this Agreement for each and every day such performance is late. City and Contractor agree that such sum is reasonable and fair. Furthermore, City and Contractor agree that this Agreement is subject to Government Code Section 53069.85 and that each party hereto is familiar with and understands the obligations of said Section of the Government Code. 104 City Council Meeting March 4, 2015 Page 24 27. PRECEDENCE Contractor is bound by the contents of the Exhibit . In the event of conflict, the requirements of this Agreement shall take precedence over those contained in Exhibits 28. INTERPRETATION OF AGREEMENT Should interpretation of this Agreement, or any portion thereof, be necessary, it is deemed that this Agreement was prepared by the parties jointly and equally, and shall not be interpreted against either party on the ground that the party prepared the Agreement or caused it to be prepared. 29. WAIVER No waiver of any provision of this Agreement shall be deemed, or shall constitute, a waiver of any other provision, whether or not similar, nor shall any such waiver constitute a continuing or subsequent waiver of the same provision. No waiver shall be binding unless executed in writing by the party making the waiver. 30. AUTHORITY TO EXECUTE The person or persons executing this Agreement on behalf of the Contractor warrants and represents that he/she has the authority to execute this Agreement on behalf of the Contractor and has the authority to bind Contractor to the performance of obligations hereunder. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. CITY OF MOORPARK By: By: Steven Kueny, City Manager Name: Title: Attest: Maureen Benson, City Clerk 105 City Council Meeting March 4, 2015 Page 25 EXHIBIT A INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Contractor will maintain insurance in conformance with the requirements set forth below. Contractor will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, it will be amended to do so. Contractor acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this Agreement and which is applicable to a given loss, will be available to the City. Contractor shall provide the following types and amounts of insurance: 1. Commercial General Liability Commercial General Liability Insurance shall be provided by an Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate. Contractor's policy shall contain no endorsements limiting coverage beyond the basic policy coverage grant for any of the following: a. Explosion, collapse or underground hazard (XCU) b. Products and completed operations c. Pollution liability d. Contractual liability Coverage shall be applicable to City for injury to employees of contractors, subcontractors, or others involved in the project. Policy shall be endorsed to provide a separate limit applicable to this project. 2. Workers' Compensation Workers' Compensation insurance shall be provided on a state-approved policy form providing statutory benefits as required by law with employers' liability limits no less than $1,000,000 per accident for all covered losses. 106 City Council Meeting March 4, 2015 Page 26 3. Business Auto Coverage Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 06 92 including symbol 1 (Any Auto) or the exact equivalent shall be provided. Limits shall be no less than $1,000,000 per accident, combined single limit. If Contractor owns no vehicles, this requirement may be satisfied by a non-owned auto endorsement to the general liability policy described above. If Contractor or Contractor's employees will use personal autos in any way on this project, Contractor shall provide evidence of personal auto liability coverage for each such person. 4. Excess or Umbrella Liability Excess or Umbrella Liability insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Coverage shall be provided on a "pay on behalf" basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of contractor, subcontractors, or others involved in the Work. The scope of coverage provided is subject to the approval of city following receipt of proof of insurance as required herein. Limits are subject to review. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with A.M. Best rating of A- or better and a minimum financial size of VII. Contractor and City agrees as follows: 1. Contractor agrees to endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees, agents, using standard ISO endorsement No. CG 2010 with an edition date of 1985. Contractor also agrees to require all contractors, subcontractors, and any one else involved in any way with the project contemplated by this Agreement to do likewise. 2. Any waiver of subrogation express or implied on the part of the City to any party involved in this Agreement or related documents applies only to the extent of insurance proceeds actually paid. City, having required that it be named as an additional insured to all insurance coverage required herein, expressly retains the right to subrogate against any party for sums not paid by insurance. For its part, Contractor agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors, subcontractors, or others involved in any way with the project contemplated by this Agreement to do likewise. 107 City Council Meeting March 4, 2015 Page 27 3. All insurance coverage maintained or procured by Contractor or required of others by Contractor pursuant to this Agreement shall be endorsed to delete the subrogation condition as to the city, or to specifically allow Contractor or others providing insurance herein to waive subrogation prior to a loss. This endorsement shall be obtained regardless of existing policy wording that may appear to allow such waivers. 4. It is agreed by Contractor and City that insurance provided pursuant to these requirements is not intended by any party to be limited to providing coverage for the vicarious liability of City, or to the supervisory role, if any, of City. All insurance coverage provided pursuant to this or any other Agreement (express or implied) in any way relating to City is intended to apply to the full extent of the policies involved. Nothing referred to here or contained in any agreement involving City in relation to the project contemplated by this Agreement is intended to be construed to limit the application of insurance coverage in any way. 5. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 6. All coverage types and limits required are subject to approval, modification, and additional requirements by the City, as the need arises. Contractor shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discover period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of binders of coverage, or endorsements, or certificates of insurance, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of insurance is not delivered as required, or in the event such insurance is canceled or reduced at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other Agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Contractor or deducted from sums due Contractor, at City option. 8. Contractor agrees to endorse, and to required others to endorse, the insurance provided pursuant to these requirements, to require 30 days notice to City and the appropriate tender prior to cancellation or reduction of such liability coverage and notice of any material alteration or non-renewal of any such coverage, and to require contractors, subcontractors, and any other party in any way involved with the project contemplated by this Agreement to do likewise. 108 City Council Meeting March 4, 2015 Page 28 9. It is acknowledged by the parties of this Agreement that all insurance coverage required to be provided by Contractor or any subcontractor, and any other party involved with the project who is brought onto or involved in the project by Contractor, is intended to apply first and on a primary non-contributing basis in relation to any other insurance or self insurance available to the City. 10. Contractor agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request, all agreements with subcontractors and others engaged in this project will be submitted to City for review. 11. Contractor agrees that all layers of third party liability coverage required herein, primary, umbrella and excess, will have the same starting and expiration date. Contractor agrees further that all other third party coverages required herein will likewise have concurrent starting and ending dates. 12. Contractor agrees not to self-insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, architect, engineer, or other entity or person in any way involved in the performance of Work on the project contemplated by this Agreement to self-insure its obligations to City. If Contractor's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Contractor, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions. 13. The City reserves the right at any time during the term of this Agreement to change the amounts and types of insurance required by giving the Contractor 90 days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City will negotiate additional compensation proportional to the increased benefit to City. 14. For purposes of applying insurance coverage only, all contracts pertaining to the project will be deemed to be executed when finalized and any activity commences in furtherance of performance under this Agreement. 15. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 109 City Council Meeting March 4, 2015 Page 29 16. Contractor will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuance to this Agreement. This obligation applies whether or not the Agreement is canceled or terminated for any reason. The insurance shall include but not be limited to products and completed operations and discontinued operations, where applicable. Termination of this obligation is not effective until City executes a written statement to that effect. 17. Contractor agrees to waive its statutory immunity under any workers' compensation statute or similar statute, in relation to the City, and to require all subcontractors and any other person or entity involved in the project contemplated by this Agreement to do likewise. 18. Requirements of specific coverage features are not intended as limitations on other requirements or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be all-inclusive. 19. Any provision in any of the construction documents dealing with the insurance coverage provided pursuant to these requirements, is subordinate to and superseded by the requirements contained herein. These insurance requirements are intended to be separate and distinct from any other provision in this Agreement and are intended by the parties to be interpreted as such. 20. All liability coverage provided according to these requirements must be endorsed to provide a separate aggregate limit for the project that is the subject of this Agreement and evidencing products and completed operations coverage for not less than two years after issuance of a final certificate of occupancy by all appropriate government agencies or acceptance of the completed work by City. 21. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 22. Contractor agrees to obtain and provide to City a copy of Professional Liability coverage for Architects or Engineers on this project through Contractor. City shall determine the liability limit. 110 City Council Meeting March 4, 2015 Page 30 Attachment 3 Scope of Services and Compensation Rates For DNA ELECTRIC METRO LANDSCAPE MAINTENANCE MASTERS PIPE DREAMS PLUMBING SERVICEMASTERS PROFESSIONAL BUILDING MAINTENANCE 111 City Council Meeting March 4, 2015 Page 31 DNA ELECTRICAL SERVICES SCOPE OF SERVICES For each job requested by the City representative, the Contractor must respond and provide an initial assessment of the service or repair. The Contractor will provide an estimate to City representative and only start work upon authorization from the City representative. The Contractor shall provide all electrical services requiring a licensed electrical contractor including, but not limited to: • Trouble-shoot undetermined electrical failures. • Provide construction and installation of new or updated electrical service or lighting project. • Purchase and install lighting ballast. • Groundwater well electrical problems. • Sewer pump lift station electrical problems. • Softball field light electrical problems. • Football field light electrical problems. • Sport field lighting high-rise pole bulb replacement. • Gymnasium lighting electrical problems. • Snack-bar electrical problems. • City Park security lighting electrical problems and repairs. • Electrical timer repair or installation. • Electrical repair to City tennis court and basketball court lighting and timers. • Electrical service to City marquee signs. • SCE electrical meter replacement. • Any electrical problem or service the City requests as an emergency response. Contractor is responsible for all equipment (bucket-truck, hi-lift, etc.) and materials to complete all services or repairs. 112 City Council Meeting March 4, 2015 Page 32 DNA ELECTRICAL SERVICES SERVICE RATES ROUTINE WORK (One to three working day response) Two hour minimum billed at 15-minute increments Monday thru Friday 7:00 am to 5:30 pm $70.00 per hour at $17.50 per 15-mintues Monday thru Friday 5:30 pm to 7:00 am $95.00 per hour at $23.75 per 15-minutes Weekend and Holiday $95.00 per hour.at $23.75 per 15-mintues EMERGENCY WORK (One to three hour response) Billed at 15-minute increments Monday thru Friday 7:00 am to 5:30 pm $70.00 per hour at $17.50 per 15-mintues Monday thru Friday 5:30 pm to 7:00 am $95.00 per hour at $23.75 per 15-mintues Weekend and Holiday $95.00 per hour at $23.75 per 15-mintues 113 City Council Meeting March 4, 2015 Page 33 METRO LANDSCAPE SCOPE OF SERVICES AND SERVICE RATES LANDSCAPE AND HARDSCAPE SERVICES Provide landscape maintenance services including; mowing, edging, pruning, pesticide application, irrigation troubleshoot, debris removal, tree pruning. Planting of 1 gallon to 60" box trees including staking and root barrier installation, planting sod. Hardscape installation including slump and block walls and repair, mow strips, concrete pads, footings, flagstone, and cultured stone installation. Drainage lines and renovation of systems. Low voltage lighting installation and troubleshooting. Soil conditioning, removal and addition, grading. Slope installation and/or renovation including installation of jute netting. PLANTING SERVICES Unit pricing per container size per city specification plate not including 3:1 slope areas or steeper, area free and clear of tree stumps, other natural obstacles and/or buried concrete; high accessibility to site, free of buried utilities, includes common plants only. 1 gallon shrubs $7.75 up to quantity of 25 $7.00 over quantity of 25 5 gallon shrubs $29.75 up to quantity of 25 $28.00 over quantity of 25 15 gallon shrubs $95.00 up to quantity of 5 $90.00 over quantity of 5 15 gallon trees $110.00 up to quantity of 5 $100.00 over quantity of 5 114 City Council Meeting March 4, 2015 Page 34 24" box trees $315.00 up to quantity of 5 $295.00 over quantity of 5 IRRIGATION SERVICES Irrigation installation, repair and retrofit of lateral and mainlines, valve, controllers and controller security box replacement, pump motor replacement, and troubleshooting services. COSTRUCTION LABOR AND EQUIPMENT COST Labor - $37.50 per supervised man per hour. Small equipment; chain saws, concrete mixer, generators, etc. up to $55.00 per day. Medium equipment; walk behind trenchers, compactors, Jackhammers, etc. up to $100.00 per day. Large equipment; Bobcat, back hoe up to $250.00 per day plus $70.00 per operator man hour. Traffic Control; traffic light arrow board up to $100.00 per pay full lane closure $350.00 per day. Contractor is responsible for all equipment and materials to complete all services or repairs. 115 City Council Meeting March 4, 2015 Page 35 MAINTENANCE MASTERS SCOPE OF SERVICES For each job requested by the City representative, the Contractor must respond and provide an initial assessment of the project. The Contractor will provide an estimate to City representative and only start work upon authorization from the City representative. The Contractor shall perform general repair and new construction projects for various City facilities including, but not limited to: • Drywall repair • General carpentry including cabinet installation • Door installation and repair • Stucco repair and painting • General construction including framing • Window installation • Concrete installation Contractor is responsible for all equipment and materials to complete all services or repairs. 116 City Council Meeting March 4, 2015 Page 36 MAINTENANCE MASTERS SERVICE RATES ROUTINE WORK (One to three day response) Monday thru Friday 7:00 am to 5:30 pm $70.00 per hour Monday thru Friday 5:30 pm to 7:00 am $95.00 per hour Weekend and Holiday $95.00 per hour Overhead and profit: 15% EMERGENCY WORK (One to three hour response) Monday thru Friday 7:00 am to 5:30 pm $70.00 per hour Monday thru Friday 5:30 pm to 7:00 am $95.00 per hour Weekend and Holiday $95.00 per hour Overhead and profit: 15% 117 City Council Meeting March 4, 2015 Page 37 PIPE DREAMS PLUMBING COMPANY SCOPE OF SERVICES For each job requested by the City representative, the contractor must respond and provide an initial assessment of the service or repair. The Contractor will provide an estimate to the City representative and only start work upon authorization from the City representative. The Contractor shall provide all plumbing services requiring a licensed plumbing contractor including, but not limited to: • Provide plumbing services or repairs at all City facilities, City parks, and various miscellaneous City properties. • Trouble-shoot undetermined plumbing failures. • Provide the installation of new or updated plumbing services. • Any plumbing problem or service the City requests as an emergency response. Contractor is responsible for all equipment and materials to complete all services or repairs. 118 City Council Meeting March 4, 2015 Page 38 PIPE DREAMS PLUMBING COMPANY SERVICE RATES FOR PLUMBING SERVICES ROUTINE WORK (One to three day response) Monday thru Friday 7:00 am to 5:30 pm $95.00 per hour Monday thru Friday 5:30 pm to 7:00 am $110.00 per hour Weekend and Holiday $95.00 per hour EMERGENCY WORK (One to three hour response) Monday thru Friday 7:00 am to 5:30 pm $120.00 per hour Monday thru Friday 5:30 pm to 7:00 am $120.00 per hour Weekend and Holiday $120.00 per hour 119 City Council Meeting March 4, 2015 Page 39 SERVICE MASTER PROFESSIONAL BUILDING MAINTENANCE SCOPE OF SERVICES Contractor agrees to provide regular janitorial services Monday through Saturday no earlier than 8:00 p.m. at the following locations; the Moorpark Library (699 Moorpark Avenue) and the Ruben Castro Human Services Center (612 Spring Road). Said services shall be provided on all holidays, if the holiday falls on a regular service day with the exception of New Years Day, Thanksgiving Day, July 4, Labor Day, Memorial Day, and Christmas. The City reserves the right to assign the hours that Contractor shall perform janitorial services under the Contract, upon mutual consent of Contractor. Contractor also agrees to provide annual janitorial services at the following locations: the Arroyo Vista Recreation Center and Gymnasium (4550 Tierra Rejada Road), the Moorpark Public Services Facility (627 Fitch Avenue), the Moorpark City Administrative Building, and Annex No.1, Annex No.2 Kitchen and Break room and Annex No. 3 Community Development and Community Services building (799 Moorpark Avenue). Contractor shall be provided with a set of keys, which the Contractor shall sign for denoting the number and type of key provided and the alarm code for that facility. Contractor is responsible for the keys and agrees not to duplicate them. If additional keys are needed, Contractor shall make a request to the City. Contractor agrees to be responsible for disarming facilities upon entry and for fully locking and alarming buildings at the completion of each shift and locking and relocking The Contractor further agrees that the facilities shall never be left unattended unless fully locked and alarmed. Contractor agrees that failure to fully secure the facilities can result in liquidated damages. The City agrees to notify Contractor in writing when the alarm code for one of the facilities covered by this Contract has been changed. Upon termination of this Contract, Contractor shall return all keys provided by City. Contractor agrees to provide and be responsible for the maintenance of their own tools of the trade for cleaning, equipment, materials, and solutions as is required to satisfactorily perform the Scope of Service under this Contract. This includes but is not limited to: commercial grade vacuum cleaner, carpet steam cleaner, floor scrubbing machine, floor buffing machine, broom, mop, floor, buffing pads, and cleaning brushes. Contractor further agrees that all Kelly employees shall be in uniform and carry appropriate identification when on duty. City shall be responsible for providing routine and daily sanitary and cleaning supplies necessary for performing work at the City of Moorpark Public Library only (unless otherwise specified), which include all paper supplies associated with this Contract, liquid soap for dispensers, trash can liners, feminine sanitary supplies. The City shall 120 City Council Meeting March 4, 2015 Page 40 supply all solutions for cleaning the hardwood floors in the gym during annual cleaning services. Contractor shall report any broken, malfunctioning, or vandalized equipment or fixtures (including but not limited to heating/air conditioning units, plumbing, and electrical), and shall report any graffiti applied to the interior or exterior of a City building, to the City's Parks and Landscape Maintenance Superintendent immediately by telephone. In the event the Parks and Landscape Maintenance Superintendent is not available, Contractor shall leave a voice mail message on the Superintendent's work phone (805- 517-6360). DAILY SERVICES Contractor agrees to provide regular janitorial services Monday through Saturday no earlier than 8:00 p.m. at the following locations; the Moorpark Public Library (699 Moorpark Avenue) and the Ruben Castro Human Services Center (612 Spring Road). • Pick up litter, empty all trash containers, and replace container liners. Discard trash and recycling materials into approved trash bins. • Vacuum all floors and entry mats (carpeted and non-carpeted). • Wet mop floors as needed (minimum of three days a week) using a cleaning solution. • Spot clean carpets by hand as needed, using appropriate carpet cleaner solution. • Clean public counters with cleaning solution. • Wash walls, partitions, and doors as needed with cleaning solution. • Clean entry door windows with window cleaning solution. • Clean and disinfect drinking fountains. • Restock dispensers including but not limited to, paper towels and soap. • Dust all desks, tables, counters, horizontal surfaces, window sills, etc. • Dust window blinds • Clean restroom sinks with cleanser. • Clean restrooms counter tops with cleaning solution. 121 City Council Meeting March 4, 2015 Page 41 • Clean and disinfect restrooms commodes and urinals and the base of each unit. • Sanitize restrooms doorknobs and light switches. • Sweep and wet mop restroom floors • Stock all restrooms dispensers, including toilet paper, paper towels, soap, and sanitary napkins. • Empty all restrooms trash and sanitary containers — replace liners. Dispose of trash material in appropriate trash dumpster. • Spot clean kitchen cabinet drawers /doors and fronts • Wipe clean kitchen chairs and sofas. • Clean kitchen counters and tables. • Spot dean kitchen entry doors. • Clean and refill kitchen dispensers. • Sanitize kitchen doorknobs and light switches. • Sweep and wet mop kitchen floors. • Dust all horizontal kitchen surfaces. • Clean kitchen microwave inside and outside. • Clean kitchen exterior of refrigerator. • Clean kitchen sinks. • Empty kitchen trash cans. • Spot clean kitchen walls • Clean kitchen drain, vents, and filters as needed. ANNUAL CLEANING (Contact City to Schedule) Contractor agrees to provide annual janitorial services at the following locations: the Moorpark Library (699 Moorpark Avenue), the Ruben Castro Human Services Center 122 City Council Meeting March 4, 2015 Page 42 (612 Spring Road), the Arroyo Vista Recreation Center and Gymnasium (4550 Tierra Rejada Road), the Moorpark Public Services Facility (627 Fitch Avenue), the Moorpark City Administrative Building, and Annex No.1, Annex No.2 Kitchen and Break room and Annex No. 3 Community Development and Community Services building (799 Moorpark Avenue). • Detail clean offices, kitchen, and restrooms. • Shampoo carpet and apply scotch guard. • Scrub and strip vinyl floors and apply 2-coats of wax. • Scrub and apply stone sealer to tile pavers. • Clean interior windows and window sills, • Clean exterior windows and apply window spot removing chemical to remove hard water stains • Dust building fixtures including but not limited to, florescent lights, burglar alarm sensors, wall clocks, fire extinguishers and cases, and video security cameras. • Clean and scrub all door thresholds. • Clean all door panic bar hardware with cleaning solution. • AVRC Gymnasium remove, shoe marks from non-hardwood floor. • AVRC Gymnasium wet mop non-hardwood floor apply 2-coats of wax • AVRC Gymnasium shampoo entry mats. • AVRC Gymnasium remove, shoe marks and gum from gym hardwood floor. • AVRC Gymnasium clean gym hardwood floor with hardwood floor solution. • AVRC Gymnasium clean baseboards • AVRC Gymnasium clean entry door windows. • AVRC Gymnasium clean walls, wall mats, doors, and bleachers. • AVRC Gymnasium clean metal track around gym hardwood floor to remove debris. 123 City Council Meeting March 4, 2015 Page 43 SERVICE MASTER PROFESSIONAL BUILDING MAINTENANCE BID PROPOSAL MOORPARK PUBLIC LIBRARY 699 MOORPARK AVE Compensation: $985.00 Monthly $11,820.00 Annually Compensation: $3462.00 Annual Cleaning RUBEN CASTRO HUMAN SERVICES FACILITY Compensation: $1,141.00 Monthly $13,692.00 Annually Compensation: $3,500.00 Annual Cleaning CITY ADMINISTRATION BUILDING AND ANNEXS BUILDINGS - ANNUAL CLEANING Compensation: $5,000.00 Annual Cleaning ARROYO VISTA RECREATION CENTER - ANNUAL CLEANING Compensation: $3,462.00 Annual Cleaning MOORPARK PUBLIC SERVICES FACILITY- ANNUAL CLEANING Compensation: $4,500.00 Annual Cleaning SPECIAL REQUEST CLEANING Compensation: $24.75 per hour 124