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HomeMy WebLinkAboutReso 152-03(A) MCE PWMaintAgrmt RESOLUTION NO. 152- A OF THE CI~ OF D~L~ APPRO~G AG~EMENT WIT~ MCE CO.OPTION FOR P~LIC WO~S ~TENANCE SER~CES ~~AS, the cuff~t a~eemem with MCE Co~oration for ~blic Works M~men~ce Se~ces expires on ~e 30, 2003; ~d ~~AS, the CiW ~shes to cominue contra~ing ~th MCE Co~oration for those se~ces; and ~~AS, the City ~d MCE Co~oration have negotiated rates ~d budgets for Fis~ Year 2003-2004; and ~~AS, s~d rates ~d budgets ~e ~cluded in the City's proposed budget for Fiscal Year 2003 -2004. NOW, ~FO~, BE IT ~SOL~D that the CiW Council of the City of Dubl~ does hereby approve a new t~e~ye~ agreement, ~th the abUiW to request ~u~ cost-of-li~ng increases, with MCE Co~oration attached hereto ~ "Exhibit A~" ~th an effective date of July 1, 2003. BE IT F~T~R ~SOL~D that the Mayor is authored to execute the ~endment. PASSED, ~PRO~D ~ ~OPTED tbs 1st day of July, 2003. A~S: Coun~embers McCo~ck, Oravetz and Sbranti, ~d Mayor ~c~ NOES: None ~SENT: Counc~member Z~a ~ST~: None ~) ATTEST: ~/ Mayor Deputy CiW Clerk K2/G/7-I-03/r~mce.d~ (It~ 8.3) g:X~on~act~CE~o ~ 03 - - . . EXHmIT "Au OF RESOLUTIO::-r ISZ ~03 PUBLIC WORKS MATh'TENA.~CE SERVICES AGREEMENT THIS AGREEMENT is made at Dublin, California, as of July 1, 2003, by and between the CITY OF DUBLIN, a Municipal Corporation ("City"), and MCE Corporation, Inc. ("Contractor"), who agree as follows: I. TERM OF AGREEMENT. The tenn of the agreement shall be for three years, beginning on July 1, 2003, and ending onl1Ule 30, 2006. This agreement shall supersede all previous agreements that Contractor has or has had with City. City may terminate the services of Contractor by providing 90 days written notice with or without cause. Tn the event of such terminatioll, Contractor shall be compensated for such services up to the point of termination. Compensation for work in progress shall be prorated as \0 the percentage of progress completed at the date of termination. If Contractor terminates its services to the City, it must provide written notice at least 90 days in advance of such lennination, Notices shall be provided as indicated in Section 12be]ow. 2. ADJUSTMENT TO CONTRACTPRlCES AND WORK OUANTITY. In the second and third years of the Agreement, no later than March 1st, Contractor will submit to the City for the coming contract year a proposed revised Schedule of Work which will set forth a Work Plan in tenus of types WId quantities of work to be performed as well as unit prices and/oresti mated annual expenmture amounts as appropriate. Upon written approval of both parties, the Agreement shall be extended for one (1) year effective July 1st at the uew charge rates and scope of work. 3. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit 1. Contractor shall provide said services at the time, place, and in the manner specified in Exhibit 1. 4. PAYMENT. City shall pay Contractor for services rendered pursuant to this Agreement at the time and in the manner set forth in Exhibit 2. The payments specified in Exhibit 2 shall be the only payments to be made to Contractor for services rendered pursuant to this Agreement. Contractor shall submit all billings for said services to City in the manner specified in Exhibit 2; or, ifno manner be specified in Exhibit 2, then accormllg to the usual and customary procedures and practices which Contractor uses for billing clients similar to City. 5. FACILITIES AND EOUIPMENT. Except as set forth in Exhibit 3, Contractor shall, at its sole cost and expense, furnish all facilities and equipment which maybe required for furnishing services pursuant to this Agreement. City shall fumish to Contractor only the facilities and equipment listed in Exhibit 3 according to the tenns and conditions set forth in Exhibit 3. 6. GE':\ERAL PROVISIO:-rS. The general provisions set forth in Exhibit 4 are part of this Agreement. In the event of any inconsistency between said general provisions WId any other tcrms or conditions of this Agreement, the other term or condition shall control insofar as it is inconsistent with the generalpro,isions. Agreement with MCE Corporation Ju]y1,2003 Pagel ,'- . . 7. EXHIBITS. All exhihits rcferred to herein areattaehedhereto and are by this reference incorporated herein. 8. SUBCONTRACTWG. '10 portion of the work pertinent to this contract shall be subcontracted without vmtten authorization hythe City, except that which is expressly identified in the Contractor'sproposal. 9. CHANGES. City may from time to time require changes in the scope of the services by Contractor to be perfomed under this Agreement. Such changes, including any change in the amount ofCoutractor's compcnsation which are mutually agreed upon hy City and Contractor, shall be effective as amendments to this Agreement only when in ,,'Titing. 10. RESPONSIBLE CHARGE. Contractor shall assign a project manager(s) to the project for the duration ofthc project. There shall be no change in thc Projcct Manager or members of the project tcamwithout priorwrittell approval by the City. 11. CONTRACT AD:MJNISTRATIOK. This Agreement shall be administered hythe Director ofPuhlic Works or his/her designee ("Administrator"). All correspondence shall he directed to or through the Administrator or the designee. 12. NOTICES. Anywrillen notice to Contractor shall he sent via Registered Mail to: StanleyP. Smalley, VieePresident MCECorporation 6515 Trinity Court Dublin,CA 94568 Any wnUen notice to City shall be sent to: DirectorofPuhlieWorks lOOCiviePlaza Dublin,CA 94568 (signatures next page) Agreement with MCE Corporation July 1,2003 Page 2 . . Executed as of the day tirst herein stated: CITY OF DUBLIN, A Municipal Corporation Attest: ~Il'\'''~'' ~ityClerk Mayor , MCE CORPORATION Approvedastofonn: {%;(~Ic" I; ;;, c: CilyAttomey Agreement will] MCE Corporation JulyJ,2003 Page 3 . . EXHIBIT 1 SCOPE OF SERVICES A."'ID SCHEDULE The City has elected to perform its public works maintenance and related activities by using a private Contractor. The Contractor has agreed to arrange for and supervise tbe performance of the work and the City has agreed to retain the Contractor for such purposes, in accordance with the terms an d provisions of this Agreemrnt. The City and Contractor agree as follows: L Scope of Work: The City retains Contractor to arrange for, supervise and manage the perfonnance of the work described in the attached Tables I, II, ill and N and as otherwise specified in this Agreement; and for Additional Work ("Additional Work") as is called for in this Agreement. Contractor shall perform the types of work listed in Table I at the time and material rates listed in Table III. The Scope of Work set forth in the attached Table I includes the maximum amount the City will pay to Contractor for each activity for Fiscal Year 2003-2004. Kotwithstanding the foregoing, the City may at any time revise the Schedule of Work identified in Table I for budgeting or other rcasons as deemed necessary by the City and the estimated annual cxpcnditure for Fiscal Year 2003-2004 shall be revised accordingly. Contractor specifically agrees to: (a) undertake direct responsibility for the perforrnance of the work in accordance with this Agreement; (b) provide directly, or through subcontractors, or as otherwise permitted by this Agreement all labor, materials, and sllpervision necessary for proper performance of the work in accordance with this Agreement; (c) furnish a Maintenance Superintendent to provide the necessary liaison with tbe City Staff and the required coordination of workmen and materials in the performance of the work; (d) comply \vith all laws, ordinances, niles, regulations, and rcquirements of governmental authorities, pertaining to the performance of the work; (e) perform the work, contract for its performance and supervise its performance in a good and workmanlike manner and in the most expeditious, cost effective manner consistent with first-class qnality; (f) perform all activities necessary md incidental to the 0 rderly performance of the work. 2. Scheduled Work: All of the work set forth in Table I is considered Scheduled Work. Contractor shall pcrform no work in addition to Scheduled Work, unless: (a) Additional Work is approved in advance by the Public Works Director; or (b) an emergency situation exists. An emergency situation is one WblCh occurs under circumstances making it either impossible or Impractical to obt<lln City approval before proceeding with the work. In such cases, Contractor will proceed with the work to the extent necessary to relieve said danger and shal I specifically inform the Public WorksDirectorofallEmergencyWorkaccomplisbed. All Scheduled Work shall be provided according to a monthly sclledule prepared by the Maintcnan ceSuperintendent and approved by the Public Works Director in advance. Exhibit 1 Puge 1 of4 JlllyL2003 . . 3. Additional Work: City may require Contractor to provide Additional Work not described herein at rates and quantities negotiated by the City and Contractor. No Additional Work ""ill be undertaken by Contractor without the prior written approval of the Public Works Director. The Contractor \\ill bill the City for Additional Work in the manner as provided in TableID. 4. Work Not Subiect to this A~eement: The Public Works Director at his discretion may recommend that projects of a large scope be approved by the City Council for competitive bid and completed under a separate Agreement. This shall be the recommendation on all "public projc<:ts" where State or other laws require that itbe contracted for and let to the lowest responsiblebiddcraftcrnotiec. Nothing in this Section shall preclude the Contractor from participating in this bid process for said projects, City, in accordance with local ordinances and State laws, may directly purchase materials or supplies to be used by Contractor. This shall not restrict the Public Works Director from requesting that Contractor, as part of other duties identified in this Agreement, assist City with locating suppliers, obtaining price quotations or bids, or other assistance provided that Contractor will not be prO\iding the materials and supplies. 5. Emergencv Work: Emergency callout procedures will be maintained to provide for emergency response on nights, weekends, and holidays. The procedures will be reviewed and updated periodically to ensure their effectiveness. In the event Emergency Work dictates that work be accomplished outside the normal workiug hours, such as night time, weekends and holidays, appropriate ovenime rates shall be used as set forth in Table ill. 6. Maintenance Suoervision: The Contractor shall furnish a Maintenance Superintendent to assume full responsibility for day"to-day maintenance operati ons,ensuring that resources required to suctessfullycomplete the project are applied i natimelymanner. In addition to providing the necessary liaison with the City, the Maintenance Superintendent is responsible for: (a) making recommendations to the Public Works Director of work that should be performed but which is not set forth in the Schedule of Work; (b) identifYing work programs; (c) scheduling; (d) assisting and supervising work crcws; (e) respondi ngtocitizencalls;(f) assisting in contract administration; (g) maintaining activity reports; and (h) g enerally administering public works maintenance functions. 7. Work Scheduling Procedures: To the extent possible, it is the intent of this Agreement that the Work be performed on a scheduled, orderly basis. Prior to commencement of work, Contractor shall 'prepare a schedule showing projected work to be performed throughout the fiscal year, including information such as frequency of weeding, watering, and other parks maintenance and other similar projected schedules of the work to be performed. Contractor will prepare monthly work schedules and Te\iew them with thc Pnblic Works Director. These schedules will represent specific work needs identified as the rcsult of the Contractor's recommendations and requests from the pnblic Works Director or hislher designee, Exhibit! Page20f4 July 1,2003 . . Emphasis will be placed on identifying needs to ensure proper timing of work (for example, dit~hes should be s~heduled for cleaning before winter rains). The Contractor will complywith reasonable requests of the Public Works Director as. to preferred locations for various types of work. Contractor will use a service request fonn to ensure that complete information is obtained on work needs and requests for service. 8. Work R~orting Procedures: Contractor shall submit a Monthly Work Surrunary Report to the Public Works Director on or before the 15th day of the month summarizing work completed in the previous month. These reports shall include a listing of work activities and work units completed, including any Additional or Emergency Work performed; status of current and completed service requests; and comparisons ofammal work qu.antities and expenditures planned versus actual. 9, Additional Contractor Responsibilities: MCE workers will be alert for observable maintenance deficiencies in public facilities as they travel within the City's boundaries in the course of their maintenance activities performing Scheduled Work, Additional Work, and Emergency Work. They will report observed maintenance deficiencies to the appropriate MCE or City representative, orotherappropriateagen~y. ]0. Protection of Work and Public: Contractor shall take all necessary measures to protect the work and prevent accidents during any and all phases of work. Contractor shall provide and maintain all necessary barriers, flagmen, andior signs during maintenance procedures. Contractor will provide at no additional cost all the advance signing and barricading and also signs, barricades, flashers, and other necessary facilities for theprotecti on of the public within the limits of tile maintenance area while maiutenance activities are proceeding. 11. Maintenance of Records: Contractor shall maintain all books, documents, papers, employee time sheets, accounting records including certified payrolls and such other evidence pertaining to costs incurred for a period of at least three years, and shall make these materials available at reasonable times dunng the contract period. Contractor shall not purge any records without the prior approval of the City. Upon termination of the contract, oratthe City's request, all such records shall be provided to the City, including maintenance records, cert ifiedpayroll records, and hard copies of any other computer records such as inventories of City facilities. 12. Eaual Emvlovment Oovortunitv: Contractor is an equal opportunity employer and agrees to comp]ywith applicable regulations governing eql.lal employment opportunity. 13. Prevailing Wage: Contractor shall comply with the provisions of Labor Code Section 1770 et. seq., with respect to payment of prevailing wages, maintenance of payroll records, and payment of penalties under Labor Code Section 1775. Exhibit 1 Page3of4 Jul}'1,2003 . . ]4. Attorney Fees: If either party brings an action against the other party arising out of or in connection with this Agreement entered into between City and Contractor, the prevailing party is entitled to have and recover from the losmgpartyreasonableattomeyfe es and costs of suit. 15. Miscellaneous: A. Contractor shall infonn City of private clients within the corporate boundaries or sphere of influence of the City during the term of this Agreement. Contractor agrees not to accept other employment which is or maybe in conflict with its duties under this Agreement or which may adversely affect the interests oftha City. B. Contractor will endeavor to secure materials from the lowest cost source reasonably available. Exhibit I Page4of4 July 1, 2003 . . EXHmIT 2 PAYMENT SCHEDULE City shall pay Contractor an amount not to exceed the total sum of Two Million, Five Hundred Seventy-Four Theusand, Four Hundred Forty-Five Dollars ($2,574,445) for services to be performed pursuant to this Agreement. Except all provided in Section 1, the total annual estimated budget shall be the sum of the planned expenditure amounts listed in Table 1. The actual amount paid to the Centraetor shall be based on the amount of work performed according to the costs outlined in Table I and any Sllbseqmmt "Additional Work" approved by the City. Work items listed in Table J shall be billed on a unit price basis or otherwise as set forth in Table 1. t:nit Pncing is expressed in terms of Dollars per Work Measurement Unit for each item of work. Contractor shall bill Additional Work on the baslS mutually agreed to by Contractor and the City at tlle time the work is incorporated into the annual maintenance program. For work performed and services rendered, Contractor shall snbmit monthly bills to the City by the 15th day of the month following the month in which the work was performed. The Contractor shall be compensated by the City as follows: A. A monthly payment for time and materials or unit price work wi11 be provided, with payment to be made within twenty (20) days of receipt of invoice by the City. B. For Additional Work for which no unit prices have been agreed upon, compensation shall be agreed upon between the Public Works Director and Contractor in writing before work is perfonued. For Emergency Work when prior approval is not possible and when unit prices have not been agreed upon, the City and Contractor shall agree a 5 soon as possible after tlle work is performed on the amount of compensation based on costs for related jobs. Contractor is not aulhonzed to perform any services or incur anycost5 what socvcrunder the terms of this Agreement until receipt of a fLll1y exeented Purchase Order from the Finance Department of the City of Dublin. Exhibit 2 PageJofl ,Tuly 1, 2003 . . EXHmIT 3 City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Contractor's use willie consulting with City employees and reviewing records and the information in possession of City. City shall also furnish a yard facility from which routine maintenance may be dispatched. The location, quantity, and time of furnishing said physical facilities shall be in the sole discretion of City. In no event shall City be obligated to furnish any facility which may involve incurring any direct expense, including, but not limiting thc generality of this exclusion, long-distance telephone or other communication charges, vehicles, and reproduction facilities. Exhibit 3 Pagelofl July 1, 2003 , ' . . EXHIBIT 4 GENERAL PROVISIQKS 1. INDEPENDEl\'T CONTRACTOR. At all times during the tenn oflhis Agreement, Contractor shall be an independent contractor and shall not be an employee ofCily. City shall have the right 10 control Contractor only insofar as the results of Contractor's services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Agreement. 2. LICENSES: PERMITS; ETC Contractor represents and warrants to City that he has all licenses, pelTIlits, qualifications and approvals of whatsoever narnre which arelegallyre quiredfor Contractor. Contractor represents and warrants to City that Contractor shall, at his sole cost and expense, keep in effect at all times during the term ofthi, Agreement any licenses, permits, and approvals which are legal\yreql.lired for Contractor. 3. TIME. Contractor shall devote such time to the performatJ.cc of services pnrsuant to this Agreement as maybe reasonably necessary for satisfactory performance of Contractor's obligations pursuant to this Agreement. 4. INSURANCE REQUIREMENTS. Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his agents, representatives: employees or subcontractors. The cost of such insurance shall be included JUlhe Contractor's bid. A. Minimum Scooe ofInsurance. Coverage shall be at least as broad as: (I) Insurance Services Office form number GL 0002 (Ed. 1(73) covering comprehensive General Liability and Insurance Services Office fonn number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001). (2) Insurance Services Officc form number CA 0001 (Ed. 1/78) covering Automobile Liability, code 1 "any auto" and endor:sement CA 0025. (3) Worker's Compensation insurance as reqUiTed by the Labor Code of the State of CalifomiaandEmployersLiahilityInsurance. Exhibit 4 Pagelof4 July 1,2003 , . . B. Minimum Limits of Insurance. Contractor shall maintain limits no less than: (I) General Liability: 51,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this proje<:tI1ocation or the general aggregate limit shall be twice the required occurrence lirnit. (2) Automobile Liability: $1,000,000 combined single limit per accident forbowly injuryandproperrydamage. (3) Workers Compensation and Employers Liability Workers Compensation limits as required by the Labor Code oflbe State of Cali fomi a and Employers Liability limitsof$l,OOO,OOOperaccidcnt. C. Deductibles and Self-Insured Retentions. Any deductib!es or self-insured retentions must bededaredtoandapprovedbytheCity. D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the followingpro,isions: (1) General Liability and Automobile Liability Coverages. (a) The City, its officers, officials, employees and volunteers are to be covered as insureds as respects: liabilityarisingoutofactivitiesperfonnedbyor on behalf ofthc Contractor; products and completed operations of the Contractor, premises owned, occupied or used by the Contractor, or automobiles owned, leased, hired or borrowed by the Contractor. The coverage shall oontainno special limitations on the scope oftheprotecti on afforded to theCity,itsofficers, officials, employees or volunteers. (b) The Contractor's insurance coverage shall be prirnary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by lhe City, its officers, officials, employees or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Any failure to oomplywith reporting provisions of the policies sball no l affect ooverageprovided to the City, its officers, officials, employees or volunteers. (d) The Contractor's insunmce shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. Exhibit 4 Pagelof4 July 1,2003 , . . (2) Worker's Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officers, officials, employees andvolllllteers for losses arising from work performed by the Contractor for the City. (3) All Coverages. Each insrnancepolicyrequired by this clause shall be endorsed to state that coverageshallnotbesuspended,voided,cancelledbyeitherparty,exceptafter thirty (30) days prior written notice by mail has been given to the City. Contractor shall provide City with 30 days'prior written notice of any reductions in the dollar limits of the policy. E. Acceotabilitv of Insurers. Insurance is to be placed \vith insurers with a Bests' rating of no less thanA:VJIT. F. Verification of Cove rage, Contractor shall fumjsh City with certificates of insurance and v,.ithoriginal endorsements effecting coverage required by this clause. Thecertificates and endorsements for each insurance policy are to be signed by a person authorize dby that insurer to bind coverage on its behalf. The certificates and endorsements are to he received and approved by the City before work commences. The City reserves the right to require complete, certifledcopies of all required insurance policies, at any t imc. G. The Risk Manager of City may approve a variation of those insurance requirements upon a determination that the coverages, scope, lirnits and forms of such in sur an ceareeither not commercially available or that the City's interests are otherwise fully protected. 5. CONTRACTOR NO AGENT. Except as City may specify in writing, Contractor shall have no authority,expressorimplied,toactonbehalfofCityinanycapacitywhalsoever as an agent. Contractor shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. 6. ASSIG1\'MENT PROHIBITED. No party to this Agreement may assign any right OT obligation pursuant to this Agreement. Any attempted or purported assignment of any right or obligation pursuant to this Agreement shal! be void and of no effect. 7. PERSO:t\'NEL. Contractor shall assign only competent personnel to perform services pursuant to this Agreement. IntheeventthatCity,inits sole discretion, at any time during the terrn of this Agreement, desires the removal of my such persons, Contractor shall, immediately upon receiving notice from City of such desire of City, cause the removal of such person or persons. Exhihit4 Pagc3of4 July 1,2003 . . . . 8. STAl'ITIARD OF PERFORMA-'<CE. Contractor shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Contractor is engaged in the geograph icalarea. All instruments of service of whatsoever nature which Contractor delivers to City pursuant to this Agreement shall conform to the standards of quality normally observed by a person practicing in Contractor's work. 9. HOLD HARMLESS AND RE$PONSIBlllTY OF CONTRACTORS. Contractor shall take responsibility for Scheduled Work, Additional Work, and Emergency Work as described in Paragraphs 2, 3, and 5 oflhis Agreement, as such work is performed by Contractor, its employees, agents, and subcontractors in accordance with all provisions of this Agreement. Contractor shall bear a1110sses and damages resulting to it, to any subcontractor, to the City, to City officers and employees, or to parties designated by the City, on account ofperfonnance or character of the work stated above, inc1uding unforeseen difficulties, ac cidents,oceurrences,or other causes predicated on active or passive negligence of the Contractor 0 r any subcontractor. Contractor shall indemnify, defend, and hold harmless the City, its officers, officials, employees, and agents from and against any or all loss, liability, expenses of whatever nature, (including costs of defense), suits, and damages of every kind, nature, and description arising from the performance of the work described in the paragraph above, This paragraph shal1 not be constr"ed to exempt the City, its employees, officers, directors, and agents from its own fraud, willful injury, or violation oflaw, whether willful or negligent. City shall indemnify, defend, and hold the Contractor, its employees, officers, officials, and agents harmless from and against any and all loss, liabiJity, expense,c1aim, costs (including eosts of de fen se),suitsanddarnagesof every kind, naturc and description arising from the act or omission by the City or any of its officers, officials, employees, and agents. By execUtion oftltis Agreement, the parties acknowlcdge and agree that each has read and understand the provisions hereofandt hat this section is a material element of consideration. Approval of the insurance contracts does not relieve the Contractor or Subcontractors from liability under this paragraph. 10. GOVERNMENTAL REGULATIONS, To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Contractor shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program. 11_ COMPLIANCE \V1TH APPLICABLE LAWS. In performing the services to be pro....ided pursuant to this agreement, Contractor shall comply with all applicable State and Federal Laws and regulations,ineluding, but not limitcd to, laws and regulations re 1atingto discrimination aDd laws requiring injury and illness prevention programs. g..,."gr_cMlroc"MCEIt'iWembl103 Exhibit 4 Page4of4 .Iulyl,2003