HomeMy WebLinkAboutEZ Sunnyday Landscape LANDSCAPE SERVICES AGREEMENT
[**CONTRACTOR Sunnyday Landscaping**j
Park Maintenance Services
THIS LANDSCAPE SERVICES AGREEMENT("Agreement") is made and entered into this In
day of January 2012, ("Effective Date") by and between the CITY OF GRAND TERRACE ("City"), a
public entity, and E-Z SUNNYDAY LANDSCAPE,("Contractor").
1. Scope of Services. City agrees to retain and does hereby retain Contractor and Contractor
agrees to provide the services more particularly described in Exhibit "A", "Scope of Services"
("Services"), attached hereto and incorporated herein by reference, in conjunction with Park Maintenance
Services("Services").
2. Term. This Agreement shall be effective on the date first written above unless otherwise
provided in Exhibit "A" Scope of Services and the Agreement shall remain in effect until June 20, 2012,
unless otherwise terminated pursuant to the provisions herein.
3. Compensation/Payment. Contractor shall perform the Services under this Agreement for the
total sum not to exceed EIGHTEEN TOUSAND NINE HUNDRED AND NINETY DOLLARS
($18,990) payable in accordance with the terms set forth in Exhibit "C". Payment shall be made in
accordance with City's usual accounting procedures upon receipt and approval of an itemized invoice
setting forth the services performed. The invoices shall be delivered to City at the address set forth in
Section 4 hereof.
4. Notices.Any notices required to be given hereunder shall be in writing and shall be personally
served or given by mail. Any notice given by mail shall be deemed given when deposited in the United
States Mail, certified and postage prepaid,addressed to the party to be served as follows:
To City To Contractor
City of Grand Terrace E-Z Sunnyday Landscape
Attn: Matthew Wirz P.O. Box 875
22795 Barton Rd. Bldg. B Rialto, Ca 92377
Grand Terrace, CA 92313
5. Prevailing Wage. If applicable, Contractor and all subcontractors are required to pay the
general prevailing wage rates of per diem wages and overtime and holiday wages determined by the
Director of the Department of Industrial Relations under Section 1720 et seq. of the California Labor
Code and implemented the City Council of the City of Grand Terrace. The Director's determination is on
file and open to inspection in the office of the City Clerk and is referred to and made a part hereof; the
wage rates therein ascertained, determined, and specified are referred to and made a part hereof as though
fully set forth herein.
6. Contract Administration. A designee of the City will be appointed to administer this
Agreement on behalf of City and shall be referred to herein as Contract Administrator.
7. Standard of Performance. While performing the Services, Contractor shall exercise the
reasonable standard of care and skill customarily exercised by reputable members of Contractor's
vocation in the Metropolitan Southern California Area, and shall use reasonable diligence and best
judgment while exercising its skill and expertise.
8. Personnel. Contractor shall furnish all personnel necessary to perform the Services and shall
be responsible for their performance and compensation. Contractor recognizes that the qualifications and
experience of the personnel to be used are vital to professional and timely completion of the Services.
The key personnel listed in Exhibit "D" attached hereto and incorporated herein by this reference and
assigned to perform portions of the Services shall remain assigned through completion of the Services,
unless otherwise mutually agreed by the parties in writing, or caused by hardship or resignation in which
case substitutes shall be subject to City approval.
9. Assignment and Subcontracting.Neither party shall transfer any right, interest, or obligation
in or under this Agreement to any other entity without prior written consent of the other party. In any
event, no assignment shall be made unless the assignee expressly assumes the obligations of assignor
under this Agreement, in writing satisfactory to the parties. Contractor shall not subcontract any portion
of the work required by this Agreement without prior written approval by the responsible City's Contract
Administrator. Subcontracts, if any, shall contain a provision making them subject to all provisions
stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section
13. Contractor acknowledges that any transfer of rights may require City Manager and/or City Council
approval.
10. Independent Contractor. In the performance of this Agreement, Contractor, and
Contractor's employees, subcontractors and agents, shall act in an independent capacity as independent
contractors, and not as officers or employees of the City or the City of Grand Terrace. Contractor
acknowledges and agrees that the City has no obligation to pay or withhold state or federal taxes or to
provide workers' compensation or unemployment insurance to Contractor, or to Contractor's employees,
subcontractors and agents. Contractor, as an independent contractor, shall be responsible for any and all
taxes that apply to Contractor as an employer.
11. Pen Eligibility Indemnity. In the event that Contractor or any employee, agent, or
subcontractor of Contractor providing services under this Agreement claims or 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 the 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
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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.
Notwithstanding any other agency, state or federal policy,rule,regulation, law or ordinance to the
contrary, Contractor and any of its employees, agents, and subcontractors providing service under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any
compensation, benefit, or any incident of employment by City, including but not limited to eligibility to
enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for
employer contribution and/or employee contributions for PERS benefits.
12 Indemnification.
12.1 Indemnity. Except as to the sole negligence or willful misconduct of the City,Contractor
shall defend, indemnify and hold the City, and its officers, employees and agents, harmless from any and
all loss, damage, claim for damage, liability, expense or cost, including attorneys' fees, which arises out
of or is in any way connected with the performance of work under this Agreement by Contractor or any of
the Contractor's employees, agents or subcontractors and from all claims by Contractor's employees,
subcontractors and agents for compensation for services rendered to Contractor in the performance of this
Agreement, notwithstanding that the City may have benefitted from their services. This indemnification
provision shall apply to any acts or omissions,willful misconduct or negligent conduct, whether active or
passive, on the part of Contractor or of Contractor's employees,subcontractors or agents.
12.2 Attorney's Fees. The parties expressly agree that any payment, attorneys' fees, costs or
expense that the City incurs or makes to or on behalf of an injured employee under the City's self-
administered workers'compensation is included as a loss, expense or cost for the purposes of this Section,
and that this Section shall survive the expiration or early termination of the Agreement.
13. Insurance.
13.1 General Provisions. Prior to the City's execution of this Agreement, Contractor shall
provide satisfactory evidence of, and shall thereafter maintain during the term of this Agreement, such
insurance policies and coverages in the types, limits, forms and ratings required herein. The rating and
required insurance policies and coverages may be modified in writing by the City's Risk Manager or City
Attorney, or a designee, unless such modification is prohibited by law.
13.1.1 Limitations. These minimum amounts of coverage shall not constitute any limitation or
cap on Contractor's indemnification obligations under Section 12 hereof.
13.1.2 Ratings. Any insurance policy or coverage provided by Contractor or subcontractors as
required by this Agreement shall be deemed inadequate and a material breach of this Agreement, unless
such policy or coverage is issued by insurance companies authorized to transact insurance business in the
State of California with a policy holder's rating of A-or higher and a Financial Class of VII or higher.
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13.1.3 Cancellation. The policies shall not be canceled unless thirty (30) days prior written
notification of intended cancellation has been given to City by certified or registered mail, postage
prepaid.
13.1.4 Adequacy. The City, its officers, employees and agents make no representation that the
types or limits of insurance specified to be carried by Contractor pursuant to this Agreement are adequate
to protect Contractor. If Contractor believes that any required insurance coverage is inadequate,
Contractor will obtain such additional insurance coverage as Contractor deems adequate, at Contractor's
sole expense.
13.2 Workers' Compensation Insurance: By executing this Agreement, Contractor certifies
that Contractor is aware of and will comply with Section 3700 of the Labor Code of the State of
California requiring every employer to be insured against liability for workers' compensation, or to
undertake self-insurance before commencing any of the work. Contractor shall carry the insurance or
provide for self-insurance required by California law to protect said Contractor from claims under the
Workers' Compensation Act. Prior to City's execution of this Agreement, Contractor shall file with City
either (1) a certificate of insurance showing that such insurance is in effect, or that Contractor is self-
insured for such coverage, or (2) a certified statement that Contractor has no employees, and
acknowledging that if Contractor does employ any person, the necessary certificate of insurance will
immediately be filed with City. Any certificate filed with City shall provide that City will be given ten
(10)days prior written notice before modification or cancellation thereof.
13.3 Commercial General Liability and Automobile Insurance. Prior to City's execution of
this Agreement, Contractor shall obtain, and shall thereafter maintain during the term of this Agreement,
commercial general liability insurance and automobile liability insurance as required to insure Contractor
against damages for personal injury, including accidental death, as well as from claims for property
damage, which may arise from or which may concern operations by anyone directly or indirectly
employed by, connected with, or acting for or on behalf of Contractor. The City and the City, and its
officers, employees and agents, shall be named as additional insureds under the Contractor's insurance
policies.
13.3.1 Contractor's commercial general liability insurance policy shall cover both bodily injury
(including death) and property damage (including, but not limited to, premises operations liability,
products-completed operations liability, independent Contractor's liability, personal injury liability, and
contractual liability) in an amount not less than $1,000,000 per occurrence and a general aggregate limit
in the amount of not less than $2,000,000.
13.3.2 Contractor's automobile liability policy shall cover both bodily injury and property
damage in an amount not less than $500,000 per occurrence and an aggregate limit of not less than
$1,000,000. All of Contractor's automobile and/or commercial general liability insurance policies shall
cover all vehicles used in connection with Contractor's performance of this Agreement, which vehicles
shall include, but are not limited to, Contractor owned vehicles, Contractor leased vehicles, Contractor's
employee vehicles,non-Contractor owned vehicles and hired vehicles.
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13.3.3 Prior to City's execution of this Agreement, copies of insurance policies or original
certificates and additional insured endorsements evidencing the coverage required by this Agreement, for
both commercial general and automobile liability insurance, shall be filed with City and shall include the
City and its officers, employees and agents, as additional insureds. Said policies shall be in the usual
form of commercial general and automobile liability insurance policies, but shall include the following
provisions:
It is agreed that the City of Grand Terrace and its officers, employees and agents, are
added as additional insureds under this policy, solely for work done by and on behalf of
the named insured for the City of Grand Terrace.
13.4 Subcontractors' Insurance. Contractor shall require all of its subcontractors to carry
insurance, in an amount sufficient to cover the risk of injury, damage or loss that may be caused by the
subcontractors' scope of work and activities provided in furtherance of this Agreement, including, but
without limitation, the following coverages: Workers Compensation, Commercial General Liability,
Errors and Omissions, and Automobile liability. Upon City's request, Contractor shall provide City with
satisfactory evidence that Subcontractors have obtained insurance policies and coverages required by this
section.
14. Business Tax. Contractor understands that the Services performed under this Agreement
constitutes doing business in the City of Grand Terrace, and Contractor agrees that Contractor will
register for and pay a business tax pursuant to Chapter 5.04 of the Grand Terrace Municipal Code and
keep such tax certificate current during the term of this Agreement.
15. Time of Essence. Time is of the essence for each and every provision of this Agreement.
16. City's Right to Employ Other Contractors. City reserves the right to employ other
Contractors in connection with the Services.
17. Solicitation. Contractor warrants that Contractor has not employed or retained any person or
City to solicit or secure this Agreement, nor has it entered into any agreement or understanding for a
commission, percentage, brokerage, or contingent fee to be paid to secure this Agreement. For breach of
this warranty, City shall have the right to terminate this Agreement without liability and pay Contractor
only for the value of work Contractor has actually performed, or, in its sole discretion,to deduct from the
Agreement price or otherwise recover from Contractor the full amount of such commission, percentage,
brokerage or commission fee. The remedies specified in this section shall be in addition to and not in lieu
of those remedies otherwise specified in this Agreement.
18. General Compliance with Laws. Contractor shall keep fully informed of federal, state and
local laws and ordinances and regulations which in any manner affect those employed by Contractor, or
in any way affect the performance of services by Contractor pursuant to this Agreement. Contractor shall
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at all times observe and comply with all such laws, ordinances and regulations, and shall be solely
responsible for any failure to comply with all applicable laws,ordinances and regulations.
19. Amendments. This Agreement may be modified or amended only by a written Agreement
and/or change order executed by the Contractor and City.
20. Termination. City, by notifying Contractor in writing, shall have the right to terminate any
or all of Contractor's services and work covered by this Agreement at any time. In the event of such
termination, Contractor may submit Contractor's final written statement of the amount of Contractor's
services as of the date of such termination based upon the ratio that the work completed bears to the total
work required to make the report complete, subject to the City's rights under Sections 16 and 21 hereof.
In ascertaining the work actually rendered through the termination date, City shall consider completed
work, work in progress and complete and incomplete reports and other documents only after delivered to
City.
20.1 Other than as stated below, City shall give Contractor thirty (30) days prior written notice
prior to termination.
20.2 City may terminate this Agreement upon fifteen 05) days written notice to Contractor, in
the event:
20.2.1 Contractor substantially fails to perform or materially breaches the Agreement;or
20.2.2 City decides to abandon or postpone the Services.
21. Offsets. Contractor acknowledges and agrees that with respect to any business tax or
penalties thereon, utility charges, invoiced fee or other debt which Contractor owes or may owe to the
City, City reserves the right to withhold and offset said amounts from payments or refunds or
reimbursements owed by City to Contractor. Notice of such withholding and offset shall promptly be
given to Contractor by City in writing. In the event of a dispute as to the amount owed or whether such
amount is owed to the City, City will hold such disputed amount until either the appropriate appeal
process has been completed or until the dispute has been resolved.
22. Successors and Assigns. This Agreement shall be binding upon City and its successors and
assigns, and upon Contractor and its permitted successors and assigns, and shall not be assigned by
Contractor, either in whole or in part, except as otherwise provided in paragraph 9 of this Agreement.
23. Venue and Attorneys' Fees. Any action at law or in equity brought by either of the parties
hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a
court of competent jurisdiction in the County of San Bernardino, State of California, and the parties
hereby waive all provisions of law providing for a change of venue in such proceedings to any other
county. In the event either party hereto shall bring suit to enforce any term of this Agreement or to
recover any damages for and on account of the breach of any term or condition of this Agreement, it is
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mutually agreed that the prevailing party in such action shall recover all costs thereof, including
reasonable attorneys'fees,to be set by the court in such action.
24. Nondiscrimination. During Contractor's performance of this Agreement, Contractor shall
not discriminate on the grounds of race, religious creed, color, national origin, ancestry, age, physical
disability, mental disability, medical condition, including the medical condition of Acquired Immune
Deficiency Syndrome(AIDS)or any condition related thereto,marital status, sex,or sexual orientation, in
the selection and retention of employees and subcontractors and the procurement of materials and
equipment, except as provided in Section 12940 of the California Government Code. Further, Contractor
agrees to conform to the requirements of the Americans with Disabilities Act in the performance of this
Agreement.
25. Severability. Each provision, term, condition, covenant and/or restriction, in whole and in
part, of this Agreement shall be considered severable. In the event any provision, term, condition,
covenant and/or restriction, in whole and/or in part, of this Agreement is declared invalid,
unconstitutional, or void for any reason, such provision or part thereof shall be severed from this
Agreement and shall not affect any other provision, term, condition, covenant and/or restriction of this
Agreement, and the remainder of the Agreement shall continue in full force and effect.
26. Authority: The individuals executing this Agreement and the instruments referenced herein
on behalf of Contractor each represent and warrant that they have the legal power, right and actual
authority to bind Contractor to the terms and conditions hereof and thereof.
27. Entire Agreement: This Agreement constitutes the final, complete, and exclusive statement
of the terms of the agreement between the parties pertaining to the subject matter of this Agreement, and
supersedes all prior and contemporaneous understandings or agreements of the parties. Neither party has
been induced to enter into this Agreement by, and neither party is relying on, any representation or
warranty outside those expressly set forth in this Agreement.
28. Interpretation. City and Contractor acknowledge and agree that this Agreement is the
product of mutual arms-length negotiations and accordingly, the rule of construction, which provides that
the ambiguities in a document shall be construed against the drafter of that document, shall have no
application to the interpretation and enforcement of this Agreement.
28.1 Titles and captions are for convenience of reference only and do not define, describe or
limit the scope or the intent of the Agreement or any of its terms. References to section numbers are to
sections in the Agreement unless expressly stated otherwise.
28.2 This Agreement shall be governed by and construed in accordance with the laws of the
State of California in effect at the time of the execution of this Agreement.
28.3 In the event of a conflict between the body of this Agreement and Exhibit"A"("Scope of
Services")hereto,the terms contained in Exhibit"A"shall be controlling.
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29. Exhibits. The following exhibits attached hereto are incorporated herein to this Agreement
by this reference:
Exhibit"A"- Scope of Services and fees
Exhibit"B"—Bid Schedule
Exhibit"C"-Compensation
Exhibit"D"-Key Personnel
IN WITNESS WHEREOF City and Contractor have caused this Agreement to be duly executed the day
and year first above written.
THE CITY OF GRAND TERRACE,
A public body
ByB
a b y . A ams City Manager f _ CONTRACTOR EZ Sunnyday Landscape
Attest. W l�
Tracey Ma ne By 1
City Clerk .
[Printed Name]
APPROVED • n.U(ln.'2
[Title]
By:
City Attorney
S
EXHIBIT"A"
SCOPE OF WORK
The following services are specifically requested:
Location # 1
Richard Rollins Park—Approximately 134,000 sq/ft
Task# 1*
Full Service (Planters, Ground Cover, and Shrubs)
Task # 2*
Mow and Weed Eat**
Location # 2
Pico Park—Approximately 110,000 sq/ft
Task# 1*
Full Service (Planters, Ground Cover, and Shrubs)
Task# 2*
Mow and Weed Eat**
Location # 3
T.J. Austin Park—Approximately 60,000 sq/ft
Task# 1*
Full Service (Planters, Ground Cover, and Shrubs)
Task# 2*
Mow and Weed Eat**
Location #4
Gwenn Karger Pocket Park —Approximately 5,000 sq/ft
Task # 1*
Full Service (Planters, Ground Cover, and Shrubs)
Task# 2*
Mow and Weed Eat**
Location # 5
Green Belt—Approximately 90,000 sq/ft
Task# 1*
Full Service (Planters, Ground Cover, and Shrubs)
Task# 2*
Mow and Weed Eat**
Location #6
Canal Strip —Approximately 25,000 sq/ft
Task # 1*
Mow and Weed Eat**
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Location # 7
Oriole Slope —Approximately 25,000 sq/ft
Task# 1*
Full Service (Planters, Ground Cover, and Shrubs)
Further; fertilizing all lawns four times yearly, chemical weed control (labor only) as
necessary and planting of winter rye grass in all lawn areas.
IRRIGATION IS NOT INCLUDED (to be maintained by city staff)
** Mowing and weed eating required only once/month from November to February
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EXTIIBIT"C"
COMPENSATION
Payment shall be made in accordance with City's usual accounting procedures upon receipt and approval
of an itemized invoice setting forth the services performed.
Bills shall be invoiced at the rate of$3,165.00 per month of service or$730.38 per week of service
preformed. The total amount shall not exceed$18,990 for the remainder of the 2011-2012 fiscal year.
Notices. Any notices required to be given hereunder shall be in writing and shall be personally served or
given by mail. Any notice given by mail shall be deemed given when deposited in the United States Mail,
certified and postage prepaid,addressed to the party to be served as follows:
To City To CONTRACTOR
City of Grand Terrace CONTRACTOR Sunnyday Landscaping
Attn: Matthew Wirz P.O. Box 878
22795 Barton Rd. Bldg. B Rialto,Ca 92377
Grand Terrace, CA 92313
Contractor shall allow a minimum of 30 days for payment after receipt of invoice without penalty of fees
incurred.
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EXHIBIT"D"
KEY PERSONNEL
Jackie Zecena ,
Owner of EZ Sunnyday Landscape
Manager/account Manager
Phone-(909)875-2024
Fax-(909)475-5655
Chaid Zecena
Owner of EZ Sunnyday Landscape
Team Leader
Cell-(909)644-6797
Phone-(909)875-2024
Fax-(909)475-5655
Randal Jones
EZ Sunnyday Landscape
Supervisor
Phone-(909) 875-2024
Fax-(909)475-5655
Chaid Zecena Jr.
EZ Sunnyday Landscape
Maintenance Team
Phone-(909)875-2024
Fax- (909)475-5655
Rueben Rodrigues
EZ Sunnyday Landscape
Maintenance Team
Phone-(909)875-2024
Fax-(909)475-5655
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