HomeMy WebLinkAboutKnorr Systems Inc; 2012-08-06;AGREEMENT FOR UV preventative Maintenance SERVICES
Knorr Systems, Inc.
THIS AGREEMENT is made and entered into as of the day of
A-c^^OS'C 20by and between the CITY OF CARLSBAD, a municipal
corporat/oh^C'City"), and Knorr Svstems. Inc.. a pool equipment service contractor.
RECITALS
City requires the professional services of a pool equipment service contractor that is
experienced in servicing and maintaininq ETS ECF-225-8 UV Svstem. Contractor has the
necessary experience in providing these professional services, has submitted a proposal to City
and has affirmed its willingness and ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein. City and Contractor agree as follows:
1. Scope of Work. City retains Contractor to perform, and Contractor agrees to render,
those services (the "Services") that are defined in Exhibit "A", attached and incorporated by this
reference in accordance with the terms and conditions set forth in this Agreement.
2. Term. This Agreement will be effective for a period of 1 year from the date first above
written.
3. Compensation. The total fee payable for the Services to be performed will be three
thousand and thirty six dollars ($3036).. The fee will be paid semi-annually in two payments of
one thousand five hundred and eighteen dollars ($1518). Each payment will be made upon
completion of the semi-annual service. No other compensation for the Services will be allowed
except for items covered by subsequent amendments to this Agreement. City reserves the right
to withhold a ten percent (10%) retention until City has accepted the work and/or the Services
specified in Exhibit "A."
4. Status of Contractor. Contractor will perform the Services as an independent contractor
and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor
will be under the control of City only as to the results to be accomplished.
5. Indemnification. Contractor agrees to indemnify and hold harmless the City and its
officers, officials, employees and volunteers from and against all claims, damages, losses and
expenses including attorneys fees arising out of the performance of the work described herein
caused by any negligence, recklessness, or willful misconduct of the Contractor, any
subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts
any of them may be liable.
The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or
makes to or on behalf of an injured employee under the City's self-administered workers'
compensation is included as a loss, expense or cost for the purposes of this section, and that
this section will survive the expiration or early termination of this Agreement.
6. Insurance. Contractor will obtain and maintain policies of commercial general liability
City Attorney Approved Version #11.28.06
1
insurance, automobile liability insurance, a combined policy of workers' compensation,
employers liability insurance, and professional liability insurance from an insurance company
authorized to transact the business of insurance in the State of California which has a current
rating in the Best's Key Rating guide of at least A-:V in an amount of not less than five hundred
thousand dollars ($500,000) each, unless othen/vise authorized and approved by the City
Attorney or the City Manager. Contractor will obtain occurrence coverage, excluding
Professional Liability, which will be written as claims-made coverage. The insurance will be in
force during the life of this Agreement and will not be canceled without thirty (30) days prior
written notice to the City by certified mail. City will be named as an additional insured on General
and Automobile liability. Contractor will furnish certificates of insurance to the Contract
Department, with endorsements to City prior to City's execution of this Agreement.
7. Conflict of Interest. City will evaluate Contractor's duties pursuant to this Agreement to
determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code
is required of Contractor or any of Contractor's employees, agents or subcontractors. Should it
be determined that disclosure is required, Contractor or Contractor's employees, agents, or
subcontractors will complete and file with the City Clerk those schedules specified by City and
contained in the Statement of Economic Interests Form 700.
8. Compliance With Laws. Contractor will comply with all applicable local, state and federal
laws and regulations prohibiting discrimination and harassment and will obtain and maintain a
City of Carisbad Business License for the term of this Agreement.
9. Termination. City or Contractor may terminate this Agreement at any time after a
discussion, and written notice to the other party. City will pay Contractor's costs for services
delivered up to the time of termination, if the services have been delivered in accordance with
the Agreement.
10. Claims and Lawsuits. By signing this Agreement, Contractor agrees it may be subject to
civil penalties for the filing of false claims as set forth in the California False Claims Act.
Government Code sections 12650, et sag., and Carisbad Municipal Code Sections 3.32.025. et
seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the
City of Carisbad to terminate this Agreement.
11. Venue and Jurisdiction. Contractor agrees and stipulates that the proper venue and
jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the
State Superior Court, San Diego County. California.
12. Assignment. Contractor may assign neither this Agreement nor any part of it. nor any
monies due or to become due under it, without the prior written consent of City.
13. Amendments This Agreement may be amended by mutual consent of City and
Contractor. Any amendment will be in writing, signed by both parties, with a statement of
estimated changes in charges or time schedule.
14. Authoritv. The individuals executing this Agreement and the instruments referenced in it on
behalf of Contractor each represent and warrant that they have the legal power, right and actual
authority to bind Contractor to the terms and conditions of this Agreement.
City Attorney Approved Version #11.28.06
CONTRACTOR
CITY OF CARLSBAD, a municipal
corporation of the State of California
By:
12
er or Mayor j)/V/ ^:^fu
(sign here)
(print name/tifle)
ATTEST:
'By
(e-mail address)
SEE NOTARY ATTACHMENT
LORRAINE M. WOOD
City Clerk
(s-^frj^e)
(print n¥me/title) /
(e-mail address) 7
If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a
Corporation. Agreement must be signed by one corporate officer from each of the following two groups.
*Group A.
Chairman.
President, or
Vice-President
'Group B.
Secretary,
Assistant Secretary,
CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant
secretary under corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
RONAL City Attorney
-^e|M^?K^ity Attorney
City Attorney Approved Version #11.28.06
EXHIBIT "A"
SCOPE OF SERVICES
MONROE STREET POOL ETS UV SYSTEM ECF-225-8 (s/n: al8183bg)
Maintenance Program Schedule
• Bi-annual rebuild of unit
o Cleaning of quartz sleeve/thimble
o Cleaning of sight glass
o Replacement of wiper seals/blades
o Check wiper system, lead screw nut for possible wear
• Annual replacement of quad seal ring kit
• Annual replacement of UV lamps
• Replacement of quartz sleeve/thimble (every two years, was completed on 11/10/10. Will happen on
the 2012 contract)
City Attorney Approved Version #11.28.06
ACKNOWLEDGMENT
State of Califomia
County of ^nA€ Jss.
On before me,
Notary Public, personally appeared d(:c.hi^-^ni
— - ^i/yc/v72cL Cbitd<\i^e^ —
who proved to me on the basis of satisfactory evidence to be the person^) whose
name((^ J^/are subscribed to the within instrument and acknowledaed ter me that
he/shfe/they executed Wje same in bi^hef^eir authorized capadty@), and that by
hismeffftheir s}gnatures((s))on the instrument the persor(®. or the ent^upon behatf of
which the personte)^ed, executed the instrument. ^
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and conrect.
WITNESS my hand and official seal.
YOUNG SUK KIM V
COMM. # 1941607 \ NOTARY PUBLIC-CALIFORNIA W 0RAK6E COUNTY
MY COMM. EXP. JUNE 18.2015 j
Signature
OPTIONAL INFORMATION
Thumbprint of Signer Date of Document
Type or Title of Document /Ql ^rei^imJt ^ (/}/ (J^LL^S
Number of Pages in Document 4y^^-S
Document in a Foreign Language /I///?
Type of Satisfactory Evidence:
Personally Known with Paper Identification
Paper Identification
Credible Witness(es)
Capacity of Signer
Trustee
Power of Attorney
CEO / CFO / COO
X President / Vice-President / Seaetary / Treasurer
y Other: _^M^fh^
^ Check here if
no ttiumbprint
or fingerprint
is avaiiabie.
Other Information: A//