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Executive Services-2005-12 ^c\ i Executive Services MAINTENANCE AGREEMENT This Maintenance("Agreement")is made of the Effective Date below by and between Executive Services of Riverside and The City of Grand Terrace. WHEREAS: • Executive Services is in the business for providing commercial cleaning and maintenance services; and, • Client is desirous of the services of Executive Services for the purpose of keeping its premises properly cleaned as outlined in the Cleaning Schedule; and, • Executive Services agrees to provide such services to Client; THEREFORE, in consideration of the mutual covenant's and obligations set out in the Agreement, the parties hereby agree as follows: 1. PERFORMANCE OF SERVICES 1.1 Performance of the services scheduled shall begin on the 17th day of August, 2005. 1.2 The term of the Agreement shall be for one(1)year from the date of services are scheduled to begin. 1.3 The services shall be performed at the following location: BUILDING NAME: City of Grand Terrace ADDRESS: 22795 Barton Road Grand Terrace, Ca 92313-5295 1.4 The premises making up the working area under this Agreement will be known further in the Agreement as the"Named Areas", which are further defined in the Cleaning Schedule, attached hereto as Exhibit A. 1.5 Executive Services agrees to service the Named Areas as scheduled 3 x per week. 1.6 Executive Services agrees to furnish all equipment and tools necessary for the performance of its duties. The duties being to maintain the Named Areas in a neat, clean and orderly condition as outlined in the Cleaning Schedule. Client warrants that the premises to be serviced are free of asbestos, hazardous materials and hazardous waste materials. 2. PAYMENT OF SERVICES 2.1 Client agrees to pay to Executive Services each month the total minimum sum stated in the Pricing Schedule, attached hereto as Exhibit C, on or before the last day of each month in which services are rendered. Client also agrees to pay for any charges relating to an.initial Clean as stated in Exhibit B; any requested additional cleans, as stated in Exhibit D, and any sales or use tax levied by a taxing authority on the value of the services provided or supplies purchased. Client agrees that all payments due and owing Executive Services for any reason, shall be properly credited only w hen delivered to the following address: Executive Services 9980 Indiana Avenue Suite 8 Riverside, CA 92503 2.2 Client agrees for holidays were predetermined and.given as part of the monthly charge herein, and no other adjustments will be made for those holidays. 2.3 From time to time, as the parties may agree,the amount to be paid by Client may be increased or decreased to reflect an increase or decrease in the area of space serviced and the kind, amount or frequency of service to be rendered. Such modifications shall be'binding only if in writing, signed by both parties. In the event mutual agreement relating to frequency of service,type of service,space serviced or amount to be paid cannot be reached,the frequency of service, type of service or amount to be paid shall remain unchanged. 2.4 It is expressly agreed that the total minimum stated in the Pricing Schedule may be increased annually by Executive Services by a percentage amount not to exceed the annual increase of the Consumer Price Index as most recently published in the Wall Street Journal. 2.5 In the event payment for services is not received within thirty(30)days form the date such payment is due, Executive Services may suspend services to Client until such payment-is received. Suspension of services by Executive Services under this section shall not deprive Executive Services of its remedies or actions against Client for past or future payments due under this agreement, nor shall the bringing of any action for payment of services or other rights contained herein be construed as a waiver or any Executive Services rights. 3.INDEPENDENT BUSINESS RELATIONSHIP 3.1 It is expressly agreed that Executive Services will select and designate all personnel required to meets its obligations under this Agreement. 3.2 Executive Services and any of its personnel are not employees of Client but are independent contractors; and in this regard,such as Executive Services employees will not be within the protection or coverage of Client's Workers'Compensation Insurance and no withholding of Social Security, Federal or State Income Tax or other deductions shall be made from the sums agreed to be paid to Executive Services herein, the same being contract:payments and not wages. 3.3 Client agrees that during the term of this Agreement, and within one hundred and eighty(180)days after termination, that Client will not employ any employees, agents, representatives or franchisees of Executive Services without the express written consent of Executive Services. Executive Services agrees that during the term of this Agreement and within one hundred and eighty(180)days after termination, it will not employ any employees, agents or representatives of Client without the express written consent of Client. 3.4 Executive Services and client mutually indemnify, defend and hold harmless the other party against any and all claims based upon alleged neglect or intentional conduct of their respective agents and employees. Executive Services agrees to name the client additional insured general liability insurance policy to be in a minimum amount of One Million Dollars per occurrence. 4.RENEWAL AND TERMINATION 4.1 This Agreement shall be automatically extended and renewed on each anniversary date on the same terms and conditions, unless either party gives 60 notices prior to the anniversary date. For all subsequent years, any rate increases will be negotiated based upon normal and reasonable inflationary increase to be agreed upon prior to the anniversary date. Failure to reach an agreement, prior there to shall result in termination of this agreement. 4.2 Client may terminate this contract for non-performance of services that are schedule to be performed with a 24 hour notice. 4.3 All notices between Client and Executive Services shall be in writing. Any notice shall be deemed duty served if such notice is deposited, postpaid and certified, with the United State Postal Service, or a recognized common parcel courier providing express, receipted delivery to the address as stated in Section 2.1. Herein for Executive services or the address stated on the signature page of this agreement for Client. All other notices, including notices personally delivered to individuals performing services under this Agreement, shall be ineffective. Either party may change the address of notice by providing the other party written notice of such change. Time is of the essence for all notices required under the terms of this agreement. 5.GENERAL PROVISIONS 5.1 In the event it becomes necessary for either party to institute suit against the other to secure or protect its rights under this Agreement, the prevailing party shall be entitled to all associated costs of the suit, including reasonable attorney's fees, court costs and damages as a part of any judgment entered in its favor. 5.2 The terms of this Agreement shall be binding upon Executive Services and Client and their respective heirs, representatives, successors and assigns, except as otherwise herein provided. This Agreement shall be binding on Executive Services at the time of execution by an authorized Executive Services agent. 5.3 Any waiver by either party to this Agreement of a breach of any term or condition of this Agreement shall not constitute a waiver of any subsequent breach of the same or any other term or condition of this Agreement. 5.4 Jurisdiction and venue for any suit brought on this Agreement shall be in the government division of the county where the Executive Services office is located. 5.5 The parties acknowledge that they have fully reviewed and discussed the terms of this Agreement and exhibit A, B,C, &D,which are hereby made a part of this Agreement and the exhibits supersedes all prior agreements, representations and understandings of the parties. 5.6 Any changes or modification to this Agreement must be in writing, signed by both parties and attached hereto. 5.7 In the event any section, subsection, provision or clause of this Agreement or any combination thereof is found to be unenforceable at law, in equity or under any presently existing or hereafter enacted legislation, regulation, or order of the United States, any state or subdivision thereof or any municipality, those findings shall not, in any way, affect any other part of this Agreement which shall continue in full force and effect,and the unenforceable provision hall be interpreted in a manner that imposes the maximum restriction or obligation permitted by law. IN WITNESS WHEREOF, the Parties hereto have set their hands this Z5 L day of , 2005. Executive Services of Riverside City of Grand Terrace 9980 Indiana Avenue Suite 8 22795 Barton Road Riverside, CA 92503 Grand Terrace, Ca. 92313-5295 (951)780-2600 (909)430-2226 Signature Signature 7rlah�a5 xj1 1,4 Jim Ferraro Typed/Printed Name Executive Services ei j�j A40 h6iq eV- Title CITY OF GRAND TERRACE 22795 BARTON ROAD GRAND TERRACE, CA 92313-5295 PRICE SCHEDULE EFFECTIVE 8/17/05 PRICING SCHEDULE The Named building will be serviced according to the Cleaning Schedule for the monthly charge of: ELEVEN HUNDRED AND TWENTY FIVE DOLLARS ($ 1,125.00) per month FOR THREE (3) DAYS PER WEEK SERVICE • Represents a 15% reduction in daily-cleaning expense based upon current costs UPON CLIENT REQUEST THE FOLLOWING SERVICES WILL BE PERFORMED: INITIAL FACILITY CLEANING: • .12 cents per square foot I.E. 12,000 sq.ft.@.12=$ 1,440.00 • To include the stripping and waxing of hard floor surfaces WINDOW CLEANING: • $385.00 for Initial Window cleaning service • Interior Windows will be cleaned 2 times per year(included in monthly rate) CARPET CLEANING: • .15 cents per square foot • steam extraction carpet cleaning service HARD FLOOR SURFACE: .18 cents per square foot • hard floor service includes the stripping and waxing of all hard floor surfaces C5�C� 2u1��-►�r EXEC"TIVE SERVICES August 17, 2005 Mr. Steve Berry Assistant City Manager City of Grand Terrace 22795 Barton Road Grand Terrace, Ca 92313-5295 Dear Steve, Thank you for allowing Executive Services, Inc. the opportunity to provide to you commercial cleaning services for the City of Grand Terrace building located at 22795 Barton Road, Grand Terrace Ca. 92313-5295. As per your request, your facility will be serviced according to the following schedule: • 3x per week as follows: Monday / Wednesday / Friday Attached please find two copies of our Maintenance Agreement for your review and signature. Please return one signed copy of the Maintenance Agreement in the envelope provided. I have also enclosed an original of the additional pricing schedule for your files. As per our discussion, I will schedule your facility for service beginning on August 17, 2005. We will be performing the "deep cleaning' of the4 building on August 26, 27 & 28. Thank you again for allowing Executive Services, Inc. the opportunity to provide commercial cleaning services for your facility. If I can be of any further assistance, please do not hesitate to contact me. Sincerely, Jim Ferraro Executive Services 9980 INDIANA AVENUE • SUITE 8 RIVERSIDE CA 92503 951 -780-2600 • FAX 951 -780-0292 www. execservices . biz 08/11/2005 16:11 5059953539 LAS CAMPANAS PAGE 01 LAW,,,OFFICES OF HARPER & BUMS LLP 453 S. Glassell,Street Orange, CA 92866 Telephone: (714) 771-7728 FAX: (7i4) 744-3350 ]'ACKWLE COVER SHEET J THEVOLLoWING DOCUMENT CONTAINS p,AGES (INCLUDING COVER SHEET). To: Slue sir AGENCY: f1 � rlOIG� )FAX: CONMENML: NO Mom, 4vocr, REOAP,DimrG Gu'hl YLiCt I. c comawrElvTs: PLEASE CALL US IMMEDIATELYIF YOU 0 NOI'RECEIVEALL'PAGES SENT �1 (714) 77.E-7728 Date: 411105 Time; 10;I QW S. Pellegrino. CONFIDENTIALITY NOTICE: UNLESS OTHERWISE INDICATED OR OBVIOUS FROM THE NATURE-OF THE TRANSMITTAL, THE INFORMATION CONTAINED INTHIS FACSIMILE bIESSA©E IS ATTORNEY PRIVILEGED AND C0NFlD8NI1AL1,tFOgMATION 1NTEND&D FOR THE USE OF THE INDIVIDUAL ENTITY NAMED ABOVE;1F THE[LEADER OF THIS MESSAGE 1S NOT THE INTENDED RECIPIENT,OR THE EMPLOYEE OR AGENT RESPONSIBLE TO DELIVER IT TO THE INTENDED RECIPIENT, YOU ARE HEMBY NOTIFIED THAT ANY' DISSEMINATION, DISTRIBUTION OR COPYING OF THIS COMMUNICATION IS STRICTLY PROHIBITED,IF YOU HAVE RECEIVED Tm COMMUNICATION IN ERROR,PLEASE DIMZ IIATELY NOTIFY 7H8 SENDER 13Y TI'LEPHONE AND RtTM THE ORIGINAL MESSAGE TO HARPER&BURNS LLP AT THE ABOVE ADDRESS VIA THE U.S.POSTAL SERVICE AT OUR 1:XPENSS,THANK-YOU. 08/11/2005 16:11 5059953539 LAS CAMPANAS PAGE 02 08/10/2W 12:40 01 GRAND TERftcE PACii; Q8/QS event rriuhral agreement relettne to fr"quen of servi Cannot be r+eachad,the%quency of ser1�� �' °f service,$pace$'rNc�ad or arMunt to tie pa ak It tI ex8erw Y e9y a that the kotal minimijrrn�stated h the Prising So.0 be Pe m bel ion a annuan E,iceoutt SerW p by h p®,��ge anl4ount not to exceed the annual lnrxragge of the a!nQ'rr�r n o ' as meat recently putrllshcc[in the Wall Stream Journal. 2.61n the event payment for services is riot received within thirty gg dex due, EXec cove Services may e►aspenct services to Ciiw until sack ' /( )41eye#orm the tlatae etacrh paymsrrt is services payman by Ex®cu6ve Ivloeg undue thin section Mall not deprive t IS ,lvad. Su aClldns aBalnst Client for past or fdWrsa > sion of remedies or action fiat p3 a�due under this agreement nor ghat Ole(brtngIng of any payment vt seroicas or other d'ghts container#here'.be consbuerl as a waterer or any Rxeautive �+lghts, 3.INDEPENDENT 9USIN&M IQEiA710MSHIP 3.1 It is expressly agreed that E�ceoutive Serolrem will select and deslgnaUe all obligatlans,under this Agmenrent pMonnel ns ir�d to 32,Executive ServlCea and any of its personnel are nct employees cP Client but are independent} rn r65 and in this regard,such ag Executive Serviaes empbyees will net bar uvlthln the Client's Workers,Compensation irreunanGe anti no withholding of Soofaf Itecudt PrObw&n or coverage,of y�Federt�l or T yr other dedtrc#tor(s shall be made tam the surds agreed to be d income same tletng contract payments and hot wages, g pat to Eted hive Services herein,the �,�Client agrees that durng the tarrtl of I;his�grar'men#,and within a tormblatlon,that Client will not amp loy+err ne hundred and eight,{1 g�days air Services wlthcut the yPig,agents,reprs.e4en�tives yr frmnchisees Qf eve #fie�rtn exp�ss written aon��snt of Executive S Of this Agreement and Q111rr,an,hundred and eighty d y SarviQgreft that during any emph,Yeft,agents r r represrsntativ v rrF Cllerrt g ) afar terrnfnation,It vVili not employ 4.RkTlMAi."ANiJ TO "Out the express wrdtee consent of Client. 4.1 Thir3 A �G tFItCt+' �t~V�a C D s►tafrlC dF'-k1►Art ,{ , rc�, 9mament tilt be autaFngliraily a ,�and renewed on terms and ewditlons, Far ail subsequ reasonable Irrfla Y an rate Increases each annhretmty date on the�+m►17e1 4,2 Client ma t nnli lucre tIJ !bee t 1 b uP rip l, , F a 24 hour notice, this co ck for non.performarTae of services th x�wi rko fh �X nd 4.3 fill n tttatare echedufe tta b ReKooned Nrith ° s been Client nd Exeouttvo Se served If such notice to depos Moe'$hell be in wrking, Any nd=shall be deemed d4iaf 4 �o$nr2ed oamrnon p4rc®i urierP��id end oert,'l7 J0 With the United S� 2.7, hrarafi tior Pttirrld ins express, IPW deli Pow.Eervfat',or a other �utiva se ices or the sddtss stated on the Signature t°the addr+ as �in Seaton 1lotlaes, includlnl note Pam of this aglr�anrrent for Client. Ap I Rhafl be Inrzffeatrve. E then a �rs0nat deliuenad to individuals perform,►tg services un of such ahenga. �►may ohahga the acfdn3Bss of notice by providing the othernCler this Agreement; i wrtimn notice 71me rs o{fie enoe fo all noticaa under tho 1 ►equrred 'carts of this agreernent 1 ill; oyt �rrAr 9 tk ornsiv ro YA16 VX1t Qi` u►�eAk4— ` �►/� 1 t�c�xr b it v on �tla tit, �AIf4 �C,i c dgtic, . rf fit- 604 � � LlIt[ . r%,-bktt� '��. 111l and aaa C aH a rq t►yil lr> Aoo a'n Sguaff axv E2[axvx I MC bVA 6TG XV3 EZ:TO �Rnzinrion