BLUE ROUTE SHEET - CITY MANAGER REVIEW/APPROVAL REQUIRED Originating
Department (OD): Electric
Date
Submitted: 7/18/2023 Return To: Ahcomb H. Phone Ext.: _2_7_33 _ _ _ OD: FILL OUT SECTIONS #1-#7 (FRONT) AND #1-#4 {BACK) BEFORE ROUTING (1) Document: Koffler Electrical Mechanical Apparatus Repair, Inc. -Agreement for Services [NAME OF DOCUMENT AND CONTRACTOR/OTHER PARTY]
(2) Indicate signature authority:
181 Service Agreements with a total taxable value of$250,000 or less (exclusive of taxes and shipping) over a five-year period per Ordinance 2050 (CC Action -August 30, 2022)
□ Miscellaneous Agreements including those that allow the use of the City name; rental agreements for City-owned property; licensing or conditional use agreements; confidentiality agreements; nondisclosure agreements; and partnership, cost sharing, in-kind and service agreements with other public or private entities per Resolution 6603 (CC Action - July 13, 1999)
□ Certificate of Acceptance for Designated Property Interests per Resolution 5600 (CC Action - May 28, 1991) □ Routine Police Agreements including the use of City facilities; off-duty officers; special events; hold hannless and indemnification agreements from third parties; and releases of liability per Resolution 6000 (CC Action - April 4, 1995) □ Other:
(3) Cost impact: $250,000 - - -'----- - ----- - ----- - ----- - ---- --------- ( 4) Was this service budgeted for this fiscal year?
181 Yes
(5)
(6)
(7)
(8)
(9)
(JO)
□ No. Ifno, please describe below bow the department will fund this unbudgeted service and consult with department's assigned budget analyst to ensme that there is sufficient funding.
Is insurance compliant?
181 Yes, per attached EBIX printout. (Disregard #8)
□ No, this agreement requires Risk Management review. (Complete #8) □ NIA (i.e. Hold Hannless Agreements, Grant Funding, Indemnification language in lieu of insurance, etc.) (Disregard #8) Is Notary needed?
□ Yes (Please tag Notary page)
181 No
Department head originating agreement:
RISK MANAGEMENT
Ma11uet :iJ/11ed.a
Manuel Pineda (Jul 18. 2023 18:27 POT)
Please describe why contract does not require EBIX approval: __ Approved:
CITY CLERK'S OFFICE
[SIGNATURE]
Date:
Attached: -----"'l ::,__ _ _ original(s) ____ __ copy(ies) -o ..-''t' IV\, l 4' d,,p~· J Transmit the attached original/ copy to contractor _J __ Fully executed original on file in City Clerk's Office Date Processed by Clerk' s Office: _ _ =t-"___:,/_1,_ 'f.,____,_/_2,_} _ ---='2){)--"'"-- Page I of2
(1)
CITY MANAGER REQUIRED INFORMATION
Scope of Services: [BRIEFLY SUMMARIZE THE SCOPE OF WORK/PURPOSE OF DOCUMENT] Contractor shall provide comprehensive motor and pump maintenance and repair services for Silicon Valley Power (SVP) that include but are not limited to perfonning inspections on various types and sizes of motors and pumps, epair and replacement of motors and pumps, performing alignments of pumps, motors, rotating equipment and gearboxes, and provide parts as requested by SVP.
(2) Term of Agreement: '-'A'-'-u..,_gu:;:..;;s:..c..t-=-8,_, 2--'0_2..:....3-=-to:.....:....:Jucc.ly,....::-31;;_,.,-=2-=-02::..:9'--___________________ _ [START DATE AND END DATE OF THE AGREEMENT/DOCUMENT)
(3) VENDOR SELECTION INFORMATION: (Please reference the Procurement Guide on the Citv's Intranet Site.) Indicate Procurement Process:
D Sole/Single Source (Please include justification memo with this form) D Purchase from other public agency or utilization of other public agency competitive process (Specify other agency competitive process or pre-negotiated contract, if applicable): _ _ D Selection Process: Informal Request for Quotes with an estimated total taxable value greater than $15,000 and less than or equal to $100,000 (exclusive of taxes and shipping) over a five-year period, inclusive of any options to extend the agreement during the five-year period.
D Selection Process: Informal Request for Quotes with an estimated total taxable value greater than $100,000 and less than or equal to $250,000 (exclusive of taxes and shipping) over a five-year period, inclusive of any options to extend the agreement during the five-year period.
~ Selection Process: Formal Request for Proposals (RFP)/Statement of Qualifications (SOQ), or Request for Bids (RFB) with an estimated total taxable value of greater than $250,000 ( exclusive of taxes and shipping) over a five year period, inclusive of any options to extend the agreement during the five-year period.
D Other (Specify):
~ This contract requires prevailing wage compliance and registration with Department of Industrial Relations. If this box is checked, attach proof of DIR registration.
Vendor Outreach Process: D Telephone D Email ~ Bid Notification System D Other: __ !Briefly sUillIDarize the number of bids received and the basis for recommending this vendor for contract award:
!Pursuant to City Code Section 2.105.140(c), a fonnal Request for Proposals (RFP) was conducted, with the award ecommendation based on "best value." The Motor and Pump Services RFP was published on the City's e- 1Procurement system. The City received four (4) proposals. The proposals were independently evaluated by a three tmember evaluation panel against the criteria and weights published in the RFP. The evaluation panel determined [(offier's proposals met the requirements of the RFP. Therefore, the evaluation panel recommends entering into an agreement with Koffler to provide the services.
(4) HISTORY:
Has the department retained the same contractor for similar services in last 5 years? D No. Ifno, no further infonnation required.
~ Yes. If yes, please complete the following section.
Term of Agreement: February 13, 2018 - June 30, 2023
Contract Amount: $..:.7-=-5-'-'0""0-'-0.c...0 ________ ___________ ________ _ _
Q. Search
Insured Name
ll
Koffler Electrical Mechanical Apparatus RE
rn
Koffler Electrical Mechanical Apparatus
Active Records Only
Advance Search
I
Insured Tasks Admin Tools
View ..,.
-i.1..-1.. Insured
[§J Notes
"9 History
=
Deficiencies
,::::::--:-- Coverages
*
Requirements
...1111 ...
Contract Screen
~ ,.
Add ..,.
Edit
I .... ,
I
Help ..,.
Video Tutorials
-i.1..-1. Insured
Name:
Account Number:
Address :
Status:
Insured
[ Business Unit(s) ][
Account Information
I Account Number:
I
I
I Risk Type:
Do Not Call:
Address Information
Mailing Address
Insured:
Address 1:
Address 2:
City:
Koffler Electrical Mechanical
Apparatus Repair Inc. ~
S200000423
527 Whitney Street, San Leandro ,
CA, 94577
ComRliant with minor/exRiring
deficiencies.
Insured History ][ Print Insured Info l
S200000423
Exhibit C1 -
Service
Contract
<$50,000
Koffler
Electrical
Mechanical
Apparatus
Repair Inc.
527 Whitney
Street
San
Leandro
Address Updated:
Physical Address
Zip: 94577
Country:
Contract Information
Contract Number:
Contract Start Date: Contract End Date:
Contract Effective Date: Contract Expiration Date:
Description of Services: Safety Form II:
Contact Information
Contact Name: Charlie Misc:
Koffler
Phone Number: 5105670630 Alt Phone Number:
Fax Number: 5105670626
E-Mail Address:
Approval Date:
Rush: Yes
Contract on File: No
Certificate Received: No
Indemnification Agreement: No
Tax Id:
This Account created by c65 on 04/11/2003.
EBIX Insurance No. S200000423
AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
KOFFLER ELECTRICAL MECHANICAL APPARATUS REPAIR, INC.
PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Koffler Electrical Mechanical Apparatus Repair, Inc., a California corporation, (Contractor). City and Contractor may be referred to individually as the "Party" or collectively as the "Parties".
RECITALS
A. City desires to secure the services of Contractor to provide ongoing motor and pump maintenance and repair services for Silicon Valley Power ("Services"}, as more fully described in this Agreement in Exhibit A, entitled "Scope of Services"; B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain Services and goods of the quality and type which meet objectives and requirements of City; and,
C. The Parties have specified herein the terms and conditions under which such Services will be provided and paid for.
The Parties agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A - Scope of Services
Exhibit B - Schedule of Fees and Payment Provisions
Exhibit C - Insurance Requirements
Exhibit D - Labor Compliance
Exhibit E - Sample Work Authorization Form
Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by written amendment(s) to this Agreement, the term of this Agreement shall begin on August 1, 2023 and terminate on July 31, 2028 ("Initial Term").
At its sole discretion, the City reserves the right to exercise an option to extend the term for one (1) additional year through July 31, 2029 ("Extension Term").
Such term extension shall be authorized through an Amendment to this Agreement executed by the Parties. The Initial Term and Extension Term shall be collectively referred to herein as "Term."
3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.
4. WARRANTY
In addition to those warranties in Exhibit A, Contractor expressly warrants that all Services and materials covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions applicable to this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services or materials at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace Services or materials, City may make corrections or replace Services or materials and charge Contractor for the cost incurred by City.
5. QUALIFICATIONS OF CONTRACTOR- STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor's representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
6. COMPENSATION AND PAYMENT
In consideration for Contractor's complete performance of Services, City shall pay Contractor in accordance with Exhibit B, entitled "SCHEDULE OF FEES AND PAYMENT PROVISIONS." The maximum compensation of this Agreement is Two Hundred Fifty Thousand Dollars ($250,000) subject to budget appropriations, which includes all payments that may be authorized for the Services and expenses, supplies, materials and equipment required to perform the Services, including any taxes. All Services performed or materials supplies, and equipment provided in excess of the maximum compensation shall be at Contractor's expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days' prior written notice to Contractor.
B. Termination for Default If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.
8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.
Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it
9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.
12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work outside the scope the Services, including, but not limited to, the release of this material to third parties.
13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the Term and for four (4) years from the date of final payment for Services or goods provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.
Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
Page4 of41
to assist City in meeting City's reporting requirements to the State and other agencies with respect to Contractor's Services hereunder.
14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney's fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement - including claims of any kind by Contractor's employees or persons contracting with Contractor to perform any portion of the Services - and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City; the obligation to defend is not similarly limited.
B. Contractor's obligation to protect, defend, indemnify, and hold harmless in full City and City's employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Contractor's responsibilities under the Act.
15. INSURANCE REQUIREMENTS
During the Term, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.
16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City's review, acceptance nor payments for any of the Services required under this Agreement Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing , be sent to City addressed as follows:
City of Santa Clara
Attention: Silicon Valley Power
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at svpcontracts@santaclaraca .gov and
[email protected]
And to Contractor addressed as follows:
Koffler Electric Mechanical Apparatus Repair, Inc.
Attention: Ren Anderson , Chief Financial Officer
527 Whitney Street
San Leandro , CA 94577
and by e-mail at ren@koffler .com
The workday the e-mail was sent shall control the date notice was deemed given .
An e-mail transmitted after 1 :00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government , including but not limited to "The Code of the City of Santa Clara, California " ("SCCC"). In particular , Contractor 's attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130) , Lobbying (SCCC Chapter 2.155) , Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060) , and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered . Additionally Contractor has read and agrees to comply with City's Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299 ).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge , no City officer , employe e or authorized representative has any financial interest in the business of Contracto r and that no person associated with Contractor has any interest , direct or indirect , which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City's name, insignia, or emblem, or distribute any information related to Services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.
22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties.
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
26. PREVAILING WAGE
In the event the Services require payment of prevailing wage, Contractor shall comply, and ensure its subcontractors comply with Exhibit D.
Contractor certifies that it is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure by Contractor or its employees, agents, contractors, and subcontractors to comply with the prevailing wage laws.
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
GLEN R. GOOGINS
City Attorney
CITY OF SANT A CLARA, CALIFORNIA
a chartered California municipal corporation
Ity Ma ager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
"CITY"
KOFFLER ELECTRIC MECHANICAL APPARATUS REPAIR, INC.
a California corporation
Dated: ~ -/7-~
By (Signature): /~ ~
Name: en Ander
Title: Chief Financial Officer
Principal Place of
Business Address: 527 Whitney Street, San Leandro, CA
Email Address: [email protected]
Telephone: (510) 567-0630
Fax: (510) 567-0636
"CONTRACTOR"
Agreement with Koffler Electrical Mechanical Apparatus Repair, Inc.
Rev. 07-01-18
EXHIBIT A - SCOPE OF SERVICES
TABLE OF CONTENTS
SECTION 1. GENERAL ........................................................................................... 10 SECTION 2. SERVICES TO BE PERFORMED ...................................................... 10 SECTION 3. SPECIFIC REQUIREMENTS .............................................................. 11 SECTION 4. REPORTS ........................................................................................... 12 SECTION 5. COMPLETION OF SERVICE .............................................................. 13 SECTION 6. HOURS AND DAYS OF SERVICE ..................................................... 13 SECTION 7. SCHEDULING AND PLANNING ......................................................... 13 SECTION 8. WORK AUTHORIZATION PROCESS ................................................ 13 SECTION 9. APPLICABLE LAWS AND REGULATIONS ........................................ 18 SECTION 10. WORKMANSHIP ................................................................................. 19 SECTION 11. PERMITS AND LICENSES ................................................................. 19 SECTION 12. WARRANTY ....................................................................................... 19 SECTION 13. CITY FURNISHED MATERIALS ......................................................... 20 SECTION 14. WORK AREA ...................................................................................... 20 SECTION 15. CONTRACTOR'S EQUIPMENT, TOOLS, AND MATERIALS ............ 20 SECTION 16. DISPOSAL OF WASTE & SCRAPS ................................................... 21 SECTION 17. SAFETY .............................................................................................. 21 SECTION 18. INJURY/PROPERTY DAMAGE .......................................................... 22 SECTION 19. CONTRACTOR's PERSONNEL ......................................................... 22 SECTION 20. E-BUILDER ......................................................................................... 24 SECTION 21. SHIPPING AND FREIGHT .................................................................. 26 Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
SECTION 1. GENERAL
1.1 Contractor shall provide all necessary supervision, labor, and services, plus all tools, equipment, materials, and supplies required to provide maintenance and repair services for pumps and motors ("Services") for Silicon Valley Power ("SVP").
1.2 Contractor shall perform the Services according to the original equipment manufacturer (OEM) standards and industry best practices. Any deviations must be approved in writing by SVP.
1.3 Contractor will primarily perform the Services within the City of Santa Clara limits but may be requested to provide services at City's remote sites.
1.4 The terms "City" and "SVP" may be used interchangeably throughout this Exhibit.
1.5 To the extent not inconsistent with this Agreement (including this Exhibit), the RFP 22-23-43 (including subsequent updates) and Contractor's proposal response dated January 25, 2023, are hereby incorporated by reference herein, and shall supplement this Scope of Services and be subject to the terms and conditions of the Agreement. In the event of a conflict between the Agreement (including its Exhibits) and the RFP or Contractor's proposal, the Agreement (including its Exhibits) shall govern and control.
SECTION 2. SERVICES TO BE PERFORMED
2.1 Motor Repair and Maintenance Services
Contractor shall provide comprehensive motor maintenance and repair services that include but are not limited to:
2.1.1 Perform inspections on various types and sizes of motors, including but not limited to motors manufactured by GE, US Motors, Marathon Electric, TEFC, TECO, Mitsubishi, Baldor, Siemens, and WEG.
2.1.2 Repair or replace motors up to 1000 horsepower, including alternating current (AC), direct current (DC), three-phase, and single-phase motors.
2.1.3 Perform motor alignments, terminations, balancing, rotation checks, and diagnostics, including amp draw, vibration analysis, resistance to ground checks, and meggering.
2.1.4 Repair or replace parts, including shafts, stators, winding material, bearings, coolers, belts, instrumentations, local gauges, cables, conduit, oils, grease, filters, contactors, breakers, protection relays, housings, and insulation.
2.1.5 Provide all labor to remove, install, and commission new motors.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
Page10of41
2.1.6 Provide motor parts as requested by the City.
2.1.7 Perform miscellaneous motor inspections, repairs, and maintenance services as directed by the City.
2.2 Pump Repair and Maintenance Services
Contractor shall provide comprehensive pump maintenance and repair services that include but are not limited to:
2.2.1 Perform inspections on vertical and horizontal pumps of various types and sizes, including but not limited to pumps manufactured by KSB, Goulds, Taiko, and Johnston Pump.
2.2.2 Perform alignments for pumps, motors, rotating equipment, and gearboxes.
2.2.3 Inspect, clean, repair, or replace mechanical and rotating equipment, including motors, parts compressors, coolers, fans, gearboxes, and piping.
2.2.4 Install structural supports, including fabrication of mounting adapters.
2.2.5 Repair or replace couplings.
2.2.6 Provide engineering, technical support, and non-destructive examination services.
2.2.7 Provide mechanical maintenance services.
2.2.8 Provide new/replacement parts as required to complete the Services.
2.2.9 Provide pump parts as requested by the City.
2.2.10 Perform miscellaneous pump inspections, repairs, and maintenance services.
SECTION 3. SPECIFIC REQUIREMENTS
When required to perform Services, Contractor shall be responsible for providing the following associated activities:
3.1 Supervision and administrative support
3.2 Program and project management services
3.3 Subcontractor management
3.4 Logistical planning
Agreement with Koffler Electrical /Exhibit A - Scope of Services 1/26/23
3.5 Scheduling services
3.6 On-site crane support
3.7 On-site cribbing and rigging
3.8 On-site forklift services
3.9 On-site scaffolding services
3.10 On-site shoring services
3.11 On-site confined space rescue team
3.12 On-site electrical testing and non-destructive examination (NOE)
3.13 On-site miscellaneous services (portable restroom facilities, rental equipment such as light standards, generators, fueling services, etc.)
3.14 Expedited procurement and transportation of materials, parts, and equipment when requested by the City.
SECTION 4. REPORTS
4.1 Service Reports
4.1.1 Within seven (7) days after final acceptance by the City of services associated with each Work Authorization (as defined in Section 8), Contractor shall provide a service report to the City, which shall include the following information:
4.1.1.1 4.1.1.2
4.1.1.3 4.1.1.4
4.1.1.5 4.1.1.6
4.1.1.7 Type of service (such as preventative maintenance and/or repair services)
Summary of existing conditions
Description of noted issues/deficiencies (including photos) and recommended corrective actions
Description of service/repairs performed
Summary list of spare parts and material inventory, including serial number of all parts removed and installed
Description of all newly installed motors and pumps and verification report of existing inventory
Other information that the City may request
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
4.2 Status Reports
4.2.1 Contractor shall provide regular cost, schedule, and status updates on services performed throughout the Agreement Term.
4.2.2 Depending on work activity, status updates may be required daily, weekly, or monthly at the direction of SVP.
4.3 Contractor shall provide all reports in electronic format and hard copy if requested by the City.
SECTION 5. COMPLETION OF SERVICES
All Services shall be completed in a timely, efficient manner to ensure the site, equipment, and/or system is operational as soon as possible and as provided in the applicable Work Authorization / Purchase Order/ Emergency Work Order.
SECTION 6. HOURS AND DAYS OF SERVICE
Contractor will generally perform the required Services during regular business hours which is between 7:00 AM - 7:00 PM PST/PDT, Monday through Friday. City will, at its discretion, allow access during non-business hours when required.
SECTION 7. SCHEDULING AND PLANNING
7.1 Contractor and City shall mutually agree to schedule outages associated with the performance of maintenance and repair services. When requested by City, Contractor shall be able to plan, staff, and execute scheduled maintenance and inspections with 30 days advance notice.
7.2 For critical equipment, Contractor may be required to work shifts longer than twelve (12) hours per day or alternative shifts, including night shifts.
7.3 Contractor shall be available to provide 24-hour emergency services, seven (7) days per week, 365 days per year. Contractor shall provide an answering service contact phone number at which an individual can be reached at any lime.
Contractor shall respond via phone or email to an emergency request within 24 hours of the City's notification. Contractor and City shall mutually agree on scheduling the required emergency service.
SECTION 8. WORK AUTHORIZATION PROCESS
Contractor acknowledges that Contractor is one of two firms selected to perform the Services, pursuant to two (2) separate agreements (collectively, the "Motor and Pump Maintenance and Repair Services Agreements"). Specific work will be assigned as set forth below.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
8.1 Non-Emergency Work
8.1.1 When as-needed services are required, the City will request a Proposal for the work (Work Request). In its request, the City will provide a description of the work required, the deadline for response, and any other relevant information.
8.1.2 Proposal: Contractor shall prepare and submit a proposal (Proposal) for each Work Request that includes:
8.1.2.1 8.1.2.2
8.1.2.3 8.1.2.4
8.1.2.5 8.1.2.6
8.1.2.7 A work plan that includes a detailed description by task of the services to be performed.
A project timeline/schedule with discussion on any activities that may impact the project timeline/schedule.
A list of Contractor's personnel and subcontractors including subcontractor Department of Industrial Relations (DIR)
number where required.
Any required drawings or documents.
A list of City responsibilities.
A final acceptance criteria
An itemized cost proposal showing:
8.1.2.7.1 Hours and hourly rates by position as listed in Appendix B1 for both Contractor and
subcontractor personnel if applicable. Indicate
labor subject to prevailing wage requirements
8.1.2. 7.2 Parts/materials
8.1.2. 7 .3 Rental and/or specialty equipment
8.1.2. 7 .4 Reimbursable expenses, in accordance with the limitations set forth in Exhibit B
8.1.2.7.5 Any additional costs such as but not limited to freight and permit fees
8.1.2.7.6 Breakdown of materials and labor sufficient to calculate sales tax
8.1.2.7.7 Estimated total cost including all required taxes Agreement with Koffler Electrical /Exhibit A - Scope of Services 1/26/23
8.1.2.8 All submitted pricing shall be in accordance with the rates authorized in Exhibit B of this Agreement and the Proposal shall include sufficient information for the City to determine that rates are in accordance with the Agreement.
8.1.2.9 Costs for any additional equipment, parts, or services required for completion of the work as detailed in the Work Request and in Contractor's Proposal but not reflected in the Contractor's cost proposal shall be the sole responsibility of the Contractor and at no additional cost to the City.
8.1.2.10 The City will review the Proposal, and may elect to approve it, reject it, or use it as a basis for further negotiations with Contractor.
8.1.2.11 Provided that Contractor's original Proposal includes all items listed in Section 8.1.2, Contractor and City may
negotiate whether the Work Authorization will be fixed price (lump sum) or based on specific rates of compensation (e.g., time and materials) for completion of the work.
8.1.2.12 Contractor must submit a revised Proposal to the City based upon such negotiations. If a fixed fee or lump sum is
authorized, a payment schedule shall be included. The final proposal shall include a clear breakdown of materials and labor indicating taxable and non-taxable items and an
estimate of sales tax.
8.1.3 Work Authorization
8.1.3.1 8.1.3.2
8.1.3.3 If the completion of the work in the Proposal will not result in total costs (including all previously authorized work)
exceeding the maximum compensation in Section 6 of the
Agreement, additional services may be authorized as set forth in this Section.
For Proposals with a total cost exceeding $50,000, Work Authorizations shall be issued in substantially the same format as Exhibit E. Each Work Authorization shall describe the services and deliverables the Contractor must provide, the time limit within which the Contractor must complete the service and deliverables, the system acceptance criteria, warranty provisions, and the compensation for the additional services.
Subject to the terms and conditions of this Agreement,
Contractor and City will negotiate the specific scope and requirements of each Work Authorization. Upon execution Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
by the Parties, the Work Authorization shall become an
Approved Work Authorization.
8.1.3.4 Each Approved Work Authorization shall have a purchase order attached to it.
8.1.3.5 For Proposals with a total cost less than $50,000, a signed Work Authorization is not required. The City will issue a purchase order authorizing work and the purchase order will serve as the Approved Work Authorization.
8.1.3.6 Only the Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer may, on behalf of the City, execute a Work Authorization.
Purchase orders are issued by the Finance Department.
8.1.3. 7 Except in the case of emergency which shall confirm to the conditions of Section 8.2 or where the circumstances in Section 8.1 .4.4 apply, Contractor shall not initiate the additional services and the City will not compensate the Contractor until the City has executed the Work
Authorization for such additional services where applicable ("Approved Work Authorization") and issued a purchase
order.
8.1.3.8 If Contractor begins work or fails to dispute a purchase order within three (3) business days, Contractor is assumed to have accepted the terms of the purchase order.
8.1.3.9 An Approved Work Authorization must be consistent with - and cannot alter - the terms and conditions of this
Agreement. The terms and conditions of this Agreement
shall prevail over any and all terms and conditions contained in an Approved Work Authorization - even if the Approved Work Authorization expressly states that it is intended to control. Any conflicting terms and conditions in an Approved Work Authorization are invalid and unenforceable.
8.1.3.10 The City (through the individuals listed in section 8.4.3 or, in the case of purchase orders, the Finance Department) may terminate an Approved Work Order, purchase order, or an Emergency Work Order for convenience with ten (10) days prior written notice to Contractor. In such event, the
Contractor shall have no further rights hereunder, except that Contractor shall be paid for all Services adequately rendered prior to such termination.
8.1.4 Changes to Work Authorization
Agreement with Koffler Electrical /Exhibit A - Scope of Services 1/26/23
8.1.4.1 8.1.4.2
8.1.4.3 8.1.4.4
8.2 Emergency Work
Contractor shall notify the City immediately when a situation occurs that may result in a change to the total project cost or specific line items in an Approved Work Authorization or purchase order. Contractor shall provide the reason for the change specific to each Approved Work Authorization or
purchase order.
If Contractor requires changes to a fixed price Work
Authorization, Contractor shall only be permitted to request changes with justification such as additional scope
requested by City or unanticipated field conditions. For such changes, Contractor shall submit justification demonstrating that changes in cost are associated with changes in scope.
Contractor shall not be entitled to additional compensation for issues such as errors in calculation of original pricing, changes in staff, or other changes that are not directly related to changes requested by City.
In the event that unanticipated site conditions or other issues result in costs that exceed the approved Work Authorization or changes to line items in an Approved Work Authorization or purchase order, Contractor shall submit to the City an updated Proposal for review and approval from the City in advance of performing the work. The City will issue a new or amended Work Authorization (if required pursuant to Section
8.2) or purchase order (as applicable) to authorize such additional Services. Each changed Work Authorization and purchase order shall amend the Services and be
incorporated into the Services by reference.
In the event that issues are identified that can be most efficiently and economically resolved while on site, changes may be approved verbally (in the field), by telephone, ore mail by the following authorized individuals: Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer. Such authorization shall be defined as an Interim Work Order. Contractor shall provide an updated Proposal within two (2) business days so that such changes can be documented in a Work
Authorization and/or purchase order.
8.2.1 An Emergency Work Order should be utilized only in instances of a threat to public health or safety, loss of or damage to property, or serious disruption to essential services. An emergency is defined as an Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
unforeseen event, circumstance, or combination of circumstances that the City reasonably determines to require immediate action.
8.2.2 Emergency Work Orders do not need to be in writing and may only be authorized by the Assistant Director of the Electric Utility, Electric Utility Chief Operating Officer, or Chief Electric Utility Officer. Such verbal authorizations will be confirmed by the City in writing within three (3) business days by a purchase order or, where applicable, a Work Authorization and/or purchase order.
8.2.3 When emergency services are required, Contractor shall send a Proposal to the City for the required services as soon as possible, but no later than three (3) business days after starting work. The Proposal shall be detailed in accordance with this Section 8 and shall also include any completed work. City will issue a Work Authorization (if required pursuant to Section
8.2) and purchase order as soon as reasonably practicable.
8.3 Each Approved Work Authorization and purchase order including those authorizations issued pursuant to Section 8.2 and 8.1 .4.4 shall be incorporated into the Agreement by reference and subject to its terms and conditions and the Services contained therein shall be included within the Services.
8.4 Proposals, pricing and quotes are not confidential and will not be treated as confidential even if marked confidential when submitted.
8.5 Except in the situations described in Section 8.1 .4.4 and Section 8.2, Contractor shall not initiate work before a Work Authorization has been approved and/or purchase order has been issued and the City has directed Contractor to perform Services.
SECTION 9. APPLICABLE LAWS AND REGULATIONS
9.1 Contractor shall comply with all applicable present and future federal, state, and local regulations, ordinances and codes including but not limited to the U.S.
Occupational Safety and Health Administration (OSHA), and the California Department of Industrial Relations and the Division of Occupational Safety and Health (Cal/OSHA).
9.2 Where any applicable laws or ordinances conflict with the City's requirements, the more stringent requirement(s) shall be followed. Contractor's failure to be thoroughly familiarized with the provisions of any applicable federal, state, and local regulations, ordinances and codes shall not relieve Contractor from compliance with the obligations and penalties resulting therefrom.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
SECTION 10. WORKMANSHIP
10.1 Contractor shall perform all Services in a professional manner and environmental responsible manner that meets or exceeds industry and professional standards of performance. All activities shall be performed by a Contractor employee skilled in the particular task to which they are assigned.
10.2 All parts and/or components replaced or newly installed in the system shall be factory new and free of defects in title, materials and workmanship at the time of their delivery and installation. However, if approved by the City, Contractor may use rebuilt parts or new parts from another manufacturer if approved by the original manufacturer and/or City for use in the specific piece of equipment of the system.
10.3 Poor or inferior workmanship, as determined at the sole discretion of the City, shall be removed and replaced to conform to the quality standards of the industry, or otherwise corrected to the satisfaction of the City, at Contractor's sole expense.
10.4 City reserves the right to inspect any Services performed by Contractor and its subcontractors. If, upon inspection, the City determines that there is any unsatisfactory or defective work, Contractor must correct the work at no additional cost to the City.
SECTION 11. PERMITS AND LICENSES
Contractor shall obtain, maintain, and pay for all licenses, permits, and certificates required by any statute, ordinance, rule, or regulation for the performance of Services.
SECTION 12. WARRANTY
12.1 Services. For each Approved Work Authorization, Purchase Order, and Emergency Work Order, all Services shall carry a warranty of a minimum of twelve ( 12) months from the date of completion of the Services as set forth therein each Work Authorization. Warranty-related work shall be at no additional cost to the City.
12.2 Parts. With respect to any parts or other items furnished by Contractor to perform the Services, Contractor shall extend to the end of the manufacturer's warranty to any parts or other items furnished by Contractor to perform the necessary Services. Parts manufactured by the Contractor or others shall be warranted for a period commensurate with the original manufacturer's warranty to ensure that the City receives a warranty period that is as long as the original manufacturer's warranty. Contractor shall provide the City with a copy of the extended manufacturer's warranty.
12.3 Contractor shall be responsible for performing all warranty work within a reasonable time. In emergencies where damage may result from delay or where Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
the loss of service may result, the City may choose to perform the work covered in the warranty. The cost associated with the City completing the warranty work shall be charged to Contractor.
SECTION 13. CITY FURNISHED MATERIALS
Contractor shall credit the City for any City-furnished materials that are used, lost, stolen, damaged or rendered unusable by actions of Contractor.
SECTION 14. WORK AREA
14.1 Contractor shall ensure that the work site is free from all surplus materials, waste materials, debris, spills, dirt and rubbish caused by Contractor's performance of Services. Upon completion of the Services or at the end of each day, whichever comes first, Contractor shall ensure the work area is in a clean safe condition. The City shall be the sole judge as to the adequacy of the cleanup.
14.2 Contractor shall follow all directions of City with regard to clean-up both during the course of, and upon completion of Services. If Contractor fails to clean up the work area within forty-eight hours (48) after demand by the City, City may charge Contractor for any costs of clean-up or other work required to adequately protect the City's electrical or other facilities or to restore work area to a safe condition.
City may invoice Contractor or deduct costs from Contractor's invoice at City's sole discretion.
14.3 Contractor must provide work and traffic signage as required to warn pedestrians and vehicular traffic of work in progress. Contractor may be required to direct pedestrians and traffic around the work area. Contractor shall also be responsible for providing all equipment and personnel necessary to properly perform the traffic control measures, including but not limited to, flaggers, cones, reflectors, electronic signs, barricades, caution tape, temporary paving, or steel plates.
14.4 Contractor shall make all reasonable efforts to minimize obstructions and inconvenience to SVP's operations and others who may be impacted by Contractor's Services.
SECTION 15. CONTRACTOR'S EQUIPMENT, TOOLS, AND MATERIALS
15.1 All equipment, tools (including any specialty tooling), and materials required for the execution of the Services shall be provided by Contractor. City will not loan tools or equipment to Contractor. Neither Contractor nor its workers shall attempt to borrow tools or other materials from City personnel.
15.2 Tools and equipment shall be kept in proper operating condition and used only for the purpose for which they were designed. City reserves the right to suspend work if improper tools or equipment are being used or operated.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
15.3 Tools and equipment shall be safely stored overnight under lock and key. Loss of any tools or equipment shall be reported immediately to the City.
15.4 All vehicles, equipment, and ladders shall be secured when not in use. Keys shall not be left in any vehicles or equipment when not in use.
15.5 City will not be responsible for the loss of tools, equipment, or materials.
SECTION 16. DISPOSAL OF WASTE & SCRAPS
16.1 All waste generated or encountered in the performance of the Services must be managed in accordance with all applicable local, State, and federal regulations and laws. Contractor is solely responsible for arranging and implementing the proper handling, management, storage, transport, and disposal of all wastes including any hazardous materials.
16.2 Contractor shall provide the City with a written report of all disposal of materials within twenty-four (24) hours of disposal unless a shorter timeline is required by local, state, and/or federal regulations.
16.3 Contractor shall recycle all material scraps, and credit the value to the City.
SECTION 17. SAFETY
17.1 Safety must always be the top priority. Contractor shall take all necessary precautions for the safety of all persons at the work site. Contractor must erect and properly maintain at all times, as required by the conditions and progress of the Services, all necessary safeguards for the protection of all persons and the public including posting danger signs and warnings against known or unusual hazards.
17.2 Contractor shall maintain an effective Injury and Illness Prevention Program (IIPP) in writing pursuant to Section 3203, Title 8 of the California Code of Regulations (CCR). The written plan shall include specific instructions with regard to hazards unique to the employee's job assignment. At City's request, a copy of Contractor's IIPP shall be submitted to the City and be made available on-site.
17.3 Contractor shall schedule safety inspections as necessary and as may be requested by the City to identify and correct unsafe conditions and work practices.
The City reserves the right to accompany Contractor during these inspections.
17.4 Contractor must comply with all site-specific safety requirements and procedures including but not limited to Lockout/Tagout (LOTO), Energy Isolation, Confined Space, Fall Protection, Chemical Safety, Hazardous Waste, and Personnel Protective Equipment (PPE).
Agreement with Koffler Electrical /Exhibit A - Scope of Services 1/26/23
Page21 of41
17.5 Contractor's employees (including any subcontractors) shall utilize appropriate Personal Protective Equipment (PPE) and Fire Resistant (FR) clothing, as required. Any required PPE and FR clothing shall be provided at the expense of Contractor.
17.6 When requested by the City, Contractor shall provide an on-site Safety Manager/Supervisor to ensure compliance with all applicable Safety rules and regulations, perform daily audits and submit daily reports to the City that identify discrepancies or non-compliance, provide direction in regards to safety rules and regulations to Contractor Project Manager and/ On-Site Supervisor (as defined in Section 19) and Contractor employees.
SECTION 18. INJURY/PROPERTY DAMAGE
Contractor shall notify the City immediately in the event of an injury or property damage that occurs during the performance of the services. Contractor shall investigate the reported injury or damage upon request from City and provide City with regular updates including all accident reports until the investigation is resolved. City reserves the right to perform its own investigation. Should City choose to conduct its own investigation, Contractor shall assist as required.
SECTION 19. CONTRACTOR'S PERSONNEL
19.1 Project Manager/On-Site Supervisor
Contractor must designate one (1) Project Manager or On-Site Supervisor to communicate with the City during performance of the Services. The Project Manager/On-Site Supervisor is the designated point of contact for the City to communicate work tasks and receive feedback. The Project Manager/On-Site Supervisor must be capable of communicating effectively with City staff.
19.2 Staffing
19.2.1 Contractor shall be responsible for its employees' professional and technical competence and will select appropriate individuals who are qualified, certified, and/or licensed to perform the assigned task.
19.2.2 Contractor shall ensure its employees and any subcontractors supply proper identification when requested by the City.
19.2.3 Contractor shall inform City immediately of any change in key personnel assigned to this agreement. Contractor shall submit the resumes and other qualifications of the proposed replacement employee(s) to City for review and approval.
19.3 Employee Training
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
19.3.1 At Contractor's sole cost and expense, Contractor shall provide recurring, periodic (no less than annual) training to its employees (including subcontractors) appropriate to the duties and responsibilities of each employee.
19.3.2 It is essential that all employees be thoroughly trained and familiar with the equipment and procedures to be followed.
19.3.3 Training shall follow Contractor's standard policies and procedures and shall be in compliance with all applicable federal, state, and local laws, including but not limited to safety and injury prevention training requirements contained in the OSHA standards.
19.3.4 Contractor shall be familiar with SVP's operating standards. All employees are required to watch SVP's safety video once per calendar year or prior to the commencement of the Services.
19.3.5 At the City's request, Contractor shall submit copies of training records for its employees.
19.4 Standards of Conduct
19.4.1 Contractor shall be solely responsible for its employees while on or about the work site, including but not limited to, maintaining discipline, ensuring standards of conduct are adhered to, and enforcing safety policies, procedures, and orders. Contractor shall ensure that while on or about the work site, its employees do not:
19.4.1.1 Display a discourteous, abrupt, abrasive, or belligerent attitude.
19.4.1.2 Use any prescribed or over-the-counter medications which can potentially impair the employee's ability to perform the Services safely.
19.4.1.3 Present or identify themselves as employees of the City of Santa Clara.
19.4.1.4 Possess any firearms, narcotics, drugs, intoxicants, or other restricted materials while on the premises.
19.4.2 In the event a Contractor employee fails to meet these standards of conduct, Contractor shall immediately remove that employee and provide a replacement. Contractor shall determine appropriate disciplinary actions in accordance with its own policy, a copy of which may be requested by the City at any time.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
19.4.3 In the event that a complaint is made against a Contractor employee, Contractor shall notify the City immediately and provide a written explanation detailing how the situation was resolved.
SECTION 20. E-BUILDER
20.1 When required by City, Contractor shall use utilize e-Builder for submission of data and documents throughout the term of this agreement.
20.2 e-Builder is a web-based construction management application hosted by e Builder, Inc. For certain projects to be defined by the City, e-Builder shall be the primary means of project information submission and management or as otherwise agreed upon with the City.
20.3 The City will establish the Contractor's access to e-Builder by providing licenses to Contractor's personnel at City's cost. The Contractor's designated users will be required to set up their computers/systems to use e-Builder in accordance to the e-Builder User Training Guide. The City reserves the right to limit the licenses issued to Contractor in the future.
20.4 Contractor is required to obtain all necessary training to use the software. The City will provide one classroom training or a web-based seminar. A training session is 1 - 2 hours.
20.5 e-Builder is a web-based environment and therefore it is subject to the inherent speed and connectivity limitations of the Internet. Contractor is responsible for its own connectivity to the Internet. e-Builder's response time is dependent on the Contractor's equipment, including processor speed, Internet access speed, etc., and current traffic on the Internet. The City will not be liable for any delays associated with the usage of e-Builder including, but not limited to slow response time, downtime periods, connectivity problems, or loss of information. The Contractor shall ensure connectivity to thee-Builder system whether at the home office or job site. Under no circumstances will the usage of e-Builder be grounds for a time extension or cost adjustment to the Agreement.
20.6 Data entered in a collaborative mode (entered with the intent to share as determined by permissions and workflows within thee-Builder system) by the City and the Contractor will be jointly owned.
20.7 Contractor is responsible for managing, tracking, and documenting the Services to comply with the requirements of this Agreement. The City's acceptance via automated system notifications or audit logs extends only to the face value of the submitted documentation and does not constitute a validation of the Contractor's submitted information.
20.8 At the City's sole discretion, project documents may be processed and distributed digitally over the internet or may be required to be presented in hard copy format.
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
20.9 While regular email may still be used for communication, when requested by the City, e-Builder shall be utilized as much as possible in connection with all document and information management required in the performance of projects where City has directed the use of e-Builder. Contractor shall be responsible for scanning or otherwise converting to electronic format all project submittals and Contractor correspondence, drawings, sketches, etc., and uploading them to the e-Builder website and shall be responsible for the validity of the information placed in e-Builder. The Contractor shall utilize the existing forms and processes in e-Builder to the maximum extent possible. If a required form does not exist in e Builder, the Contractor shall include a form of its own or one provided by the City (if available) as an attachment to a submittal or process. Documents and information to be submitted electronically include, but are not limited to:
20.9.1 Correspondence
20.9.2 Meeting Minutes
20.9.3 Submittals and Shop Drawings
20.9.4 Product Data, reports, certifications, etc. must be submitted in PDF. (If a sample can be scanned, it is requested that a scanned PDF copy be submitted with the sample.
20.9.5 Requests for Information (RFl's)
20.9.6 Submittals and Shop Drawings
20.9.7 Change Order requests and documentation, including record copies of change orders, proposals, and modifications.
20.9.8 Pay Applications
20.9.9 "Official" correspondence (such as letters) including informal correspondence, such as email.
20.9.10 Pre-Task Plans (PTPs)
20.9.11 Daily Construction Reports and other Daily Reports including Contractor Quality Control (CQC) Reports
20.9.12 All official reports, such as Commissioning reports
20.9.13 Notices and Claims
20.9.14 Operations and Maintenance Manuals
20.9.15 All Close-out documents, and
20.9.16 All testing results
Agreement with Koffler Electrical /Exhibit A - Scope of Services 1/26/23
20.10 Archive Copies: When requested by City, Contractor shall keep an archive copy of all digital data created by Contractor, or submitted to Contractor via e-mail, or resident on thee-Builder for the duration of the Project. Such data shall be available to City, and authorities with the jurisdiction (including funding agencies or representatives) on demand.
20.11 Should the City replace e-Builder with a different project management tool, Contractor, and subcontractors shall be required to utilize the new project management tool selected by the City.
SECTION 21. SHIPPING AND FREIGHT
21.1 Contractor shall be responsible for shipment and delivery of all required products and materials to City. All freight charges will be pre-paid by Contractor. All products and materials shall be entirely at Contractor's risk from the time they are placed in the possession of the carrier for shipment to/from City until final acceptance by the City. Contractor shall ensure that the products and materials are insured against "all risks" from the time the products and materials are placed in the possession of the carrier for shipment to/from City. Contractor will pack and ship all equipment in accordance with good commercial practices.
21.2 Contractor shall notify the City at least sixty (60) minutes prior to arrival of any deliveries to City. City will provide a contact name and phone number to the Contractor. The shipping location is:
City of Santa Clara - Donald Von Raesfeld Power Plant
850 Duane Avenue, Santa Clara, CA 95054
Agreement with Koffler Electrical /Exhibit A- Scope of Services 1/26/23
EXHIBIT B
SCHEDULE OF FEES AND PAYMENT PROVISIONS
SECTION 1. MAXIMUM COMPENSATION
The maximum compensation payable to Contractor during the Term of this Agreement shall not exceed the amount in Section 6 of the Agreement.
SECTION 2. RATES
Compensation under each Work Authorization and /or purchase order shall be in accordance with the rates set forth herein.
2.1 Rates. Contractor shall submit Proposals and invoice all Services at the rates listed in Appendix B1 attached and incorporated by reference.
2.2 Rates listed in Appendix B-1 (Rate Schedule) are fully burdened and will remain fixed for the first two (2) years of the Agreement.
2.3 Rate Increase. Rates may be negotiated no more than once annually. Contractor shall notify the City ninety (90) days in advance of any proposed rate increase.
Any rate increases are subject to approval by the City and must be substantiated by the Contractor to the satisfaction of the City. All rate adjustments must be approved by the City by executing an amendment to this Agreement. References to alternate rates in quotes that have not been separately authorized pursuant to this section are not approved.
2.4 Reimbursable Expenses. Any and all reimbursable expenses related to each Work Authorization or Purchase Order shall be described in Contractor's Proposal as set forth in Section 8 of Exhibit A and accounted for in the total cost for each Proposal, Work Authorization, and Purchase Order, as applicable. Expenses shall be reimbursable only to the extent that (1) Contractor submits sufficient documentation to City that the expenses were directly incurred in providing the Services, (2) Contractor demonstrates that such expenses aren't included in the hourly rate where applicable, (3) such expenses were approved in advance pursuant to Section 8 of Exhibit A, (4) Contractor submits receipts, invoices, or other supporting documentation demonstrating that such reimbursable costs were incurred. Any reimbursement to the Contractor is limited to the expenses set forth below in the Reimbursable Expense Schedule.
Reimbursable Exoense Schedule Mark Up
1. The cost of mailing, shipping and/or delivery of any No Markup documents or materials.
2. The cost of photographing, printing, reproducing No Markup and/or copyina anv documents or materials.
Agreement with Koffler Electrical /Exhibit B - Schedule of Fees and Payment Provisions Page 27 of 41 1/26/23
Reimbursable Expense Schedule Mark Uo
3. Charges for outside services and materials (including Not to exceed 15% subcontractor fees , equipment , and facilities not
furnished directly by Contractor).
4. Other reimbursable expenses with prior written No Markup approval from the Citv
5. Allowable mileage will be charged at the prevailing No Markup IRS rate per mile.
6. Unless approved in writing (e-mail acceptable) in No Markup advance, meals, lodging, and related per diem shall
not exceed the rates outlined by United States
General Services Administration (GSA).
htt12s://www.gsa.gov/trave l-resources . Airfare or
rental car, where applicable shall be at economy
rates.
SECTION 3. PAYMENT PROVISIONS
3.1 Time and Material. For As-Needed Services authorized to be paid on a time and material basis, Contractor shall provide an invoice to the City on a monthly basis for services completed in the preceding month, pursuant to the rates listed in Table B1 in Appendix B1. The invoice must include the following information:
3.1.1 Invoice Number , Purchase Order Number , and Invoice Period.
3.1.2 Current amount due with a time and mate rials breakdown: titles , hours, hourly rates, and any City approved reimbursable expenses itemized with supporting documentation.
3.1.3 Each invoice shall provide sufficient detail for City to verify that the rates listed in Table B1 are charged. Additionally , invoices shall include sufficient detail to allow for accurate comparison with certified payroll submittals .
3.2 Fixed Price. For As-Needed Services authorized to be paid on a fixed price basis, Contractor shall provide an invoice to the City based on either (a) the percentage of services completed during the previous month or (b) a lump sum amount upon the completion of deliverab le(s), as specified in the Purchase Order. Invoices must include the following information:
3.2.1 Invoice Number, Purchase Order Number, and Invoice Period.
3.2.2 Detailed information on the work performed on each deliverable or task completed on each project, as applicable.
3.2.3 Contractor shall not invoice labor costs subject to prevailing wages in advance of performing the applicable services.
Agreement with Koffler Electrical /Exhibit B - Schedule of Fees and Payment Provisions Page 28 of 41 1/26/23
3.2.4 With regard to milestone payments, Contractor shall invoice each milestone payment in full. Contractor shall not split milestone payments into multiple invoices.
3.3 Pre-Payment. City shall not be required to pay a deposit or any other form of pre payment prior to Contractor beginning work.
3.4 Payment Limited to Satisfactory Completion of the Services. Contractor is not entitled to any payments until the City concludes that the Services and/or furnished deliverable(s) have been satisfactorily performed.
3.5 Recalculation. The City may recalculate and pay invoices based on the rates established in this Agreement.
3.6 Certified Payroll. When applicable, Contractor must submit all necessary certified payrolls through LCP Tracker in advance of its request for payment.
These submittals shall comply with the requirements set forth in Exhibit D and are subject to verification by the City.
3.7 Disputed Invoices. If the City in good faith disputes any portion of an invoice, the City shall pay the undisputed portion of the invoice and submit written notice to Contractor regarding the disputed amount. The notice shall include documentation supporting the disputed amount.
3.8 Payment. If there are no discrepancies or deficiencies in the submitted invoice and Contractor has submitted all required certified payroll, City shall process the invoice for payment.
Agreement with Koffler Electrical /Exhibit B - Schedule of Fees and Payment Provisions Page 29 of 41 1/26/23
APPENDIX B-1
RA TE SCHEDULE
SECTION 1. RATES
Contractor shall charge, and the City shall pay for actual services rendered and authorized according to the process outlined in Section 8 of Exhibit A. The rates applicable for the Services are listed below in Table B1.
In cases where services are required but not listed below, Contractor shall submit rates for approval by the City in advance, in writing before performing the Services. For avoidance of doubt, any changes to the rates in Table B1 must be authorized in accordance with Section 2.2 of Exhibit B. Rate changes are not permitted as part of a Work Authorizations process.
Table 81 • Rates
Straight Time Overtime Double Time
Labor Hourly Rate Hourly Rate Hourly Rate
Shop Services $160.00 $216.00 $272.00
Field Services
(Minimum of four (4)
hours per person from $245.00 $318.00 $391.00
the time of arrival at
the iob site)
Services
Tractor Trailer For transportation of heavy equipment to/from the Contractor's San Leandro, CA office and to/from City locations:
(a) $1,200/roundtrip for trips scheduled between Monday and Friday, from 7 AM to 5 PM PST/PDT
(b) $2,350/roundtrip for trips scheduled between Monday and Friday after 5 PM PST/PDT, as well as on Saturdays and
Sundays
Pickup and Delivery Pickup and delivery of parts and light equipment to/from the Contractor's San Leandro, CA office and to/from City locations:
(a) Included at no cost Monday through Friday, between 7 AM to 5 PM PST/PDT
(b) $318 per hour applies between Monday and Friday after 5 PM PST/PDT, as well as on Saturdays and Sundays
Agreement with Koffler Electrical /Appendix B1 - Rate Sheet Rev. 07-01-18
Onsite Crane Services (a) $1,300 for the first four (4) hours between Monday and (Includes both Friday, from 7 AM to 5 PM PST/PDT. For additional hours, an equipment and extra fee of $245 per hour applies. If the additional hours fall operator with a 4-hour under Overtime, an extra fee of $318 per hour applies. If the minimum from the time additional hours fall under Double Time, an extra fee of $391 of arrival at the job per hour applies.
site) (b) $2,100 for the first (4) hours on Saturdays, Sundays, and U.S. Federal Holidays. For additional hours, an extra fee of $318 per hour applies. If the additional hours fall under Double Time, an extra fee of $391 per hour applies.
Parts
Parts manufactured by Contractor shall be at agreed upon price. Parts from the original equipment manufacturer shall be at Contractor's actual cost plus 15% markup.
SECTION 2. TRANSPORTATION
Contractor shall ensure that the products and equipment are insured against "all risks" from the time they are placed in the possession of the Contractor for shipment to/from the City until received by the City.
SECTION 3. DEFINITIONS
The following definitions apply to the rates listed in Table 81:
3.1 "Straight Time" means the first eight (8) hours worked between Monday and Friday, excluding U.S. Federal Holidays.
3.2 "Overtime" means the:
3.2.1 hours worked in excess of eight (8) hours, from Monday through Friday; or
3.2.2 first eight (8) hours worked on Saturdays.
3.3 "Double Time" means the:
3.3.1 hours worked in excess of twelve (12) hours from Monday through Friday; or
3.3.2 hours worked in excess of eight (8) hours on Saturdays; or
3.3.3 hours worked during U.S. Federal Holidays; or
3.3.4 hours worked on Sundays.
Agreement with Koffler Electrical /Appendix 81 - Rate Sheet Rev. 07-01-18
EXHIBITC
INSURANCE REQUIREMENTS
Without limiting the Contractor's indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Contractor's insurance. The minimum coverages, provisions and endorsements are as follows:
1. COMMERCIAL GENERAL LIABILITY INSURANCE
1.1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury
1.2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
1.3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
1.3.1. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits;
1.3.2. There shall be no cross-liability exclusion which precludes coverage for claims or suits by one insured against another; and
1.3.3. Coverage shall apply separately to each insured against whom a claim is made, or a suit is brought, except with respect to the limits of liability.
2. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Agreement with Koffler Electrical /Exhibit C - Insurance Requirements Rev. 07-01-18
Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.
3. WORKERS' COMPENSATION
3.1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.
3.2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3.3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.
4. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Contractor. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney's Office.
5. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
5.1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.
5.2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other Agreement with Koffler Electrical /Exhibit C - Insurance Requirements Rev. 07-01-18
insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor's insurance.
5.3. Cancellation.
5.3.1. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten ( 10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
5.3.2. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non renewal.
5.4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections 1 through 4 of this Exhibit C, above.
6. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:
6.1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
6.2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of Agreement with Koffler Electrical /Exhibit C - Insurance Requirements Rev. 07-01-18
complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
6.3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.
7. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.
8. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement. Upon City's request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements.
Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be e-mailed to: [email protected].
9. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
Agreement with Koffler Electrical /Exhibit C - Insurance Requirements Rev. 07-01-18
EXHIBIT D
LABOR COMPLIANCE
This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.
A. Prevailing Wage Requirements
1. Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk's office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.
2. Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.
3. Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required.
Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov.
4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.
5. As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. Contractors shall submit certified payroll through LCP Tracker or similar system as directed by the City. The term "certified payroll" shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any Agreement with Koffler Electrical /Exhibit D - Labor Compliance Rev. 07-01-18
additional documentation requested by the City or its designee including, but not limited to: certified payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.
6. In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.
7. No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1 (a)].
8. No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered "public works contractor" with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.
9. All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a "public works contractor". Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.
10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney's fee relating to such fine.
11. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
B. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Exhibit shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Agreement with Koffler Electrical /Exhibit D - Labor Compliance Rev. 07-01-18
Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor's address indicated for receipt of notices in this Agreement.
C. Enforcement
1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.
2. Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.
3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor's failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Exhibit.
4. City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements. These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.
Agreement with Koffler Electrical /Exhibit D - Labor Compliance Rev. 07-01-18
EXHIBIT E
SAMPLE WORK AUTHORIZATION FORM
This work authorization ("Work Authorization") is made pursuant to the Agreement for Service between the City of Santa Clara and Contractor ("Agreement"). This Work Authorization is governed by the provisions of the Agreement and is hereby incorporated into the Agreement by reference. All Services are subject to the terms and rates included in the Agreement. In the event of any inconsistency between the terms and conditions of the Work Authorization and the Agreement, the terms and conditions of the Agreement shall govern and control.
PART A: GENERAL INFORMATION
WORK AUTHORIZATION D Original
NUMBER: D First Revised
Contract No. D Second Revised
D Other
Contractor Name/Address:
Expiration Date of Aareement:
Contractor's Project Manager: Name: Email:
City's Project Manager Name: Email:
Period of Performance for this Start Date: Exoected Comoletion Date:
Work Order:
Maximum Comoensation of Aareement:
Previously Committed Funds:
Available Funds
Maximum Compensation for this Work Authorization
Remainina Available Funds
Sufficient funds are available in Fund#:
(to be comoleted bv Citv\
Contractor Reoresentative Name IPrintl
Contractor Representative Signature
Contractor Reoresentative Sianature Date
City Project Manaaer Name IPrintl
Authorized City Representative /Print\
City Representative Signature
Citv Reoresentative Sianature Date
* Authorized City Representatives include Electric Utility Assistant Director, Chief Electric Utility Ooeratina Officer, Chief Electric Utilitv Officer
Agreement with Koffler Electrical /Exhibit E - Sample Work Authorization Rev. 07-01-18
PART B: SERVICES TO BE PERFORMED
1. REVISED WORK AUTHORIZATION
0 No
D If yes, provide a brief description of the change(s).
2. SCOPE OF SERVICES TO BE PERFORMED
The Contractor shall perform the service(s) described below in accordance with all of the terms and conditions of the Agreement. (Insert a detailed scope of work below or attach as a separate file.) Scope of Services and cost proposal shall meet all of the provisions of Section 8 of Exhibit A.
3. COMPENSATION
a. Basis of Compensation: D Time & Materials D Fixed Fee b. Reimbursable Expenses:
D No expenses are reimbursable.
D Expenses are separately reimbursable in the maximum amount of:
c. Payment Schedule:
D Monthly D Completion of Deliverable/Milestone D Completion of Work d. Payment Terms. Provide payment terms below or attach as a separate file. *Payment for on-site labor may not be paid in advance. On-site labor shall not be invoiced until completed and Customer will not make payment until certified payroll is approved.
4. LIQUIDATED DAMAGES
D Liquidated Damages do not apply.
D Liquidated Damages apply as follows:
Agreement with Koffler Electrical /Exhibit E - Sample Work Authorization Rev. 07-01-18
It is mutually agreed by Contractor and City that, in event completion of the Services to be provided by the Contractor under this Agreement is delayed beyond ________ _ 20_, City will suffer
damages and will incur other costs and expenses of a nature and amount which is difficult or impractical to determine. The Parties agree that by way of ascertaining and fixing the amount of damages, costs and expenses, and not by way of penalty, Contractor shall pay to City the sum of _______________ dollars($ _____ ~ per day in liquidated damages to a cap of ____ . Contractor agrees that City may deduct the amount of said unpaid damages from any money due or that may become due to Contractor under this Agreement.
Notwithstanding the foregoing both Parties understand and agree that no liquidated damages shall accrue for delivery delays due to any modification of the work scope, for delays caused by or attributable to the City, for delays caused by or attributable to third parties not under the direct control of Contractor or any force majeure event during the period of service of this Work Authorization.
Such liquidated damages shall be the City's sole and exclusive remedy for Contractor's failure to meet the agreed delivery schedule.
5. ACCEPTANCE CERTIFICATE
D Acceptance Certificate not required.
D Acceptance Certificate required.
Agreement with Koffler Electrical /Exhibit E - Sample Work Authorization Rev. 07-01-18