HomeMy WebLinkAbout2005-10-25; City Council; 18321; Street Light Damage Repair Agreementm# 18,321
MTG. 10/25/05 -
CITYMGR.
TITLE: AWARD OF AGREEMENT
FOR STREET LIGHT DAMAGE REPAIR
BID NO. 06-02
RECOMMENDED ACTION:
Adopt Resolution No. 2005-318 accepting the bid and awarding the contract to Republic Electric, Inc., for Street Light Damage Repair, Bid No. 06-02, for an amount not-to-exceed $250,000 in the initial agreement year and in an amount not-to-exceed $100,000 in subsequent agreement years.
ITEM EXPLANATION:
During the 1980's, all street light damage repairs were completed through the informal bid process. This required a minimum of three bids and a separate contract for each location. This was time-consuming and confusing, as there were often multiple repairs pending simultaneously. Therefore, staff developed the agreement for street light damage repairs which could be bid based on estimated quantities, paid based on actual quantities of work performed at set unit prices, and could be renewed annually for up to four additional years. This agreement has subsequently expired and has been updated to include the latest insurance requirements.
On July 25, 2005, the City Clerk posted a Notice Inviting Bids for this project. Two bids were received, opened, witnessed and recorded on August 23, 2005. The bids were reviewed and evaluated based on Best Value in accordance with the Carlsbad Municipal Code. Both bidders were scored equally in all areas except cost. There is no Engineer's Estimate for this project as this is a maintenance agreement and all payments will be based on the unit prices, as bid, for actual expenses. The bid amounts were based on the cost of replacement for each aspect of each individual type of streetlight repair. Since there is no way to determine actual quantities for this work, each bid item was evaluated on a quantity of three for purposes of comparison only. Total bids were received as follows:
Republic Electric Southwest Signal $1 8,210 $35,805
Previously this agreement was set with a maximum annual amount not-to-exceed $75,000. This has, historically, been sufficient to cover all costs associated with street light damage repairs due to collision, vandalism, storms, and natural deterioration. However, since this agreement is based on actual expenses, staff must base it on historical values. Growth increases the number of occurrences and inflation increases labor and material costs. These compound into an annual increase of approximately $10,000 per year. It is expected that costs will exceed this $75,000 maximum before the expiration of all allowable terms of this agreement. Therefore, staff is requesting that this annual maximum be raised to $100,000.
This year, costs associated with this agreement are expected to far exceed that of previous years due to accelerated deterioration of 22 lights along Carlsbad Boulevard. Staff identified these 22 lights for replacement during the budget process and funds were appropriated as capital outlay. However, the rate of deterioration has accelerated so that these lights now pose a serious potential safety hazard. To best mitigate this hazard, the eight lights on the east side of Carlsbad Boulevard between Hemlock and Maple were removed on May 24, 2005. New poles, arms, and fixtures have been ordered and will be paid for under this agreement. Once lighting has been restored to the east side, repairs will begin on the fourteen locations along the west side. The replacement of these 22 lights is estimated to cost $143,500. Staff is requesting City Council approval to exceed the normal $1 00,000 per agreement year to replace these items immediately.
Since this agreement was bid specifically to establish unit labor costs and all payments are to be made solely on actual expenses, staff is requesting that this agreement be awarded to Republic
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Electric, Inc. for an amount not to exceed $250,000 the first year and not-to-exceed $100,000 for any subsequent agreement years.
ENVIRONMENTAL REVIEW:
This project is exempt pursuant to Section 15301 - Existing Facilities of the state CEQA guidelines.
FISCAL IMPACT:
There is no design cost associated with this agreement since it covers removal and replacement of
existing structures only; it includes no new construction. Historically, this agreement has had a “not to
exceed” maximum of $75,000 annually. Actual costs have typically been between $30,000 and
$60,000 with the trend showing an average $10,000 per year increase. The additional work needed
on Carlsbad Boulevard is expected to cost $143,500.
The FYO5-06 street lighting maintenance budget includes $149,000 in capital outlay for the repair of
the Carlsbad Boulevard lights. There is sufficient funding in the FYO5-06 Street Lighting Maintenance
object accounts to cover the regular damage repair expenses. No additional funding is requested for
this agreement.
EXHIBITS:
1. Resolution No. 2005318 accepting the bid and awarding the contract to Republic Electric, Inc., for Street Light Damage Repair, Bid No. 06-02, for an amount not-to-exceed $250,000 in the initial agreement year and in an amount not-to-exceed $100,000 in
subsequent agreement years.
2. Agreement for Street Light Damage Repair, Bid No. 06-02.
DEPARTMENT CONTACT: Heidi Heisterman, (760) 434-2937, hheis@ci.carlsbad.ca.us
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RESOLUTION NO. 2005-318
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, AWARDING THE AGREEMENT FOR STREET LIGHT DAMAGE REPAIRS, BID NO. 06-02.
WHEREAS, the City Clerk advertised for bids to perform Street Light Damage Repairs,
hereinafter referred to as the "Agreement"; and
WHEREAS, bids have been received by the City of Carlsbad, California for the
Agreement; and
WHEREAS, the bids were opened, witnessed, and recorded on August 23,2005; and
WHEREAS, the bids were evaluated for best value; and
WHEREAS, the bidder determined to have the best value was Republic Electric, Inc.; and
WHEREAS, adequate funds currently exist in the Street Lighting & Landscaping District
Fund FYO5-06 Street Lighting Maintenance Operating Budget to cover this expense.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad,
Salifomia, as follows:
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2.
That the above recitations are true and correct.
That the best value bid submitted by Republic Electric, Inc., for Street Light Damage
qepairs, is hereby accepted.
3. That the Mayor of the City of Carlsbad is hereby authorized and directed to execute
an agreement for Street Light Damage Repairs with Republic Electric, Inc., in an amount
Tot-to-exceed $250,000 in the initial agreement year and in an amount not-to-exceed $100,000
Der year in subsequent agreement years.
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4. That the award of this agreement is contingent upon Republic Electric, Inc., executing
the required agreement and submitting the required bonds and insurance policies, as described in
the agreement, within twenty (20) days of adoption of this resolution. The City Manager may grant
reasonable extensions of time.
PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council
held on the 25th day of October ,2005 by the following vote, to wit:
AYES: Council Members Lewis, Hall, Kulchin, Packard, Sigafoose
NOES: None
ABSENT: N
AGREEMENT FOR STREET LIGHT DAMAGE REPAIR SERVICES
REPUBLIC ELECTRIC, INC.
day THIS AGREEMENT is made and entered into as of the 4 *
of &A
municipal corporation, ("City"), and Rersublic Electric, Inc., a corporation, ("Contractor").
, 2005, by and between the CITY OF CARLSBAD, a
RECITALS
A. City requires the professional services of an electrical contractor that is
experienced in street light system repair.
B. Contractor has the necessary experience in providing professional
services and advice related to street light system repair.
C. Selection of Contractor is expected to achieve the desired results in an
expedited fashion.
D. Contractor 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 attached Exhibit "A", 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.
The term of this Agreement will be effective for a period of one year for an amount not
to exceed $250,000 and will cover damages incurred beginning September 1, 2005.
The City Manager may amend the Agreement to extend it for four additional one-year
periods or parts thereof in an amount not to exceed one hundred thousand dollars
($1 00,000) per Agreement year. Extensions will be based upon a satisfactory review of
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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.
5. COMPENSATION
a. Compensation for biddable items shall be in accordance with the prices
submitted on the Bidder's Proposal as submitted by the Contractor and
approved by the City Manager upon award of the bid.
b. City will provide all or part of the necessary repair/replacement materials at its
discretion. When not provided by the City, materials shall be supplied by the
Contractor at cost with a reasonable percentage for overhead and profit not to
exceed 15%.
6. DUTY OF CONTRACTOR
a. General
i. Contractor is responsible for protecting all underground facilities at
each work site. This includes notification of Underground Service Alert
and coordination for markouts and joint meets when necessary.
ii. Contractor is responsible for providing, placing, and removing all
necessary traffic control devices. If adequate traffic control is not in
place, Contractor must stop and Contractor will vacate the right-of-way
until traffic control is satisfactory to the Public Works Director or
approved representative. In cases where specific devices are required
but not readily available to the Contractor, they may be borrowed from
the City, when available.
iii. All work performed by the Contractor will be in accordance with all
applicable standard specifications. Non-conforming work shall be
removed and replaced by the Contractor upon written notification by
the Public Works Director. Any costs associated with the removal and
replacement of non-conforming work shall be borne by the Contractor.
iv. The Contractor shall provide and install barricades, delineator
warning devices, and construction signs in conformance with the
Manual on Uniform Traffic Control Devices (MUTCD) 2003 Edition as
amended by the MUTCD 2003 California Sumlement. During adverse
weather or unusual working conditions, additional traffic control devices
shall be placed as directed by the Public Works Director.
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a. Knockdowns
i. Upon notification that a street light has been damaged, Contractor
shall, within five (5) working days, respond to the site and remove the
damaged pole and appurtenances. The Contractor shall secure the
site so that it is free from debris and safe for pedestrian and vehicular
traffic prior to departure.
ii. Within five (5) working days following site security and debris
disposal, the Contractor shall report all pertinent pole and luminaire
information to the City so that replacement parts can be procured.
iii. City staff may elect to have Contractor coordinate the purchase of all
replacement parts necessary for each repair or complete this task in-
house. Upon receipt of said materials, Contractor will notify City of
reinstallation date. Reinstallation date shall occur within five (5)
working days of receipt of materials. All repairs will be completed
within fifteen working days following notification that the materials have
been received unless otherwise approved by the Public Works Director
or approved designee.
a. Conduit ReDairs
i. When notified by the City that conduit repairs are needed, the
Contractor shall have five (5) working days in which to survey the site.
Contractor shall report back to the City any unusual conditions. If no
unusual conditions exist, Contractor shall schedule repairs and notify
City of work date. Where unusual conditions exist, Contractor shall
negotiate reasonable cost and time schedule adjustments with the
City. Repairs shall begin within ten (IO) working days and shall be
complete within fifteen (1 5) working days unless otherwise negotiated
and approved by the Public Works Director or approved designee.
7. LIQUIDATED DAMAGES
a. All work not completed within the time period allotted for said work shall be
subject to the assessment of liquidated damages in the amount of $50.00 per
affected work site per work day for each day beyond the specified completion
time. Adjustments to completion time will be made for adverse weather
conditions andlor other unusual conditions at the discretion of the Public
Works Director or approved designee.
8. FUTURE ADJUSTMENTS
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9.
a. Annually, all costs specified in Section 5 “COMPENSATION” shall be subject
to change, upon mutual agreement of the City and Contractor, to reflect cost
of living increases or decreases in the costs of labor and equipment as
dictated by market conditions.
b. Periodically, during the course of this agreement, circumstances may arise
that affect the Contractor’s expenses under the terms of this agreement due
to cost increases beyond the Contractor’s control. Should this happen, the
Contractor shall submit a written request for a unit cost increase. The City will
research this request and will respond to the Contractor within ten (IO)
working days. If the adjustment is fair and justified and the City and
Contractor mutually agree on the increase, an amendment to the agreement
will be prepared and submitted to the City Manager for final approval.
Should adjustments to Section 6 “DUTY OF THE CONTRACTOR” be
required, the City shall notify the Contractor in writing of the requested
modification and any associated costs. The Contractor will have ten (IO)
working days within which to approve the change. If both parties agree to the
modified duties and/or modified unit cost, an amendment to the agreement
will be prepared and submitted to the City Manager for final approval. If the
Contractor does not agree to the required modification, the City shall have the
option of terminating this contract upon 30 days written notice to Contractor.
DRUG & ALCOHOL FREE WORKPLACE
a. The City of Carlsbad is committed to maintaining a work environment free
from the effects of drugs and alcohol consistent with the directives of the Drug
Free Workplace Act. As a condition of this agreement, the Contractor and the
Contractor’s employees shall assist in meeting the requirements of this policy
as set forth in the “City of Carlsbad Drug and Alcohol Use Policy”
incorporated by reference herein.
b. Contractor agrees that the Contractor and the Contractor’s employees, while
performing service for the City, on City property, or while using City
equipment will not be in possession of, use, or be under the influence of
drugs or alcohol.
c. The Contractor has the duty to inform all employees or agents of the
Contractor that are performing service for the City, on City property, or using
City equipment, of the prohibition of drug or alcohol possession, use or
impairment from same while performing such service for the City.
d. The City has the right to terminate this agreement and any other agreement
that Contractor has with the City if the Contractor or Contractor’s employees
are determined by the Public Works Director or his representative to have
breached the provisions of Section VI1 herein as interpreted and enforced
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pursuant to the provisions of the “City of Carlsbad Drug and Alcohol Use
Policy” incorporated by reference herein.
IO. EQUIPMENT
a. The machinery and equipment used by the Contractor in the furtherance of
this agreement shall be modern, clean, and maintained in proper working
condition at all times consistent with current standards of the industry and
subject to the approval of the Public Works Director.
b. As requested by the Public Works Director, the Contractor shall supply the
City with a list of the equipment being used in furtherance of this agreement
including its make, model, date of manufacture and any other pertinent
information.
c. All equipment shall be available for inspection by the City upon 24 hour
notification to the Contractor.
11. MATERIALS
a. All materials used in the furtherance of this agreement shall be in accordance
with Caltrans specifications and approved by the Public Works Director or his
representative. Costs associated with materials furnished by the Contractor
and not supplied by the City will be reimbursed to the Contractor in
accordance with Section 5 “COMPENSATION”.
12. TRAFFIC CONTROL
a. The Contractor may be required to submit traffic control plans to be approved
by the Traffic Engineer for extra-ordinary services. Preparation of these plans
shall be the sole responsibility of the Contractor. Public Works staff will assist
only with interdepartmental coordination. All drawings and revisions will be
the responsibility of Contractor.
b. All traffic control devices shall be in conformance with the Manual on Uniform
Traffic Control Devices (MUTCD) 2003 Edition as amended by the MUTCD
2003 California Supplement. The Contractor will be responsible for providing
and placing all temporary traffic control devices.
c. The Contractor shall conduct hidher operations so as to cause the least
possible interference with public traffic.
13. 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
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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.
14. 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.
15. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the
Services.
16. 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 in whole or in part by any willful misconduct or negligent
act or omission 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
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17.
the purposes of this section, and that this section will survive the expiration or
early termination of this Agreement.
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".
17.1 Coveraqes 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.
17.1.1 Commercial General Liability 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.
17.1.2 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.
17.1.3 Workers' Compensation and Employer'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.
17.2. Additional Provisions. Contractor will ensure that the policies of insurance
required under this Agreement contain, or are endorsed to contain, the following
provisions:
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17.2.1 The City will be named as an additional insured on General
Liability.
17.2.2 Contractor will obtain occurrence coverage, excluding Professional
Liability, which will be written as claims-made coverage.
17.2.3 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.
17.3
of this Agreement, Contractor will furnish certificates of insurance and endorsements to
City.
Providinq Certificates of Insurance and Endorsements. Prior to City's execution
17.4 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 Agree men t .
17.5 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.
18. 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.
19. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred
under this Agreement. All records will be clearly identifiable. Contractor will allow a
representative of City during normal business hours to examine, audit, and make
transcripts or copies of records and any other documents created pursuant to this
Agreement. Contractor will allow inspection of all work, data, documents, proceedings,
and activities related to the Agreement for a period of three (3) years from the date of
final payment under this Agreement.
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20. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors
pursuant to this Agreement is the property of City. In the event this Agreement is
terminated, all work product produced by Contractor or its agents, employees and
subcontractors pursuant to this Agreement will be delivered at once to City. Contractor
will have the right to make one (I) copy of the work product for Contractor’s records.
21. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City
and Contractor relinquishes all claims to the copyrights in favor of City.
22. 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.
23. FAITHFUL PERFORMANCE
The standards of performance which the Contractor is obligated to perform hereunder
are the standards which are considered to be good street light maintenance and
construction practices and shall be subject to the approval of the Public Works Director
or approved designee.
24. CANCELATION CLAUSE
If Contractor refuses or fails to prosecute the agreement or any separable part thereof
with such diligence as will ensure its completion within the time specified by the City or
any extension thereof, or fails to complete such work within such time, or if Contractor
should be adjudged bankrupt, make a general assignment for the benefit of creditors, or
if a receiver should be appointed on account of Contractor’s insolvency, or if Contractor
fails to make prompt payment for materials, equipment or labor, or if Contractor
persistently disregards laws, ordinances, policies or instructions of City, City may serve
written notice upon Contractor of its intention to declare this agreement in default. Said
notice shall contain the reasons for such intention to declare default, and unless within
ten (IO) days after service of such notice, such violations shall cease and satisfactory
arrangements for the corrections thereof including payment to the City for any damages
resulting therefrom, be made and documented in writing by both parties, this agreement
shall upon the expiration of said time, be in default.
25. PROHIBITED INTEREST
No official of the City who is authorized in such capacity on behalf of the City to take
part in negotiating, making, accepting, or approving this contract, or any architectural,
engineering construction or materials supply contractor or subcontractor associated with
this contract, shall become directly or indirectly interested personally in this contract or
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in any part thereof. No employee, architect, engineer, inspector or attorney of or for the
City who is authorized in such capacity and on behalf of the City to exercise and
executive, supervisory, or other similar functions in connection with the performance of
this contract shall become directly or indirectly interested personally in this contract or
any part thereof.
26. VERBAL AGREEMENT OR CONVERSATION
No verbal agreement or conversation with any office, agent, or employee of the City,
either before, during or after the execution of this contract, shall affect or modify the
terms of obligations herein contained nor shall such verbal agreement or conversation
entitle the Contractor to any additional payment whatsoever under the terms of this
agreement.
27. ACCEPTANCE OF PUBLIC FACILITIES “AS IS”
Contractor acknowledges having examined the public facilities to be maintained
pursuant to the agreement and accepts them “as is.” No changes in the accepted
conditions of the facilities shall be made by
Public Works Director or approved designee.
For Citv:
Name: Greg Clavier
Title: Public Works Mgr.
Department: General Services
City of Carlsbad
Address: 405 Oak Ave.
Carlsbad, CA 92008
Phone No. (760) 434-2980
Each party will notify the other immediately
Contractor without prior approval of the
For Contractor:
Name M-4 EldqkA
Title m&lDAb
Address w32 fmd Am 934-
Phone No.
of any changes of address that would .- require any notice or delivery to be directed to another address.
28. 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
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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.
29. 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
the eligibility for employment of all agents, employees, subcontractors and consultants
that the services required by this Agreement.
30. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations
prohibiting discrimination and harassment.
31. 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 (1 0) 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.
32. TERMINATION
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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.
33. 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,
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.
34. 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 sea., 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
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acknowledges debarment by another jurisdiction is grounds for City to terminate this
Agreement.
35. JURISDICTIONS AND VENUES
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.
36. 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.
37. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to 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.
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38. 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
CONTRACTOR:
swfss PI. bb&zrJ-
(print namehitle)
**By:
(sign here)
(print namekitle)
(e-mail address)
ATTEST:
If required by City, proper notarial acknowledgement of execution by contractor must be
attached. If a Corporation, Agreement must be signed by on corporate officer from each
of the following two groups:
*Group A **Group B
Chairman, Secretary,
President, or Assistant Secretary,
Vice-president CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or
assistant secretary under corporate seal empower the officer(s) signing to bind the
corporation.
APPROVED AS TO FORM:
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