CONTRACT 5224 Maintenance and Repair Agreement CLOSED Agreement No. 5224
MAINTENANCE AGREEMENT
BETWEEN
THE CITY OF EL SEGUNDO AND
STANLEY LOUIS COMPANY
THIS MAINTENANCE AGREEMENT("Agreement") is made and entered into this P day of
October, 2016, by and between the CITY OF EL SEGUN.DO,a general law city and municipal
corporation ("CITY'S and STANLEY LOUIS COMPANY, a California Corporation
("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 lump sum
basis an amount set forth in the attached Exhibit"A,"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 October 1,2016 to November 1,2016.
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.
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 responsibility to interpret and implement any prevailing
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Agreement No. 5224
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
Lit!p://www.dii-,ca.gov/DLSII/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
H. 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
registered 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.
A. CONTRACTOR and any subcontractor must comply with Labor Code§§
1777.5 and 1777.6 in the employment of apprentices.
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Agreement No. 5224
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
i. 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.
B. 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:
T'Ype o'
-Ins ),,,im'it (combined sirs le
Commercial general liability: $1,000,000
Business automobile liability $1,000,000
Workers compensation Statutory requirement.
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Agreement No. 5224
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 famish 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:VII." 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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Agreement No. 5224
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.
INDEMNIFICATION.
A. CONTRACTOR indemnifies and holds CITY harmless from and against any
claim,action,damages,costs(including,without limitation,reasonable
attorney's fees and penalties), injuries,or liability,arising out of this
Agreement,or its performance including,,without limitation,damages or
penalties arising from CONTRACTOR'sremoval, rerroediation, response or
other plan concerning any Hazardous Waste resulting In the release of any
hazardous substance into the environment,except for such loss or damage
arising from CITY'ssolenegligenosor willful misconduct. 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 counsed satisfactory to CITY)and will Indemnify
CITY for any judgment rendered against it or any sums paid out is
settlement or otherwise.
B. For purposes of this section"CITY"includes CITY's officers,officials,
employees,agents,representatives,and volunteers.
C. CONTRACTOR expressly agrees that this release,waiver,and indemnity
agreement is intended to be as broad and inclusive as is permitted by the law of
the State of California and that if any portion is held invalid, it is agreed that the
balance will, notwithstanding,continue in full legal force and effect.
D. It is expressly understood and agreed that the foregoing provisions will survive
termination of this Agreement.
E. The requirements as to the types and limits of insurance coverage to be
maintained by CONTRACTOR as required by this Agreement,and any approval
of said insurance by CITY,are not intended to and will not in any manner limit or
qualify the liabilities and obligations otherwise assumed by CONTRACTOR
pursuant to this Agreement,including,without limitation,to the provisions
concerning indemnification.
9. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that
CONTRACTOR will act as an independent contractor and will have control of all work and the
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Agreement No. 5224
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.
10.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: Attn: Jesse Bobbett
City of El Segundo
350 Main Street
El Segundo,CA 90245
Phone: (310)524-2707
To CONTRACTOR: Attn: Scott Sampson
Stanley Louis Company
2230 Amapola Ct., Suite#6
Torrance,CA 90501
Phone: (310)412-0332
Fax: (310)725-5147
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.
11.TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a
Taxpayer Identification Number.
12.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.
13.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.
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Agreement No. 5224
14.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.
15.CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
16.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.
17.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.
18.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.
19.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.
20. 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.
21. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
22.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.
23. ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole
agreement between CONTRACTOR and CITY respecting lead based stabilization. To the extent
that there are additional terms and conditions contained in Exhibit"A"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.
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Agreement No. 5224
IN WITNESS WHEREOF the parties hereto have executed this contract the day and year
first hereinabove written.
CITY OF S C'6JNI)O
a genera 1 ci
,
Greg Car nter, VS Louis Cornpany
City M er
ATTEST: ...
Secretary
Taxpayer ID No.
Tra d , " r, d
cit ClcA
APPROVED AS TO FORM:
MARK D. i-'EN SLEY,City Attorney
By:
Davi H.King, y City Attorney
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Cadman Group
2l4 Main Street, #36l
El Segundo, CA. 9O245
310-322-5036 Phone
310-322-6358 Fax
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Job Site:
bl5B. Holly Avenue
El Segundo, CA. g0245
Domestic Hot Water Storaue Tank Rmlaccnuents;
Remove and haul away the leaking domestic hot water storage tanks (2 North/South)
including disposal.
Provide and install two new Raypak 115-gallon non-ASME storage tanks complete with
proper safety relief valves, line thermometers, dielectric unions, and controls.
Re-use existing uoionnio freestanding bracing.
Provide and install the leaking inner tube bundle on the boiler as it is leaking and has
since put the flame out on the boiler from firing.
Provide and install new Eirovwu|/ as biu heavily deteriorated. This was caused as aruuu|t
nf the bundle leak.
Provide and install one new pilot as it was damaged.
Provide and install 7 cracked burners on the burner tray. These have failed due tothe
non-functional blower.
Provide and install one new combustion blower oo the South boiler anbiunon
functional.
Note: Some of the following recommendations listed below may bo required as well as
some provisions not mentioned or provided by The Stanley Louis Company.
Additionally, if corrections are needed that are not the responsibility of The Stanley Louis
Company and these items hold up the sign off of said permit, any money held inretention
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Agreement No. 5224
will be due immediately. Furthermore, if the permits expire as a result of incomplete
corrections that are not The Stanley Louis Companies responsibility,the fee to re-instate
the permit will be charged to the customer. This fee will be determined on an individual
basis due to our time and the cities' fee.
Additional items r-elated to pennits: Plot plans,plan sets, site plans, elevations, Historical
site fees, and Osh pod compliant jobs are not included with this proposal. Relocation of
new equipment installed, provided by The Stanley Louis Company are not included in
this proposal as it may require structural engineering. Equipment schedules, site surveys,
historical site research, additional building code requirements, and any other equipment
portion provided by The Stanley Louis Company are not included.
Cost$17,838.80 installed
Note: If anything not mentioned above becomes necessary, an additional charge shall
apply to the customer.
Price based upon haul away of all equipment and piping. An additional core charge will
apply if customer retains any of removed piping or equipment.
This quote is valid for thirty days.
Prices are subject to change due to manufacturers pricing at the placement of order.
Work to be performed during regular business hours.
Monday-Friday 8am to 4pm.
Overtime rates are not reflected in the amount given.
TERMS AND CONDITIONS
MECHANICS LIEN: Under the Mechanics Lien Law any contractor or material
supplier of labor improving your property and not paid for his or her labor services or
materials, has a right to place a lien on your home, land or property where the work was
performed and to sue you in court to obtain payment.
This means that after a court hearing, your home, land and property could be sold
by a court officer and the proceeds of the sale could be used to satisfy what you owe.
This can happen even if you have paid your contract in full if the contractors
subcontractors, laborer or suppliers remain unpaid.
To preserve their rights to file a claim or lien against your property, certain
claimants such as subcontractors or material suppliers are each required to provide you
with a document called a"Preliminary Notice." Contractors and laborers who contract
with owners directly do not have to provide such notice since you are aware of their
existence as an owner. A preliminary Notice is not a lien against your property. Its
purpose is to notify you of persons or entities that may have a right to file a lien against
your property if they are not paid. In order to protect their lien rights, a contractor,
supplier of laborer must file a mechanics lien with the county recorder, which then
becomes a lien against your property. Generally the maximum time allowed for filling a
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Agreement No. 5224
mechanics lien against your property is 90 days after substantial completion of your
project.
CONTRACTOR NOTICE: "STATE LAW REQUIRES ANYONE WHO
CONTRACTS TO DO CONSTRUCTION WORK TO BE LICENSED BY THE
CONTRACTORS' STATE LICENSE BOARD IN THE LICENSE CATEGORY IN
WHICH THE CONTRACTOR IS GOING TO BE WORKING-IF THE TOTAL PRICE
OF THE JOB IS $500.00 OR MORE INCULDING LABOR AND MATERIAL.
LICENSED CONTRACTORS ARE REGULATED BY LAWS DESIGNED TO
PROTECT THE PUBLIC. IF YOU CONTRACT WITH SOMEONE WHO DOES NOT
HAVE A LICENSE, THE CONTRACTORS STATE LICENSE BOARD MAY BE
UNABLE TO ASSIST YOU WITH A COMPLAINT. YOUR ONLY REMEDY
AGAINST AN UNLICENSED CONTRACTOR MAY BE IN CIVIL COURT AND
YOU MAY BE LIABLE FOR DAMAGES ARISING OUT OF ANY INJURIES TO
THE CONTRACTOR OR HIS OR HER EMPLOYEES.
PERMITS: Any permits for work required by the state, municipality, region or political
subdivision will be provided by the customer, unless they elect to have Stanley Louis
Company provide them. A charge for this service does apply.
PAYMENT SCHEDULE: If you choose to pay by credit card,we will require you to
fill out a credit card authorization form. A 10% deposit is required for ordering the
equipment and the balance will be due in full completion of the contract work. By
signing below, this means you have read the contract and the payment schedule and agree
to the terms, and will have payment on site if a COD customer. You must sign both
signature lines, return all pages of the contract and send a 10%deposit in order for this
contract to be valid.
Once the 10% deposit is received and funds clear the bank, the equipment/material will
be ordered and scheduling will be according to availability and receiving of the product.
From that point, balance of payment is as follows:
Non-permitted jobs are balance upon completion and to be available on site once job is
completed.
Permitted jobs are balance upon completion and to be on site unless customer requests to
hold 10% until the permit is finalized. If 10% is held, see notes in Permit Section.
If permits are elected, 10%of permitted portions of equipment may be held, if retention
pending city inspection, as long as the corrections are part of The Stanley Louis
Company portion of work.
If materials are delivered to the site and work has not commenced, an additional 50% is
required upon delivery of equipment regardless of installation and operation. 90%of all
permitted portions of the contract work are due upon completion, or any part put into
service of permitted equipment only.
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Agreement No. 5224
100% of all unpermitted work and/or parts are due in full upon completion except
amounts under net pay credit limits.
MANUFACTURERS: The manufacturers we represent reserve the right to change
specifications as conditions warrant.
ORDER CHANGES OR CANCELLATIONS: Written changes or cancellations are
required. Furthermore, should orders be changed after being placed with our suppliers,
any material or labor charges as a result of the change or cancellation will be charged to
the customer accordingly.
WATER DAMAGE: The Stanley Louis Company shall not be held responsible for
water damage as a result of improper drains on premises, nor shall we be responsible for
non-operative or faulty existing plumbing fixtures, parts and devices. Furthermore, The
Stanley Louis Company is also not responsible for water damage due to pre-existing non-
waterproofed or sealed roofs or floors causing water damage, whether as a result of our
work or other. A standard schedule fee applies to all service calls.
WARRANTY: Stanley Louis Company makes no warranties, expressed or implied,
including any warranties or merchantability of fitness. The only warranty that will apply
to materials sold by Stanley Louis Company is the warranty made by the manufacturer.
Seller's representatives are without authority to change the foregoing. All orders
processed under these terms are to be paid by customer and refunds will be given once
the manufacturing company makes a determination. All labor warranties are 30-days
unless specified otherwise.
OLD PARTS OR PRODUCT:
All old product, equipment and/or materials being removed for replacement,will be
properly disposed of by The Stanley Louis Company.
Thank you for the opportunity to bid this job and for considering The Stanley Louis
Company for all your hot water needs. Should you have any further questions, please feel
free to contact our office. If this bid is accepted, a 10% deposit is required for
ordering parts and equipment and balance will be due upon completion of work and
is to be made available on job site.
X
Signature Date
X
.
Print...................................
your name
The Stanley Louis Company
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