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HomeMy WebLinkAboutItem 4.09 Janitorial Maint Serviceor 19 82 /ii � 111 DATE: TO: FROM: STAFF REPORT CITY COUNCIL August 21, 2012 Honorable Mayor and City Councilmembers Joni Pattillo City Manager""' CITY CLERK File #600 -30 SUBJECT: Second Amendment to Agreement with J.S. Building Maintenance Service for Janitorial Services Prepared by Nicole Gonzales, Administrative Analyst 11 EXECUTIVE SUMMARY: The amendment to the agreement with J.S. Building Maintenance Service would extend the agreement for specific janitorial services at the Dublin Library until June 30, 2014. FINANCIAL IMPACT: The cost for janitorial services at the Dublin Library is a cost sharing between the City of Dublin and Alameda County. The County reimburses the City based on a formula related to hours of usage of each portion of the facility. The cost that is not reimbursed by the County is funded through the City's General Fund. The current monthly rate for service is $1,860.98. This rate will remain in effect for the term of the amended agreement. RECOMMENDATION: Staff recommends that the City Council adopt the resolution approving the amendment to the agreement with J.S. Building Maintenance Service for Janitorial Services. Submitted By Director of Public Works DESCRIPTION: Reviewed By Assistant City Manager The current Agreement with J.S. Building Maintenance Service was approved by the City Council on December 2, 2008 (Attachment 3), and expired on June 30, 2012. In response to Fiscal Year 2010 -11 budgetary constraints, a reduction in Dublin Library operational hours were approved by the City Council. The reduction in operational hours resulted in the reduction of building services on Fridays, and the decrease of janitorial services needed. An amendment to the agreement was approved by the City Council on August 17, 2010 approving the reduction in monthly costs to provide janitorial services at the Dublin Library (Attachment 4). Page 1 of 2 ITEM NO. 4.9 While the agreement expired on June 30, 2012, Staff continued to work with J.S. Building Maintenance Service to negotiate the same monthly rate for services. Through negotiation, J.S. Building Maintenance Service agreed to maintain the current rate. In response to the expiration of the agreement and negotiations between staff and the contractor, J.S. Building Maintenance Service committed to continue providing janitorial services at the Dublin Library at the current monthly rate until an extension to the agreement was executed. J.S. Building Maintenance Service has performed satisfactory janitorial services during its contract term. They are responsive and work well with City staff to address any concerns that may be presented by Library or City staff. Staff expects that they will continue to provide quality janitorial service after an extension of the agreement. If approved by the City Council, the proposed Amendment would be effective as of July 1, 2012 and would extend the term of the agreement through June 30, 2014, at the current scope of services and monthly rate of $1,860.98. NOTICING REQUIREMENTS /PUBLIC OUTREACH: None. ATTACHMENTS: 1. Resolution 2. Exhibit A to Resolution - Second Amendment 3. Agreement with J.S. Building Maintenance Services 4. First Amendment to Agreement Page 2 of 2 RESOLUTION NO. XX - 12 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN * * * * * * * * * ** APPROVING SECOND AMENDMENT TO JANITORIAL SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND J.S. BUILDING MAINTENANCE SERVICE WHEREAS, On December 2, 2008, the City Council approved an agreement with J.S. Building Maintenance Service to perform janitorial services; and WHEREAS, On August 17, 2010, the City Council approved an amendment with J.S. Building Maintenance Service to amend the monthly rate schedule as a result of the reduction of janitorial services at the Dublin Library on Fridays of every month; and WHEREAS, the City wishes to extend the Agreement with J.S. Building Maintenance Service until June 30, 2014. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the Second Amendment to Janitorial Services Agreement Between the City of Dublin and J.S. Building Maintenance Service attached hereto as "Exhibit A." BE IT FURTHER RESOLVED that the City Manager is authorized to execute the amendment to the agreement, attached hereto as "Exhibit A. ", including any non - substantive changes thereto. PASSED, APPROVED AND ADOPTED this 21St day of August, 2012, by the following vote: AYES- NOES- ABSENT- ABSTAIN- ATTEST- City Clerk Mayor SECOND AMENDMENT TO JANITORIAL SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND J.S. BUILDING MAINTENANCE SERVICE This Second Amendment to the Janitorial Services Agreement between the City of Dublin and J.S. Building Maintenance Service, effective as of July 1, 2012 (the "Amendment ") amends that certain Janitorial Services Agreement between the City of Dublin and J.S. Building Maintenance Service dated January 1, 2009 as previously amended by the Parties (hereinafter referred to as the "Agreement "). RECITALS WHEREAS, on December 2 2008, the City of Dublin (hereinafter referred to as "CITY ") and J.S. Building Maintenance Service (hereinafter referred to as "CONTRACTOR "), entered into Janitorial Services Agreement between the City of Dublin and J.S. Building Maintenance Service (hereinafter referred to as the "Agreement "; and WHEREAS, on August 17, 2010, the City Council amended the Agreement with the CONTRACTOR to reduce janitorial services at the Dublin Library on Fridays of every month, reducing the monthly rate schedule; and WHEREAS, CITY and CONTRACTOR wish to amend the Agreement by extending its term until June 30, 2014. NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, CITY and CONTRACTOR hereby agree to amend the Agreement as follows- Section 1. Section 1.1 of the Agreement is hereby amended to read as follows: 1.1 Term of Services. The term of this Agreement shall begin on January 1, 2009 and shall end on June 30, 2014, and Contractor shall complete the services described in Exhibit A, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. Notwithstanding the foregoing this Agreement may be extended on a month -to -month basis upon the written consent of the Contractor and the City Manager, provided that: a) sufficient funds have been appropriated for such purpose, and b) the price charged by the Consultant for the provision of the services described in Exhibit A does not increase. None of the foregoing shall affect the City's right to terminate the Agreement, as provided for in Section 8. Section 2. In the event of a conflict between the Agreement and this Amendment, this Amendment will control. Except to the extent inconsistent with this Amendment, the Parties ratify and confirm all of the terms and conditions of the Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date and year first above written. CITY OF DUBLIN Dated: Attest: Caroline Soto City Clerk By: Joni L. Pattillo City Manager APPROVED AS TO FORM: John D. Bakker City Attorney J.S. Building Maintenance Service Dated: By: Jagtar Singh, Owner JANITORIAL SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND J.S. BUILDING MAINTENANCE SERVICE THIS AGREEMENT for consulting services is made by and between the CITY OF DUBLIN ("City ") and J.S. Building Maintenance Service ( "Contractoe') as of January 1, 2009 Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in the Scope of Services attached as Exhibit A at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail. 1.1 Term of Services. The term of this Agreement shall begin on January 1, 2009 and shall end on June 30, 2012, the date of completion specified in Exhibit A, and Contractor shall complete the services described in Exhibit A, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Contractor to complete the services required by this Agreement shall not affect the City's right to terminate the Agreement, as provided for in Section 8. 1.2 Standard of Performance. 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 geographical area in which Contractor practices its profession. Contractor shall prepare all work products required by this Agreement in a substantial, first -class manner and shall conform to the standards of quality normally observed by a person practicing in Contractor's profession. 1.3 Assignment of Personnel. Contractor shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Contractor shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. 1.4 Time. Contractor shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.1 above and to satisfy Contractor's obligations hereunder. Contractor shall not be responsible for delays beyond Contractor's reasonable control. Section 2. COMPENSATION. City hereby agrees to pay Contractor per facility, per month fees as set forth in Exhibit B, notwithstanding any contrary indications that may be contained in Contractor's proposal, for services to be performed under this Agreement. In the event of a conflict between this Agreement and Contractor's proposal regarding the amount of compensation, the Agreement shall prevail. City shall pay Contractor for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Contractor for services rendered pursuant to this Agreement. Contractor shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City, Contractor shall not bill City for duplicate services performed by more than one person. Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 1 of 13 n sly Contractor and City acknowledge and agree that compensation paid by City to Contractor under this Agreement is based upon Contractor's estimated costs of providing the services required hereunder, including salaries and benefits of employees and subcontractors of Contractor. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Contractor and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement. 2.1 Invoices. Contractor shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed prior to the invoice date. Invoices shall contain the following information: ■ Clear numerical identification, with no duplication of numbering; The beginning and ending dates of the billing period; ■ The cost per each facility for the specified month. if the billing is for authorized extra work, the billing shall include the date and description of the work and shall be submitted within 14 days of performing the work. • The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder, as well as a separate notice when the total number of hours of work by Consultant and any individual employee, agent, or subcontractor of Consultant reaches ©r exceeds 800 hours, which shall include an estimate of the time necessary to-complete the work described in Exhibit A; • The Contractor's signature. 2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed. City shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Contractor. 2.3 Total Payment, City shall pay for the services to be rendered by Contractor pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Contractor in rendering services pursuant to this Agreement. In no event shall Contractor submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment. 2.4 Hourly Fees. l=ees for work performed by Contractor on an hourly basis shall not exceed the amounts shown on the compensation schedule attached hereto as Exhibit B. 2.5 Reimbursable Expenses. Contractor shall not be eligible for reimbursable expenses. 2.6 Payment of Taxes. Contractor is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 2 of 13 21 Payment upon Termination. In the event that the City or Contractor terminates this Agreement pursuant to Section 8, the City shall compensate the Contractor for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Contractor shall maintain adequate logs and limesheets in order to verify costs incurred to that date. 2.8 Authorization to Perform Services, The Contractor is not authorized to perform any services,or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator. 2.9 Rate Adjustments. Consultant will be entitled to request a rate adjustment for each fiscal year beginning July 1, 2009, the amount of said increase to be approved by the City. Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Contractor shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement. City shall make available to Contractor only the facilities and equipment listed in this section, or as described in Exhibit A attached hereto, and only under the terms and conditions set forth herein. City shall furnish physical facilities such as storage closets and sinks /floor sinks, as may be reasonably necessary for Contractor's use. Contractor is obligated to use and maintain these facilities in an orderly fashion and with reasonable care, complying with all applicable building, fire, and safety codes. Where actual janitor storage closets are not available (for example, in the portable buildings) janitorial staff may be required to transport cleaning equipment to the site as needed). Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, .Contractor, at its own cost and expense, shall procure 'occurrence coverage" insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Contractor and its agents, representatives, employees, and subcontractors. Contractor shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City. Contractor shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Contractor's bid. Contractor shall not allow any subcontractor to commence work on any subcontract until Contractor has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. 4.1 workers ' C „ ompensation. Contractor shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Contractor. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the alternative, Contractor may rely on a self - insurance program to meet those requirements, but only if the program of self- insurance complies fully with the provisions of the California Labor Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Pago 3 of 13 Code. Determination of whether a self- insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Contractor, if a program of self - insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement. An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Contractor shall notify City within 14 days of notification from Contractor's insurer if such coverage is suspended, voided or reduced in coverage or in limits. 4.2 Commercial General and Automobile Liabilit y Insurance. 4.2.1 General requirements. Contractor, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance or an Automobile Liability foram or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to- property resulting from activities contemplated under this Agreement, including the use of owned and non - owned automobiles. 4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 or Insurance Services Office form number GL 0002 (ed. 1173) covering comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 1 (any auto) or Code 8 and 9 (non -owned if consultant has no owned automobiles). No endorsement shall be attached limiting the coverage. 4.2,3 Additional requirements. Each of the following shall be included in the insurance coverage or added as an endorsement to the policy: a. City and its officers, employees, agents, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied, or used by Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 4 of 13 Contractor; and automobiles owned, leased, or used by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers. b. The Insurance shall cover on an occurrence or an accident basis, and not on a claims -made basis. C. An endorsement must state that coverage is primary insurance with respect to the City and its officers, officials, employees and volunteers, and that no insurance or self - insurance maintained by the City shall be called upon to contribute to a loss under the coverage. d. Any failure of Contractor to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers. e. An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Contractor shall notify City within 14 days of notification from Contractor's insurer if such coverage is suspended, voided or reduced in coverage or in limits. 4.3 Reserved. 4.4 All Policies Requirements. 4.4A Acceotablllty of insurers_ All insurance required by this section is to be placed with insurers with a Bests' rating of no less than ANIL 4.4.2 Verification of coverage. Prior to beginning any work under this Agreement, Contractor shall furnish City with certificates of insurance and with original endorsements effecting coverage required herein. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 4.4.3 Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 4.4.4 Variation, The City may approve a variation in the foregoing insurance requirements, upon a determination that the coverages, scope, limits, and forms Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 5 of 13 of such insurance are either not commercially available, or that the City's interests are otherwise fully protected. 4.4,5 Deductibles and Self- Insured Retentions. Contractor shall disclose to and obtain the approval of City for the self- insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Contractor may increase such deductibles or self - insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self- insured retention levels with a requirement that Contractor procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. 4.4.6 Notice of Reduction in Coverage. In the event that any coverage required by this section is reduced, limited, or materially affected in any other manner, Contractor shall provide written notice to City at Contractor's earliest possible opportunity and in no case later than five days after Contractor is notified of the change in coverage. 4.5 Remedies. In addition to any other remedies City may have if Contractor fails to provide or maintain any insurance policies or,policy endorsements to the extent and within the time herein required, City may, at its sole option exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Contractor's breach; Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; Order Contractor to stop work under this Agreement or withhold any payment that becomes duo to Contractor hereunder, or both stop work and withhold any payment, until Contractor demonstrates compliance with the requirements hereof; and/or ■ Terminate this Agreement. Section 5. INDEMNIFICATION AND CONTRACTOR'S RESPONSIBILITIES. Contractor shall indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Contractor or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Contractor shall not apply when (1) the injury, loss of life, Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 6 of 13 damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required undor. this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Contractor acknowledges and agrees to the provisions of this Section and that It is a material element of consideration. In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System ;PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as.for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Section 6. STATUS OF CONTRACTOR. 6.1 Independent Contractor. At all times during the" term of this Agreement, Contractor shall be an independent contractor and shall not be an employee of City. City shall have the right to control Contractor only insofar as the results of Contractor's services rendered pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. 6.2 Contractor No Agent, Except as City may specify in writing, Contractor shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Contractor shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. Section 7. LEGAL REQUIREMENTS. 7.1 Governing Law. The laws of the State of California shall govern this Agreement. Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 7 of 13 7.2 Compliance with Applicable Laws. Contractor and any subcontractors shall comply with all laws applicable to the performance of the work hereunder. 7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Contractor and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program. 7.4 Licenses and Permits. Contractor represents and warrants to City that Contractor and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Contractor represents and warrants to City that Contractor and its employees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. , In addition to the foregoing, Contractor and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from City. 7.5 Nondiscrimination and Equal Opportunity. Contractor shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Contractor under this Agreement. Contractor shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Contractor thereby. Contractor shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement. Section 8. - TERMINATION AND MODIFICATION. 8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Contractor. Contractor may cancel this Agreement upon thirty (30) days' written notice to City and shall include in such notice the reasons for cancellation. In the event of termination, Contractor shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Contractor delivering to City any or all documents, photographs, computer software, video and audio- tapes, and other materials provided to Contractor or prepared by or for Contractor or the City in connection with this Agreement. Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 8 of 13 8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Contractor understands and agrees that, if City grants such an extension, City shall have no obligation to provide Contractor with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no obligation to reimburse Contractor for any otherwise reimbursable expenses incurred during the extension period. 8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties. 8.4 Assignment and Subcontracting. , City and Contractor recognize and agree that this Agreement contemplates personal performance by Contractor and is based upon a determination of Contractor's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Contractor. Contractor may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. No portion of the services provided pursuant to this Agreement may be subcontracted or assigned without prior approval of the City of Dublin. Requests to subcontract all or any portion of services required by this Agreement shall be submitted to the City's Contract Administrator, or his/her designee, at least thirty (30) days in advance of the proposed effective date of the subcontract. Contractor shall include in this written request a detailed description of how the Contractor plans to oversee the services performed by the proposed subcontractor. Contractor shall be responsible for services provided by any subcontractor as if Contractor were providing the services with its own organization. Any subcontractor who will provide services inside the Police Facility shall have. successfully passed a background check as described above prior to commencing work in that building. Contractor shall bear the expense of any subcontractor background checks 8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive the termination of this Agreement. 8.6 Options upon Breach by Contractor. if Contractor materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, the following: 8.6.1 Immediately terminate the Agreement; 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Contractor pursuant to this Agreement; Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 9 of 13 8.6.3 Retain a different Contractor to complete the work described in Exhibit A not finished by Contractor; or 8.6.4 Charge Contractor the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Contractor pursuant to Section 2 if Contractor had completed the work. Section 9. KEEPING AND STATUS OF RECORDS. 9.1 Records Created as Part of Contractor's Performance, All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Contractor prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City. Contractor hereby agrees to deliver those documents to the City upon termination of the Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Contractor agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties. 9.2 Contractor's Books and Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (i) years, or for any longer period required by law, from the date of final payment to the Contractor to this Agreement. 9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Contractor to maintain shall be made available for.inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City, Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement. Section 10 MISCELLANEOUS PROVISIONS. 10,1 Attorneys' Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose. - Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 10 of 13 10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Alameda or in the United States District Court for the Northern District of California. 10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties. 10.6 Use of Recycled Products. Contractor shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal or less cost than virgin paper. 10.7 Conflict of Interest. Contractor may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Contractor in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq. Contractor shall not employ any City official in the warp performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq. Contractor hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of the City. If Contractor was an employee, agent, appointee, or official of the City in the previous twelve months, Contractor warrants that it did not participato in any manner in the forming of this Agreement, Contractor understands that, if this Agreement is made in violation of Government Code §1090 et.seq., the entire Agreement is void and Contractor will not be entitled to any compensation for services performod pursuant to this Agreement, including reimbursement of expenses, and Contractor will be required to reimburse the City for any sums paid to the Contractor. Contractor understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California. 10.8 Solicitation. Contractor agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials. Janitorial Services Agreement between December 2, 2008 City of Dublin and J.S. Building Maintenance Services Page 11 of 13 10.9 Contract Administration. This Agreement shall be administered by Melissa Morton, Public Works Director (Contract Administrator). All correspondence shall be directed to or through the Contract Administrator or his or her designee. 10.10 Notices. Any written notice to Contractor shall be sent to: Any written notice to City shall be sent to: Melissa Morton City of Dublin Public Works 100 Civic Plaza Dublin, CA 94568 10.11 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp /seal shall be in a block entitled "Seal and Signature of Registered Professional with report/design responsibility,' as in the following example. N/A Seat and Signature of Registered Professional with report/design responsibility. Janitorial Services Agreement between December 2, 2 008 City of Dublin and J.S. Building Maintenance Services Page 12 of 13 10.12 Inte raq Lion, This Agreement, including (1) the Scope of Services attached hereto and incorporated herein as Exhibit A and its Aftachments 1 through 9, and (2) the Compensation Schedule attached hereto and incorporated herein as Exhibit B, represents the entire and integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral. CITY OF DUBLIN Mayor Attes Caroline Soto, City Clerk Reproved as to Form; 6, 4�� City Attorney C�I�LFf:Tc[��s}:t �a, (Name, Title) GWAINTEMANCESuUngsWankorlaf SeMws1W Request for ftposaMbnbrial Servm Agreement 2009 - liirary.doc Janitorial Services Agreement between December 2, 2008 City of Dublin and J,S. Building Maintenance Services Page 13 of 13 Exhibit A To the Janitorial Services Agreement between City of Dublin and J.S. Building Maintenance Services December 2, 2008 DESCRIPTION OF PROPOSED SERVICES Location: Dublin Library Contractor shall provide janitorial services and all cleaning supplies to sanitize, clean and maintain the interior and exterior areas of the building listed above. Services to include but are not limited to the elimination of all visible dust, dirt, litter, grime, stains, smears, finger marks, etc —, to the greatest practical degree possible, by performing the following: GENERAL REQUIREMENTS I Use all green cleaning products: 2. Ensure their staff is knowledgeable in the use of green cleaning products. 3. Furnish Library Dept with Material Safety Data Sheets. (MSDS). 4. Post MSDS at job site and update as needed. 5. Provide the following recycled paper products: Toilet paper Toilet seat covers Paper towels b. Have employees sign in & out for each shift worked. 7. Furnish Library Dept with pro -rated daily cost of janitorial service that Library Dept can use for monetary credit when vendor is unable to furnish service, for that day. 8. Furnish emergency janitorial service within four (4) hours of the requested time, on the day that the facility is open. 9. Provide a pager number, cell phone number or an office phone number that Library slept can use for weekend or night time emergency service. 10. Provide janitorial staff with either uniforms or ID badges that must be worn all times while actively working at the job site. 11. Verify that employees are U.S. Citizens or are Legal Resident Aliens. 12. Ensure that employees who are actively working at the job site shall have a basic understanding of the English language. Description of proposed services (location: Dublin Library) IS Building Maintenance Service Page I of 3 SPECIFIC kE UIREMENTS • All cleaning must be performed after hours on the day(s) of the facilities regular operating hours. • No meeting room set -up required. • Keep janitorial storage area clean, organized and odor free. • No cleaning is required in the following areas: expansion room, interior lobby, two public bathrooms in lobby and all meeting rooms and meeting room kitchen, per furnished facility map. General Cleanine To be performed daily., I . Clean public desks, chairs, tables, study carrels, counters, cabinets and bookcases of dust, dirt, fingerprints, foreign and unsightly manner. 2. Clean and disinfect sink(s). 3. Clean, disinfect and polish drinking fountain(s). 4. Empty waste baskets, kitchen garbage cans, recycling cans and remove waste from building. Sort waste into correct waste containers. Keep central garbage area clean. 5. Line waste baskets with recyclable liners. Wash/clean waste baskets as required. 6. Remove fingerprints, graffiti tape, gum and other marks from doors, mirrors, walls partitions, wood trim and other vertical surfaces. 7. Clean glass display case. To he performed monthly: 1. Dust blinds. (6' ladder maybe required) 2, Dust partitions, ledges, baseboards, she window sills and wall mounted items. 3. Dust high areas, including top of shelving and remove cobwebs, 02' to 15' extension to duster maybe required) Lunch Room To he performed daily., I. Wipe tables and countertops. 2. Remove fingerprints from cabinets. 3. Clean sink, only if it is empty. Vendor is not responsible for washing dishes or removing dirty dishes from sink. 4. Refill dispensers. Vendor is not responsible for cleaning stoves, microwaves, toaster ovens, coffee makers, etc. Description of proposed services (location: Dublin Library) JS Building Maintenance Service Page 2 of 3 Floors To be performed daily: 1. Vacuum carpets and rugs per furnished floor plan. To be peformed quarterly: (Jan, Apr, July, oct) 1. Strip and wax non - carpeted areas and re -seal with a non -slip product, as per furnished floor plan. Notify the Unit Supervisor five (5) days prior to stripping. R-elroom s To be performed daily: 1. Clean and disinfect lavatories, bowls, seats, basins and urinals. 2. Disinfect the walls and partitions to a. height of four (4) feet from the floor. 3. Clean graffiti from walls, doors and partitions. If unable to clean graffiti, vendor must notify library staff. 4. Clean and polish mirrors, dispensers, containers, fixtures and fittings. 5. Clcan and disinfect floors and leave a non -slip surface. 6. Refill dispensers. 7. Clean floor drains, flush with water. Windows To be performed daily: 1. Clean interior lobby doors on both sides. 2. Clean both sides of group study area glass wall and interior doors. To be performed weekly: I . Clean office glass window and glass door windows, 2. Clean both sides of glass wall between the teen area and the adult reading area. Light Bulbs & FluormMt Tubes All re- lamping is done by the city. Description of proposed services (location; Dublin Library) JS Building Maintenance Service Page 3 of 3 Exhibit B To the Janitorial Services Agreement between City of Dublin and J.S. Building Maintenance Services December 2, 2008 October 27, 2008 Steven Yee, PE Public Works Manager (Maintenance) City of Dublin 100 Civic Plaza Dublin CA 94568 Re: Proposal for Janitorial Services (location: Dublin library) To the City of Dublin, Thank you for this oppurtunity to present our proposal to provide janitorial services at Dublin library for year 2009. We at JS Building Maintenance Service always strive to provide the best services to our customers. Our customer's goodwill is our greatest asset and we work hard to retain that goodwill. Please find attached our proposal for janitorial services at Dublic library. The Proposal is essentially the same what we received from County of Alameda (location: Dublin library ) for the year 2008. and current services at Dublin library is performed in accordance with the same. The pricing for the year 2009 will remain the same as for year 2008. The price breakdown for monthly service is as follows: Janitorial services $ 1920.00 Supplies . $ 230.00 Tax (supplies only) $ 20.12 Total $ 2170.12 We look forward to your comments and if awarded the contract as your cleaning service, we will maintain the high level ofperformance we know you expect. We look forward to a long and mutually beneficial relationship with you and your firm. Sincerely, Jagtar i C 7 Ww JS Building Maintenance Service 35801 Plumeria way, Fremont CA 94536 (510) 896 -8069 Phone (510) 896 -8447 Fax Attachment: Description of Proposed Services Location: Dublin Library FIRST AMENDMENT TO JANITORIAL SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND JS BUILDING MAINTENANCE SERVICE WHEREAS, on December 2 2008, the City of Dublin (hereinafter referred to as "CITY ") and J.S. Building Maintenance Service (hereinafter referred to as "CONTRACTOR "), entered into Janitorial Services Agreement between the City of Dublin and J.S. Building Maintenance Service (hereinafter referred to as the "Agreement "; and WHEREAS, CITY and CONTRACTOR wish to amend the terms of the Agreement to reflect the reduction of janitorial services at the Dublin Library on Fridays of every month effective September 1, 2010; and NOW, THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, CITY and CONTRACTOR hereby agree to amend the Agreement as follows: Section 1. The "price breakdown for monthly service" contained in Exhibit B to the Janitorial Agreement between the City of Dublin and J.S. Building Maintenance Service is hereby amended to read as follows: Janitorial Services $1,610.86 Supplies $ 230.00 Tax (supplies on! 20.12 Total $1,860.98 Section 2. In the event of a conflict between the Agreement and this Amendment, this Amendment will control. Except to the extent inconsistent with this Amendment, the Parties ratify and confirm all of the terms and conditions of the Agreement. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date and year first above written. CITY OF DUBLIN Dated: �` ' tc� By: CC Jon' L. Pattillo Manager Attest: APPROVED AS TO FORM: By: y: Caroline Soto John a City Clerk City Attorney J.S. Building Maintenance Service Dated: By: Jagtar Singh, Owner