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HomeMy WebLinkAboutKnorr Systems Inc; 2012-08-06; (2)AGREEMENT FOR Pool Heater Maintenance SERVICES Knorr Systems, Inc. THIS AGREEMENT is made and entered into as of the day of fijOQust- 20lib, by and between the CITY OF CARLSBAD, a municipal corporatic^C'City"), and Knorr Svstems. Inc.. a pool eguipment service contractor. RECITALS City requires the professional services of a pool eguipment service contractor that is experienced in servicing and maintaining Lochinvar CPN2071 pool heaters. 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 two thousand six hundred and twentv dollars ($2620). The fee will be paid quarteriy in four payments of six hundred and fiftv five dollars ($655). Each payment will be made upon completion of the quarteriy 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 seq.. and Carisbad Municipal Code Sections 3.32.025, et seg. 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 CITY OF CARLSBAD, a municipal corporation of the State of California CONTRACTOR By: -Gil^ McJi idyei' ui Mayer 0 ir^ct»^ (sign here) (print name/title) (e-mail address) SEE NOTARY ATTACHMENT ATTEST: LORRAINE M. WOOD City Clerk ^ (print name/title)' (e-niail 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: RONALD By:. ity Attorney l^^S^City Attorney City Attorney Approved Version #11.28.06 EXHIBIT "A" SCOPE OF SERVICES CARLSBAD SWIM COMPLEX LOCHINVAR CPN2071 Maintenance Program Schedule • 2 Complete heater cleanings and 2 follow up inspections. Semi-Annual Maintenance and Service Heater disassembly to facilitate inspection and cleaning of burners and gas manifolds. Upper cabinet cleaning including disassembly of fans in order to clean fan squirrel cages. Clean heat exchanger and vacuum cabinet. Test and set gas manifold pressures. Test and set combustion air cabinet pressures. Confirm proper vent draft. Lubricate booster pump bearing assembly. Complete chemical evaluation to confirm proper water balance parameters in order to assure correct Saturation and Ryzner Indexes. • The above to be done at 6 month intervals. Semi-Annual Inspection Test and set gas manifold pressures. Test and set combustion air cabinet pressures Confirm proper vent draft Test and set inlet water temperature and delta temperature Complete chemical evaluation to confirm proper water balance parameters in order to assure correct Saturation and Ryzner Indexes. To be completed midway between maintenance and service visits City Attorney Approved Version #11.28.06 ACKNOWLEDGMENT • ••••••••••aaaaaia •'••••"'•mmmmmmummmmmmmmmmmmmmmmmmmi State Of Calffornia County of ^M-e. }ss. ^" j'T^y -^^^ before me. ^aJL <^7rr. ° "^J^ the basis of satisfactory evidence to be the persorfe? whose ^^T^l'^'* '".^.^ *° ^ ins'w'nent and acknowL^dto^ie tt^ h^h^ey exeojted tte same in hK?h6«heir authorized capa^Q^ andThat by WITNESS my hand and official seal. 3^ /^/^O YOUNG SUK KIM ^ COMM. # 1941607 if. NOTARY PUBUC-CALIFORNIA W ORANGE COUNH MY COMM. EXP. JUNE 18,2015 Signature OPTIONAL INFORMATION Date erf Document Type or Titte of Document ^-^cWvt^ ^ ^^/l^ U'^^ee<; Number of Pages In Document ^ f^^^ Docunfient in a Foreign Langu^e Type of Satisfactory Evidence: —— Personaify Known with Paper Identffication X Paper Identification Credible Witness(es) Capacity of Signer , Trustee Power of Attomey CEO/CFO/COO JL» President / Vice-President / Secretary / Treasurer Other G/ii^/W Other Information: A//n Thumbprint of Signer )• Check here if rw tiHjmbprint w fingerim'nt '»8 avaiiabie.