CONTRACT 4234 CLOSED4 2
MAINTENANCE AGREEMENT
BETWEEN
THE CITY OF EL SEGUNDO AND
GAFF GROUP, INC.
THIS MAINTENANCE AGREEMENT ( "Agreement ") is made and entered into this 31" day of
January, 2012, by and between the CITY OF EL SEGUNDO, a general law city and municipal
corporation ( "CITY ") and GAFF GROUP, INC. ( "CONTRACTOR ").
The Parties agree as follows:
1. CONSIDERATION.
A. As partial consideration, CONTRACTOR agrees to perform the work listed in the
SCOPE OF SERVICES, below;
B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and
conditions contained in this Agreement;
C. As additional consideration, CITY agrees to pay CONTRACTOR on a completion basis
an amount set forth in the attached Exhibit "A ", Exhibit `B ", Exhibit "C" and Exhibit
"D" which is incorporated by reference, for CONTRACTOR's services. CITY will pay
such amount promptly, but not later than thirty (30) days after receiving
CONTRACTOR's invoice.
2. TERM. The term of this Agreement will be from January 31, 2012 to September 30, 2012. The
Agreement may be renewed upon mutual consent of the parties.
3. SCOPE OF SERVICES.
A. CONTRACTOR will perform services listed in the attached Exhibit A, Exhibit B,
Exhibit C and Exhibit D.
B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical,
administrative, professional and other personnel, all supplies and materials, equipment,
printing, vehicles, transportation, office space and facilities, and all tests, testing and
analyses, calculation, and all other means whatsoever, except as herein otherwise
expressly specified to be furnished by CITY, necessary or proper to perform and
complete the work and provide the professional services required of CONTRACTOR by
this Agreement.
4. PREVAILING WAGES.
A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of Regulations §
16000, CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's
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is CONTRACTOR's responsibility to interpret and implement any prevailing wage
requirements and CONTRACTOR agrees to pay any penalty or civil damages resulting
from a violation of the prevailing wage laws.
B. In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem
wages are available upon request from CITY's Engineering Division or the website for
State of California Prevailing wage determination at
http: / /www.dir.ca.gov /DLSR/PWD. CONTRACTOR must post a copy of the
prevailing rate of per diem wages at the job site.
C. CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5, 1777.6 and 3098
concerning the employment of apprentices by CONTRACTOR or any subcontractor.
D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen
in any apprenticeship occupation to apply to the joint apprenticeship committee nearest
the site of the public works project and which administers the apprenticeship program in
that trade for a certificate of approval. The certificate must also fix the ratio of
apprentices to journeymen that will be used in the performance of the contract. The
ratio of apprentices to journeymen in such cases will not be less than one to five except:
i. When employment in the area of coverage by the joint apprenticeship committee
has exceeded an average of 15 percent in the 90 days before the request for
certificate, or
ii. When the number of apprentices in training in the area exceeds a ratio of one to
five, or
iii, When the trade can show that it is replacing at least 1/30 of its membership
through apprenticeship training on an annual basis state -wide or locally, or
iv. When CONTRACTOR provides evidence that CONTRACTOR employs regis-
tered apprentices on all of his contracts on an annual average of not less than one
apprentice to eight journeymen.
V. CONTRACTOR is required to make contributions to funds established for the
administration of apprenticeship programs if CONTRACTOR employs
registered apprentices or journeymen in any apprenticeable trade on such
contracts and if other contractors on the public works site are making such
contributions.
vi. CONTRACTOR and any subcontractor must comply with Labor Code § §
1777.5 and 1777.6 in the employment of apprentices.
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vii. Information relative to apprenticeship standards, wage schedules and other
requirements may be obtained from the Director of Industrial Relations,
ex- officio the Administrator of Apprenticeship, San Francisco, California, or
from the Division of Apprenticeship Standards and its branch offices.
E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records
showing the name, occupation, and the actual per diem wages paid to each worker
employed in connection with this Agreement. The record will be kept open at all
reasonable hours to the inspection of the body awarding the contract and to the Division
of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide
copies of the records at its cost.
5. FAMILIARITY WITH WORK.
A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has
Thoroughly investigated and considered the scope of services to be performed;
ii. Carefully considered how the services should be performed; and
iii. Understands the facilities, difficulties, and restrictions attending performance of
the services under this Agreement.
& If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR
has or will investigate the site and is or will be fully acquainted with the conditions
there existing, before commencing the services hereunder. Should CONTRACTOR
discover any latent or unknown conditions that may materially affect the performance of
the services, CONTRACTOR will immediately inform CITY of such fact and will not
proceed except at CONTRACTOR's own risk until written instructions are received
from CITY.
6. INSURANCE.
A. Before commencing performance under this Agreement, and at all other times this
Agreement is effective, CONTRACTOR will procure and maintain the following types
of insurance with coverage limits complying, at a minimum, with the limits set forth
below:
Ty e of Insurance
Commercial general liability:
Business automobile liability
Workers compensation
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Limits (combined single)
$1,000,000
$1,000,000
Statutory requirement.
42,44' ,b,
B. Commercial general liability insurance will meet or exceed the requirements of ISO -
CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be
a combined single limit per occurrence for bodily injury, personal injury, and property
damage for the policy coverage. Liability policies will be endorsed to name City, its
officials, and employees as "additional insureds" under said insurance coverage and to
state that such insurance will be deemed "primary" such that any other insurance that
may be carried by City will be excess thereto. Such insurance will be on an
"occurrence," not a "claims made," basis and will not be cancelable or subject to
reduction except upon thirty (30) days prior written notice to City.
C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01
06 92, including symbol 1 (Any Auto).
D, CONTRACTOR will furnish to City duly authenticated Certificates of Insurance
evidencing maintenance of the insurance required under this Agreement, endorsements
as required herein, and such other evidence of insurance or copies of policies as may be
reasonably required by City from time to time. Insurance must be placed with insurers
with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VH."
Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any
cancellation of coverage. CONTRACTOR will require its insurer to modify such
certificates to delete any exculpatory wording stating that failure of the insurer to mail
written notice of cancellation imposes no obligation, and to delete the word "endeavor"
with regard to any notice provisions.
E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance
required by this Agreement, City may obtain such coverage at CONTRACTOR's
expense and deduct the cost of such insurance from payments due to CONTRACTOR
under this Agreement or terminate.
7. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this
Agreement until:
A. CONTRACTOR furnishes proof of insurance as required under Section 6 of this
Agreement; and
B. CITY gives CONTRACTOR a written Notice to Proceed.
C. Should CONTRACTOR begin work in advance of receiving written authorization to
proceed, any such professional services are at CONTRACTOR's own risk.
8. TERMINATION.
A. Except as otherwise provided, CITY may terminate this Agreement at any time with or
without cause. Notice of termination will be in writing.
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B. CONTRACTOR may terminate this Agreement upon providing written notice to CITY
at least thirty (30) days before the effective termination date.
C, Should the Agreement be terminated pursuant to this Section, CITY may procure on its
own terms services similar to those terminated.
D. By executing this document, CONTRACTOR waives any and all claims for damages
that might otherwise arise from CITY's termination under this Section.
9. INDEMNIFICATION.
A. CONTRACTOR indemnifies and holds CITY harmless from and against any
claim, action, damages, costs (including, without limitation, attorney's fees),
injuries, or liability, arising out of this Agreement, or its performance. Should
CITY be named in any suit, or should any claim be brought against it by suit or
otherwise, whether the same be groundless or not, arising out of this Agreement,
or its performance, CONTRACTOR will defend CITY (at CITY's request and
with counsel satisfactory to CITY) and will indemnify CITY for any judgment
rendered against it or any sums paid out in settlement or otherwise.
& For purposes of this section "CITY" includes CITY's officers, officials, employees,
agents, representatives, and certified volunteers.
C. It is expressly understood and agreed that the foregoing provisions will survive
termination of this Agreement.
10. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that CONTRACTOR will
act as an independent contractor and will have control of all work and the manner in which is it
performed. CONTRACTOR will be free to contract for similar service to be performed for other
employers while under contract with CITY. CONTRACTOR is not an agent or employee of CITY and
is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for
its employees. Any provision in this Agreement that may appear to give CITY the right to direct
CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work
means that CONTRACTOR will follow the direction of the CITY as to end results of the work only.
11. NOTICES.
A. All notices given or required to be given pursuant to this Agreement will be in writing
and may be given by personal delivery or by mail. Notice sent by mail will be addressed
as follows:
To CITY: City of El Segundo
350 Main Street
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qp 6A lei,,
El Segundo, CA 90245
To CONTRACTOR: Gaff Group, Inc.
660 S. State College Blvd.
Fullerton, CA 92831
B. When addressed in accordance with this paragraph, notices will be deemed given upon
deposit in the United States mail, postage prepaid. In all other instances, notices will be
deemed given at the time of actual delivery.
C. Changes may be made in the names or addresses of persons to whom notices are to be
given by giving notice in the manner prescribed in this paragraph.
12. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a
Taxpayer Identification Number.
13. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this
Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term,
covenant, or condition contained in this Agreement, whether of the same or different character.
14. CONSTRUCTION. The language of each part of this Agreement will be construed simply and
according to its fair meaning, and this Agreement will never be construed either for or against either
party.
15. SEVERABLE. If any portion of this Agreement is declared by a court of competent jurisdiction to
be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the
opinion of the court to render such portion enforceable and, as so modified, such portion and the
balance of this Agreement will continue in full force and effect.
16. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference
only and will not affect the interpretation of this Agreement.
17. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a waiver
of any other provision, nor will such waiver constitute a continuing waiver.
18. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with
the laws of the State of California, and exclusive venue for any action involving this agreement will be
in Los Angeles County.
19. AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned upon
approval and ratification by the El Segundo City Council. This Agreement is not binding upon CITY
until executed by the City Manager. The Parties represent and warrant that all necessary action has been
taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions
described herein. This Agreement may be modified by written agreement. CITY's city manager may
execute any such amendment on behalf of CITY.
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20. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement,
agreements ancillary to this Agreement, and related documents to be entered into in connection with
this Agreement will be considered signed when the signature of a party is delivered by facsimile
transmission. Such facsimile signature will be treated in all respects as having the same effect as an
original signature.
21. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity between any
provision of this Agreement, its attachments, the purchase order, or notice to proceed, the provisions of
this Agreement will govern and control.
22. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference
only and will not affect the interpretation of this Agreement.
23. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood,
explosion, war, terrorist act, embargo, government action, civil or military authority, the natural
elements, or other similar causes beyond the Parties' control, then the Agreement will immediately
terminate without obligation of either party to the other.
24. ENTIRE AGREEMENT. This Agreement and its four attachments constitutes the sole
agreement between CONTRACTOR and CITY respecting repairs, installations and maintenance. To
the extent that there are additional terms and conditions contained in Exhibit "A ", Exhibit `B ", Exhibit
"C" and Exhibit "D" that are not in conflict with this Agreement, those terms are incorporated as if
fully set forth above. There are no other understandings, terms or other agreements expressed or
implied, oral or written.
IN WITNESS WHEREOF the parties hereto have executed this contract the day and year first
hereinabove written.
OF
Greg Carpenter
, Interim
ATTEST:
0J ly° ) ftes u,.,...
t.` y Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, City Attorney
GAFF GROUP
Signed:
Title; ._..... CA/,
�
Taxpayer ID No,:.,._.
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ka-t If Berger, Assistant City Attorney
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Gaff Group, Inc.
660 S. State College Blvd.
Fullerton, Ca, 92831
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Invoice
DATE INVOICE T
1/ 17/2012 12 -00,
P.O. NO, TERMS PROJECT
Unknown NET 30 12 -007 REPAIR .ME.,,
ITEM DESCRIPTION Contrac... Prior Amt Prior % QTY RATE Curr % Total %. AMOUNT
C;onstruc... Ease Bid 1,23{157 1,230.57 100.000/o 100.00% 1._1')0.37
Job Description; Repair Mons
Toilet
Purchase Ordcr; Unknown
Contact!
DEPT Pl or RE r) PA " +il' NIT
D, JT E APP R' -
�IGNED
Total
Phone # Fax #
714- 998 -9789 .._ � 714.998 -9793
Fy'- �A1 b 1 � - �' P-) "
Gaff Group, Inc,
660 S. State College Blvd,
Fullerton, Ca, 92831
BILL TO
CITY OF EL SEGUNDO
130 ILLINOIS STREET 26
EL SEGUNDO, CA, 90245
AcAr—eA IPA 41e-
ITEM DESCRIPTION
Construc... Basc Bid
Job Description: Park 44, Rec-
Ne• Roofing
0
Purchase Order: Unknown
Contact;
- - - ----- - - - -----------
Phone 3; Fax #
714-998-9789 714-998 -9793
4
Irivoice
DATE INVOICE
1/17/70 12 -000
P.D. NO. TERW PROJECT
Unknown VET 30 12-006 PARK &- RE
Contrao... Prior Amt Prior % QTY RATE I Curr % Total % AMOUNT
2,219.25 2,219"251 100.00% 100„00 "S. 2,219.25
DEPT
E a #—
AC ('-T
sl
Cr REG 0 PAYNIFINT
Z_'4:
JNT
11111 C
Total
W
62,219.23
Dec, 2$, 2011 1:59PM
PROJECT MANAGER: Martin Whitehead
ADDRESS: 150 Illinois Street
CITY, STATE, ZIP CODE; El Segundo Ca. 90245
No, 122$ 14
4
PROJECT NAME;
Maintenance Repairs.
BUILDING NUMBER:
Teen Center Park & Rec.
DATE;
December S, 2011
DESCRIPTION OF WORD:
LABOR
MATERIAL SUB CONTRACT
TOTAL
Remove existing carpet.
380.00
380.00
Install new carpet tile
978.00
978.00
Install vinyl cove base
375.00
375.00
All materials furnished by City.
LABOR WILL BE PERFORMED AT PREVAILING WAGES.
SUB TOTAL:
OVERHEAD: 10%
1,7$3.00
1;733.00
173.30
PROFIT; 10% 190.63
TOTAL BID PRICE:
Gaff Group 660 S. State College Blvd, I Fullerton, Ca 92831
(714) 998 -7042 (714) 998 -7047
4
40
PROJECT MANAGER:
Martin Whitehead
ADDRESS;
150 Illinois Street
CITY, STATE, ZIP CODE:
El Segundo Ca. 90245
PROJECT NAME:
Maintenance Repairs
BUILDING NUMBER:
Library
DATE:
December 13, 2011
DESCRIPTION OF WORK;
LABOR, MATERIAL SUB CONTRACT TOTAL
Demo existing hand rail
tubing from concrete.
260.00 260,00
install (3) 5'X 45" high hand
1,375.00 2,2,88.00 3,663.00
rails to match existing.
PREVAILING WAGES APPLIED
SUB TOTAL: 1,635.00 2,288.00 3,92100
OVERHEAD: 10% 392.30
PROFIT: 10% 431.53
TOTAL BID PRICE: EE4,=74=6.83
Gaff Group 660 S. State College Blvd, I Fullerton, Ca 92831
(714) 998-7042 (714) 998-7047