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CONTRACT 5409 One Page Service Agreement CLOSED Vi Agreement No. 5409 lh Services Agreement CONTRACTOR: S or7. DATE MAILED: Below you will find a checklist relating to Insurance and other requirements that are required for doing business with the City of EI Segundo. Only those items checked-off are MANDATORY, however if your standard policies exceed the minimum requirements please include. Commercial general liability insurance must meet or exceed the requirements of ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth below 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 the City, its officials, and employees as "additional insured's" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by the City will be excess thereto. Such insurance must 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 the City. Please find additional Terms and Conditions on the reverse side of this Services Agreement. This is not a purchase order or an authorization to begin work. ® Comprehensive General Liabilitv, including coverage for premises, products and completed operations, independent contractors, personal injury and contractual obligations with combined single limits of coverage of at least$1,000.000 per occurrence. ® Auto Liabilitv, including owned, non-owned and hired vehicles with at least: ® $1,000,000 per occurrence. ❑ $100,000-300.000 per occurrence. ❑ As required by State Statutes. A copy of your current policy must be submitted naming yourself and or your company. ® Workers' Compensation Insurance: as required by State Statutes. (Not needed if Self-employed with no employees and CONTRACTOR signs statement to this effect.) ® Business License: The CONTRACTOR shall agree to have a current City of EI Segundo license on file at City Hall or purchase said license(at no cost to the City). ❑ Permits: Plans must be approved and permit(s) issued (no fee) by the Community, Economic and Development Services Department if appropriate. Call the Building Manager @(310)524-2345 if you have questions. ❑ Copv of valid Dicture I.D.(Drivers license etc.) PLEASE NOTE: ALL APPLICABLE INFORMATION LISTED ABOVE MUST BE OBTAINED AND ON FILE, PRIOR TO THE ISSUANCE OF A CITY PURCHASE ORDER BEING SENT TO YOU (VIA FAX OR HARD COPY) BY THE RISK MANAGEMPURCHASING AGENT, THUS AUTHORIZING COMMENCEMENT OF WORK FOR THE CITY. Submitted by(complete all blanks): COLOR COPY REQUIlllZIED(BACK TIC;;I`THE CITY Company Name: B (�namee): Company Street Address: ndor's AuBm • Signature required: — City,State,Zip: Date s C e-- o-�, , CA 'i-z�t� Y�ylo�t Phone: FAX: Vendor's Email address: Vendor's Web site: Mail original agreement and insurance to: City of EI Segundo City Clerk,Attn.Public Works Water Division,350 Main Street,EI Segundo,CA 90245.3813 Odginator/Department Contact:_20 Z r- f v b�%G G/a ks Date initiated: 1,p Department Head ApprovaW: Date Approved: /T/ IZsk Manager/Purchasing Agent approval: / �� Date Approved: y r y/0-Z Cc:Business License;City Clerk;Purchasing Agent;Requesting Dept.name• � 'Sy 2006-12-06 PWW Services Agreement.doc 111610; 1.GENERALLY. The materials, supplies, or services (collectively, &PAYMENT. City will pay Seller' fY��r���t�ep�aBl�lhvoices fof "Purchase") covered by this services agreement and purchase order materials and supplies delivered and accepted or services rendered and ("order") must be furnished by Seller subject to all the terms and accepted. City will not pay cartage, shipping, packaging or boxing conditions contained in this order which Seller, in accepting this order, expenses unless specified in this order. Drafts will not be honored. agrees to be bound by and comply with in all particulars. No other terms 9.INDEMNIFICATION. Seller agrees to indemnify and hold City or conditions are binding upon the parties unless subsequently agreed to harmless from and against any claim,action,damages,costs(including, in writing. Written acceptance or shipment of all or any portion of the without limitation, attorney's fees), injuries, or liability, arising out of the Purchase covered by this order constitutes unqualified acceptance of all Purchase or the order, or their performance. Should City be named in terms and conditions in this order. The terms of any proposal referred to any suit, or should any claim be brought against it by suit or otherwise, in this order are included and made a part of the order only to the extent whether the same be groundless or not, arising out of the Purchase or it specified the Purchase ordered, the price, and the delivery, and then order,or their performance, Seller will defend City(at City's request and only to the extant that such terms are consistent with the terms and with counsel satisfactory to City) and indemnify City for any judgment conditions of this order. rendered against it or any sums paid out in settlement or otherwise. For 2.INSPECTION. The Purchase fumished must be exactly as specified in purposes of this section °City" includes City's officers, elected officials, this order, free from all defects in Seller's performance, design, and employees. It is expressly understood and agreed that the workmanship, and materials, and, except as otherwise provided, is foregoing provisions will survive termination of this order. The subject to inspection and test by City at all times and places. If, before requirements as to the types and limits of insurance coverage to be final acceptance, any any Purchase is found to be incomplete, or not as maintained by Seller, and any approval of such insurance by City, are specified,City r1ay reject it, require Seller to correct it without charge,or not intended to and will not in any manner limit or qualify the liabilities require delivery of such Purchase at a reduction in price that is equitable and obligations otherwise assumed by Seller pursuant to this order, under the circumstances. If seller is unable or refuses to correct such including,without limitation,to the provisions concerning indemnification. items within a t me deemed reasonable by City, City may terminate the IO.WARRANTY. Seller agrees that the Purchase is covered by the order in whole or in part. Seller bears all risks as to rejected Purchases most favorable commercial warranties the Seller gives to any customer and, in addition to any costs for which Seller may become liable to City for the same or substantially similar supplies or services, or such other under other provisions of this order, must reimburse City for all more favorable warranties as is specified in this order. Warranties will transportation costs, other related costs incurred, or payments to Seller be effective notwithstanding any inspection or acceptance of the in accordance -With the terms of this order for unaccepted Purchases. Purchase by City. Notwithstanding City's acceptance of any Purchase, Seller is liable for 11.ASSIGNMENT. City may assign this order. Except as to any latent defects,fraud,or such gross mistakes as constitute fraud. payment due under this order, Seller may not assign or subcontract the 3.CHANGES. City may make changes within the general scope of this order without City's written approval. Should City give consent,it will not order in drawings and specifications for specially manufactured supplies, relieve Seller from any obligations under this order and any transferee or place of delivery, method of shipment or packing of the order by giving subcontractor will be considered Seller's agent. notice to Seller and subsequently confirming such changes in writing. If 12.INSURANCE. Seller must provide the insurance indicated on the such changes affect the cost of or the time required for performance of face sheet of this Services Agreement. this order, an equitable adjustment in the price or delivery or both must 13.PERMITS. Seller must procure all necessary permits and licenses, be made. No change by Seller is allowed without City's written approval. and abide by all federal,state,and local laws,for performing this order. Any claim by Seller for an adjustment under this section must be made 14.INDEPENDENT CONTRACTOR. City and Seller agree that Seller in writing within thirty (30) days from the date of receipt by Seller of will act as an independent contractor and will have control of all work notification of such change unless City waives this condition in writing. and the manner in which is it performed. Seller will be free to contract Nothing in this section excuses Seller from proceeding with performance for similar service to be performed for other employers while under of the order as changed. contract with City. Seller is not an agent or employee of City and is not 4. TERMINATION. City may terminate this order at any time, either entitled to participate in any pension plan, insurance, bonus or similar verbally or in writing, with or without cause. Should termination occur, benefits City provides for its employees. Any provision in this order that City will pay Seller as full performance until such termination the unit or may appear to give City the right to direct Seller as to the details of doing pro rata order price for the performed and accepted portion of the the work or to exercise a measure of control over the work means that Purchase. Cit)f may provide written notice of termination for Seller's Seller will follow the direction of the City as to end results of the work default if Seller refuses or fails to comply with this order. If Seller does only. not cure such failure within a reasonable time period, or fails to perform 15.WAIVER. City's review or acceptance of, or payment for, work the Purchase%ithin the time specified (or allowed by extension), Seller product prepared by Seller under this order will not be construed to will be liable to City for any excess costs incurred by City, operate as a waiver of any rights City may have under this Agreement or S.TIME EXTENSION. City may extend the time for completion if, in of any cause of action arising from Seller's performance. A waiver by City's sole determination, Seller was delayed because of causes beyond City of any breach of any term, covenant, or condition contained in this Seller's control and without Seller's fault or negligence. In the event order will not be deemed to be a waiver of any subsequent breach of the delay was caused by City, Seller's sole remedy is limited to recovering same or any other term, covenant, or condition contained in this order, money actually and necessarily expended by Seller because of the whether of the same or different character. delay;there is no right to recover anticipated profit. %INTERPRETATION. This Agreement was drafted in,and will be &REMEDIES CUMULATIVE.City's rights and remedies under this order construed in accordance with the laws of the State of California,and are not exclusive and are in addition to any rights and remedies provided exclusive venue for any action involving this agreement will be in Los by law. Angeles County. T.TITLE. Title to materials and supplies purchased under this order pass directly from Seller to City upon City's written acceptance following an actual inspection and City's opportunity to reject. 2006-12-06 PW N Services Agreement.doc 1116107 New7� i 'I I i lft9W!il54E.� ClLocation No { z� Contract No. STANDARD UNIFORM RENTAL SERVICE AGREEMENT Date �' D Customer—LA-TI . De (_.L- S L�C� yr-�l�p Phone.... Address v "N k r-)S`T . City State « Z�..?--C 7 UNIFORM PRICING: f item# Dpscription Inventory Changes Weekly Price • This agreement is effective as of the date of execution for a term of 60 months from date of installation. • The additional charges listed below are subject to adjustment by Company effective upon notice to Customer, which notice may be in the form of an invoice. • Name Emblem $ Zea • Company Emblem $ ea • Custom Emblem $ 4, ea • Embroidery $ ea • COD Terms $ S� per week charge for prior service(if Amount Due is Carried to Following Week) • Credit Terms-Charge Payments Due 10 Days After End of Month • Automatic Lost Replacement Charge: Item r %of Inventory $ � _Ea. + Automatic Lost Replacement Charge:_ _Item %of Inventory $ Ea. • Weekly Minimum Charge $ � per week • Make-Up Charge $ 2 _Z per garment.CW • Non-Standard/Special Cut Garment(i.e., non-standard, non-stocked, unusually small or large sizes, unusually short or long sleeve or length,etc.)premium$ 7Sc7T�- per garment per week. y 3* • Seasonal Sleeve Change $ �"p` per change per week. • Under no circumstances will the Company accept textiles bearing free liquid.Shop towels may not be used to clean up oil or solvent spills. Shop towel container $ per week. • Artwork Charge for LogoMat $ '�` ...........,n. • Uniform Storage Lockers: $ eatweek, Laundry Lock-up:$ aa/week Shipping: $ ...... • Service Charge $ � ner week. This Service Charge is used to help Company pay various fluctuating current and future costs Including,but not limited to,costs directly or indirectly related to the environment, energy issues, service and delivery of goods and services,in addition to other miscellaneous costs incurred or that may be incurred in the future by Company. • Size Change:Customer agrees to have employees measured by a Cintas representative using garment"size samples".A charge of$ -Z`-` per garment will be assessed for employees size changed within 4 weeks of installation. • Other FACILITY SERVICES PRODUCTS PRICING: Item# Description Rental Freq, Inventory Unit Price Cintas Loc.No. Please Sign Name _..�m.,.. ........... ........ By Please Print Name_.,„,... Title Please Print Title ......... Accepted-GM: Form Distribution: (1) White-Office (2) Canary-Customer (3) Pink-Corporate Office R-2100A(WO% Page 1 of 2 Agreement No. 5409 STANDARD UNIFORM RENTAL SERVICE AGREEMENT CIN1060 The customer, its successors and assigns ("Customer") orders from CINTAS CORPORATION or any of its subsidiaries, successors and assigns ("Company") all of the Customer's requirements of garment rental services and other items covered by this agreement during the term of this agreement all in accordance with the pricing, terms and conditions contained herein. Pricing is based on 52 weeks billing per rental item per year. All garments will be cleaned and maintained by Company.Any garments that require replacement due to normal wear will be replaced by Company at no charge to Customer. Unless specified otherwise,the garments supplied under this agreement are not flame retardant or acid resistant and contain no special flame retardant or acid resistant features. Flame retardant and acid resistant garments are available from Company upon request. Customer agrees to notify its employees that their garments are not designed for use in areas of flammability risk or where contact with hazardous materials is possible. Customer warrants that none of the employees for whom garments are supplied under this agreement require flame retardant or acid resistant clothing. Customer agrees to notify Company, in writing, of any hazardous materials that may be picked up by Company in the soiled garments or other textiles serviced under this agreement. In no case will hazardous materials be present to the extent that they may be harmful to Company's employees. The weekly rental charge for any individual leaving the employ of Customer can be terminated, but only after all garments issued to that individual, or the value of same, have been returned to Company. All garments and other rented items remain the property of Company. Any special products (logo mats) must be purchased by the customer if service is stopped. If items are lost or damaged by any means Customer will pay the then current replacement values for said items. This agreement is effective as of the date of execution. The initial term of this agreement shall be as set forth on the front of this agreement and shall automatically renew for the same period of time unless Company is notified, to the contrary, in writing, 60 days in advance of the expiration of the then current term. Upon each anniversary date of this agreement, Company will automatically increase the uniform garment prices then in effect by the amount of the increase in the Consumer Price Index for the previous twelve months or 5%. Customer hereby agrees to defend, indemnify and hold harmless Company from any claims and damages arising out of or associated with this agreement. Company guarantees to deliver the highest quality textile rental service at all times. Any complaints about the quality of the service which have not been resolved in the normal course of business must be sent by registered letter to Company's General Manager. If Company then fails to resolve any material complaint in a reasonable period of time, Customer may terminate this agreement provided all rental items are paid for at the then current replacement values or returned to Company in good and usable condition. Additional customer employees, products and services may be added to this agreement and shall automatically become a part of and subject to the terms hereof. If this agreement is terminated early, the parties agree that the damages sustained by Company will be substantial and difficult to ascertain. Therefore, if this agreement is terminated by Customer prior to the applicable expiration date for any reason other than documented quality of service reasons which are not cured as set forth above,or terminated by Company far cause at any time,Customer will pay to Company, as liquidated damages and not as a penalty, the greater of 50% of the average weekly invoice total multiplied by the number of weeks remaining in the unexpired term, or buy back all garments and other products allocated to Customer at the then current replacement values. Customer shall also be responsible for any unpaid charges on Customer's account prior to termination. Any dispute or matter arising in connection with or relating to this agreement shall be resolved by binding and final arbitration under applicable state or federal laws providing for the enforcement of agreements to arbitrate disputes. Any such dispute shall be determined on an individual basis, shall be considered unique as to its facts, and shall not be consolidated in any arbitration or other proceeding with any claim or controversy of any other party. Customer certifies that Company is in no way infringing upon any existing contract between Customer and any other service provider.