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HomeMy WebLinkAbout2002-09-10; City Council; 16868; Agreement for Office Furniture & Related ServicesAB# 16,868 MTG. 9-10-02 DEPT. PCH CITY OF CARLSBAD - AGENDA BILL m: AWARD OF AGREEMENT FOR OFFICE FURNITURE AND RELATED SERVICES RECOMMENDED ACTION: Staff recommends Council adopt Resolution No. 2002-257 , authorizing the execution of an agreement for the provision of office furniture and related services. ITEM EXPLANATION: The City uses many types of office furnishings in its facilities. Furnishing types include systems furniture, "stand alone" units, filing cabinets, storage units and many other items and systems to suit various needs. In Agenda Bill No. 10,823 (9/18/90). the City Council approved the standardization of furnishings throughout the City to aid in inventory control, cost containment, aesthetic considerations and flexibility when making changes. The City of Carlsbad has used the furniture manufactured by the Herman Miller Company as the standard. Custom-made Herman Miller furniture is available through a limited number of outlets. Design and related services are functionally available to us only from V.S. Carlson dba Office Pavilion San Diego (Office Pavilion). Also, since several other San Diego County public agencies expect to access the prices and services available in the City of Carlsbad agreement, staff decided to declare Office Pavilion San Diego as a sole source and negotiate with this organization as the lead agency to obtain the best prices and services possible. It should be noted that, in addition to the Herman Miller systems furniture, there are fifty-three other manufacturers of various types of furniture that are included in the agreement. All furniture is offered at significant discounts. Negotiations were successful. Staff was able to increase the breadth of services provided by the contractor while obtaining discounts that in some cases exceed 75%. By establishing an annual agreement, it will be possible to more quickly put this contractor to work on an as-needed basis, decrease the administrative duties required to process multiple bids, and lock-in service commitments and discount pricing. successful negotiations, the Public Works Supervisor, Facilities Division and the Purchasing Officer In accordance with Section 3.28.140 of the Municipal Code, a proposal was solicited from Office Pavilion. After recommend execution of an agreement for provision of office furniture and related services with this contractor. FISCAL IMPACT: The execution of this agreement will not obligate the City to purchase any quantity of furniture. Furniture and related services will be acquired on an as-needed basis and funded by the budget of the associated project or department. EXHIBITS: 1. Resolution No. 2002-257 2. Agreement with V.S. Carlson, Inc. dba Ofrice Pavilion San Diego and the City of Carlsbad I. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 F 2 26 .. -I z 5 27 28 0 RESOLUTION NO. 2002-257 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AGREEMENT. CARLSBAD, CALIFORNIA, AUTHORIZING THE EXECUTION OF AN WHEREAS, the City of Carlsbad requires the services of a contractor to provide office furniture and related services, and; WHEREAS, proper procedures have resulted in a successfully negotiated agreement from a qualified contractor; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. The agreement with V.S. Carlson Inc. dba Office Pavilion San Diego is hereby accepted. 2. The Mayor of the City of Carlsbad is hereby authorized and directed to execute an agreement for office furniture and related services, a copy of which is attached hereto, for and on behalf of the City of Carlsbad for a period of three (3) years with the option for the City Manager to extend for two (2) additional (1) year periods. 3. The Purchasing Officer is hereby authorized and directed to issue a purchase order for these services. PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 10th day of SEPTEMBER , 2002, by the following vote: AYES: Council Members Lewis, Kulchin, Finnila, Hall ATTEST: " (SEA u/ AGREEMENT FOR OFFICE FURNISHING DESIGN SERVICES V.S. CARLSON INC. dba OFFICE PAVILION SAN DIEGO THIS AGREEMENT is made and entered into as of the /3 Th day of corporation, ("City"), and V.S. CARLSON INC. dba OFFICE PAVILION SAN DIEGO. a corporation, ("Contractor"). Se??EM&a I 20 - 0.2, by and between the CITY OF CARLSBAD, a municipal RECITALS A. City requires the professional services of an office furnishings design and B. Contractor has the necessary experience in providing professional C. Selection of Contractor is expected to achieve the desired results in an D. Contractor has submitted a proposal to City and has affirmed its sales contractor. services and advice related to office furnishings design and sales. expedited fashion. 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 attached Exhibit %", which is incorporated by this reference in accordance with this Agreement's terms and conditions. 2. STANDARD OF. PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. - TERM The term of this Agreement will be effective for a period of three (3) years from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional one (1) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 1 City Attorney Approved Version #05.22.01 3 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will as shown in Exhibit "A. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". All purchases over $100,000.00 by the City of Carlsbad will require Carlsbad City Council approval. 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 2 City Attorney Approved Version #05.22.01 4 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Except as to the sole negligence or willful misconduct of City, Contractor will defend, indemnify and hold City, its officers, agents and employees, harmless from any and all loss, damage, claims, demands, liability, expense or cost, including attorney's fees, which arises out of, or is in any way connected with the performance of, the Services by Contractor or any of Contractor's employees, agents or subcontractors, notwithstanding that City may have benefited from their services. 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 the Agreement. IO. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:V". 10.1 Coveraaes and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless City Attorney or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 10.1.1 Commercial General Liabilitv Insurance. $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage. 3 City Attorney Approved Version #05.22.01 10.1.3 Workers' ComDensation and Emplover's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on General 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability. Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providincl Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coveraqe. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 4 City Attorney Approved Version #05.22.01 12. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For Citv: For Contractor: PUBLIC WORKS SUPERVISOR Name Vickv Carlson PUBLIC WORKS/FACILITIES Title President 8, Secretary CITY OF CARLSBAD Address 6920 Carroll Road 405 OAK AVENUE San Diecro, CA 92121 CARLSBAD CA 92008 Phone No. (8581 784 - 5700 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 13. 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 affected 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. Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest, 14. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying 5 City Attorney Approved Version #05.22.01 7 the eligibility for employment of all agents, employees, subcontractors and consultants that the services required by this Agreement. 15. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 16. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (IO) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 17. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 18. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, 6 City Attorney Approved Version #05.22.01 other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 19. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 20. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of. enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 21. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 22. ENTIRE AGREEMENT This Agreement, together with any other written document referred 10 or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 7 City Attorney Approved Version #05.22.01 23. AUTHORITY 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. V.S. CARLSON INC. dba OFFICE PAVILION SAN DIEGO President (print namekitle) ATTEST: Lbf?R$NE M. WOOD Secretarv City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation, Agreement must be signed by one corporate ofticer from each of the following two groups. *Group A. Chairman, President, or Vice-president **Group 6. 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 R. BALL, City Attorney By: cccr&u/ waw Deputy City Attorney a City Attorney Approved Version #05.22.01 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of on99bL % .-I before me> .%.\m\d&/C^s u@w C personally appeared 7, 41, Date . Name am Tnle 01 Ofilcer le g ,"be Doe. Nola? PublW Nameis, d Sig""l8) 0 ersonally known to me evidence to be the person(gj whose name(& Mare- subscribed to the within instrument and acknowledged to me that hdshe/(kgexecuted the same in -his/her/tM authorized signature(4 on the instrument the person&). or capacity(i6 and that by *her/* the entity upon behalf of which the person(+ acted, executed the instrument. @/ proved to me on the basis of satisfactory WITNESS my hand and official seal. OPTIONAL Though the inlormation below is not required by taw. it may pmve valuable to perrons relying on lhs dmument and could prevent fraudulent removal and reattachment 01 this lorn to another dmumsnl Description of Attached Document Title or Type of Document: f% (2ss;.ylu T LA &E Lla\hh&hJhJ Sl Document Date: 4pbL c1.*, roo z Number of Pages: 1 Q Signer@) Other Than Named Above: 8 (6 Capacity(ies) Claimed by Signer Signer's Name: Individual Partner - Limited 0 General n Corporate Officer - Title@): S. OFFICE PAVILION SPIN DIEGO April 4,2002 Kevin Davis City of Carlsbad Purchasing Department 1635 Faraday Avenue Carlsbad, CA 92008-73 14 Dear Mr. Davis: Per our recent conversation, I am providing you this letter as a confirmation of V S. Carlson’s sole corporate officer status. Vicky Carlson, currently acting as both President and Secretary of V.S. Carlson, Inc. DBA Office Pavilion, is and has been since October of 1997, our only corporate officer. There is no anticipation of this changing anytime in the near future. Thank you very much for your understanding of this situation, and I look forward to our continued business relationship long into the future. Ron C. Busch Vice President of Operations EXHIBIT “A” - SCOPE OF SERVICES Products covered by the agreement are those product lines referenced below and included in Contractor‘s most current price list catalogs in effect at the time the City’s purchase order is mailed or otherwise transmitted to the Contractor. Contractor pricing is the lowest available (net to buyer) to local agencies. If a local agency is eligible for lower pricing through a state, regional, nationwide, or local contract, the Contractor will match the lower pricing for goods delivered under this contract. TAXES Taxes will be quoted by the Contractor as a separate line item, and not included in other quoted or invoiced prices. FREIGHT The City will not pay freight charges on Herman Miller items. When freight charges are applicable on items shipped from other manufacturers, the Contractor will give firm quotes to the City. STORAGE FEE In the event any shipment of merchandise to the City is delayed by the City for any reason, the Contractor may place such merchandise in storage. This will be deemed to be “delivery” of such merchandise to the City, but not “Acceptance”. The Contractor will store, at no charge, the City’s product for two weeks beyond the date the City agreed to accept delivery. The City agrees to pay for costs of such merchandise stored beyond this grace period. The storage charged to the City will be the lowest cost option of the following: 1. Receive into the contractor‘s warehouse and charged $1 .OO per square foot with a minimum $50.00 per month charge. Warehouse handling charges to incur a $35.00 per hour rate. 2. The Contractor’s Project Manager will work with the furniture vendor to delay shipment if possible or coordinate with the furniture vendor to store product at a cost equal or less than the Contractor’s warehousing charges. 3. Product to be delivered to customer location and stored. Only cost incurred will be additional labor charges. DEFINITION OF AN “ORDER’ FROM THE CITY An “order“ is placed by the City when a City purchase order is received by the Contractor. RETURN OF MERCHANDISE Minimally, the Contractor will accept the return of goods, without restocking fees or other charges, if the goods are damaged before delivery or during installation by the Contractor, defective, not as ordered by the City, or received as a result of Contractor design specification errors. Additionally, the Contractor, at its sole discretion, may agree to accept the return of goods under other circumstances. CANCELLATION OF MERCHANDISE ORDER The City acknowledges that cancellation of a merchandise order may cause Contractor to incur costs and damages, including but not limited to processing and accounting charges, factory charges, and personnel expenses. If the City cancels an order, the City agrees to the following: 1. The City’s cancellation authorization must be in writing. 2. The City agrees to pay the Contractor all actual costs incurred by the Contractor as evidenced by documentation produced by the Contractor and delivered to the City. This evidence shall include a schedule of cancellation penalties from the manufacturer, if available, upon request by the City. The Contractors cost and damages will be itemized and shown separately from manufacturer penalties. CHANGES TO MERCHANDISE ORDERS The City agrees to pay all costs resulting from order changes by the City. The Contractor will document costs and relay them to the City as described in the “Cancellation of Merchandise Order“ section. The City further agrees that the Contractor will not be responsible for any delays in shipment delivery resulting from such changes. MANUFACTURER’S WARRANTY The merchandise sold by the Contractor to the City will be covered by a written product warranty furnished by the manufacturer of such merchandise. It is specifically agreed that the manufacturer‘s warranty is the exclusive and only warranties supplied with the merchandise soldl purchased under this agreement. The Contractor will assist the City in accessing manufacturer‘s warranties on the merchandise the Contractor sells to the City. CLAIMS The City’s designated representative will inspect all installed work with a representative of the Contractor and will sign a DeliverylShipper Receipt or Punch List at the time of such inspection. Any claims for discrepancies, damages or disputed items (in connection with such installed work) must be noted at the time of the City’s inspection, prior to the City’s occupation of installed work, othennlise the work will be deemed complete and in the full compliance with the terms, conditions, and specifications of this Agreement. Occupation of the installed work may occur after this inspection. Final acceptance will occur after all Punch List items have been resolved to the City’s satisfaction. PUBLIC AGENCY CLAUSE It is intended that any other Public Agency (i.e. City, County, District, Public Authority, Public Agency, Municipal Utility or Political sub-division or Public Corporation of California) located in San Diego County shall have the option to participate in the purchase of the specified products and services at the same discounts and established rates as contained in this agreement with the City of Carlsbad. The City of Carlsbad shall incur no financial responsibility in connection with the purchase by another Public Agency. The Public Agency shall accept sole responsibility for placement of order and payment to V.S. Carlson dba Office Pavilion San Diego. PRODUCT DISCOUNTS Prices shall be computed by applying discounts to current list prices, and are applicable to standard products. These discounts are for product only. Products may be added to or deleted from this agreement by amendments to the main agreement. Section I HERMAN MILLER PRODUCTS Product: Action Office 1 & 2 & Prospects Systems Total Product Standard LeadlResponse List Price Plus Discount off List $893,000.00 8, over 75.70% Product: "A Series Files $0-$892,999.00 71.70% Total Product List Price All Order Sizes Product: Aeron Chairs Total Product List Price All Order Sizes Product: Ambi Chairs Total Product List Price All Order Sizes Standard LeadlResponse Plus Discount off List 48.00% Standard LeadlResponse Plus Discount off List 48.00% Standard LeadlResponse Plus Discount off List 48.00% Product: Arrio Total Product List Price All Order Sizes Product: Aside Chair Total Product List Price All Order Sizes Product: Burdick Group Total Product List Price All Order Sizes Product: Caper Chair Total Product List Price All Order Sizes Standard LeadlResponse Plus Discount off List 65.00% Standard LeadlResponse Plus Discount off List 46.00% Standard LeadlResponse Plus Discount off List 50.00% Standard LeadlResponse Plus Discount off List 50.00% Product: Chadwick Modular Seating Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 50.00% Product: Classical Seating Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 50.00% Product: CLT Tables Total Product Standard LeadlResponse List Price Plus Discount off List Order Sizes 43.00% Product: Eames Aluminum Group Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 50.00% Product: Eames Shell Chair Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 50.00% Product: Eames Tables Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 51 .OO% Product: Eames Tandem Seating Total Product List Price All Order Sizes Product: Equa 2 Chairs Total Product List Price All Order Sizes Product: Ergon 3 Chairs Total Product List Price AI I Order Sizes Product: Ethospace Total Product List Price $893,000.00 & over Product: G Series Files Total Product List Price All Order Sizes Product: Kiva Collection Total Product List Price All Order Sizes $0-$892,999.00 Standard LeadlResponse Plus Discount off List 50.00% Standard LeadlResponse Plus Discount off List 51 .OO% Standard LeadlResponse Plus Discount off List 57.00% Standard LeadlResponse Plus Discount off List 70.00% 72.00% Standard Lead[Response Plus Discount off List 48.00% Standard LeadlResponse Plus Discount off List 43.00% Product: Limerick Chair Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 46.00% Product: Meridian 5000 Series Desks Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 48.00% Product: Meridian Lateral Files, Pedestals, Storage Cases and Bookcases Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 55.00% Product: Passage Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 48.00% Product: Prospects Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 71.70% Product: Q System Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 68.00% Product: Reaction Chair Total Product List Price All Order Sizes Product: Resolve Total Product List Price All Order Sizes Standard LeadlResponse Plus Discount off List 46.00% Standard LeadlResponse Plus Discount off List 50.00% Product: SQA Action Office Total Product Standard Lead/Response List Price Plus Discount off List All Order Sizes 71.70% Product: SQA Equa 1 Total Product Standard LeadlResponse List Price Plus Discount off List All Order Sizes 50.00% Product: Textiles Total Product Standard Lead/Response List Price Plus Discount off List All Order Sizes 71.70% Product: Wood Side Chairs Total Product Standard Lead/Response List Price Plus Discount Off List All Order Sizes 45.00% Section II- ANCILLARY PRODUCT Prices shall be computed by applying discounts to current list prices and are applicable to standard products. These discounts are for product only. Products may be added to or deleted from this agreement by amendments to the main agreement. Freight, where applicable, will be quoted on a per project/order basis. Deeper discounts may be negotiated for some products on large quantity orders to be discussed on a per project basis. Product: Appenx Total Product Standard Lead List Price Discount off List All Order Sizes 70.00% Product: Arcadia Total Product Standard Lead List Price Discount off List All Order Sizes 40.00% Quick Ship NIA Discount off List Quick Ship N/A Discount off List Product: Bernhardt Total Product List Price All Order Sizes Product: Charlotte Total Product List Price All Order Sizes Product: Cleator Total Product List Price All Order Sizes Product: Egan Total Product List Price All Order Sizes Product: Encore Total Product List Price All Order Sizes Product: Falcon Total Product List Price All Order Sizes Product: Fixtures Total Product List Price All Order Sizes Product: Gunlocke Total Product List Price All Order Sizes Standard Lead Discount off List 40.00% Standard Lead Discount off List 46.00% Standard Lead Discount Off List 46.00% Standard Lead Discount off List 40.00% Standard Lead Discount off List 46.00% Standard Lead Discount off List 46.00% Standard Lead Discount off List 40.00% Standard Lead Discount off List 40.00% Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List 46.00% Quick Ship Discount off List 40.00% Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List 40.00% Product: Holga Total Product List Price All Order Sizes Product: Howe Total Product List Price All Order Sizes Product: Johnson Total Product List Price All Order Sizes Product: Peter Pepper Total Product List Price All Order Sizes Product: SafeCo Total Product List Price All Order Sizes Product: Salman Total Product List Price All Order Sizes Product: Sit-on-it Total Product List Price All Order Sizes Product: Times2 Total Product List Price All Order Sizes Standard Lead Discount off List 40.00% Standard Lead Discount off List 46.00% Standard Lead Discount off List 46.00% Standard Lead Discount off List 35.00% Standard Lead Discount off List 35.00% Standard Lead Discount off List 40.00% Standard Lead Discount off List 45.00% Standard Lead Discount off List 35.00% Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship NIA Discount off List Quick Ship Discount off List NIA Quick Ship Discount off List NIA Product: Versteel Total Product Standard Lead List Price Discount off List All Order Sizes 40.00% Product: V-Wall Total Product Standard Lead List Price Discount off List All Order Sizes 40.00% Product: West Coast Industries Total Product Standard Lead List Price Discount off List All Order Sizes 40.00% Product: Workrite Total Product Standard Lead List Price Discount off List All Order Sizes 40.00% INSTALLATION AND DELIVERY Standard rates: Nonstandard rates: Monday-Friday Monday-Friday After 8 hours After 12 hours Saturday 7:OO a.m.-500 p.m. After 8 hours Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List NIA Quick Ship Discount off List 40.00% $35.00 per man hour $60.00 per man hour $80.00 per man hour $60.00 per man hour $80.00 per man hour Sunday or Holidays All times $80.00 per man hour Systems and other product delivery and installation will be quoted based on the above rates. There is a $75.00 minimum charge per delivery or installation. Contractor reserves the right to increase labor rates after giving Customer a 30-day written notice. These rates will not increase more than 5% annually and will not exceed $40.00 per man hour, standard rates, over the life of the contract. INTERIOR DESIGN SERVICES Design services will be quoted and agreed upon up front by Customer at an hourly rate of $50.00. The Customer will be notified in advance if additional hours over the estimated quotation are deemed necessary. Additional hours will be authorized only after written agreement by the City. Interior design services will be billed to the Customer monthly for the time accrued during each month. The following services are available through the Design Department: > > > > > > > > > > Consultation with the Customer to determine applicable requirements of the project. Document of existing and projected requirements related to space, personnel, furniture, equipment, operational procedures and communicational relationships. Review and examine collected data to determine the feasibility of achieving specified requirements. Prepare schematic layouts based on analyzed space requirements. Establish design concept of the project and establish types and quality of finishes, materials and furniture. Prepare preliminary budgets. Prepare drawings indicating fixed location and description of interior partitions and furniture including special design features that are incorporated into floors, walls, partitions, and ceilings. Specify materials and finishes. Calculate electrical requirements as it relates to panel systems. Design custom furniture or millwork. > Prepare drawings, schedules, specifications, and other documents required for the fabrication, procurement, shipment, delivery, and installation of furniture, furnishings, and equipment. > Prepare itemized cost summaries of furniture, furnishings, and equipment. 5 Make visits to the job site as deemed necessary to be familiar with the progress and quality of the work to determine if the work is proceeding in accordance with specifications. REIMBURSABLE EXPENSES The following expenditures incurred by the Contractor for the execution of the services for the Project will be reimbursed to the Contractor by the Customer. Reproductions (such as blueprinting or plotting) will be invoiced at cost plus 15% Contractor reserves the right to increase design rates after giving Customer a 30-day written notice. These rates will not increase more than 10% annually and will not exceed $65.00 per design hour, standard rates. over the life of the contract. ASSETMANAGEMENT Contractor will maintain and asset manage on-site the Customer's product inventory at an hourly rate of $35.00 per man hour. Contractor will provide ongoing, computerized listings and develop a monitoring system for .all products, using Herman Miller specific nomenclature and proprietary software. Monthly charges for product storage are $30.00 per pallet or $90.00 per bay; a $50.00 monthly minimum charge applies. OTHER MISCELLANEOUS SERVICES Other services that may be available from the Contractor will be negotiated and agreed upon at time of need. These services include but are not limited to: Project Management Wood ToUch-Up Product Cleaning Buy Back Program Refurbishing Office Relocation Reconfigurations