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AGREEMENT FOR UNIFORM AND FLOOR MAT RENTAL AND CLEANING BETWEEN CINTAS CORPORATION NO. 3 AND
CITY OF SANTA ANA
THIS AGREEMENT is made and entered into on this 3rd day of March , 2026 by and between Cintas Corporation No. 3, a Nevada corporation (“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 (“City”).
RECITALS
A. The City desires to retain a contractor having special skill and knowledge in the field of renting out City uniforms and safety floor mats for high traffic areas within the City, and laundering services for these uniforms and safety floor mats. The rental and workplace solutions provided by Contractor includes the weekly laundering of garments and safety mats, and pick-up and drop-off services.
B. Contractor represents that Contractor is able and willing to provide such services to the City.
C. In under taking 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 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 perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work requir ed to fully and adequately complete the services described and set forth in Scope of Services and Pricing Chart- Exhibit A, attached hereto and incorporated by reference.
2. COMPENSATION
a. City agrees to pay, and Contractor agrees to accept as total payment for its services for City, the rates and charges identified in Scope of Services and Pricing Chart - Exhibit A. The total amount to be expended during the term of this Agreement shall not exceed $858,000.
b. Payment by City shall be made within forty-five (45) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City and Contractor agree that all payments due and owing under this Agreement shall be made through Automated Clearing House (ACH) transfers. Contractor agrees to execute the City’s standard ACH Vendor Payment Authorization and provide required EXHIBIT 1
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documentation. Upon verification of the data provided, the City will be authorized to deposit payments directly into Contractor’s account(s) with finan cial institutions.
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.
3. TERM
This Agreement shall commence on the date first written above for a two (2) year term with the option for the City to grant up to three 1-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below.
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 relationsh ip, 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. OWNERSHIP OF MATERIALS
This Agreement creates a non -exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other doc uments or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement (“Documents & Data”). Contractor shall require all subcontractors to agree in writing that City is granted a non -exclusive and perpetual license for any Documents & Data the sub contractor prepares under this Agreement.
Contractor represents an d warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were provided to Contractor by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.
6. INSURANCE (Subject to revision per RMD requirements) Contractor shall procure and maintain for the duration of the Agreement the following insurance coverage:
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MINIMUM SCOPE OF INSURANCE
Contractor shall maintain limits of insurance coverage in the following minimum amounts and shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence and $2,000,000 aggregate.
2. Automobile Liability: Insurance Services Office Form Number CA 00 01 covering any auto (Code 1) with combined single limits of $1,000,000. In the event Contractor does not maintain commercial automobile liability insurance, City will accept evidence of personal automobile insurance with existing limits, which can be lower than $1,000,000.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident, per employee, per policy for bodily injury or disease. The requirement can be waived if Contractor has no employees
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
1. CGL and AL policies: City of Santa Ana, its City Council, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, equipment, and personnel furnished in connection with such work or operations.
2. All required insurance policies: Insurance company(ies) agrees to waive all rights of subrogation against City, its City Council, its officers, officials, employees, agents, and volunteers for losses paid under the terms of any policy which arise from work performed by Contractor for City but only with respect to Contractor’s indemnity obligations.
3. All required insurance policies: For any claims related to this contract, Contractor’s insurance coverage shall be primary and any insurance maintained by City, its City Council, its officers, officials, employees, agents, or volunteers shall not contribute with it but only with respect to Contractor’s indemnity obligations.
4. All required insurance policies: A severability of interest provision must apply for all the additional insureds, ensuring that Contractor’s insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with re spect to the insurer’s limits of liability.
5. Each insurance policy required herein shall provide that coverage shall not be canceled, suspended, voided, reduced in coverage or in limits, non -renewed by the carrier, or
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materially changed except after thirty (30) days prior written notice to City for policy cancellation or non-renewal due to non-payment.
6. Certificate Holder on each Evidence of Insurance certificate shall be: City of S anta Ana, Attention: Executive Director, Finance and Management Services Agency , 20 Civic Center Plaza, M-17, Santa Ana, CA 92701. The name and location of the event should be included in the Description of Operations section of each certificate.
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.
Verification of Coverage
Contractor shall furnish the City with original certificates and amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause ) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to the City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
Claims Made Policies
If any of the required policies provide claims-made coverage:
1. The Retroactive D ate must be shown, and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained and evidence of insurance must be provided for at least three (3) years after completion of the contract of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of three (3) years after completion of work.
Subcontractors
Contractor shall require and verify that all sub -contractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from sub-contractors.
Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
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7. INDEMNIFICATION
Contractor agrees to defend, 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 death, and claims for property damage, to the extent caused by the negligent operations of the Contractor, its subcontractors, agents, employees, or other persons acting on its behalf which relates to the services described in section 1 of this Agreement . This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, by reason of the events referred to in this Section or 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. Notwithstanding the foregoing, to the extent Contractor’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor.
8. INTELLECTUAL PROPERTY INDEMNIFICATION
Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including cost s, for infringement of any United States’ letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Contractor to the City pursuant to this Agreement.
9. RECORDS
Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement.
10. 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
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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.
11. 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.
12. NON-DISCRIMINATION
Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations.
13. 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 or 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.
14. 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 Contractors retained by City.
15. TERMINATION
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This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the C ity unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement.
16. WAIVER
No waiver of breach, failure of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
17. 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 Californi a. 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.
18. PROFESSIONAL LICENSES
Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of Californ ia, the City of Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
19. 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 fax or other telegraphic communication in the manner provided in this Section, to the following persons:
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To City:
City Clerk
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax: 714- 647-6956
With courtesy copies to:
Executive Director,
Finance and Management Services Agency
City of Santa Ana
20 Civic Center Plaza (M-17)
P.O. Box 1988
Santa Ana, California 92702
Fax: 714-647-6956
To Contractor:
Attn: Amanda Smith
Government Account Manager
Cintas Corporation No. 3
14792 Franklin Avenue
Tustin, CA, 92780
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 fax, communicatio n 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.
20. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below 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
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above written.
ATTEST: CITY OF SANTA ANA
Jennifer L. Hall Alvaro Nuñez
City Clerk City Manager
APPROVED AS TO FORM:
SONIA R. CARVALHO CINTAS CORPORATION NO. 3:
City Attorney
By:
Andrea Garcia-Miller Name:
Assistant City Attorney Title:
RECOMMENDED FOR APPROVAL:
Alexander Trinidad
Executive Director
Finance and Management Services Agency
Amanda Smith
Government Account Manager
Alexander Trinidad (Feb 19, 2026 09:13:54 PST)
EXHIBIT A
SCOPE OF SERVICES AND PRICING CHART
EXHIBIT A
EXHIBIT A
EXHIBIT A
Material Group Material Number Material Desc. Usage Code Frequency Price List Price Facility Services X1917 3X5 WELLNESS AF MAT ONYX Rental Weekly $3.096 Facility Services X1917 3X5 WELLNESS AF MAT ONYX Lost/Replacement $260.991 Apparel X23390 LADIES COMFORTFLEX PRO PANT Rental Weekly $0.175 Apparel X23390 LADIES COMFORTFLEX PRO PANT Lost/Replacement $0.728 Apparel X259 MENS PROKNIT NG SHIRTS Rental Weekly $0.247 Apparel X259 MENS PROKNIT NG SHIRTS Lost/Replacement $26.883 Apparel X259 MENS PROKNIT NG SHIRTS Charge Weekly $1.810 Apparel X270 MENS CARGO PANTS Rental Weekly $0.369
Apparel X270 MENS CARGO PANTS Lost/Replacement $31.491
Apparel X270 MENS CARGO PANTS Charge Weekly $1.579
Apparel X273 CINTAS WRINKLEFREE SHIRT Rental Weekly $0.280 Apparel X273 CINTAS WRINKLEFREE SHIRT Lost/Replacement $27.758 Apparel X273 CINTAS WRINKLEFREE SHIRT Charge Weekly $1.579 Apparel X275 MENS SNAG RESISTANT MM POLO Rental Weekly $0.391 Apparel X275 MENS SNAG RESISTANT MM POLO Lost/Replacement $26.883 Apparel X361 MENS SOFTSHELL JACKET Rental Weekly $1.396 Apparel X361 MENS SOFTSHELL JACKET Lost/Replacement $70.191 Apparel X361 MENS SOFTSHELL JACKET Charge Weekly $1.810 Apparel X370 MENS CARGO SHORT Rental Weekly $0.299
Apparel X370 MENS CARGO SHORT Lost/Replacement $28.791
Apparel X374 MENS DRESS OXFORD Rental Weekly $0.196
Apparel X374 MENS DRESS OXFORD Lost/Replacement $32.391 Apparel X380 LADIES SUSAN FIT CARGO SHORTS Rental Weekly $0.348 Apparel X380 LADIES SUSAN FIT CARGO SHORTS Lost/Replacement $31.491 Apparel X380 LADIES SUSAN FIT CARGO SHORTS Charge Weekly $1.579 Apparel X383 CARHARTT DUNGAREE PANT Rental Weekly $0.475 Apparel X383 CARHARTT DUNGAREE PANT Lost/Replacement $29.700 Apparel X388 SUSAN CARGO PANTS/WM Rental Weekly $0.369
Apparel X388 SUSAN CARGO PANTS/WM Lost/Replacement $28.170 Apparel X389 CATHY/CARGO PANTS/WM Rental Weekly $0.302
Apparel X389 CATHY/CARGO PANTS/WM Lost/Replacement $28.395 Apparel X390 LADIES SUSAN FIT WORK PANTS Rental Weekly $0.175 Apparel X390 LADIES SUSAN FIT WORK PANTS Lost/Replacement $30.591 Apparel X395 LADIES CATHY FIT WORK PANTS Rental Weekly $0.175 Apparel X395 LADIES CATHY FIT WORK PANTS Lost/Replacement $30.591 Apparel X66273 LADIES HIGH IMAGE WORK SHIRT Rental Weekly $0.280 Apparel X66273 LADIES HIGH IMAGE WORK SHIRT Lost/Replacement $27.891 Apparel X82367 MENS PERFORMANCE TECH SHIRT Rental Weekly $0.248 Apparel X82367 MENS PERFORMANCE TECH SHIRT Lost/Replacement $26.991 Apparel X82367 MENS PERFORMANCE TECH SHIRT Charge Weekly $1.579 Facility Services X8898 RESTOCKING FEE Charge Weekly $5.400 Apparel X912 CINTAS CLASSIC COVERALL Rental Weekly $0.278 Apparel X912 CINTAS CLASSIC COVERALL Lost/Replacement $21.905 Facility Services X9210 URINAL SCREEN SVC Rental Weekly $1.867 Facility Services X9210 URINAL SCREEN SVC Lost/Replacement $0.045 Apparel X935 CINTAS COMFORT MENS SHIRT Rental Weekly $0.155 Apparel X935 CINTAS COMFORT MENS SHIRT Lost/Replacement $18.103 Apparel X935 CINTAS COMFORT MENS SHIRT Charge Weekly $1.810 Apparel X945 MENS COMFORT PANT WORK PANTS Rental Weekly $0.189 Apparel X945 MENS COMFORT PANT WORK PANTS Lost/Replacement $21.724 Apparel X945 MENS COMFORT PANT WORK PANTS Charge Weekly $1.701 Apparel X970 CINTAS TRADESMAN JACKET Rental Weekly $0.372 * Price List Price is a base price and does not include size premiums, which now have a ceiling of $0.15 Pricing Chart Exhibit A
Exhibit 1 - City of Santa Ana_Agreement with
Cintas Corporation_3.2026
Final Audit Report 2026-02-19
Created: 2026-02-18
By: Kristin Andrade ([email protected])
Status: Signed
Transaction ID: CBJCHBCAABAA8MIOyYW4O_nXBlpyklrW03H3XRBba8MB "Exhibit 1 - City of Santa Ana_Agreement with Cintas Corporatio n_3.2026" History
Document created by Kristin Andrade ([email protected]) 2026-02-18 - 5:23:48 PM GMT
Document emailed to Alexander Trinidad ([email protected]) for signature 2026-02-18 - 5:24:09 PM GMT
Email viewed by Alexander Trinidad ([email protected]) 2026-02-19 - 10:31:43 AM GMT
Document e-signed by Alexander Trinidad ([email protected]) Signature Date: 2026-02-19 - 5:13:54 PM GMT - Time Source: server Agreement completed.
2026-02-19 - 5:13:54 PM GMT