Loading...
RPVCCA_CC_SR_2015_06_30_G_Streets_&_ROW_Maintenance_Agmt_Hardy_&_HarperCITY OF MEMORANDUM lie PALOS VFRDES TO: HONORABLE MAYOR & CITY COUNCIL MEMBERS FROM: MICHAEL THRONE, P.E., DIRECTOR OF PUBLIC WORKS DATE: JUNE 30, 2015 SUBJECT: APPROVE FIRST AMENDMENT TO AGREEMENT BETWEEN THE CITY OF RANCHO PALOS VERDES AND HARDY & HARPER INC. FOR PUBLIC WORKS MAINTENANCE AGREEMENT OF STREETS AND RIGHTS OF WAY REVIEWED: DOUG WILLMORE, CITY MANAGED' DW Project Manager: Sean Larvenz, Maintenance Superintendent RECOMMENDATIONS Approve the First Amendment to the Agreement and Authorize the Mayor and City Clerk to execute the First Amendment to the Agreement with Hardy & Harper Inc. for public works maintenance of streets and rights-of-way and extend the term of the agreement to June 30, 2016. BACKGROUND This agreement is the first amendment ("First Amendment") to the Public Works Maintenance agreement between the City of Rancho Palos Verdes ("City") and Hardy & Harper, Inc. ("Contractor"), dated May 15, 2012 ("Agreement"). This First Amendment, which is effective July 1, 2015, will extend the term for one year. There are three extensions available and staff recommends this first extension. DISCUSSION Staff has evaluated the quality of service provided by Hardy & Harper, 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 First Amendment to the Agreement with Hardy & Harper, Inc., which will extend the term for one year, until June 30, 2016. 1 CONCLUSION Approval of the First Amendment to the Agreement with Hardy &Harper, Inc. will extend services at the current level with a proven and reliable partner through June 30, 2016. WRMOKLam The adopted FY 2015-2016 budget provides adequate funding for the staff recommendation. The funding sources for the contract is Street Maintenance Non Pavement. Attachments: A. Agreement for Hardy & Harper, Inc. (page 3) B. Draft First Amendment to Agreement, allowing an extension to the term of the agreement to June 30, 2016. (page 10) K Attachment A PUBLIC WORKS MAINTENANCE AGREEMENT FOR STREETS AND RIGHTS OF WAY TII1S AGREEMENT ("Agreement") is made and entered this 15th day of May, 2012, by and between the CITY OF RANCHO PAL,OS VERDES, a California municipal corporation ("City") and hardy and harper Inc. ("Contractor"). In consideration of the mutual covenants hereinafter set forth, the parties hereto agree as follows; Scot)c of'Scrvices. Contractor shall perform the work and provide all labor, materials, equipment and services in a good and workmanlike manner for the project identified as PUBLIC WORKS MAINTENANCE LABOR FOR STREETS AND RIGHTS OF WAY ("Project"), as described in this Agreement and in the Bid Documents (including the Notice Inviting Sealed Bids, the Instructions to Bidders, the General Provisions, the Special Provisions, the 'Technical Special Provisions, the Proposal, the Exhibits, and all addenda as prepared prior to the date of bid opening setting forth any modifications or interpretations of any said documents), which are attached hereto as Exhibit "A" and incorporated herein by this reference, including miscellaneous appurtenant work. All work shall be performed in accordance with the latest edition of the Standard Specifications for Public Works Construction (commonly known as the "Greenbook"), including supplements, prepared and promulgated by the Southern California Chapter of the American Public Works Association and the Associated General Contractors of California (collectively "Standard Specifications"), which is incorporated herein by this reference. In the event of any conflict between the terns of this Agreement and incorporated documents, the terms of this Agreement shall control. Extra Work. Extra work, when ordered in writing by the Director of Public Works and accepted by the Contractor, shall he paid for under written work order in accordance with the terms therein provided. Payment for extra work will be made at the unit price or lump sum previously agreed upon in writing between the Contractor and the Director of Public Works. All extra work shall be adjusted daily upon report sheet furnished by the Contractor, prepared by the Director of Public Works, and signed by both parties, and said daily report shall be considered thereafter the true records of extra work done. T, gM. This Agreement shall commence on July 1, 2012 and shall remain in effect until the tasks described herein are completed to the City's approval, but in no event later titan June 30, 2015, Unless sooner terminated pursuant to Section 13 of this Agreement. Additionally, there shall be three (3) one- year options to renew the Agreement with the mutual written consent of both parties. if not renewed prior to the anniversary date, the Ag*reeinent may continue on a month to month basis under the same terms and conditions as this Agreement for a maximum period not to exceed six (6) months or until renewed or awarded to a new contractor, whichever is less. 4. Time. Time is of the essence in this Agreement. 1LorpLMa'w c. Neither the City nor Contractor shall be responsible for delays in performance under this Agreement due to causes beyond its control, including but not limited to acts of God, acts of the public enemy, acts of the Government, fires, floods nr other casualty, epidemics, earthquakes, labor stoppages or slowdowns, freight embargoes, unusually severe weather, and supplier delays due to such causes. Neither economic nor market conditions nor the financial condition of either party shall be considered a cause to excuse delay pursuant to this Section. Each party shall notify the other promptly in writing of each such excusable delay, its cause and its expected delay, and shall upon request update such notice. 6. C;pm to lign. In consideration of the services rendered hereunder, City shall pay Contractor a not to exceed amount of Onc hundred Eighty Four Thousand dollars ($184,000) in accordance with the C-1 3 prices as submitted in Contractor's Proposal, attached hereto as Exhibit "l3" and incorporated herein by this reference. i. Payments. City shall make payments within thirty (30) days after receipt ofan undisputed and properly submitted payment request from Contractor. City shall return to Contractor any payment request determined not to be a proper payment request as soon as practicable, but not later than seven (i) days after receipt, and shall explain in writing the reasons why the payment request is not proper. A payment shall be made as the City Council of the City prescribes upon estimates approved by the City Council. However, progress payments shall not be made in excess of ninety-five percent (95%) of the percentage of actual work completed plus a like percentage of the value of material delivered on the ground or stored subject to, or under the control of, the City, and unused. The City shall withhold not less than five percent (5%) of the Agreement price until final completion and acceptance of the Project. However, at any time after fifty percent (50%) of the work has been completed, if the City Council of the City finds that satisfactory progress is being made, it may, at its discretion, make any of the remaining progress payments in full for actual work completed, 8. ,5,.,�b�t LL_ rily. a, At the written request and expense of Contractor, securities equivalent to any moneys withheld by the City to ensure performance under this Agreement shall be deposited with the City, or with a state or federally chartered bank in the State of California as the escrow agent, that shall then pay those moneys to Contractor. Upon satisfactory completion of the Agreement, the securities shall be returned to Contractor. b. Alternatively, Contractor may request that the City shall make payment of retentions earned directly to the escrow agent at the expense of Contractor. At die expense of Contractor, Contractor may direct the investment of the payments into securities, and Contractor shall receive the interest earned on the investments upon the same terms provided for securities deposited by Contractor. Upon satisfactory completion of the Agreement, Contractor shall receive ftom the escrow agent all securities, interest, and payments received by the escrow agent from the City, pursuant to the terms of this Section. c. Securities eligible for investment shall include those listed in California Government Code Section 16430, bank or savings and loan certificates of deposit, interest bearing demand deposit accounts, standby letters of credit, or any other security to which Contractor and the City mutually agree in writing. Contractor shall be the beneficial owner of any securities substituted for moneys withheld and shall receive any interest thereon. d. If Contractor elects to receive interest on moneys withheld in retention by the City, it shall, at the request of any subcontractor perforating more than five percent (5%) of Contractor's total bid, make that option available to the subcontractor regarding any moneys withheld in retention by Contractor from the subcontractor, Further mandatory details are provided in Public Contract Code Section 22300(d), which is incorporated herein by this reference. c. The escrow agreement for security deposits in lieu of retention shall be substantially similar to the form provided in Public Contract Code Section 22300(f), which is incorporated herein by this reference. 9. Taxes. Contractor sbal l calculate payment for all sales, unemployment, old age pension and other taxes imposed by local, State of California and federal law. These payments are included in the total amounts in Exhibit "B." C-2 4 10. Audit, The City or its representative shall have the option of inspecting and/or auditing all records and other written materials used by Contractor in preparing its billings to the City as a condition precedent to any payment to Contractor, Contractor will promptly furnish documents requested by the City, Additionally, Contractor shall be subject to State Auditor examination and audit at the request of the City or as part of any audit of the City, for a period of three (3) years after final payment under this Agreement. 11. Unresolved Di t i In the event that a dispute arises between the City arid Contractor regarding nE whether the conditions materially differ, involve liazardo-os waste, or cause a decrease or increase in Contractor's cost of or time required for performance of any part of the work, Contractor shall not be excused from any scheduled completion date provided for by the Agreement, but shall proceed with all work to be performed under the Agreement. Contractor shall retain any and all rights provided that pertain to the resolution of disputes and protests between the panics. In The event of any dispute or controversy with the City over any matter whatsoever, Contractor shall not cause any delay or cessation in or of work, but shall proceed with the performance of the work in dispute. This includes disputed time extension requests and prices for changes. The disputed work will be categorized as an "unresolved dispute" and payment, if any, shall be as later determined by mutual agreement or a court of law, Contractor shall keep accurate, detailed records of all disputed work, claims and other disputed matters. Public Contract Code Sections 20104 et seq. and Rancho Palos Verdes Municipal Code Chapter 3.24 ("Claims Against the City") shall govern the procedures of the claim process, and these provisions are incorporated herein by this reference. 12. Termination. This Agreement maybe canceled by the City at any time with or without cause without penalty upon thirty (30) days' written notice or by the Contractor at any time with or without cause without penalty upon ninety (90) days' written notice. In the event of termination by the City without fault of Contractor, City shall pay Contractor for all services satisfactorily rendered prior to date of termination, and such payment shall be in full satisfaction of all services rendered hereunder. 13. Incorporation byJJ%fcjvi-c-s, All of the following documents are attached hereto and incorporated herein by this reference: City of Rancho Palos Verdes Instructions for Execution of Instruments; Insurance Requirements for the City of Rancho Palos Verdes Public Works Contract; Workers' Compensation Certificate of Insurance; Indemnification and Hold Harmless Agreement and Waiver of Subrogation and Contribution; Additional Insured Endorsement (Comprehensive General Liability); Additional Insured Endorsement (Automobile Liability); and Additional Insured Endorsement (Excess Liability). 14, An i rust Claims. Contractor offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C, Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of'Part 2 of Division 7 of the California Business and Professions Code) arising from purchases of goods, services, or materials pursuant to the Agreement, This assignment shall be made and become of at the time the City tenders final payment to Contractor without further acknowledgment by the parties. J'L qgpbil , and EX02vations. If the project involves trenching more than four (4) feet deep, Contractor -, JL— — shall promptly and before the following conditions art disturbed notify the City in writing of any: material that Contractor believes may be material that is hazardous waste, as defined in California Health and Safety Code Section 25117, that is required to be removed to a Class 1, Class 11, or Class III disposal site in accordance with provisions of existing law; subsurface or latent physical conditions at the site differing from those indicated; or unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in the Agreement, The City shall promptly investigate the conditions, and if the City finds that the conditions do materially differ or do involve hazardous waste and cause a decrease or increase in Contractor's cost of or the time required for performance of any C_3 part of the work, the City shall issue a change order. 16. Utilities. The City acknowledges its responsibilities under Government Code section 4215 and incorporates that section herein by this reference. 17, t,ocatilon-ofExistiLi-g.,,L�.tqtii.cnts. The methods used and costs involved to locate existing elements, points of connection and all construction methods are Contractor's sole responsibility. Accuracy of information furnished, as to existing conditions, is not guaranteed by the City. Contractor, at its sole expense, must make all investigations necessary to determine locations of existing elements, which may include, without limitation, contacting U.S.A. Alert and other private underground locating finn(s), utilizing speciali?cd locating equipment and/or hand trenching. 18. LndKpendt-gt widclor. Contractor is and shall at all times remain, as to the City, a wholly independent contractor. Neither the City not 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, bind the City in any manner, 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 low 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 compensation due to Contractor under this Agreement any amount due to the City from Contractor as a result of its failure to promptly pay to the City any reimbursement or indemnification arising under this Section. 19. Pjq * yki r LnX, W jMes. City and Contractor acknowledge that this project is a public work to which prevailing wages apply, The Agreement to Comply with California Labor Law Requirements is attached hereto and incorporated herein by this reference. Eight hours of labor constitutes a legal days work. 20. Workers' Coin nsal C, 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, the 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 under take 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 this contract." 21. Subcontractit qo_ Contractor shall adhere to all provisions of the Subletting and Subcontracting Fair Practices Act, Public Contract Code Section 4100 et seq., which is incorporated herein by this reference. 22. NoRdisqhpiriatory-Lm lo pepA. Contractor shall not unlawfully discriminate against any individual jqp_.)q _ based on race, color, religion, nationality, gender, sex, sexual orientation, age or condition of disability. Contractor understands and agrees that It is bound by and will comply with the nondiscrimination mandates of all statutes and local ordinances and regulations, C-4 23. L)gbarrq.(i Sus ended or Inch �i It Contractors. Contractor shall not be debarred throughout the duration of this Agreement. Contractor shall not perform work with debarred subcontractor pursuant to California Labor Code Section 1777.1 or 1777.7. 24. napli rte with Laws. Contractor shall comply with all applicable federal, state and local laws, ordinances, codes and regulations in force at the time Contractor perforins pursuant to this Agreement. 25. Bonds. Contractor shall obtain faithful performance and payment bonds as required by law, and nothing in this Agreement shall be read to excuse this requirement. The required forms entitled Payment Bond (Labor and Materials) and Performance Bond are attached hereto and incorporated herein by this reference. 26Ccrrttrc or°pr cit ati r s. Contractor represents, covenants and agrees that: a) Contractor is licensed, qualified, and capable of furnishing the labor, materials, and expertise necessary to perform the services in accordance with the terms and conditions set forth in this Agreement; b) there are no obligations, commitments, or impediments of any kind that will limit or prevent its full performance under this Agreement; c) there is no litigation pending against Contractor, and Contractor is not the subject of any criminal investigation or proceeding; and d) to Contractor's actual knowledge, neither Contractor nor its personnel have been convicted of a felony. 27. Conflicts of Interest. Contractor agrees not to accept any employment or representation during the term of this Agreement or within twelve (12) months after completion of the work under this Agreement which is or may likely make Contractor "financially interested," as provided in Government Code Section 1090 and 87100, in any decisions made by City on any matter in connection with which Contractor has been retained pursuant to this Agreement. 28. Third Party Claims. City shall have full authority to compromise or otherwise settle any claim relating to the Agreement at any time. City shall timely notify Contractor of the receipt of any third -party claim relating to the Agreement. City shall be entitled to recover its reasonable costs incurred in providing this notice. 29. - ssi nabilit u c a 'n . Contractor shall not assign or transfer any interest in this Agreement not any part thereof, whether by assignment or novation, without the City's prior written consent. Any purported assignment without written consent shall be null, void, and of no effect, 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 or relating to any unauthorized assignment. 30. rhea -1 zA,-. 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. 31. AttoLtl ' fccs. 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. 32. Titles. The titles used in this Agreement are for convenience only and shall in no way define, limit or describe the scope or intent of this Agreement or any part of it. 33. /\ttthorjty. The person executing this Agreement on behalf of Contractor warrants and represents that C-5 7 he or she has the authority to execute this Agreement on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder, 34, lintirc 6,greement, This Agreement, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between City and Contractor. This Agreement supersedes all prior oral or written negotiations, representations or agreements. This Agreement may not be modified Or amended, nor any provision or breach waived, except in a writing signed by both parties which expressly refers to this Agreement. 35. 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. 36. Non -waiver ©f Terms Riglatsnd_ 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 Consultant 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 Consultant, 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. 37, _Ngticc. Except as otherwise required by law, any notice or other communication authorized or required by this Agreement shall be in writing and shall bcdeemed received on (a)the dayofde)ivery if delivered by hand or overnight courier service during Contractor's or City's regular business hours or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses listed below, or at such other address as one party may notify the other: To CITY: Mr, Tom Odom, Director of Public Works City of Rancho Palos Verdes 30940 Hawthorne Blvd. Rancho Palos Verdes, CA 90275 To CONTRACTOR: The address listed in Exhibit "B." 38. Counterparts. This Agreement maybe executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes. 39. 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 she]] continue in full force and effect. C - 6 IN WITNESS WHEREOF, the parties hereto have executed the within Agreement the day and year first above written. Al TEST: By: _��'w - City Clerk Dated:— CITY A IO VALOS.VERD�S By. �.. Mayor APPROVED AS 1'0 FORM: }3y: City Attorney ("CON`I'R TOR") Printed Name:Steve Kirschner Title: Vice President By: LQ-- PrintedName: Kristen Paulino__ 'Title: corporate Secretary C-7 g Attachment B BETWEEN THE CITY OF RANCHO PALOS VERDES AND HARDY AND HARPER, INC. This agreement is the First Amendment to the maintenance services agreement for streets and highways between the City of Rancho Palos Verdes ("City") and Hardy and Harper Inc. ("Contractor") dated May 15, 2012 ("Agreement"), This First Amendment to the Agreement is effective as of July 1, 2015 and is being made to extend the term of the Agreement for one year. Section 1. Section 3 of the Agreement is hereby amended to read as follows: "Term. This Agreement shall commence on July 1, 2012, and shall remain in effect until the tasks described herein are completed to the City's satisfaction and approval, but in no event later than June 30, 2016, unless sooner terminated pursuant to Section 12 of this Agreement. Additionally, there shall be two (2) one-year options to renew the Agreement with the mutual written consent of both parties. If not renewed prior to the anniversary date, the Agreement may continue on a month to month basis under the same terms and conditions as this Agreement for a maximum period not to exceed six (6) months or until renewed or awarded to a new contractor, whichever is less." Section 2. Except as expressly amended by this First Amendment to the Agreement, all of the other provisions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment as of the date and year first above written. ATTEST: City Clerk CITY OF RANCHO PALOS VERDES ("CITY") Mayor 10 Signature: Printed Name: Title: Signature: Printed Name: Title: 11