HomeMy WebLinkAbout05790 - TRI-STAR CONTRACTING II MANHOLE ADJ AT VARIOUS CITYWIDE LOCATIONS CP 08-08 DQC # 2009_0345891
07/06/2009 08:000 Fee:NC
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Recorded in Official Records
County of Rivcr5lde
U� Larry Li- Ward
A ssorsselI , County Clerk $ Recorder
Recording \\ I IIIIIIIIII�IIII�IIII�IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII�II
Requested by and
After Recording \�
Return to: \� `144411�� 5 R U PAGE SIZE I DA MISC LONG RFD COPY
City Clerk /\ ---
City of Palm Springs M A L 465 426 1 PCOR NCOR SMF CI-IC' EXAM
Box 2743 �C C - ?0�
Palm-Springs, T: CTY UNI
Pursuant to Government Code Section 6103,this document is being recorded as a benefit b the City of Palm Springs and recording fees$hall not apply.
NOTICE OF COMPLETIONj'� r
NOTICE IS HEREBY given that:
L The City of Palm Springs, California, is a municipal corporation, organized and incorporated pursuant to the laws of the
State of California.
II. The City Clerk of the City of Palm Springs is authorized and directed to execute, on behalf of said City, any and all Notices
of Completion.
III. The address of the City of Palm Springs is City Hall, 3200 E. Tahquitz Canyon Way, Palm Springs, California (P.O. Box
2743, Palm Springs, CA 92263-2743).
IV. The public work of improvement on the hereinafter referred to real property within the city was COMPLETED on the 26th
day of May,2009.
V. The name of the contractor(if named)for such work of improvement was:Tri-Star Contracting Inc. 15-501 Little Morongo
Rd. Desert Hot Springs Ca. 92240.
VI. The public work of improvement, which was completed in the City of Palm Springs, County of Riverside, Stale of California,
is described as fellows: Sewer Man-Hole Adjusting. CP#08-08
VII. Nature of Interest: Fee Owner
VII I.The property address or location of said property is: City Wide.
IX. City Project No.08-08,Agreement Number: 5790, Minute Order No.:
CITY OF PALM SPRINGS: BY: 1 [� DATED: 6-16-c7g
Senior Public Works Inspector
Mike Lytar
BY. AK� DATED:
Director of Public Works/City Engineer
David J. Barakian
JAMES THOMPSON, being duly sworn, says:
That he is the City Clerk of the aforesaid City of Palm Springs, California, the corporation that executed the foregoing notice; that
he makes this verification an behalf of said corporation; that he has read the foregoing Notice of Completion, and knows the
contents thereof, and that the facts stated therein are true; that as said City Clerk, he makes this verification on behalf of said
municipal corporation.
+ty Clerk-James Thompson
Index No. 08-09
CITY OF PALM SPRINGS
CONTRACT CHANGE ORDER
To: TRI•STAR Date: May 20 , 2009
15-501 Little Morongo Project No.: 08-08
Desert Hot Springs, CA 92240 Prolecu Man•Hole Adjusting
Change Order No.: One (1)
Contract Purchase No.: 09-0759
Account Numbers: 420-6800-50000
Agreement No.: 5790
CHANGES IN WORK/COST
Increase to Contract Quantities
A. Raise Two Sewer Man-Holes Lump Sum S 947-72
Total—Change Order Increase Amount $ 947.72
REASONS FOR CHANGES:
A. Two additional Man-Moles on Gene Autry Trail,between Escena Way and Tachevah were found to
be in disrepair and required re-construction. These additional manholes will be adjusted at the
established lump sum prices as indicated above.
Note: The prices above are inclusive of all specified mark ups. No additional mark ups will be added
to any item on this Change Order.
SOURCE OF FUNDS
The following account will be utilized: 420-6800-50000
Summary of Costs Contract Time
Original Contract Amount $ 31,822-74 Onomal Completion Date. June 10,2009
This Change Order: $ 947.72 Days Added for this C.C.O.: 1
Previous Change Order(s): $ Previous Days Added: �0-
Revised Contract Amount $ 32,770,46 Revised Completion Date: June ll,2009
I have received a copy of this Change City prova
Order and the above AGREED PRICES
are acceptable to the contractor. Submitted by rt DatcS^ 2 -G
Senior Public Works Inspector
By Approved by � Dace
Copcto : City-Engmeer
Dare 1 Approved by �� Date
City-M ap4cr
Attested a--a'w-�•y"•Aate C�7 Z z�6 cl" -
City/er
Distribucion:
OriCin at Fxer�u_•ted Copies Conformed.Fil eCry
Contractor (1) Engineering File (1)
City Clerk (1) Senior Public Works Inspector (1)
FConoMLc Development (1)
Finance (1)
APPROVED BY CITY COUNCIL
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CITY OF PALM SPRINGS
CONTRACT SERVICES AGREEMENT FOR
Manhole Adjusting - Various Citywide Locations, CP# 08-08
TH15 CONTRACT SERVI ES AGREEMENT (herein "Agreement"), is made and entered
into this Jtj�_ day of 1 12009, by and between the CITY OF PALM SPRINGS,
a municipal corporation, (herei "City") and Tri-Star Contracting II , (herein "Contractor"). (The
term Contractor includes professionals performing in a consulting capacity.) The parties hereto
agree as follows:
1,0 SERVICES OF CONTRACTOR
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, the Contractor shall provide those services specified in the "Scope of Services"
attached hereto as Exhibit "A" and incorporated herein by this reference, which services may be
referred to herein as the "services" or "work" hereunder. As a material inducement to the City
entering into this Agreement, Contractor represents and warrants that Contractor is a provider of
first class work and services and Contractor is experienced in performing the work and services
contemplated herein and, in light of such status and experience, Contractor covenants that it shall
follow the highest professional standards in performing the work and services required hereunder
and that all materials will be of good quality, fit for the purpose intended. For purposes of this
Agreement, the phrase "highest professional standards" shall mean those standards of practice
recognized by one or more first-class firms performing similar work under similar circumstances.
1.2 Contractor's Proposal_ The Scope of Service shall include the Contractor's
proposal or bid which shall be incorporated herein by this reference as though fully set forth herein.
In the event of any inconsistency between the terms of such proposal and this Agreement, the
terms of this Agreement shall govern.
1.3 Compliance with Law. All services rendered hereunder shall be provided in
accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any
Federal, State or local governmental agency having jurisdiction in effect at the time service is
rendered.
1.4 Licenses, Permits, Fees and Assessments. Contractorshall obtain at its sole
cost and expense such licenses, permits and approvals as may be required by law for the
performance of the services required by this Agreement. Contractor shall have the sole obligation
to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be
imposed by law and arise from or are necessary for the Contractor's performance of the services
required by this Agreement, and shall indemnify, defend and hold harmless City against any such
fees,assessments,taxes penalties or interest levied,assessed or imposed against City hereunder.
1.5 Familiarity with Work. 6y executing this Contract, Contractor warrants that
Contractor(a)has thoroughly investigated and considered the scope of services to be performed,
(b) has carefully considered how the services should be performed, and (c)fully understands the
facilities, difficulties and restrictions attending performance of the services under this Agreement.
If the 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, prior to
commencement of services hereunder. Should the Contractor discover any latent or unknown
conditions,which will materially affect the performance of the services hereunder, Contractor shall
immediately inform the City of such fact and shall not proceed except at Contractor's risk until
written instructions are received from the Contract Officer.
1.6 Care of Work. The Contractor shall adopt reasonable methods during the
life of the Agreement to furnish continuous protection to the work, and the equipment, materials,
papers, documents,plans,studies and/or other components thereof to prevent losses or damages,
and shall be responsible for all such damages,to persons or property, until acceptance of the work
by City, except such losses or damages as may be caused by City's own negligence.
1.7 Further Responsibilities of Parties. Both parties agree to use reasonable
care and diligence to perform their respective obligations under this Agreement. Both parties agree
to act in good faith to execute all instruments, prepare all documents and take all actions as may
be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified,
neither party shall be responsible for the service of the other.
1.8 Additional Services. City shall have the right at any time during the
performance of the services, without invalidating this Agreement, to order extra work beyond that
specified in the Scope of Services or make changes by altering, adding to or deducting from said
work. No such extra work may be undertaken unless a written order is first given by the Contract
Officer to the Contractor, incorporating therein any adjustment in (i) the Contract Sum, and/or (ii)
the time to perform this Agreement, which said adjustments are subject to the written approval of
the Contractor. Any increase in compensation of up to five percent (5%) of the Contract Sum or
$25,000; whichever is less, or in the time to perform of up to one hundred eighty (180) days may
be approved by the Contract Officer. Any greater increases, taken either separately or
cumulatively must be approved by the City Council. It is expressly understood by Contractor that
the provisions of this Section shall not apply to services specifically set forth in the Scope of
Services or reasonably contemplated therein. Contractor hereby acknowledges that it accepts the
risk that the services to be provided pursuant to the Scope of Services may be more costly or time
consuming than Contractor anticipates and that Contractor shall not be entitled to additional
compensation therefore.
1.9 Soecial Requirements. Additional terms and conditions of this Agreement,
if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto
as Exhibit "B" and incorporated herein by this reference. In the event of a conflict between the
provisions of Exhibit"B" and any other provisions of this Agreement, the provisions of Exhibit"B"
shall govern.
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement, the
Contractor shall be compensated in accordance with the "Schedule of Compensation" attached
hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum
contract amount of Thirt One Thousand Eight Hundred TwentyTwo Dollars and Sevent
Four Cents 31 824.74 (herein "Contract Sum"), except as provided in Section 1.8. The
method of compensation may include: (i) a lump sum payment upon completion, (ii) payment in
accordance with the percentage of completion of the services, (iii) payment for time and materials
based upon the Contractor's rates as specified in the Schedule of Compensation, but not
exceeding the Contract Sum or (iv) such other methods as may be specified in the Schedule of
Compensation. Compensation may include reimbursement for actual and necessary expenditures
for reproduction costs, telephone expense, transportation expense approved by the Contract
Officer in advance, and no other expenses and only if specified in the Schedule of Compensation.
The Contract Sum shall include the attendance of Contractor at all project meetings reasonably
deemed necessary by the City; Contractor shall not be entitled to any additional compensation for
attending said meetings.
22 Method of Pa ment. Unless some other method of payment is specified in
the Schedule of Compensation, in any month in which Contractor wishes to receive payment, no
later than the first (1 st)working day of such month, Contractor shall submit to the City in the form
approved by the City's Director of Finance, an invoice for services rendered prior to the date of the
invoice. Except as provided in Section 7.3, City shall pay Contractor for all expenses stated
thereon which are approved by City pursuant to this Agreement no later than the last working day
of the month.
3.0 PERFORMANCE SCHEDULE
Agreement. 3.1 Time of Essence. Time is of the essence in the performance of this
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3.2 Schedule of Performance. Contractor shall commence the services pursuant
to this Agreement upon receipt of a written notice to proceed and shall perform all services within
the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit"D", if
any, and incorporated herein by this reference. When requested by the Contractor, extensions to
the time period(s) specified in the Schedule of Performance may be approved in writing by the
Contract Officer but not exceeding one hundred eighty (180) days cumulatively.
3.3 Force Majeure. The time period(s)specified in the Schedule of Performance
for performance of the services rendered pursuant to this Agreement shall be extended because
of any delays due to unforeseeable causes beyond the control and without the fault or negligence
of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually
severe weather,fires,earthquakes,floods,epidemics,quarantine restrictions, riots,strikes,freight
embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the
Contractor shall within ten(10)days of the commencement of such delay notify the Contract Officer
in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent
of delay, and extend the time for performing the services for the period of the enforced delay when
and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's
determination shall be final and conclusive upon the parties to this Agreement. In no event shall
Contractor be entitled to recover damages against the City for any delay in the performance of this
Agreement,however caused,Contractor's sole remedy being extension of the Agreement pursuant
to this Section.
3.4 Term. Unless earlier terminated in accordance with Section 7.8 of this
Agreement, this Agreement shall continue in full force and effect until completion of the services
but not exceeding one (1)year from the date hereof, except as otherwise provided in the Schedule
of Performance (Exhibit "D").
4.0 COORDINATION OF WORK
4.1 _Representative of Contractor. The following principals of Contractor are
hereby designated as being the principals and representatives of Contractor authorized to act in
its behalf with respect to the work specified herein and make all decisions in connection therewith:
Mr. Bryan Willis.
It is expressly understood that the experience, knowledge, capability and reputation of the
foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore,
the foregoing principals shall be responsible during the term of this Agreement for directing all
activities of Contractor and devoting sufficient time to personally supervise the services hereunder.
For purposes of this Agreement, the foregoing principals may not be replaced nor may their
responsibilities be substantially reduced by Contractor without the express written approval of City.
4.2 Contract Officer. The Contract Officer shall be such person as may be
designated by the City Manager of City. Contract Officer to be Michael K. Lytar, Senior Public
Works Inspector. It shall be the Contractor's responsibility to assure that the Contract Officer is
kept informed of the progress of the performance of the services and the Contractor shall refer any
decisions which must be made by City to the Contract Officer. Unless otherwise specified herein,
any approval of City required hereunder shall mean the approval of the Contract Officer. The
Contract Officer shall have authority to sign all documents on behalf of the City required hereunder
to carry out the terms of this Agreement.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge,capability and reputation of Contractor, its principals and employees were a substantial
inducement for the City to enter into this Agreement. Therefore, Contractor shall not contract with
any other entity to perform in whole or in part the services required hereunder without the express
written approval of the City. In addition, neither this Agreement nor any interest herein may be
transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law,
whether for the benefit of creditors or otherwise, without the prior written approval of City.
Transfers restricted hereunder shall include the transfer to any person or group of persons acting
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in concert of more than twenty five percent (25%) of the present ownership and/or control of
Contractor, taking all transfers into account on a cumulative basis. In the event of any such
unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No
approved transfer shall release the Contractor or any surety of Contractor of any liability hereunder
without the express consent of City.
The City's policy is to encourage the awarding of subcontracts to persons or entities with
offices located within the jurisdictional boundaries of the City of Palm Springs and, if none are
available, to persons or entities with offices located in the Coachella Valley ("Local
Subcontractors"). Contractor hereby agrees to use good faith efforts to award subcontracts to
Local Subcontractors, if Local Subcontractors are qualified to perform the work required. In
requesting for the City to consent to a subcontract with a person or entity that is not a Local
Subcontractor, the Contractor shall submit evidence to the City that such good faith efforts have
been made or that no Local Subcontractors are qualified to perform the work. Said good faith
efforts may be evidenced by placing advertisements inviting proposals or by sending requests for
proposals to selected Local Subcontractors. The City may consider Contractor's efforts in
determining whether it will consent to a particular subcontractor. Contractor shall keep evidence
of such good faith efforts and copies of all contracts and subcontracts hereunder for the period
specified in Section 6.2,
4.4 Indeoendent Contractor. Neither the City nor any of its employees shall have
any control over the manner, mode or means by which Contractor, its agents or employees,
perform the services required herein,except as otherwise set forth herein. City shall have no voice
in the selection, discharge, supervision or control of Contractor's employees, servants,
representatives or agents, or in fixing their number, compensation or hours of service. Contractor
shall perform all services required herein as an independent contractor of City and shall remain at
all times as to City a wholly independent contractorwith only such obligations as are consistentwith
that role. Contractor shall not at any time or in any manner represent that it or any of its agents or
employees are agents or employees of City. City shall not in any way or for any purpose becomeor
be deemed to be a partner of Contractor in its business or otherwise or a joint venturer or a
member of any joint enterprise with Contractor.
5.0 INSURANCE, INDEMNIFICATION AND BONDS
5.1 Insurance. The Contractor shall procure and maintain, at its sole
cost and expense, and submit concurrently with its execution of this Agreement, in a form and
content satisfactory to City, public liability and property damage insurance against all claims for
injuries against persons ordamages to property resulting from Consultant's performance underthis
Agreement. Consultant shall also carry workers' compensation insurance in accordance with
California workers'compensation laws. Such insurance shall be kept in full force and effect during
the term of this Agreement, including any extension thereof, and shall not be cancelable without
thirty (30) days written notice to City of any proposed cancellation. Certificates of insurance
evidencing the foregoing and designating the City, its elected officials,officers,employees,agents,
and volunteers as additional named insureds by original endorsement shall be delivered to and
approved by City prior to commencement of services. The procuring of such insurance and the
delivery of policies, certificates, and endorsements evidencing the same shall not be construed as
a limitation of Consultant's obligation to indemnify City, its elected officials, officers, agents,
employees, and volunteers.
A. Minimum Scope of Insurance. The minimum amount of insurance required
hereunder shall be as follows:
1. Comprehensive general liability and personal injurywith limits of at least one
million dollars ($1,000,000) combined single limit coverage per occurrence;
2. Automobile liability insurance with limits of at least one million dollars
($1,000,000) per occurrence;
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3. Workers' Compensation insurance in the statutory amount as required by
the State of California and Employer's Liability Insurance with limits of at least one million dollars
($1,000,000) per occurrence.
For any claims related to this Agreement, Consultant's insurance coverage shall be primary
insurance as respects City and its respective elected officials, officers, employees, agents, and
volunteers. Any insurance or self-insurance maintained by City and its respective elected officials,
officers, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall
not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the
insurer shall waive all rights of subrogation and contribution it may have against City, its elected
officials, officers, employees, agents, and volunteers-
B. Sufficiency of Insurers. Insurance required herein shall be provided by authorized
insurers in good standing with the State of California. Coverage shall be provided by insurers
admitted in the State of California with an A.M. Best's Key Rating of B++, Class VII, or better,
unless otherwise acceptable to the City.
C. Verification of Coverage. Consultant shall furnish City with both certificates of
insurance and endorsements, including additional insured endorsements, effecting all of the
coverages required by this Agreement. The certificates and endorsements are to be signed by a
person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be.
received and approved by the City before work commences. City reserves the right to require
Consultant's insurers to provide complete, certified copies of all required insurance policies at any
time. Additional insured endorsements are not required for Errors and Omissions and Workers'
Compensation policies.
Verification of Insurance Coverage may be provided by: (1) an approved General and/or
Liability Endorsement Form for the City of Palm Springs or(2)an acceptable Certificate of Liability
Insurance Coverage with an approved Additional Insured Endorsement with the following
endorsements stated on the certificate:
1. "The City of Palm Springs, its officials, employees and agents are named as an additional
insured" ("as respects a specific contract" or"for any and all work performed with the City"
may be included in this statement).
2. "This insurance is primary and non-contributory over any insurance or self-insurance the
City may have" ("as respects a specific contract"or"for any and all work performed with the
City" may be included in this statement).
3. "Should any of the above described policies be canceled before the expiration date thereof,
the issuing company will mail 30 days written notice to the Certificate Holder named."
Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no
obligation or liability of any kind upon the company, its agents or representative" is not
acceptable and must be crossed out. See example below.
4. Both the Workers'Compensation and Employers'Liability policies shall contain the insurer's
waive of subrogation in favor of City, its elected officials, officers, employees, agents and
volunteers. See example below.
In addition to the endorsements listed above, the City of Palm Springs shall be named the
certificate holder on the policy.
All certificates and endorsements are to be received and approved by the City before work
commences. Failure to obtain the required documents prior to the commencement of work shall
not waive the contractor's obligation to provide them.
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D. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions
must be declared to and approved by the City. At the option of the City, either the insurer shall
reduce or eliminate such deductibles or self-insured retentions as respects the City, its elected
officials, officers, employees, agents, and volunteers; or, Consultant shall procure a bond
guaranteeing payment of losses and related investigations, claim administration, and defense
expenses.
E. Seyerability_of Interests(Separation of Insureds), This insurance applies separately
to each insured against whom claim is made or suit is brought except with respect to the limits of
the insurer's liability.
Cancellation Example:
SHOULD ANY OF THE ABOVE REFERENCED POLICIES BE
CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE
ISSUING INSURER WILL ENDEA-V9R-F6 MAIL 30 DAYS' WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED HEREIN BUT
FAILURE TO IVIIIIL `.TIlCl1
OR LIABILITY OF AN111 KIN— .
RE1�rnRESEl.IT/�TI\/PTCB
I�w_
"The broker/agent can include a qualifier stating "10 days notice for
nonpayment of premium."
Waiver of Subrogation Example:
"IT IS UNDERSTOOD AND AGREED THAT THE COMPANY WAIVES
THE RIGHT OF SUBROGATION AGAINST THE ABOVE ADDITIONAL
INSURED (S), BUT ONLY AS RESPECTS THE JOB OR PREMISES
DESCRIBED IN THE CERTIFICATE ATTACHED HERETO."
5.2 Indemnification. Contractor agrees to indemnify the City, its
officers,
agents and employees against, and will hold and save them and each of them harmless from, any
and all actions,suits,claims,damages to persons or property, losses, costs, penalties, obligations,
errors, omissions or liabilities, (herein"claims or liabilities")that may be asserted or claimed by any
person, firm or entity arising out of or in connection with the negligent performance of the work,
operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided
for herein, or arising from the negligent acts or omissions of Contractor hereunder, or arising from
Contractor's negligent performance of or failure to perform any term, provision, covenant or
condition of this Agreement,whether or not there is concurrent passive or active negligence on the
part of the City, its officers,agents or employees but excluding such claims or liabilities arising from
the sole negligence or willful misconduct of the City, its officers, agents or employees, who are
directly responsible to the City, and in connection therewith:
(a) Contractor will defend any action or actions filed in connection with
any of said claims or Liabilities and will pay all costs and expenses, including legal costs and
attorneys' fees incurred in connection therewith;
(b) Contractor wil I promptly pay anyj udgment rendered against the City,
its officers, agents or employees for any such claims or liabilities arising out of or in connection with
the negligent performance of or failure to perform such work, operations or activities of Contractor
hereunder; and Contractor agrees to save and hold the City, its officers, agents, and employees
harmless therefrom;
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(c) In the event the City,its officers,agents or employees is made a party
to any action or proceeding filed or prosecuted against Contractor for such damages or other
claims arising out of or in connection with the negligent performance of or failure to perform the
work, operation or activities of Contractor hereunder, Contractor agrees to pay to the City, its
officers, agents or employees, any and all costs and expenses incurred by the City, its officers,
agents or employees in such action or proceeding, including but not limited to, legal costs and
attorneys' fees.
5.3 Performance Bond. Concurrently with execution of this Agreement,
Contractor shall deliver to City a performance bond in the sum of the amount of this Agreement,
in the form provided by the City Clerk, which secures the faithful performance of this Agreement,
unless such requirement is waived by the Contract Officer. The bond shall contain the original
notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and
current copy of his power of attorney. The bond shall be unconditional and remain in force during
the entire term of the Agreement and shall be null and void only if the Contractor promptly and
faithfully performs all terms and conditions of this Agreement.
5A Sufficiency of Insurer or Sure - Insurance or bonds required by this
Agreement shall be satisfactory only if issued by companies qualified to do business in California,
rated"A"or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the
Federal Register, unless such requirements are waived by the City Manager or designee of the City
("City Manager") due to unique circumstances. In the event the City Manager determines that the
work or services to be performed under this Agreement creates an increased or decreased risk of
loss to the City, the Contractor agrees that the minimum limits of the insurance policies and the
performance bond required by this Section 5 may be changed accordingly upon receipt of written
notice from the City Manager or designee; provided that the Contractor shall have the right to
appeal a determination of increased coverage by the City Manager to the City Council of Citywithin
ten (10) days of receipt of notice from the City Manager.
6.0 REPORTS AND RECORDS
6.1 Reports. Contractor shall periodically prepare and submit to the Contract
Officer such reports concerning the performance of the services required by this Agreement as the
Contract Officer shall require. Contractor hereby acknowledges that the City is greatly concerned
about the cost of work and services to be performed pursuant to this Agreement. For this reason,
Contractor agrees that if Contractor becomes aware of any facts, circumstances, techniques, or
events that may or will materially increase or decrease the cost of the work or services
contemplated herein or, if Contractor is providing design services, the cost of the project being
designed, Contractor shall promptly notify the Contract Officer of said fact,circumstance,technique
or event and the estimated increased or decreased cost related thereto and, if Contractor is
providing design services,the estimated increased ordecreased cost estimateforthe project being
designed.
6.2 Records. Contractor shall keep, and require subcontractors to keep, such
books and records as shall be necessary to perform the services required by this Agreement and
enable the Contract Officer to evaluate the performance of such services. The Contract Officer
shall have full and free access to such books and records at all times during normal business hours
of City, including the right to inspect, copy, audit and make records and transcripts from such
records. Such records shall be maintained for a period of three (3) years following completion of
the services hereunder, and the City shall have access to such records in the event any audit is
required.
6.3 Ownership of Documents. All drawings, specifications, reports, records,
documents and other materials prepared by Contractor, its employees,subcontractors and agents
in the performance of this Agreement shall be the property of City and shall be delivered to City
upon request of the Contract Officer or upon the termination of this Agreement, and Contractor
shall have no claim for further employment or additional compensation as a result of the exercise
by City of its full rights of ownership of the documents and materials hereunder. Any use of such
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completed documents for other projects and/or use of uncompleted documents without specific
written authorization by the Contractor will be at the City's sole risk and without liability to
Contractor, and the City shall indemnify the Contractor for all damages resulting therefrom.
Contractor may retain copies of such documents for its own use. Contractor shall have an
unrestricted right to use the concepts embodied therein. All subcontractors shall provide for
assignment to City of any documents or materials prepared by them, and in the event Contractor
fails to secure such assignment, Contractor shall indemnify City for all damages resulting
therefrom.
6.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Contractor in the performance of services under this
Agreement shall not be released publicly without the prior written approval of the Contract Officer.
7.0 ENFORCEMENT OF AGREEMENT
7.1 California Law. This Agreement shall be construed and interpreted both as
to validity and to performance of the parties in accordance with the laws of the State of California.
Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement
shall be instituted in the Superior Court of the County of Riverside, State of California, or any other
appropriate court in such county, and Contractor covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action.
7.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by submitting a claim therefor.
The injured party shall continue performing its obligations hereunder so long as the injuring party
commences to cure such default within ten (10) days of service of such notice and completes the
cure of such default within forty-five (45) days after service of the notice, or such longer period as
may be permitted by the injured party; provided that if the default is an immediate danger to the
health,safety and general welfare,such immediate action maybe necessary. Compliance with the
provisions of this Section shall be a condition precedent to termination of this Agreement for cause
and to any legal action, and such compliance shall not be a waiver of any party's right to take legal
action in the event that the dispute is not cured, provided that nothing herein shall limit City's or the
Contractor's right to terminate this Agreement without cause pursuant to Section 7.8.
7.3 Retention of Funds. Contractor hereby authorizes City to deduct from any
amount payable to Contractor (whether or not arising out of this Agreement) (i) any amounts the
payment of which may be in dispute hereunder or which are necessary to compensate City for any
losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be
liable to third parties, by reason of Contractor's acts or omissions in performing orfailing to perform
Contractor's obligation under this Agreement. In the event that any claim is made by a third party,
the amount or validity of which is disputed by Contractor, or any indebtedness shall exist which
shall appear to be the basis for a claim of lien, City may withhold from any payment due, without
liability for interest because of such withholding, an amount sufficient to cover such claim. The
failure of City to exercise such right to deduct or to withhold shall not, however, affect the
obligations of the Contractor to insure, indemnify, and protect City as elsewhere provided herein.
7.4 Waiver. No delay or omission in the exercise of any right or remedy by a
nondefaulting party on any default shall impair such right or remedy or be construed as a waiver.
A party's consent to or approval of any act by the other party requiring the party's consent or
approval shall not be deemed to waive or render unnecessary the other party's consent to or
approval of any subsequent act. Any waiver by either party of any default must be in writing and
shall not be a waiver of any other default concerning the same or any other provision of this
Agreement.
7.5 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the
parties are cumulative and the exercise by either party of one or more of such rights or remedies
8
shall not preclude the exercise by it, at the same or different times, of any other rights or remedies
for the same default or any other default by the other party.
7.6 Legal Action. In addition to any other rights or remedies, either party may
take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages
for any default, to compel specific performance of this Agreement, to obtain declaratory or
injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.
7.7 Liquidated Damages. Since the determination of actual damages for any
delay in performance of this Agreement would be extremely difficult or impractical to determine in
the event of a breach of this Agreement, the Contractor and its sureties shall be liable for and shall
pay to the City the sum of Zero Dollars (L:E) as liquidated damages for each working day of
delay in the performance of any service required hereunder, as specified in the Schedule of
Performance(Exhibit"D"). The City may withhold from any monies payable on account of services
performed by the Contractor any accrued liquidated damages.
7.8 Termination Prior to Expiration Of Term. This Section shall govern any
termination of this Agreement except as specifically provided in the following Section for termination
for cause. The City reserves the right to terminate this Agreement at any time, with or without
cause, upon thirty (30) days' written notice to Contractor, except that where termination is due to
the fault of the Contractor, the period of notice may be such shorter time as may be determined
by the Contract Officer. In addition, the Contractor reserves the right to terminate this Agreement
at any time upon, with or without cause, upon sixty (60) days' written notice to City, except that
where termination is due to the fault of the City, the period of notice may be such shorter time as
the Contractor may determine. Upon receipt of any notice of termination, Contractor shall
immediately cease all services hereunder except such as may be specifically approved by the
Contract Officer. Except where the Contractor has initiated termination, the Contractor shall be
entitled to compensation for all services rendered prior to the effective date of the notice of
termination and for any services authorized by the Contract Officer thereafter in accordance with
the Schedule of Compensation or such as may be approved by the Contract Officer, except as
provided in Section 7.3. In the event the Contractor has initiated termination, the Contractor shall
be entitled to compensation only for the reasonable value of the work product actually produced
hereunder. In the event of termination without cause pursuant to this Section,the terminating party
need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.
7.9 Termination for Default of Contractor. If termination is due to the failure of
the Contractor to fulfill its obligations under this Agreement, City may, after compliance with the
provisions of Section 7.2, take over the work and prosecute the same to completion by contract or
otherwise, and the Contractor shall be liable to the extent that the total cost for completion of the
services required hereunder exceeds the compensation herein stipulated (provided that the City
shall use reasonable efforts to mitigate such damages), and City may withhold any payments to
the Contractor for the purpose of set-off or partial payment of the amounts owed the City as
previously stated.
7.10 Attorneys' Fees. If either party to this Agreement is required to initiate or
defend or made a party to any action or proceeding in any way connected with this Agreement,the
prevailing party in such action or proceeding, in addition to any other relief which may be granted,
whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall
include attorney's fees on any appeal, and in addition a parry entitled to attorney's fees shall be
entitled to all other reasonable costs for investigating such action,taking depositions and discovery
and all other necessary costs the court allows which are incurred in such litigation. All such fees
shall be deemed to have accrued on commencement of such action and shall be enforceable
whether or not such action is prosecuted to judgment.
8.0 CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liability of City Officers and Employees. No officer or employee of the
City shall be personally liable to the Contractor, or any successor in interest, in the event of any
9
default or breach by the City or for any amount which may become due to the Contractor or to its
successor, or for breach of any obligation of the terms of this Agreement.
8.2 Conflict of Interest. No officer or employee of the City shall have any
financial interest, direct or indirect, in this Agreement nor shall any such officer or employee
participate in any decision relating to the Agreement which effects his financial interest or the
financial interest of any corporation, partnership or association in which he is, directly or indirectly,
interested, in violation of any State statute or regulation. The Contractor warrants that it has not
paid or given and will not pay or give any third party any money or other consideration for obtaining
this Agreement.
8.3 Covenant Against Discrimination. Contractor covenants that, by and for
itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall
be no discrimination against or segregation of, any person or group of persons on account of race,
color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this
Agreement. Contractor shall take affirmative action to insure that applicants are employed and that
employees are treated during employment without regard to their race, color, creed, religion, sex,
marital status, national origin, or ancestry.
9.0 MISCELLANEOUS PROVISIONS
9.1 Notice, Any notice, demand, request, document, consent, approval, or
communication either party desires or is required to give to the other party or any other person shall
be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City,
to the City Manager and to the attention of the Contract Officer, CITY OF PALM SPRINGS, P.O.
Sox 2743, Palm Springs, California 92263, and in the case of the Contractor, to the person at the
address designated on the execution page of this Agreement. Either party may change its address
by notifying the other party of the change of address in writing_ Notice shall be deemed
communicated atthe time personally delivered or in seventy-two(72)hours from the time of mailing
if mailed as provided in this Section.
9.2 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or against either
party by reason of the authorship of this Agreement or any other rule of construction which might
otherwise apply.
9.3 Intearatio_n;Amendment. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels
any and all previous negotiations,arrangements, agreements and understandings, if any, between
the parties, and none shall be used to interpret this Agreement. This Agreement may be amended
at any time by the mutual consent of the parties by an instrument in writing.
9A Severability. In the event that any one or more of the phrases, sentences,
clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or
unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or
unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or
sections of this Agreement which are hereby declared as severable and shall be interpreted to
carry out the intent of the parties hereunder unless the invalid provision is so material that its
invalidity deprives either party of the basic benefit of their bargain or renders this Agreement
meaningless.
9.5 Corporate Authorit . The persons executing this Agreement on behalf of the
parties hereto warrant that(i)such party is duly organized and existing, (it)they are duly authorized
to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement,
such party is formally bound to the provisions of this Agreement, and (iv) the entering into this
Agreement does not violate any provision of any other Agreement to which said party is bound.
10
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the
date first written above.
CITY OF PALM SPRINGS
ATTEST' a municipal corporation
y BT
to
City Clerk an�~�
APPRO*TR : Date:
By: By:
ney / City Engineer
Date: Date:CONTRAntracting Check one'—iricliVidr l d i n
15-501 Little Morongo Road
Desert Hot Springs, CA 92240
Corpora io re i two otanzed signatures: One from each of the following: A. Chadnclal
President, or any Vice
Preside ND S. ecreta , ssistant Secretary,Treasurer,Asslscant Treasure r Chief .
By: gy.
Signaturire.(no-tarized) Signature notarized,)
Name: .��W 1S Name' � C-1 L' \P.
Title' /��a,S\CCp V1� Title: p, �
State of ('lm��.A Nf\'' ACAl State of`aV S/� I
County of �f� , a Iss County}oT�\)p V53�6�k as
before me,ffldf-laJ �.���eRI hPbS , Ado+kry HrLI9 fL_ before me, .�l(r r`i Gz- L•h{C!T1�Y�"� Air? �1V r )!.�
personally appeared fSl' a 60; tr S personally appearedC-
�perannally knowyl,t0.mB(or proved to me on the basis of -personally-kP w+n-to-me (or proved to me on the basis of
satisfactory evidence)to be the persoq(ff'.)whose namejs)WarE satisfactory evidence)to be the personN whose name(s)is/afe
subscribed to the within Instrument and acknowledged to me subscribed to the within instrument and acknowledged to me
that he/50/tt)ey executed the some in his/bdr/thdir-authorized that he/sheltb6.executed the same in his/hbi:,JM&-authorized
capacity(i .S), and that by his/h4rdthelr signature(s�_on the capacty(li.g), and that by hisilh&1their signatureD4 on the
instrument the person'),or the entity upon behalf of which the instrument the personSsf,or the entity upon behalf of which the
person,Xaeted,executed the instrument. person(pfacted,executed the instrument.
WITNESS my hand and official seal.
(U� WITNESS my hand andJofficial seal.
Notary Signatures'c /r✓ G l.cLtli/Jib �CSr—' Notary Signature ��G� .L-G":J �f/r•���U-e./ �
l ( I
Notary Seal: 1 Notary Seal:
MAI IA CHAMIERS MARIA Ct1AMMS
Comrn,man f 1470446 777 CommWlon* lem4{
i Notary Public -California Notary Public•CaM1aMa
IQ RIMSIdS County RIVwIlde County
tt
APPROVED BY CITY COUNCIL
6,Q 65 p
EXHIBIT "A"
SCOPE OF SERVICES
Adjustment to grade of sewer manholes as indicated in Exhibit "C' and in accordance with Palm
Springs Standard Drawing No. 402. Manhole frames and covers are to be replaced where
indicated. The work includes all required traffic control in accordance with Caltrans Standards.
Manholes on Gene Autry Trail and North Palm Canyon sections of Highway 111 will require the
Contractor to obtain and pay for Caltrans Duplicate Permit No. 08-08-N-MC-0938 ($820.00) and
comply with all provisions of said permit.
All work shall be performed in accordance with the"Greenbook"Standard Specifications for Public
Works Construction, 2006 Edition.
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EXHIBIT "B"
SPECIAL REQUIREMENTS
Business License Requirement: Contractor shall possess a valid City of Palm Springs Business
License throughout the term of this agreement
Performance Bond: Performance Bond required in section 5.3 above is hereby waived.
Payment Bond: Contractor shall provide a "Payment Bond" (Material and Labor Bond) equal to
100% of the contract amount, in accordance with Section 24 of the Greenbook Standard
Specifications.
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EXHIBIT "C"
SCHEDULE OF COMPENSATION
TRAFFIC
MANHOLES NEW RING & CONTROL ADD
DESCRIPTION (includes collar) COVER 'L TOTAL
COS
T
290 San Jacinto $348,86 0 $75.00 0 $ 5423.86
1281 Gene Autry Trail (CalTrans right of way) 0 0
$348.86 x 2 $125.00 x 2 $ 947.72
Gene Autry Trail from Tachevah to Atlantic(CalTrans right of way) $349.86 x 15 0 $125,00 x 15 0 S 7,107,90
483,457 and 345 Santiago S348.86 x 3 0 $75.00 x 3 0 $ 1,271.58
Sierra Madre from Murray Canyon to Santiago $348.86 x 4 0 $75.00 x 4 0 S 1,695.44
Indian Canyon&Baristo Road $348.86 $165.00 $125.00 0 $ 638.86
Sunrise Way from Via Escucla to San Rafael $348.86 x 15 S 165.00 x 13 S 125.00 x 15 0 S 9,252.90
Francis Rd. from Via Miraleste to Aurora Rd. $348.86 x 4 0 $75.00 x 4 0 $ 1,695.44
North Palm Canyon from Via Escuela to Vista Chino(CalTrans right of way) $348-46 x 6 S 165.00 x 6 S 125.00 x 6 0 S 3,833.16
1044Indian Canyon $348.86 0 $125.00 0 S 473.86
1309 Ramon Rd. @ Hermosa $348.86 $165.00 $125.00 0 S 638.86
Sunrise Way from Mesquite to Ramon Rd. S348.86 x 3 $165,00 $125.00 x 3 0 S 1,586.58
Calle Palo Fierro from Camino Real to Sonora $348.86 $165.00 $75.00 0 $ 588.86
Sonora Rd. from Calle Palo Fierro to East Palm Canyon $348.96 x 2 0 $75.00 x 2 0 S 847.72
Caltrans Permit Fee $ 820.00
TOTALS 59 manholes 23 ring&cover 591ocations $ 31,822.74
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EXHIBIT "D"
SCHEDULE OF PERFORMANCE
TERM OF CONTRACT: All work to be completed within twenty five (25) working days from the
agreed Notice To Proceed date.
WORK HOURS: Working hours consist of 7 A-M. to 3:30 P.M. Monday through Friday. No work
on the weekends or holidays.
15