RPVCCA_CC_SR_2013_02_19_E_Custodial_Maintenance_Services_AgreementCITY OF
MEMORANDUM
TO:
.FROM:
DATE:
SUBJECT:
REVIEWED:
HONORABLE MAYOR &CITY COUNCIL MEMBERS ~
LES M.JONES II,INTERIM DIRECTOR OF PUBLIC WORK~~
FEBRUARY 19,2013
APPROVE FIRST AMENDMENT TO AGREEMENT WITH GREAT
CLEANING SERVICES,INC.,FOR CUSTODIAL MAINTENANCE
SERVICES.(In Support of 2013 City Council Goal #5:Review
Existing Contracts/Consultants).
CAROLYN LEHR,CITY MANAGER ~
Project Manager:Emilio Blanco,Maintenance Superintendent
~.
RECOMMENDATIONS
1.Approve the first amendment to the agreement with Great Cleaning Services,Inc.for
Custodial Maintenance Services in an amount not to exceed $87,500 with an additional
contingency of $8,750 for a total of authorization of $96,250.
2.Authorize the Mayor and City Clerk to execute the first amendment to the agreement
with Great Cleaning Services,Inc.for Custodial Maintenance Services.
BACKGROUND
On March 16,2010,the City Council awarded a contract to Great Cleaning Services,Inc.,
for the City's Custodial Maintenance Services.The contract had an initial term of three
years,which will expire on March 16,2013,with the possibility of three (3)one year
extensions.
DISCUSSION
Staff has evaluated the quality of services provided by Great Cleaning Services,Inc.
and found it to be satisfactory.In addition,the company has demonstrated timeliness
in performance,adapted to new service demands,and is flexible in addressing staffing
needs.As a result,staff recommends approval of the first one year extension plus 3
months.The additional 3 month period will allow this contract to conform with the City's
fiscal year budget cycle,allowing for greater efficiency of rebidding the contract in the
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future.This first amendment is thus for a total of fifteen months of service.
CONCLUSION
Extending this agreement for a fifteen month period will synchronize this contract to the
City's fiscal year along with other maintenance contracts administered by the City.This
extension will also improve the efficiency of rebidding the contract should the City wish to
exercise that option in the future.
FISCAL IMPACT
The City will pay Great Cleaning Services,Inc.$5,833.33 per month.The adopted FY
2012-2013 budget provides adequate funding for the first three months of this extension,
which are within the 2012-2013 budget year.That amount is 17,500 with a $1,750
contingency for a total of $19,250.A proposed 2013-2014 budgeted expenditure of
$70,000 with an additional contingency of $7,000,for a total of $77,000 is included in the
scheduled.budget adoption for later this year.Taken together,these amounts will satisfy
the total $96,250 required for this contract extension.
ATTACHMENTS
•Exhibit 1:The Original Agreement
•Exhibit 2:The First Amendment to Great Cleaning Services,Inc.,for Custodial
Maintenance Services.
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CUSTODIAL SERVICES AGREEMENT
THIS CUSTODIAL SERVICES AGREEMENT ("Agreement")is made and entered into this I (.;~ay
of VV\Cw-tJ-,2010,by and between the CITY OF 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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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 AVII 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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R6876-0001\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,et seq.).
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)Assignment.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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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
a1]1ount of any fees 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 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)Entire 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,Rights and Remedies.Waiver by either party of anyone 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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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 ofRancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes,CA 90275
To Contractor:
GREAT CLEANING SERVICE,INC.
14252 CULVER DR.,SUITE A
IRVINE,CA 92604
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:_
ATTEST:~
By:6~fll~~&
City Clerk
GREAT CLEANING SERVICES ("Contractor"):
Date:__4_-_2_8_-_1_o _
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---.-,------
By:_~~~;:;:'_';.;:o_....._-_~._-_~":\====_"_
LUIS MEJIA
Printed Name
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THE CITY OF RANCHO PALOS VERDES
INSTRUCTIONS FOR EXECUTION OF INSTRUMENTS
THIS IS INSTRUCTION ONLY -IT 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
§cknowledged before a Notary Public.using the proper form of acknowledgment.
2.Bya 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.using the proPer form of acknowledgment.
3.Bya Corporation.The name of the corporation must be set forth,followed by the signatures
of the President Q[Vice President and Secretary Q[Assistant Secretary.The signatures
must be acknowledged before a Notary Public,using in substance the following form of
acknowledgment.
4.Bya 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.-
STATEOF -J)
)55.
COUNTY OF )
On ,2010,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)
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Workers'Compensation
Certificate of Insurance
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:
1.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:
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:I
Policv 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.
By:~--_~------
Authorized Representative
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AGREEMENT TO COMPLY WITH
CALIFORNIA LABOR 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 rnore than
fifty dollars ($50)for each calendar day,or portion thereof,for 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 anyone calendar day and
40 hours in anyone 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 this contract.·
Date Signature _
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First Amendment to Agreement between
The City of Rancho Palos Verdes
and Great Cleaning Service,Inc.
This agreement is the first amendment ("First Amendment")to the agreement for
custodial maintenance services between the City of Rancho Palos Verdes ("City")and
Great Cleaning Services,Inc.("Contractor"),dated March 16,2010 ("Original Agreement").
This First Amendment is effective as of and is being made to extend the
term of the Original Agreement by fifteen (15)months.
Section 1.Section 3 ("Compensation")of the Original Agreement is hereby
amended to read as follows:
"In consideration of the services rendered hereunder,Contractor shall be paid
$5772.00 per month in the first and second year of the Agreement.In the third and fourth
year of the Agreement,Contractor shall be paid $5,833.33 per month.In the fifth and sixth
year of the Agreement,if the Agreement is extended,Contractor shall be paid $5,833.33
per month,unless 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."
Section 2.Section 4 ("Additional Services")of the Original Agreement is hereby
amended to read as follows:
"The Director of Public Works or his or her designee may authorize in wniting
additional non-scheduled cleaning of $583.33 monthly over the total compensation set
forth in Article 3 of this Agreement."
Section 3.Section 5 ("Term of Agreement")of the Original Agreement is hereby
amended to read as follows:
"This Agreement shall commence on the day it is executed,provided that certificates
of insurance are current on that date,and shall terminate on June 30,2014,unless sooner
terminated pursuant to Section 8 of this Agreement.Additionally,there shall be two (2)
one-year options to renew the Agreement with the mutual written consent of both parties."
Section 4.Section 21 ("Notice")of the Original Agreement is hereby amended to
read as follows:
"Except as otherwise required by law,any notice or other communication authorized
or required by this Agreement shall be in writing and shall be deemed received on (a)the
day of delivery if delivered by hand or overnight courier service during 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:
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To City:
Public Works Director
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes,CA 90275
To Contractor:
Great Cleaning Services,Inc.
14252 Culver Drive,Suite A
Irvine,CA 92604"
Section 5.Except as expressly amended by this First Amendment,all of the other
provisions of the Original 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.
CITY OF RANCHO PALOS VERDES
("CITY")
By:_
Mayor
ATTEST:
By:_
City Clerk
GREAT CLEANING SERVICES,INC.
("CONTRACTOR")
Signature:_
Printed Name:---------
Title:_
Signature:_
Printed Name:---------
Title:_
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