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HomeMy WebLinkAbout25E - POWER SWEEPING AND STEAM CLEANINGREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JANUARY 4, 2011 TITLE: MAINTENANCE SERVICES AGREEMENT FOR POWER SWEEPING, STEAM CLEANING AND PRESSURE WASHING SERVICES AT THE SANTA ANA REGIONAL TRANSPORTATION CENTER CITY MANAGER &A& RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a one-year Maintenance Services Agreement with RueVac Property Services subject to nonsubstantive changes approved by the City Manager and City Attorney for power sweeping, steam cleaning and pressure washing services at the Santa Ana Regional Transportation Center, with three 1-year extension options. DISCUSSION The Santa Ana Regional Transportation Center (SARTC) is a regional hub, combining Amtrak, MetroLink, Orange County Transit Authority, and other bus and taxi services. The City maintains the facility for the travelling public and tenants. A Request for Proposals (RFP) to solicit proposals for power sweeping, steam cleaning and pressure washing services was prepared. The RFPs were mailed on November 2, 2010. Below is a summary of the proposals solicited, and those received: 20 Request for Proposals mailed 3 Request for Proposals mailed to Santa Ana vendors 2 Proposals received 0 Proposals received from Santa Ana vendors The ratings and fees for the two proposals received are as follows: RAT ING BID AM OUNT NAME OF RESPONSIVE BIDDER Power Sweeping Steam/ Pressure Power Sweeping Steam/ Pressure RueVac Property 83.75 81.5 $737 per month $2,300 per month E.P. Maintenance 50.75 54.5 $930 per month $2,500 per month 25E-1 Maintenance Services Agreement for Steam Cleaning and Pressure Washing At the Santa Ana Regional Transportation Center January 4, 2011 Page 2 The proposals received were rated by a team from the Public Works and Community Development Agencies. The proposals were evaluated according to the firm's experience, understanding of the scope of work, references and cost to the City. RueVac Property Services received the highest average score. The proposal submitted by this firm is consistent, reasonable, and in line with staff's estimate. Because of the quality of personnel, experience, and cost to the City, it is recommended that RueVac Property Services be retained for the required services. FISCAL IMPACT Funds are available in the Maintenance & Repair - Building and Ground account (accounting unit 06717650-62320). APPROVED AS TO FUNDS AND ACCOUNTS: ARauGodi IVIA Z11 Francisco Gutierrez Executive rector Executive Director Public Wo Agency Finance & Management Services Agency RG/CK Exhibit 1: Maintenance Services Agreements 25E-2 AGREEMENT FOR PROVISION OF MAINTENANCE SERVICES THIS AGREEMENT, made and entered into this 3rd day of January, 2011 by and between RUE VAC PROPERTY SERVICES, INC., a California corporation (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. City desires to retain a contractor having special skill and knowledge in the field of power sweeping services. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall supply all labor, materials, equipment and transportation necessary for maintaining all areas of the two parking lots, all paths of entry, bus parking stalls and driveways and all four levels of the parking structure clean and well swept, at the Santa Ana Regional Transportation Center ("SARTC"), as set forth in Exhibit A attached hereto and incorporated by reference. At all times while providing power sweeping services for City, Contractor shall comply with all Federal, State and local requirements for collection, filtering and disposal of waste and water. Initially Contractor shall power sweeping services on a two times per week basis. City retains the option to increase the frequency of services up to three times per week. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for services, a monthly fee of $737.00. The total sum to be expended under this Agreement shall not exceed $10,000.00, annually, during the term of this Agreement. b. Payment by City shall be made within 30 days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Invoices shall be mailed to Santa Ana Regional Transportation Center, Alma Flores, 1000 East Santa Ana Blvd., Suite 108, Santa Ana, CA 92701 25E-3 3. TERM This Agreement shall commence on January 1, 2011 and terminate on December 31, 2011, unless terminated earlier in accordance with Section 12, below. This Agreement may be renewed for two successive 12-month periods upon the written agreement of the City and Contractor, at least 30 days prior to the termination of the then current term. In the event City Council does not provide funding for services during succeeding fiscal periods, the City shall notify the provider of such occurrence and contract shall terminate on the last day of current fiscal period without penalty or expense to the City. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 25E-4 d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Contractor or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to 25E-5 any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: and Public Works Agency - Administrative Services City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-5069 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Contractor: RueVac Property Services Ronald K. Lyons 600 West Taft Avenue Orange, California 92865 telefacsimile 714-998-3294 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and 25E-6 addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated • Immediately upon the written agreement of both parties • By the City upon thirty (30) days written notice to Contractor • By the Contractor upon 120 days written notice to City 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 25E-7 15. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS Contractor shall maintain all necessary licenses, permits, approvals, waivers and exemptions necessary for the provision of services hereunder and shall carry out all services pursuant to this Agreement in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they map apply, and all other provisions of the City and its Municipal Code (as they may apply), and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 et seq. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID N. REAM Clerk of the Council City Manager APPROVED AS TO FORM: RUE VAC PROPERTY SERVICES, INC. By: Laura Sheedy Assistant City Attorney RONALD K. LYONS President Tax ID# 25E-8 EXHIBIT A CONTRACT SPECIFICATIONS AND REQUIREMENTS FOR POWER SWEEPING AT SARTC 1. SCOPE OF SERVICES A. The contractor will provide all labor, supervision and equipment needed to provide all necessary components of power sweeping. B. Contractor shall obtain within five (5) days of executing this contract, a current City of Santa Ana Business Permit and shall maintain a current business permit throughout the term of said contract. C. Contractor agrees to conform to all applicable federal and State Occupational Safety and Health Act standards in the performance of these duties. D Whenever a question as to the meaning of any portion of the specifications is in dispute or where there may be more than one interpretation given to any portion of the specifications the interpretation by City shall be final. E. If the contractor fails to provide services as per specifications, City shall have the right to contract for said deficiencies and bill back the incumbent contractor. H. SUCCESSFUL CONTRACTOR'S RESPONSIBILITIES A. Provide all transportation, labor, equipment, and materials to complete proposed project. B. Provide trained personnel. C. Provide identification for all employees servicing the area. Identification must be produced for the Security Guard on Duty upon arrival at each scheduled job on property. III. SCOPE OF SERVICES Contractor shall supply all labor, materials, equipment and transportation necessary for the removal of trash, dust and debris from parking lots, vehicular entryways, bus parking stalls, bus and all four levels of parking structure as indicated on the attached map (Attachment F) of the SARTC . Contactor shall provide sweeping services in all designated areas two (two) times per week. City reserves the right to increase the frequency of sweeping to three (3) times per week. All work at the SARTC shall be performed between the hours of I Ipm and 4am. 25E-9 The areas to be swept are designated on the site plan in Attachment F and consist of the following: all entrances, driveways, curbs, parking lots, parking structure levels, bus lanes and bus stalls, courtyard, exterior walkways, utility drive area and platforms. Contractor must leave the area clean and free of all trash, dust and debris. The Contractor must remove all of the trash dust and debris from the facility. The sweeping process must not damage any surfaces. The sweeping process must not damage adjacent areas in any way. The contractor will be responsible for all damage to the surrounding areas. The City reserves the right to suspend the work wholly or in part if deemed necessary for the best interest of the City. This suspension will be without compensation to the Contractor, other than to adjust the contract completion/delivery requirements. Hindrances or delays from any cause under this agreement shall be provided for by the Contractor at no cost to the City. Such delays, if due to the fault or neglect of the City Coordinator, shall entitle the Contractor to an extension of time allowed for completing the work sufficiently to compensate for the delays. Contractor must notify the City Coordinator of any cause of delay. The contractor, upon completion of the job and prior to final acceptance shall remove all supplies, materials, debris, rubbish, etc. caused by the operation and leave the finished site in a neat, orderly condition. Sweeping must include area under and around vehicles parked in lots or in parking structure. In or around all corners and recesses and other structures located within the sweeping area. All curbs adjacent to the Depot property must be swept, removing all dirt and grime. The Contractor will be responsible for the proper disposal of all waste, according to requirements specified by the City. 25E-10 ATTACHMENT 1 GENERAL CONDITIONS The following is included as an attachment to the basic contract and must be complied with by the contractor. Contractor shall furnish employee identification cards for those employees working. Employees will be required to permanently wear such identification cards whenever so working. Contractor shall agree that the City will approve all employees used in executing this agreement. Contractor shall check in and out with Security Guard on Duty each and every time contractor is on the premises. 2. Contractor shall maintain a twenty-four (24) hour, seven (7) day a week telephone and facsimile machine service and shall respond within two (2) hours to clean up any work left undone after the City notifies the contractor of failure to perform. The City will notify the contract service company by facsimile of any and all failures to comply with this procedure. Contractor shall designate in writing to the City the name of the person who will officially represent the contractor and be responsible for communication between the Agency and the contractor. 4. The contractor agrees that the services covered by this agreement shall be performed by carefully selected and efficient employees in conformity with accepted power sweeping standards and practices. The contractor further agrees that upon request by City the contractor will remove from premises any employees who, in the opinion of City are guilty of improper conduct or are not qualified to perform the work assigned. Contractor further agrees to provide City with a steady and dependable work force. Employee turnover will be kept to a minimum. 5. The following security requirements shall be in effect at all times. Failure to abide by any of these items by any contractor's employee may result in removal from the facility and or criminal charges. All of the contractor's personnel to work for the City at The Depot at Santa Ana must provide the following information before beginning work: a. First name, middle name, last name b. Date of birth c. Current residence address d. Photocopy of valid government-issued photo identification e. Photocopy of valid Social Security Card f. Proof of United States citizenship or legal work status 25E-11 The contractor shall be notified of any employee that is refused for employment within the facility. The above information requirement shall also apply to employees who begin at any later date. Decisions of the City are final and are not subject to arbitration. 6. When an employee leaves the service of the contractor, the contractor shall notify City within twenty-four (24) hours. 7. Contractor's employees shall not report to work, nor be allowed to work, while under the influence of alcohol or narcotics. Persons that are under the influence of alcohol or narcotics shall be denied work. In the event of a dispute between contractor's staff and City staff regarding work procedures, security measures, etc., City shall have the final decision. 8. Contractor shall provide all sweeping appliances, utensils, equipment, etc. 9. Contractor will provide all prescribed services for the SARTC. Attachment F identifies the areas covered by this agreement. 25E-12 25E-13 AGREEMENT FOR PROVISION OF MAINTENANCE SERVICES THIS AGREEMENT, made and entered into this 3`d day of January, 2011 by and between RUE VAC PROPERTY SERVICES, INC., a California corporation (hereinafter "Contractor"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS A. City desires to retain a contractor having special skill and knowledge in the field of steam cleaning and power washing of streets and sidewalks. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Contractor shall supply all labor, materials, equipment and transportation necessary for the removal of stains and deposits from cement and brick paver sidewalks at the Santa Ana Regional Transportation Center ("SARTC"), as set forth in Exhibit A attached hereto and incorporated by reference. At all times while providing steam cleaning services for City, Contractor shall comply with all Federal, State and local requirements for collection, filtering and disposal of waste and water. Initially Contractor shall provide steam cleaning and power washing on two times per week basis. City retains the option to increase the frequency of services up to three times per week. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for services, a monthly fee of $2,300.00. The total sum to be expended under this Agreement shall not exceed $30,000.00, annually, during the term of this Agreement. b. Payment by City shall be made within 30 days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Invoices shall be mailed to Santa Ana Regional Transportation Center, Alma Flores, 1000 East Santa Ana Blvd., Suite 108, Santa Ana, CA 92701 3. TERM This Agreement shall commence on January 1, 2011 and terminate on December 31, 2011, unless terminated earlier in accordance with Section 12, below. This Agreement may be renewed for two successive 12-month periods upon the written agreement of the City and Contractor, at least 30 days prior to the termination of the then current term. 25E-14 In the event City Council does not provide funding for services during succeeding fiscal periods, the City shall notify the provider of such occurrence and contract shall terminate on the last day of current fiscal period without penalty or expense to the City. 4. INDEPENDENT CONTRACTOR Contractor shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Contractor's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Contractor, if Contractor has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: 25E-15 (i) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, contractors, special counsel, and representatives from liability; (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Contractor or its subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Contractor further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Contractor agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 25E-16 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 telefacsimile (714) 647-6956 With courtesy copies to: and Public Works Agency - Administrative Services City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-5069 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Contractor: RueVac Property Services Ronald K. Lyons 600 West Taft Avenue Orange, California 92865 telefacsimile 714-998-3294 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 25E-17 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated • Immediately upon the written agreement of both parties • By the City upon thirty (30) days written notice to Contractor • By the Contractor upon 120 days written notice to City 13. DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS Contractor shall maintain all necessary licenses, permits, approvals, waivers and exemptions necessary for the provision of services hereunder and shall carry out all services pursuant to this Agreement in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, prevailing wage requirements, the City zoning and 25E-18 development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they map apply, and all other provisions of the City and its Municipal Code (as they may apply), and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 et seq. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. 1 UIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: Laura Sheedy Assistant City Attorney DAVID N. REAM City Manager RUE VAC PROPERTY SERVICES, INC. RONALD K. LYONS President Tax ID# 25E-19 EXHIBIT A CONTRACT SPECIFICATIONS AND REQUIREMENTS FOR PRESSURE WASHING AND CLEANING 1. CITY RESPONSIBILITIES A. Provide location of water hookups. II. SUCCESSFUL CONTRACTOR'S RESPONSIBILITIES A. Provide all transportation, labor, equipment, and materials to complete proposed project. B. Provide trained personnel. C. Provide identification for all employees servicing the area. Identification must be produced for the Security Guard on Duty upon arrival at each scheduled job on property. III. SCOPE OF SERVICES The contractor shall provide the services set forth in Attachments 1, 2 and 3 under the following criteria: A. The contractor will provide all labor, supervision and equipment needed to provide all necessary steam cleaning and pressure washing. B. Contractor shall obtain within five (5) days of executing this contract, a current City of Santa Ana Business Permit and shall maintain a current business permit throughout the term of said contract. C. Contractor agrees to conform to all applicable federal and State Occupational Safety and Health Act standards in the performance of these duties. D Whenever a question as to the meaning of any portion of the specifications is in dispute or where there may be more than one interpretation given to any portion of the specifications the interpretation by City shall be final. E. If the contractor fails to provide services as per specifications, City shall have the right to contract for said deficiencies and bill back the incumbent contractor. 25E-20 ATTACHMENT 1 SPECIFICATIONS AND REQUIREMENTS FOR STEAM CLEANING AND PRESSURE WASHING AT THE SARTC 1.1 Contractor shall supply all labor, materials, equipment and transportation necessary for the removal of stains and deposits from cement and brick paver sidewalks as indicated on the attached map (Attachment F) of the SARTC. 1.2 All work at the SARTC shall be performed between the hours of 11 pm and 5am, excluding Friday and Saturday. 1.3 The areas are described below: Four Levels of Parking Structure Annually (all floors, ledges, landings, walls, & pipes) Walkway to Santa Ana Boulevard Semi-Annually Flag Area Semi-Annually Concrete Drive Area from Fountain to Flags Semi-Annually Parking Structure - North & South Stairways and Elevator entrance areas Quarterly Parking Structure - Entry and Exit areas (booths, etc.) Quarterly Parking Structure - Main Entrance Area to Greyhound area Quarterly North Esplanade Quarterly Northbound Platform Quarterly Southbound Platform Quarterly Courtyard Stairways to Second Level Quarterly Pedestrian Bridge from Parking Structure to Quarterly 2"d floor of building Pedestrian Bridge over tracks and stairways Quarterly Walkways from Courtyard to south Quarterly driveway and trash area Bus bays 1-10 Monthly Main Entrance Monthly Fountain and surrounding area Monthly Courtyard Monthly South Esplanade Monthly West Esplanade Monthly East Esplanade Monthly Landing area inside 1" floor of Parking Structure Monthly Landing area inside 2"d floor of Parking Structure Monthly Landing area inside 3rd floor of Parking Structure Monthly All lower walls and columns/pillars with brick material in the areas described above are to be included in the work performed. 25E-21 1.4 The City reserves the right to order cleaning in specific areas. Areas shall be cleaned in any combination or sequence as determined by the Executive Director of the Public Works Agency or the designated representative. 1.5 The City will provide the water necessary to complete the cleaning of the sidewalks. 1.6 Process used by the Contractor must leave the area clean and free of stains, deposits including mineral deposits, and all loose or embedded materials, including chewing gum. The Contractor must remove all debris from the area; all water must be captured using zero-discharge technique and removal of all affluent from the sidewalks. The cleaning process must not damage the concrete surfaces and the brick paver surface. The process must not damage adjacent areas in any way. The contractor will be responsible for all damage to the surrounding areas. 1.7 The City reserves the right to suspend the work wholly or in part if deemed necessary for the best interest of the City. This suspension will be without compensation to the Contractor, other than to adjust the contract completion/delivery requirements. 1.8 Hindrances or delays from any cause under this agreement shall be provided for by the Contractor at no cost to the City. Such delays, if due to fault or neglect of the City Coordinator, shall entitle the Contractor to an extension of time allowed for completing the work sufficiently to compensate for the delays. Contractor must notify the City Coordinator of any cause of delay. 1.9 The contractor, upon completion of the job in any space and prior to final acceptance shall remove all supplies, materials, debris, rubbish, etc. caused by the operation and leave the finished site in a neat, orderly condition. All walls and glass door entries shall be free of dirty water and/or mud stains. 1.10 All sidewalk gutters must be cleaned of all gum and other debris and substances. 1.11 The cleaning process must use hot water under high pressure for the most effective cleaning. The temperature of the water is to be 250 degree Fahrenheit minimum. 1.12 All gum must be removed from the paver, concrete and other sidewalk surfaces. 1.13 Pressure washing is to include the areas behind the sidewalk benches, bus stop areas, and other structures located on the outside of the building structures. 1.14 Bus stop areas are to be cleaned of all debris, gum, dirt and grime. 1.15 The Contractor will furnish all the equipment, labor, supplies and anything else necessary to clean, gum, dirt, grime, oil and other fluids from the pavement areas shown. The project will require power surface cleaning of concrete, pavers and asphalt surfaces. The cleaning activities include simultaneous mechanical removal of materials or pollutants from the surface of the pavement, through application of water under pressure with elevated temperatures used in the cleaning process and the collection of the waste and water. The water is to be filtered to one (1) micron particulate size. 1.16 This method is to produce measurable results which will capture and remove at least 95% of the waste pollutants, dirt, and other debris from the pavement surfaces. The Contractor will be responsible for the disposal of all recovered waste in accordance with all applicable local, state and federal laws and regulations. 25E-22 1.17 Power wash liquids should be applied to the surface at minimum water temperature of 250 degree Fahrenheit. Power wash shall be applied to the various surfaces at an operating pressure of 3500 PSI. 1.18 Cleaning chemicals used in the performance of the work activities shall be within the following OSHA Hazard Standards guidelines: 1. NFPA Hazardous Materials Identification System • Health • Flammability 0 • Reactivity 0 • Contact Hazard 0 2. Reactivity • Stable • No conditions to avoid • No incompatibility • No hazardous decomposition or by-products • No hazardous polymerization 1.19 Submittals shall include data on equipment, materials, methods, experience of personnel, Material safety Data Sheets (MSDS), certification of OSHA required training, data generated during completion of contract activities, including but not limited to analytical results, methodologies, chain of custody documentation, health and safety plan, waste management plan, storm water inlet management plan and any other information required as part of this project. 1.20 As part of the Best Management Practice included within a Storm-water Pollution Prevention Program required at a regulated facility by the NPDES permit of the Clean Water Act, no discharges will be allowed into the storm drain system or any type drain system. Appropriate cost for circumvention of the storm drain system discharges are assumed incorporated in the bid. 25E-23 ATTACHMENT 2 GENERAL CONDITIONS The following is included as an attachment to the basic contract and must be complied with by the contractor. Contractor shall furnish employee identification cards for those employees working. Employees will be required to permanently wear such identification cards whenever so working. Contractor shall agree that the City will approve all employees used in executing this agreement. Contractor shall check in and out with Security Guard on Duty each and every time contractor is on the premises. 2. Contractor shall maintain a twenty-four (24) hour, seven (7) day a week telephone and facsimile machine service and shall respond within two (2) hours to clean up any work left undone after the City notifies the contractor of failure to perform. The City will notify the contract service company by facsimile of any and all failures to comply with this procedure. Contractor shall designate in writing to the City the name of the person who will officially represent the contractor and be responsible for communication between the Agency and the contractor. In the event Agency requires a change in the scope of the work set out in this agreement, for any reason, the contractor shall provide in the attached Request for Proposals an hourly rate for labor and materials or a unit price. Such rates or unit price shall be in force during the first year of the contract and shall be negotiated for the succeeding years in accordance with the methods for changes set forth elsewhere in this agreement. 25E-24 The contract may be terminated under the following conditions: a. By mutual written agreement of both parties. Termination under this provision may be immediate. b. Upon thirty (30) days written notice by City to contractor. The contractor may terminate responsibility of agreement by notifying City one hundred and twenty (120) days prior to termination date. 6. The contractor is engaged as an independent contractor and will be responsible for any federal or State taxes applicable to this agreement and for complying with the requirements of all federal and state laws pertaining to income tax, unemployment insurance and other insurance applicable and necessary for its employees. The contractor agrees that the services covered by this agreement shall be performed by carefully selected and efficient employees in conformity with accepted steam cleaning and pressuring washing standards and practices. The contractor further agrees that upon request by City the contractor will remove from premises any employees who, in the opinion of City are guilty of improper conduct or are not qualified to perform the work assigned. Contractor further agrees to provide City with a steady and dependable work force. Employee turnover will be kept to a minimum. The following security requirements shall be in effect at all times. Failure to abide by any of these items by any contractor's employee may result in removal from the facility and or criminal charges. All of the contractor's personnel to work within the City provide the following information before beginning work: a. First name, middle name, last name b. Date of birth c. Current residence address d. Photocopy of valid government-issued photo identification e. Photocopy of valid Social Security Card f. Proof of United States citizenship or legal work status The contractor shall be notified of any employees that are refused for employment within the facility. The above information requirement shall also apply to employees who begin at any later date. Decisions of the City are final and are not subject to arbitration. 9. The contractor shall not engage in discrimination in hiring, selection, retention, promotion, or treatment of any person in receipt of the benefit of any services or activities made possible by, or resulting from, the contract. Discrimination means any act that unreasonably differentiates treatment, intended or unintended, based on age, handicap, national origin, race, marital status, religion, or sex. 10. When an employee leaves the service of the contractor, the contractor shall notify City within twenty-four (24) hours. 12 25E-25 11. Contractor's employees shall not report to work, nor be allowed to work, while under the influence of alcohol or narcotics. Persons that are under the influence of alcohol or narcotics shall be denied work. In the event of a dispute between contractor's staff and City staff regarding work procedures, security measures, etc., City shall have the final decision. 12. Contractor shall provide all cleaning appliances, utensils, equipment, etc. No storage of equipment or supplies shall be provided to the contractor. 13 25E-26