HomeMy WebLinkAboutAgr 2020-09-03 (Conservation Corps North Bay)TOWN OF TIBURON
1505 Tiburon Boulevard, Tiburon CA 94920
CONSTRUCTION SERVICES AGREEMENT
Old Rail Trail Extra Maintenance
Agreement No. 20 -PK -04
DATE: September 3, 2020
1. IDENTIFICATION OF CONTRACTOR:
CONTRACTOR: Conservation Corps North Bay
LICENSE NO: 690064
2. SCOPE OF THE WORK
See Scope of Work attached as Appendix A.
✓ COMPENSATION FOR WORK. Contractor's total compensation for the Work performed under this Agreement
(Contract Sum) is NOT TO EXCEED $9,395.52, to be paid as (check one):, (1) ✓ lump sum; (2) ❑ lump sum with
progress payments (Billed monthly); (3) ❑ per attached schedule of rates and charges, up to a guaranteed not -to -
exceed amount of $ All payments (check one): ❑ shall ✓ shall not be subject to a five percent (5%)
retention.
3. SCHEDULE OF PERFORMANCE FOR THE WORK. Contractor shall commence and complete the Work by the
following dates:
Commencement Date shall be on the date established in the Notice to Proceed. Owner reserves the right to
modify or alter the Commencement Date of the Work.
Final Completion Date: Within 30 calendar days of Commencement Date.
4. TERMS AND CONDITIONS.
4.01 Contractor shall perform the Work in accordance with the terms and conditions of this Agreement and the
following attachments (together, Contract Documents):
A. Appendix A — Scope of Work
B. Appendix B — General Conditions
C. Appendix C — Insurance
4.02 The Contract Documents are the sole and exclusive provisions that govern the Work described herein. Any
provision contained in any purchase order issued in connection with this Agreement or the Work described
herein shall be null and void and shall have no force or effect.
Construction Services Agreement
Project No.: 20 -PK -04 005205-1
4.03 Agreement number must appear on all invoices and correspondence. Send invoices in duplicate immediately
upon performance of Work ordered hereon to:
Town of Tiburon, Department of Public Works, 1505 Tiburon Boulevard, Tiburon,
CA 94920 x
CONTRACTOR: Conservation Corps North Bay OWNER: r'" wn o i iron
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Signatur Signature
A-,
Print Nane & Title Prin Name & Title
Date
Town Attorney: Approve as -to Form
igna ure -
Beniamin Stock, Town Attorney
Print Name & Title
Date
Date
Construction Services Agreement
Project No.: 20 -PK -04 005205-2
Appendix A to Construction Services Agreement
SCOPE OF WORK
Conservation Corps North Bay will supply to the Town of Tiburon a supervised crew of Corps members to work on
vegetation management tasks including; invasive species removal. Labor and services will be provided until total costs
equal contract amount or the scope of the work is completed, whichever comes first. Actual daily costs may vary due
to attendance.
CONsrnVATION
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Construction Services Agreement
Project No.: 20 -PK -04 005205-3
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Page 2 of 2
Construction Services Agreement
Project No.: 20 -PK -04 005205-4
Appendix B to Construction Services Agreement
GENERAL CONDITIONS
ARTICLE 1 TERMS OF PERFORMANCE
1.01 Construction Services Agreement (Agreement) Force and Effect. The provisions of the Agreement and
other Contract Documents constitute the entire agreement between the Contractor and Owner regarding the
Work described herein. No representation, term or covenant not expressly specified in the Contract Documents
shall, whether oral or written, be a part of this agreement. The Agreement and other Contract Documents shall
govern the Work described herein (whenever performed), and shall supersede all other purchase orders and
agreements between Contractor and Owner, and any proposal, with respect to the Work described herein.
1.02 No Modification or Waiver. The Contract Documents may not be modified, nor may compliance with any of its
terms be waived, except by written instrument executed and approved by fully authorized representatives of
Owner and Contractor. Contract Documents headings are for convenience only and do not affect the
construction of the Contract Documents.
1.03 Performance of Work/No Assignment. Time is of the essence in the performance of the Work. Contractor
will perform the Work in a skillful and workmanlike manner; comply fully with criteria established by Owner, and
with applicable laws, codes, and all applicable industry standards. Contractor shall maintain its work area in a
clean and sanitary condition, clear debris and trash at the end of each work day, and shall not damage or
disrupt any property unless specifically part of the scope of the Agreement. Contractor shall not contract any
portion of the Work or otherwise assign the Agreement without prior written approval of Owner. (Contractor
shall remain responsible for compliance with all terms of the Contract Documents, regardless of the terms of
any such assignment.) The Contractor shall permit Owner (or its designees) access to the work area,
Contractor's shop, or any other facility, to permit inspection of the Work at all times during construction 'and/or
manufacture and fabrication. The granting of any progress payment, and any inspections, reviews, approvals
or oral statements by any Owner representative, or certification by any governmental entity, shall in no way limit
Contractor's obligations under the Contract Documents. Either party's waiver of any breach, or the omission or
failure of either party, at any time, to enforce any right reserved to it, or to require strict performance of any
provision of the Contract Documents, shall not be a waiver of any other right to which any party is entitled, and
shall not in any way affect, limit, modify or waive that party's right thereafter to enforce or compel strict
compliance with every provision hereof. Owner shall have, at all times, set-off rights with respect to any
payment and Contractor's failure to perform the terms of the Contract Documents.
ARTICLE 2 LEGAL AND MISCELLANEOUS
2.01 Records and Payment Requests. Contractor shall submit all billings with all necessary invoices or other
appropriate evidence of proper performance, after which Owner shall make payment within thirty (30) days.
Upon Owner's written request, Contractor shall make available to Owner¢ its authorized agents, officers, or
employees, any and all ledgers, books of accounts, invoices, vouchers, cancelled checks, and other records or
documents evidencing or relating to the Work or the expenditures and disbursement charged to Owner, and all
correspondence, internal memoranda, calculations, books and accounts, records documenting its Work under
the Agreement, and invoices, payrolls, timecards, records and all other data related to matters covered by the
Agreement. Contractor shall furnish to Owner, its authorized agents, officers, or employees, such other
evidence or information as Owner may require with regard to the Work or any such expenditure or
disbursement charged by Contractor. Contractor shall maintain all such documents and records prepared by or
furnished to Contractor during the course of performing the Work for at least five years following completion of
the Work, except that all such items pertaining to hazardous materials shall be maintained for at least thirty (30)
years. Contractor shall permit Owner to audit, examine and make copies, excerpts and transcripts from such
records. The State of California or any federal agency having an interest in the subject of the Agreement shall
have the same rights conferred to Owner by this section. Such rights shall be specifically enforceable.
2.02 Independent Contractor. Contractor is an independent Contractor and does not act as Owner's agent in any
capacity, whatsoever. Contractor is not entitled to any benefits that Owner provides to Owner employees
including, without limitation, insurance, worker's compensation benefits or payments, pension benefits, health
benefits or insurance benefits. Terms within the Contract Documents regarding directives apply to and concern
the result of the Contractor's provision of Work not the means, methods, or scheduling of the Contractor's Work.
Contractor shall be solely responsible for the means, methods, techniques, sequences and procedures with
respect to its provision of Work under the Contract Documents. Contractor shall pay all payroll taxes imposed
Construction Services Agreement
Project No.: 20 -PK -04 005205-5
by any governmental entity and will pay all other taxes not specifically identified in the Contract Documents as
Owner's responsibility.
2.03 Indemnity/Liability. Contractor shall defend, indemnify, and save harmless, to the fullest extent permitted by
law, the Owner and each of its Council Members, officers, directors, representatives, agents and employees
("Indemnitees"), against all claims, suits, actions, loss, cost, damage, expense, and liability directly or indirectly
arising out of, connected with, resulting from, or related to bodily injury to or death of any person or damage to
any property, or resulting from performance of the Work, failure to perform the Work, or condition of the Work
that is caused in whole or part by any act or omission of Contractor, Subcontractors, anyone directly or
indirectly employed by any of them, or anyone for whose acts any of them may be liable, resulting from any
cause whatsoever except the Indemnitees' sole negligence, willful misconduct, or active negligence.
Notwithstanding any provision of the Contract Documents, Owner shall not be liable to Contractor or anyone
claiming under it, in contract or tort, for any special, consequential, indirect or incidental damages arising out of
or in connection with the Contract Documents or the Work. Owner's rights and remedies, whether under the
Agreement or other applicable law, shall be cumulative and not subject to limitation.
2.04 Defective Work; Warranties. Contractor warrants that all construction services shall be performed in
accordance with generally accepted professional standards of good and sound construction practices, all
Contract Documents requirements, and all laws, codes, standards, licenses, and permits. Contractor warrants
that all materials and equipment shall be new, of suitable grade of their respective kinds for their intended uses,
and free from defects. Contractor hereby grants to Owner for a period of one year following the date of
completion its unconditional warranty of the quality and adequacy of all of the Work including, without limitation,
all labor, materials and equipment provided by Contractor and its Subcontractors of all tiers. If either prior to
completion of the Work, or within one year after completion, any Work (completed or incomplete) is found to
violate any of the foregoing warranties (Defective Work), Contractor shall promptly, without cost to Owner and
in accordance with Owner's written instructions, correct, remove and replace the Defective Work with
conforming Work, and correct, remove and replace any damage to other Work or other property resulting
therefrom. If Contractor fails to do so, Contractor shall pay all of the Owner's resulting claims, costs, losses and
damages. Where Contractor fails to correct Defective Work, or defects are discovered outside the correction
period, Owner shall have all rights and remedies granted by law.
2.05 Compliance with Laws; Conflict of Interests. Contractor agrees to comply with all applicable federal and
state laws, regulations and policies, as amended, including those regarding discrimination, unfair labor
practices, anti -kick -back, collusion, and the provisions of the Americans with Disability Act. Contractor, its
officer, partners, associates, agents, and employees, shall not make, participate in making, or in anyway
attempt to use the position afforded them by the Contract Documents to influence any governmental decision in
which he or she knows or has reason to know that he or she has a financial interest under applicable state,
federal and local conflict of interest regulations. Contractor warrants that no person or agency has been
employed or retained to solicit or obtain the Agreement upon an agreement or understanding for a contingent
fee, except a bona fide employee or agency.
2.06 Termination; Suspension; Disputes. Owner may direct Contractor to terminate, suspend, delay, interrupt or
accelerate Work, in whole or in part, for such periods of time as Owner may determine in its sole discretion.
Owner will issue such directives in writing, and may do so, in whole or in part, for its convenience or due to
Contractor's fault. Owner will compensate Contractor for extra costs resulting from such directives only to the
extent that Owner issues such directives for its convenience and not due to Contractor's fault (but Owner shall
not compensate Contractor for costs, profit or overhead anticipated to be earned or incurred on Work
terminated for Owner's convenience.) Contractor shall continue its Work throughout the course of any dispute,
and Contractor's failure to continue Work during a dispute shall be a material breach of the Contract
Documents. All claims by Contractor against Owner shall be submitted in writing to Owner, and shall be
governed by Public Contract Code Sections 20104 — 20104.6, after which time the one year time period in
Government Code Section 911.2 shall be, pursuant to Government Code Section 930.2, reduced to 90 days.
Should Contractor be terminated for default, and such termination is subsequently determined to be wrongful,
such termination will be converted to a termination for convenience as provided herein.
2.07 Execution; Venue; Limitations. The Agreement shall be deemed to have been executed in Marin County,
California. Enforcement of the Contract Documents shall be governed by the laws of the State of California,
excluding its conflict of laws rules. Except as expressly provided in the Contract Documents, nothing in the
Contract Documents shall operate to confer rights or benefits on persons or entities not party to the Agreement.
As between the parties to the Agreement, any applicable statute of limitations for any act or failure to act shall
commence to run on the date of Owner's issuance of the final Certificate for Payment, or termination of the
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Project No.: 20 -PK -04 005205-6
Contract Documents, whichever is earlier, except for latent defects, for which the statute of limitation shall begin
running upon discovery of the defect and its cause.
2.08 Employee Wages; Records; Apprentices. Contractor shall pay prevailing wages to its employees on any
contract in excess of $1,000.00 (one thousand dollars). Copies of the prevailing rate of per diem wages are on
file at Owner's principal office. Contractor shall comply with the 8 -hours per day/40 hours per
week/overtime/working hours restrictions for all employees, pursuant to the California Labor Code. Contractor
and all subcontractors shall keep and maintain accurate employee payroll records for Work performed under
the Agreement. The payroll records shall be certified and submitted as required by law, including Labor Code
Section 1771.4 (if applicable) and 1776, including (if the Agreement is awarded on or after April 1, 2015 or
continues on or after January 1, 2016) to the Labor Commissioner no less frequently than monthly. Contractor
shall comply fully with Labor Code Section 1777.5 in the hiring of apprentices for work relating to the
Agreement. If the Agreement exceeds $2,000 and is funded with federal funds, then Contractor shall pay
federal Davis Bacon wages and comply with applicable federal requirements.
2.09 Mandatory Contractor and Subcontractor Registration. Pursuant to Labor Code Section 1771(a), Contractor
represents that it and all of its Subcontractors are currently registered and qualified to perform public work
pursuant to Labor Code Section 1725.5. Contractor covenants that any additional or substitute Subcontractors
will be similarly registered and qualified.
2.10 Worker's Compensation. Pursuant to Labor Code Sections 1860 and 1861, in accordance with the provisions
of Section 3700 of the Labor Code, every contractor will be required to secure the payment of compensation to
his employees. Contractor represents that it is aware of the provisions of Labor Code Section 3700 that require
every employer to be insured against liability for workers' compensation or to undertake self-insurance in
accordance with the provisions of that Code, and Contractor shall comply with such provisions before
commencing the performance of the Work.
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Project No.: 20 -PK -04 005205-7
Appendix C to Construction Services Agreement
INSURANCE
1. Commercial General Liability Insurance, written on an "occurrence" basis, which shall provide coverage for bodily
injury, death and property damage resulting from operations, liability for slander, false arrest and invasion of
privacy, blanket contractual liability, broad form endorsement, and completed operations, personal and advertising
liability, with limits of not less than $1,000,000 general aggregate and $1,000,000 each occurrence, subject to a
deductible of not more than $1,000 payable by Contractor.
2. Business Automobile Liability Insurance with limits not less than $1,000,000 each occurrence including coverage for
owned, non -owned and hired vehicles, subject to a deductible of not more than $1,000 payable by Contractor.
3. Workers' Compensation Employers' Liability limits not less than $1,000,000 each accident, $1,000,000 per disease
and $1,000,000 aggregate. Contractor's Workers' Compensation Insurance policy shall contain a Waiver of
Subrogation against the Town of Tiburon, its officers, directors, officials, agents, employees and volunteers. In the
event Contractor is self-insured, it shall furnish Certificate of Permission to Self -Insure signed by Department of
Industrial Relations Administration of Self -Insurance, State of California.
4. Insurance policies in Appendix C shall contain an endorsement containing the following terms:
4.01 Town of Tiburon, its officers, directors, officials, agents, employees, and volunteers, shall be named as
additional insureds, but only with respect to liability arising out of the activities of the named insured, and there
shall be a waiver of subrogation as to each named and additional insured.
4.02 The policies shall apply separately to each insured against whom claim is made or suit is brought except with
respect to the limits of the company's liability.
4.03 Written notice of cancellation, non -renewal or of any material change in the policies shall be mailed to Owner
thirty (30) days in advance of the effective date thereof.
4.04 Insurance shall be primary insurance and no other insurance or self-insured retention carried or held by any
named or additional insureds other than Contractor shall be called upon to contribute to a loss covered by
insurance for the named insured.
5. Certificates of Insurance and Endorsements shall have clearly typed thereon the Project Name, shall clearly
describe the coverage and shall contain a provision requiring the mailing of written notices of cancellation described
in clause 4.03 above.
6. All policies of insurance shall be placed with insurers acceptable to Owner. The insurance underwriter(s) must be
duly licensed to do business in the State of California and (other than for workers' compensation) must have an A.
M. Best Company rating of A -,VII or better. Required minimum amounts of insurance may be increased should
conditions of Work, in the opinion of Owner, warrant such increase. Contractor shall increase required insurance
amounts upon direction by Owner.
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