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RESOLUTION NO. -93
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING AGREEMENT WITH Z ELECTRIC CORP. FOR
ON-CALL STREET LIGHTING REPAIR AND MAINTENANCE
WHEREAS, repair and maintenance services are sometimes needed for City-owned
street lights; and
WHEREAS, rate quotations were obtained from three providers according to the
terms of Section 2.36.030 of the Municipal Code; and
WHEREAS, the hourly rate provided by Z Electric Corp. was the lowest of the rates
quoted by the three providers; and
WHEREAS, references indicate that Z Electric Corp. performs in a competent and
timely manner;
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of
Dublin does hereby approve the agreement with Z Electric Corp. for on-call street lighting repair and
maintenance services for Fiscal Year 1993-94.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute the
agreement.
PASSED, APPROVED, AND ADOPTED this 27th day of September, 1993.
AYES:
NOES:
ABSENT:
Mayor
ArrEST:
City Clerk
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AGREEMENT FOR
ON-CALL STREET LIGHTING REPAIR AND MAINTENANCE
THIS AGREEMENT is made at Dublin, California, as of
1993, by and between the CITY OF DUBLIN, a municipal corporation ("City"), and Z
ELECTRIC CORP. ("Contractor"), who agree as follows:
1. TERM OF AGREEMENT/TERMINATION. This agreement shall begin on
July 1, 1993, and shall continue in full force and effect thereafter for a period of one year.
The agreement may be terminated by either party with 60 days I advance written notice, except
that City may terminate this Agreement without 60 days' prior notice if Contractor fails to
perform according to the terms of this Agreement. Upon termination, Contractor shall be paid
for all work performed to date.
2. SERVICES. Subject to the terms and conditions set forth in this
Agreement, Contractor shall provide to City the services described in Exhibit A. Contractor
shall provide said services at the time, place, and in the manner specified in Exhibit A.
3. PAYMENT. City shall pay Contractor for services rendered pursuant to
this Agreement at the time and in the manner set forth in Exhibit B. The payments specified
in Exhibit B shall be the only payments to be made to Contractor for services rendered
pursuant to this Agreement. Contractor shall submit all billings for said services to City in the
manner specified in Exhibit B; or, if no manner be specified in Exhibit B, then according to
the usual and customary procedures and practices which Contractor uses for billing clients
similar to City.
4. FACILITIES AND EOUIPMENT. Except as set forth in Exhibit C,
Contractor shall, at its sole cost and expense, furnish all facilities and equipment which may be
required for furnishing services pursuant to this Agreement. City shall furnish to Contractor
only the facilities and equipment listed in Exhibit C according to the terms and conditions set
forth in Exhibit C.
5. GENERAL PROVISIONS. The general provisions set forth in Exhibit D
are part of this Agreement. In the event of any inconsistency between said general provisions
and any other terms or conditions of this Agreement, the other term or condition shall control
insofar as it is inconsistent with the general provisions.
6. EXHIBITS. All exhibits referred to herein are attached hereto and are by
this reference incorporated herein.
7. SUBCONTRACTING. The Contractor shall perform the work
contemplated with resources available within its own organization and no portion of the work
pertinent to this contract shall be subcontracted without written authorization by the City,
except that which is expressly identified in the Contractor's proposal.
8. PREV AILING WAGE. The Contractor shall comply with Labor Code
Sections 1770 et. seq. Prevailing wage increases shall not be considered as the basis for an
Agreement Amendment outside of the time noted in the Agreement.
9. CHANGES. City may from time to time require changes in the scope of the
services by Contractor to be performed under this Agreement. Such changes, including any
change in the amount of Contractor's compensation which are mutually agreed upon by City
and Contractor, shall be effective as amendments to this Agreement only when in writing.
Agreement
Page 1 of 2
7/1193
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10. RESPONSIBLE CHARGE. Contractor shall assign a project manager(s) to
the project for the duration of the project. There shall be no change in the Project Manager or
members of the project team without prior written approval by the City. The Project Manager
for Contractor shall be Tom Zaremba.
11. CONTRACT ADMINISTRATION. This Agreement shall be administered
by LEE S. THOMPSON ("Administrator"). All correspondence shall be directed to or
through the Administrator or his or designee.
12. NOTICES. Any written notice to Contractor shall be sent to:
Z Electric Corp.
P. O. Box 2359
Livermore Ca 94550
Any written notice to City shall be sent to:
Lee S. Thompson
Director of Public Works/City Engineer
P. O. Box 2340
Dublin, CA 94568
Executed as of the day first above stated:
CITY OF DUBLIN,
a municipal corporation
By
Mayor
Attest:
City Clerk
Z ELECTRIC CORP.
By
" Contractor"
Agreement
Page 2 of 2
7/1193
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EXHmIT A
SCOPE OF SERVICES AND SCHEDULE
1. SCOPE OF WORK. Contractor agrees to furnish all tools, equipment,
apparatus, facilities, labor, and material and transportation necessary to perform and complete
in a good and workmanlike manner to the satisfaction of the City, on-call repair and
maintenance of City of Dublin-owned street lighting systems. Work may consist of, but is not
limited to, diagnostics, replacement of luminaires or components thereof, replacement of
conduit and/or wiring or other components, and repair or replacement of accident-damaged
street lights. The work shall not include the services provided by Pacific Gas and Electric Co.
as part of the LS-2C rate schedule; i.e., replacement of lamps, photocells, and glassware.
2. TIME OF COMPLETION. Work on individual work orders shall begin
within three (3) days of notification by the City to perform the work. Once the work has
begun, Contractor shall proceed diligently to complete the work within a timely manner.
3. EMERGENCY CALLOUTS. In the case of emergencies, City may
request that Contractor respond and begin work within a shorter time than specified above.
The actual time of response shall be determined by the nature of the emergency; Contractor
shall provide an immediate response if so requested by the City. Contractor shall provide City
with a 24-hour answering service or pager number which may be used in the event of
emergency.
Exhibit A
Page 1 of 1
711/93
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. EXHmIT B
PAYMENT SCHEDULE
1. COMPENSATION: City agrees to pay, and Contractor agrees to accept
in payment for the work described in Exhibit A, the rate of $53.00 per hour, and the cost of
parts and materials plus 10% Contractor's overhead, which is to be invoiced at the
satisfactory completion of each work order. The total cost incurred by the City over the
period of the one-year Agreement shall not exceed $5,000.
Labor rates for emergency responses after normal working hours and on
weekends shall be billed at one- and one-half times the above rate.
The above prices shall be in effect for the one-year duration of this Agreement.
City may require Contractor to provide an estimate for the repairs to be
performed prior to beginning work.
Invoices shall include an itemized list of labor hours worked and parts supplied
for each work order.
2. PA YMENT SCHEDULE: Invoices shall be submitted to the City no
more than once per month and shall be paid following approval of a City Council warrant
register. Said approvals occur on the second and fourth Mondays of the month. Invoices to
be submitted for a given warrant register shall be submitted at least 14 days prior to the
meeting date.
Exhibit B
Page 1 of 1
711/93
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EXHmIT C
Contractor shall furnish all personnel, vehicles, equipment, and materials necessary for
prosecution of the work, except that City may elect to purchase and stock certain specific parts
(e.g., luminaires) for Contractor's use. City will furnish Contractor with any plans or
specifications which may exist for facilities to be repaired under this Agreement.
Exhibit C
Page 1 of 1
711/93
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EmmIT D
GENERAL PROVISIONS
1. INDEPENDENT CONTRACTOR. At all times during the term of this Agreement,
Contractor shall be an independent contractor and shall not be an employee of City. City shall
have the right to control Contractor only insofar as the results of Contractor's engineering
services rendered pursuant to this Agreement; however, City shall not have the right to control
the means by which Contractor accomplishes services rendered pursuant to this Agreement.
2. LICENSES. PERMITS. ETC. Contractor represents and warrants to City that he has all
licenses, permits, qualifications and approvals of whatsoever nature which are legally required
for Contractor to practice his profession. Contractor represents and warrants to City that
Contractor shall, at his sole cost and expense, keep in effect at all times during the term of this
Agreement any licenses, permits, and approvals which are legally required for Contractor to
practice his profession.
3. TIME. Contractor shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary for satisfactory performance of Contractor's
obligations pursuant to this Agreement.
4. INSURANCE REOUIREMENTS. Contractor shall procure and maintain for the duration of
the contract insurance against claims for injuries to persons or damages to property which may
arise from or in connection with the performance of the work hereunder by the Contractor, his
agents, representatives, employees or subcontractors. The cost of such insurance shall be
included in the Contractor's bid.
A. Minimum Scope of Insurance. Coverage shall be at least as broad as:
/
(1) Insurance Services Office form number GL 0002 (Ed. 1/73) covering
comprehensive General Liability and Insurance Services Office form number
GL 0404 cover- ing Broad Form Comprehensive General Liability; or Insurance
Services Office Commercial General Liability coverage ("occurrence" form CG
0001).
(2) Insurance Services Office form number CA 0001 (Ed. 1/78) covering
Automobile Liability, code 1 "any auto" and endorsement CA 0025.
(3) Worker's Compensation insurance as required by the Labor Code of the State of
California and Employers Liability Insurance.
B. Minimum Limits of Insurance. Contractor shall maintain limits no less than:
(1) General Liability: $1,000,000 combined single limit per occurrence for bodily
injury, personal injury and property damage. If commercial General Liability
Insurance or other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to this project/location or the general
aggregate limit shall be twice the required occurrence limit.
(2) Automobile Liability: $1,000,000 combined single limit per accident for bodily
injury and property damage.
Exhibit D
Page 1 of 3
7/1/93
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(3) Workers Compensation and Employers Liability: Workers Compensation limits
as required by the Labor Code of the State of California and Employers
Liability limits of $1,000,000 per accident.
C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions
must be declared to and approved by the City. At the option of the City, either the
insurer shall reduce or eliminate such deductibles or self-insured retentions as respects
the City, its officers, officials and employees; or the Contractor shall procure a bond
guaranteeing payment of losses and related investigations, claim administration and
defense expenses.
D. Other Insurance Provisions. The policies are to contain, or be endorsed to contain, the
following provisions:
(1) General Liability and Automobile Liability Coverages.
(a) The City, its officers, officials, employees and volunteers are to be
covered as insureds as respects: liability arising out of activities
performed by or on behalf of the Contractor; products and completed
operations of the Contractor, premises owned, occupied or used by
the Contractor, or automobiles owned, leased, hired or borrowed by the
Contractor. The coverage shall contain no special limitations on the
scope of the protection afforded to the City, its officers, officials,
employees or volunteers.
(b) The Contractor's insurance coverage shall be primary insurance as
respects the City, its officers, officials, employees and volunteers. Any
insurance or self-insurance maintained by the City, its officers,
officials, employees or volunteers shall be excess of the Contractor's
insurance and shall not contribute with it.
(c) Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the City, its officers, officials, employees or
volunteers.
(d) The Contractor's insurance shall apply separately to each insured against
whom claim is made or suit is brought, except with respect to the limits
of the insurer's liability.
(2) Worker's Compensation and Employers Liability Coverage.
The insurer shall agree to waive all rights of subrogation against the City, its
officers, officials, employees and volunteers for losses arising from work
performed by the Contractor for the City. .
(3) All Coverages.
Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, cancelled by either party, reduced in
coverage or in limits except after thirty (30) days prior written notice by
certified mail, return receipt requested, has been given to the City.
E. Acceptability of Insurers. Insurance is to be placed with insurers with a Bests' rating
of no less than A:VIII. f
Exhibit D
Page 2 of 3
7/1/93
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F. Verification of Coverage. Contractor shall furnish City with certificates of insurance
and with original endorsements effecting coverage required by this clause. The
certificates and endorsements for each insurance policy are to be signed by a person
authorized by that insurer to bind coverage on its behalf. The certificates and
endorsements are to be received and approved by the City before work commences.
The City reserves the right to require complete, certified copies of all required
insurance policies, at any time.
G. The Risk Manager of City may approve a variation of those insurance requirements
upon a determination that the coverages. scope, limits and forms of such insurance are
either not commercially available or that the' City's interests are otherwise fully
protected .
5. CONTRACTOR NO AGENT. Except as City may specify in writing, Contractor shall have
no authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Contractor shall have no authority, express or implied, pursuant to this Agreement to
bind City to any obligation whatsoever.
6. ASSIGNMENT PROHIBITED. No party to this Agreement may assign any right or
obligation pursuant to this Agreement. Any attempted or purported assignment of any right or
obligation pursuant to this Agreement shall be void and of no effect.
7. PERSONNEL. Contractor shall assign only competent personnel to perform services pursuant
to this Agreement. In the event that City, in its sole discretion, at any time during the term of
this Agreement, desires the removal of any such persons, Contractor shall, immediately upon
receiving notice from City of such desire of City, cause the removal of such person or persons.
8. STANDARD OF PERFORMANCE. Contractor shall perform all services required pursuant
to this Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Contractor is engaged in the geographical area in which
Contractor practices his profession. All instruments of service of whatsoever nature which
Contractor delivers to City pursuant to this Agreement shall be prepared in a substantial, first
class and workmanlike manner and conform to the standards of quality normally observed by a
person practicing in Contractor's profession.
9. HOLD HARMLESS AND RESPONSIBILITY OF CONTRACTOR. Contractor shall take all
responsibility for the work, shall bear all losses and damages directly or indirectly resulting to
him, to any Subcontractor, to the City, to City officers and employees, or to parties designated
by the City, on account of the negligent performance or character of the work, unforeseen
difficulties, accidents, occurrences or other causes predicated on active or passive negligence
of the Contractor or of his subconsultant. Contractor shall indemnify, defend and hold
harmless the City, its officers, officials, directors, employees and agents from and against any
or all loss, liability, expense, claim, costs (including costs of defense), suits, and damages of
every kind, nature and description directly or indirectly arising from the negligent performance
of the work. This paragraph shall not be construed to exempt the City, its employees and
officers from its own fraud, willful injury or violation of law whether willful or negligent.
For purposes of Section 2782 of the Civil Code the parties hereto recognize and agree that this
Agreement is not a construction contract. By execution of this Agreement Contractor
acknowledges and agrees that he has read and understands the provisions hereof and that this
paragraph is a material element of consideration.
Approval of the insurance contracts does not relieve the Contractor or subcontractors from
liability under this paragraph. f
Exhibit D
Page 3 of 3
7/1/93