RPVCCA_CC_SR_2015_06_30_F_Custodial_Services_Agmt_Golden_Touch_CleaningMEMORANDUM
RANCHOLi
PALOS VERDES
TO: HONORABLE MAYOR & CITY COUNCIL MEMBERS
FROM: MICHAEL THRONE, P.E., DIRECTOR OF PUBLIC WORKS (�
DATE: JUNE 30, 2015
SUBJECT: AUTHORIZE AN AMENDMENT TO THE AGREEMENT
BETWEEN THE CITY OF RANCHO PALOS VERDES
AND GOLDEN TOUCH CLEANING SERVICES, INC.,
FOR CUSTODIAL SERVICES
REVIEWED: DOUG WILLMORE, CITY MANAGER®fir pW
Project Manager: Sean Larvenz, Maintenance Superintendent
RECOMMENDATION
Approve the Fourth Amendment to the Agreement and Authorize the Mayor and City
Clerk to execute the Fourth Amendment to the Agreement between the City of
Rancho Palos Verdes and Golden Touch Cleaning Services, Inc., allowing an
extension to the term of the custodial services maintenance agreement to June 30,
2016.
BACKGROUND
This agreement is the fourth amendment ("Fourth Amendment") to the Custodial Services
Maintenance agreement between the City of Rancho Palos Verdes ("City") and Golden
Touch Cleaning Services, Inc. ("Contractor"), dated March 16, 2010 ("Agreement"). The
First Amendment, which was effective March 16, 2013, extended the term of the
Agreement by fifteen months, among other changes. The Second Amendment, effective
as of April 16, 2014, extended the term by one year. The Third Amendment, effective as
of November 4, 2014, acknowledged the change in the name of the Contractor. This
Fourth Amendment, which is effective July 1, 2015, will extend the term for one year and
establish a not to exceed amount of $84,876.00, based on an adjusted monthly fee of
$7,073.00. This is the third and final option year extension available in this agreement.
DISCUSSION
Staff has evaluated the quality of service provided by Golden Touch Cleaning
Services, Inc. and found it to be satisfactory. In addition, the company has
demonstrated a willingness to immediately address any noted deficiencies in service
and is flexible in addressing staff needs. Staff recommends approval of the Fourth
Amendment to the Agreement with Golden Touch Cleaning Services, Inc., which will
exercise the third option to extend the term for one year, until June 30, 2016.
Approval of the Fourth Amendment to the Agreement with Golden Touch Cleaning
Services, Inc. will extend services at the current level with a proven and reliable partner
through June 30, 2016.
The adopted FY 2015-2016 budget provides adequate funding for the staff
recommendation. The funding sources for the contract is Building Maintenance,
Attachments:
A. Agreement for Great Cleaning Services, Inc. (now Golden Touch Cleaning
Services, Inc.) (page 3)
B. Third Amendment to the Agreement, changing name from Great Cleaning
Services, Inc to Golden Touch Cleaning Services, Inc. (page 11)
C. Draft Fourth Amendment to Agreement, allowing an extension to the term of the
agreement to June 30, 2016. (page 13)
Attachment A
THIS CUSTODIAL SERVICES AGREEMENT ("Agreement") is made and entered into this b day
of c 2010, by and between the CITYOF RANCHO PALOS VERDES, hereinafter
referred to as "City," and GREAT CLEANING SERVICES, hereinafter referred to as "Contractor."
IN CONSIDERATION of the covenants hereinafter set forth, the parties hereto mutually
agree as follows:
1) Scope of Services. City hereby employs Contractor to perform the work and provide the
services for the project identified as CUSTODIAL SERVICES FOR THE CITY OF RANCHO
PALOS VERDES FACILITIES, as described in: the Notice Inviting Sealed Bids with the
attachments thereto (including General Provisions, Special Provisions, and Proposal
documents), which is attached hereto as Exhibit "A" and incorporated herein by this
reference; and the bid submitted by Contractor, which is attached hereto as Exhibit "B" and
incorporated herein by this reference. Such work shall be performed in a good and
workmanlike manner.
2) Schedule of Work, Contractor shall perform the specific services requested by the City as
set forth in Exhibit "A" in accordance with the time schedule listed in that exhibit. Time is of
the essence in this Agreement.
3) Compensation. In consideration of the services rendered hereunder, Contractor shall be
paid a total of $69,264 in the first year of this Agreement. In the second and third year of the
Agreement, this total shall be adjusted annually based on the Producer Price Index for
finished goods for Los Angeles County. Contractor shall issue the City a monthly bill of
charges.
4) Additional Services. The Director of Public Works or his or her designee may authorize in
writing additional non-scheduled cleaning up to $6,000 annually over the total compensation
In Article 3 of this Agreement.
5) Term of Agreement, This Agreement shall commence on the day it is executed, provided
that Certificates of Insurance are current on that date, and shall terminate three (3) years
thereafter, unless sooner terminated pursuant to Section 8 of this Agreement. Thereafter,
the Agreement may be renewed for three (3) one-year periods by mutual written agreement.
6) Indemnification. Contractor will defend, indemnify and hold harmless City and its
officials, officers, employees, agents and volunteers free and harmless from all tort
liability, including liability for claims, suits, actions, expenses or costs of any kind, whether
actual, alleged or threatened, actual attorneys' fees, experts' fees, or court costs incurred
by the City, to the extent arising out of or in any way connected with, in whole or in part,
the negligent or other wrongful acts, omissions or willful misconduct of Contractor or any
of Contractor's officers, agents, employees or contractors in the performance of this
Agreement. This includes but is not limited to claims, suits and liabilities for bodily injury,
death or property damage to any individual or entity, including officers, agents,
employees or contractors of the Contractor. The provisions of this paragraph shall not
apply to claims to the extent arising out of the sole negligence or willful misconduct of the
City and its officials, officers, employees, agents and volunteers. In addition to the
foregoing, Contractor shall indemnify, defend and hold free and harmless the City and
the City's officials, officers, employees, agents and volunteers from and against any and
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R6876-000111206062v2.doc
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all losses, liabilities, damages, costs and expenses, including reasonable attorneys' fees,
experts' fees, and costs to the extent the same are caused by negligence or willful
misconduct of the Contractor, or any of the Contractor's officials, officers, agents,
employees or volunteers, in the performance of professional services pursuant to this
Agreement.
7) Insurance.
a) General Liability. Contractor shall at all times during the term of the Agreement
carry, maintain, and keep in full force and effect, a policy or policies of
Commercial General Liability Insurance, with minimum limits of one million dollars
($1,000,000) for each occurrence and two million dollars ($2,000,000) general
aggregate for bodily injury, death, loss or property damage for products or
completed operations and any and all other activities undertaken by Contractor in
the performance of this Agreement. Said policy or policies shall be issued by an
insurer admitted to do business in the State of California and rated in A.M. Best's
Insurance Guide with a rating of ANN or better.
b) Automobile Liability. Contractor shall at all times during the term of this
Agreement obtain, maintain, and keep in full force and effect, a policy or policies
of Automobile Liability Insurance, with minimum of one million dollars
($1,000,000) per claim and occurrence and two million dollars ($2,000,000) in the
aggregate for bodily injuries or death of one person and $500,000 for property
damage arising from one incident.
c) Worker's Compensation. Contractor shall at all times during the term of this
Agreement obtain, maintain, and keep in full force and effect worker's
compensation insurance as required by the law. Contractor shall require any
subcontractor similarly to provide such compensation insurance for their
respective employees.
d) Notice of Cancellation. All insurance policies shall provide that insurance coverage
shall not be cancelled by the insurance carrier without thirty (30) days prior written
notice to City or ten (10) days if cancellation is due to nonpayment of premium.
Contractor agrees that it will not cancel or reduce said insurance coverage.
Contractor agrees that if it does not keep the aforesaid insurance in full force and
effect throughout the full term of this Agreement, City may either immediately
terminate this Agreement or, if insurance is available at a reasonable cost, City may
take out the necessary insurance and pay, at Contractor's expense, the premium
thereon.
e) Certificate of Insurance. At all times during the term of this Agreement, Contractor
shall maintain on file with the City Clerk Certificates of Insurance showing that the
aforesaid policies are in effect in the required amounts. The commercial general
liability shall contain endorsements naming the City, its officers, agents and
employees as additional insured.
f) Primary Coverage. The insurance provided by Contractor shall be primary to any
coverage available to City. The insurance policies (other than workers
compensation) shall include provisions for waiver of subrogation.
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R6676-0001 \1206062v2.doc
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8) Termination. This Agreement may be terminated at any time, with or without cause, by
either party upon thirty (30) days prior written notice. Notice shall be deemed served if
completed in compliance with Section 21 of this Agreement. In the event of termination of
this Agreement by Contractor or City, due to no fault or failure of performance by Contractor,
City shall pay Contractor compensation for all services performed by Contractor, in an
amount to be determined as follows: for work satisfactorily done in accordance with all of the
terms and provisions of this Agreement, Contractor shall be paid an amount equal to the
percentage of services performed prior to the effective date of termination or cancellation in
accordance with the work items; provided, in no event shall the amount of money paid under
the foregoing provisions of this paragraph exceed the amount which would have been paid
to Contractor for the full performance of the services described in Section 1 of this
Agreement.
9) Representation. The Director of Public Works or his or her designee shall designate a City
representative and Contractor shall designate its representative as the primary contact
person for each party regarding performance of this Agreement.
10) Fair Employment Practices/Equal Opportunity Acts. In the performance of this Agreement,
Contractor shall comply with all applicable provisions of the California Fair Employment
Practices Act (California Government Code Sections 12940-48) and the applicable equal
employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e-217), and the
Americans with Disabilities Act of 1992 (42 U.S.C. § 11200, of seg.).
11) Personnel. Contractor shall make reasonable efforts to maintain the continuity of
Contractor's staff who are assigned to perform the services hereunder and shall obtain
approval of the Director of Public Works or his or her designee of all proposed staff
members who will perform such services. Contractor may associate with or employ
associates or subcontractors in the performance of its services under this Agreement, but at
all times Contractor shall be responsible for their services.
12) Legal Action.
a) Should either party to this Agreement bring legal action against the other, the validity,
interpretation, and performance of this Agreement shall be controlled by and
construed under the laws of the State of California, excluding California's choice of
law rules. Venue for any such action relating to this Agreement shall be in the Los
Angeles County Superior Court.
b) If any legal action or other proceeding, including action for declaratory relief, is
brought for the enforcement of this Agreement or because of an alleged dispute,
breach, default or misrepresentation in connection with this Agreement, the
prevailing party shall be entitled to recover reasonable attorneys' fees, experts' fees,
and other costs, in addition to any other relief to which the party may be entitled.
13) Assi nment. Neither this Agreement nor any part thereof shall be assigned by Contractor
without the prior written consent of the City. Any such purported assignment without written
consent shall be null and void, and Contractor shall hold harmless, defend and indemnify the
City and its officers, officials, employees, agents and representatives with respect to any
claim, demand or action arising from any unauthorized assignment,
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86876.0001 \12060624.doc
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14) Independent Contractor. Contractor is and shall at all times remain, as to the City, a wholly
independent contractor. Neither the City nor any of its agents shall have control over the
conduct of Contractor or any of the Contractor's employees, except as herein set forth, and
Contractor is free to dispose of all portions of its time and activities which it is not obligated
to devote to the City in such a manner and to such persons, firms, or corporations at the
Contractor wishes except as expressly provided in this Agreement. Contractor shall have no
power to incur any debt, obligation, or liability on behalf of the City or otherwise act on behalf
of the City as an agent. Contractor shall not, at any time or in any manner, represent that it or
any of its agents, servants or employees, are in any manner agents, servants or employees
of City. Contractor agrees to pay all required taxes on amounts paid to Contractor under this
Agreement, and to indemnify and hold the City harmless from any and all taxes,
assessments, penalties, and interest asserted against the City by reason of the independent
contractor relationship created by this Agreement. Contractor shall fully comply with the
workers' compensation law regarding Contractor and its employees. Contractor further
agrees to indemnify and hold the City harmless from any failure of Contractor to comply with
applicable workers' compensation laws. The City shall have the right to offset against the
amount of any fees due to Contractor under this Agreement any amount due to the Cityfrom
Contractor as a result of its failure to promptly pay to the City any reimbursement or
indemnification arising under this Article.
15) Inconsistency. If there is any inconsistency between this Agreement and any incorporated
document, the terms of the Agreement shall govern.
16) Titles. The titles used in this Agreement are for general reference only and are not part of
the Agreement.
17) f ntire Agreement. This Agreement, including any other documents incorporated herein by
specific reference, represents the entire and integrated agreement between City and
Contractor and supersedes all prior negotiations, representations or agreements, either
written or oral. This Agreement may be modified or amended, or provisions or breach may
be waived, only by subsequent written agreement signed by both parties.
18) Construction. In the event of any asserted ambiguity in, or dispute regarding the
interpretation of any matter herein, the interpretation of this Agreement shall not be resolved
by any rules of interpretation providing for interpretation against the party who causes the
uncertainty to exist or against the party who drafted the Agreement or who drafted that
portion of the Agreement.
19) Non-Waiver of Terms,Rigbts and Remedies. Waiver by either party of any one or more of
the conditions of performance under this Agreement shall not be a waiver of any other
condition of performance under this Agreement. In no event shall the making by the City of
any payment to Contractor constitute or be construed as a waiver by the City of any breach
of covenant, or any default which may then exist on the part of Contractor, and the making of
any such payment by the City shall in no way impair or prejudice any right or remedy
available to the City with regard to such breach or default.
20) Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
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6
21) Notice. Except as otherwise required by law, any notice, request, direction, demand,
consent, waiver, payment, approval or other communication required or permitted to be
given hereunder shall not be effective unless it is given in writing and shall be delivered (a) in
person or (b) by certified mail, postage prepaid, and addressed to the parties at the
addresses stated below, or at such other address as either party may hereafter notify the
other in writing as aforementioned:
To City:
Mr. Ray Holland, Director of Public Works
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, CA 90275
To Contractor:
BEAT CLEANING SERVICE,INC.
14252 CULVER DR.,SUITE A
IRVINE, CA 92_0-4-
A
204
A party may change its address by giving written notice to the other party. Thereafter, any
notice or other communication shall be addressed and transmitted to the new address. If
sent by mail, any notice, tender, demand, delivery or other communication shall be deemed
effective three (3) business days after it has been deposited in the United States mail. For
purposes of communicating these time frames, weekends and federal, state, religious,
County of Los Angeles or City holidays shall be excluded. No communication via facsimile or
electronic mail shall be effective to give any such notice or other communication hereunder.
IN WITNESS WHEREOF, the parties hereto have executed the within Agreement the day and year
first above written.
THE CITY OF RANCHO PALOS VERDES ("City"):
Date:
BY: ;�kw
City Clerk
GREAT CLEANING SERVICES ("Contractor"):
Date: _ 4-28-10
By y ----
Sign tura
LUIS MEJIA
Printed Name
Page 5 of 8
7
THIS IS INSTRUCTION ONLY - 1T IS NOT TO BE SIGNED OR USED IN CONJUNCTION WITH
THE AGREEMENT OR ANY OTHER FORMS THAT MUST BE TURNED INTO THE CITY OF
RANCHO PALOS VERDES - IT IS SIMPLY A FORMAT TO USE WHEN FILLING OUT
DOCUMENTS.
1. By an Individual. The individual must sign the instrument, and if he/she is doing business
under a fictitious name, the fictitious name must be set forth. The signature must be
acknowled ed before a Notary Public usina the ro er form of acknowledgment.
2. By a Partnership. The name of the partnership must be set forth followed by the signatures
of less than all of the partners will be acceptable only if submitted with evidence of authority
to*act on behalf of the partnership. The signatures must be acknowledged before a Notary
Public, usino the proper form of acknowledgment,
3. Sy a Corporation. The name of the corporation must be set forth, followed by the signatures
of the President or Vice President and Secretary or Assistant Secretary. The signatures
must be acknowled ed before a Notary Public using in substance the following form of
acknowledament.
4. By a Surety. The name of the surety must be set forth, followed by an authorized signature.
The signatures must be acknowledged before a Notary Public. using the proper form of
acknowledgment.
STATE OF )
SS.
COUNTY OF )
On , 2090, before me, the undersigned, appeared known to
me to be the President or Vice President and known to be to be the Secretary or Assistant Secretary
of the corporation that executed the within instrument, and acknowledged to me that such
corporation executed the within instrument pursuant to its by-laws or a resolution of its City Council.
WITNESS my signature and seal.
Notary Public
(Seal)
Page 6 of 8
Workers' Compensation
WHEREAS, the City of Rancho Palos Verdes has required certain insurance to be provided by:
NOW THEREFORE, the undersigned insurance company does hereby certify that it has issued the
policy or policies described below to the following named insured and that the same are in force at
this time:
This certificate is issued to:
The City of Rancho Palos Verdes
City Hall
30940 Hawthorne Boulevard
Rancho Palos Verdes, California 90275
2. The insured under such policy or policies are:
PLEASE SEE THE ATTACHMENT
3. Workers' Compensation Policy or Policies in a form approved by the insurance
Commissioner of California covering all operations of the named insured as follows:
Policy Number Effective Date Expiration Date
4. Said policy or policies shall not be canceled, nor shall there be any reduction in coverage or
limits of liability, unless and until thirty days' written notice thereof has been served upon the
City Clerk of the City of Rancho Palos Verdes.
Page 7 of 8
AGREEMENT TO COMPLY WITH
CALIFORNIALABOR LAW REQUIREMENTS
[Labor Code 1720, 1773.8, 1775, 1776, 1777.5, 1813, 1860, 1861, 3700]
The undersigned Contractor certifies that it is aware of and hereby agrees to fully comply with the
following provisions of California law:
1. Contractor acknowledges that this contract is subject to the provisions of Division 2, Part 7,
Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public
works and the awarding public agency ("Agency") and agrees to be bound by all the
provisions thereof as though set forth in full herein.
2. Contractor agrees to comply with the provisions of California Labor Code Section 1773.8
which requires the payment of travel and subsistence payments to each worker needed to
execute the work to the extent required by law.
3. Contractor agrees to comply with the provisions of California Labor Code Sections 1774 and
1775 concerning the payment of living rates of wages to workers and the penalties for failure
to -pay living wages. The Contractor shall, as a penalty to the Agency, forfeit not more than
fifty dollars ($50) for each calendar day, or portion thereof, far each worker paid less than the
living rates as determined by the Director of Industrial Relations for the work or craft in which
the worker is employed for any public work done under the contract by Contractor or by any
subcontractor.
4. Contractor agrees to comply with the provisions of California Labor Code Section 1776
which require Contractor and each subcontractor to (1) keep accurate payroll records,
(2) certify and make such payroll records available for inspection as provided by
Section 1776, and (3) inform the Agency of the location of the records. The Contractor is
responsible for compliance with Section 1776 by itself and all of its subcontractors.
5. Contractor agrees to comply with the provisions of California Labor Code Section 1777.5
concerning the employment of apprentices on public works projects, and further agrees that
Contractor is responsible for compliance with Section 1777.5 by itself and all of its
subcontractors.
6. Contractor agrees to comply with the provisions of California Labor Code Section 1813
concerning penalties for workers who work excess hours. The Contractor shall, as a penalty
to the Agency, forfeit twenty-five dollars ($25) for each worker employed in the execution of
the contract by the Contractor or by any subcontractor for each calendar day during which
such worker is required or permitted to work more than 8 hours in any one calendar day and
40 hours in any one calendar week in violation of the provisions of Division 2, Part 7,
Chapter 1, Article 3 of the California Labor Code.
7. California Labor Code Sections 1860 and 3700 provide that every contractor will be required
to secure the payment of compensation to its employees. In accordance with the provisions
of California Labor Code Section 1861, Contractor hereby certifies as follows:
"I am aware of the provisions of Section 3700 of the Labor Code which
require every employer to be insured against liability for workers'
compensation or to undertake self-insurance in accordance with the
provisions of that code, and I will comply with such provisions before
commencing the performance of the work of ' contract."
Date 4-28-10 Signature
Page 8 of 8
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Attachment B
jq Third Amendment ►
RanchoL the City of Palos Verdes
".aandGreat Cleaning
Cleaning Services, Inc.
This agreement is an amendment ("Amendment") to the Custodial Services
Maintenance agreement between the City of Rancho Palos Verdes ("City") and Great
Services, ("Contractor"), dated March 16, 2010 ("Agreement"). This
Amendment to the Agreement Is effective as of November 4, 2014 and is being made to
change the nameof • • because t ' !r is transferring ownership to
another company.
Section 1. The introductory paragraph of the Agreement Is hereby amended to
read as follows:
Custodial • •reement") is made and entered this 1st
day of November, 2014, by and between the City of Rancho Palos Verdes (hereinafter
referred to as "City") and Golden Touch Cleaning, Inc. (hereinafter referred to as
aection 2. The Contractors compensation as described in Article 3, is hereby
amended to read as follows:
"In consideration of the services rendered hereunder, Contractor shall be paid ex
amount not exceWing $54,592, based on a monthly fee of $6,824 for each of the
remaining months of the term of the Agreement, currently ending June 30, 2015.
Contractor shall Issue a monthly bill of charges."
"'The Director of Public
non -schedule cleaning up to $5,000 over •tal compensation In Articleof
.•
Agreement. Thereafter, the agreement may be renewed for one additional year by
mutual written f
id • • .i1 i 4 •
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Tustin, CA 92780"
amended to "Golden f
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
date and year first above written.
86876-0001 M495090 .doc
Golden i M' Cleaning,
("Contractor")
The City of Rancho Palos Verdes
("City")
By:
RA
12
Attachment C
LA Fourth Amendment to Agreement between
the City of Rancho Palos Verdes
and Golden Touch Cleaning Services, Inc.
This agreement is the fourth amendment ("Fourth Amendment") to the Custodial
Services Maintenance agreement between the City of Rancho Palos Verdes ("City") and
Golden Touch Cleaning Services, Inc. ("Contractor"), dated March 16, 2010
("Agreement"). The First Amendment, which was effective March 16, 2013, extended the
term of the Agreement by fifteen months, among other changes. The Second
Amendment, effective as of April 16, 2014, extended the term by one year. The Third
Amendment, effective as of November 4, 2014, acknowledged the change in the name
of the Contractor. This Fourth Amendment, which is effective July 1, 2015, will extend
the term for one year, and increase the compensation.
Section 1. Section 5 of the Agreement is hereby amended to read as follows:
"The Agreement shall commence on the day that it is executed, provided that a
City Business License and Certificates of Insurance are current on that date, and shall
terminate on June 30, 2016, unless sooner terminated pursuant to Section 8 of this
Agreement."
Section 2. Section 3 is hereby amended to read as follows:
"In consideration of the services rendered hereunder, Contractor shall be paid an
amount not exceeding $84,876, based on a monthly fee of $7,073 for each of the
remaining months of the term of the Agreement. Contractor shall issue a monthly bill of
charges."
Section 3. Except as expressly amended by this amendment to the
Agreement, all of the other provisions of the Agreement, including any incorporated
documents, shall remain in full force and effect as written in the Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
the date and year first above written.
Golden Touch Cleaning, Inc. The City of Rancho Palos Verdes
("Contractor") ("City")
Signature:
Printed Name:
Title:
Mayor
13
IN
City Clerk
14