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HomeMy WebLinkAboutPW Loch Lomond Marina Janitorial Services Project 2024SERVICES CONTRACT
BY AND BETWEEN
THE CITY OF SAN RAFAEL
AND
SHM LOCH LOMOND, LLC
FOR LOCH LOMOND MARINA JANITORIAL SERVICES PROJECT
This contract ("Contract") is entered into by and between the City of San Rafael ("City") and SHM
Loch Lomond, LLC ("Contractor"), a Delaware Limited Liability Company, for work on the City's Loch
Lomond Marina Janitorial Services ("Project"), and is effective on Dec 12,2024 ("Effective
Date").
The parties agree as follows:
1. Scope of Work. Contractor will perform and provide all labor, materials, equipment, supplies,
transportation, and any and all other items or services necessary to perform and complete the work
required for the Project ("Work"), as specified in Exhibit A, Scope of Work and Bid Proposal, and
according to the terms and conditions of this Contract, including all attachments to the Contract and any
other documents and statutes incorporated by reference. To the extent that any attachment contains
provisions that conflict or are inconsistent with the terms set forth in the body of this Contract, the
Contract terms will control.
2. Contract Documents. The Contract Documents incorporated into this Contract include and are
comprised of all of the documents listed below:
2.1 Contract;
2.2 Addenda, if any;
2.3 Exhibit A — Scope of Work and Bid Proposal;
2.4 Exhibit B — Insurance Requirements.
3. Contract Price. As full and complete compensation for Contractor's timely performance and
completion of the Work in strict accordance with the terms and conditions of the Contract Documents, City
will pay Contractor a not to exceed amount of $28,000 (the "Contract Price"), for all of Contractor's direct
and indirect costs to perform the Work, including all labor, materials, supplies, equipment, taxes,
insurance, and all overhead costs, in accordance with Contractor's Bid Proposal set forth in Exhibit A
and the payment provisions contained herein.
3.1 Payment. Contractor will bill City on a monthly basis for Services provided by Contractor
during the preceding month, subject to verification by City. City will pay Contractor within thirty (30) days
of City's receipt of invoice.
4. Term of Agreement. Unless otherwise set forth in this Agreement or unless this paragraph is
subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin
on August 1, 2024 and terminate on August 1, 2025.
5. Standard of Care. All Work must be provided in a manner that meets or exceeds the standard of
care applicable to the same type of work in the City of San Rafael. Contractor must promptly correct, at
Contractor's sole expense, any Work that the City determines is deficient or defective. Failure to correct
deficient care within a timely matter of City providing notice to Contractor, or multiple failures to meet the
standard of care can result in termination for default.
6. Permits and Licenses. Contractor, at its sole expense, must obtain and maintain during the term
of this Contract, all appropriate permits, certificates and licenses including, but not limited to a City
business license.
City Attorney Form, July 2023 Page 1
7. Indemnification. Contractor will indemnify, defend with counsel acceptable to City, and hold
harmless to the full extent permitted by law, City, its governing body, officers, agents, employees, and
volunteers (the "Indemnitees") from and against any and all liability, demands, loss, damage, claims,
settlements, expenses, and costs (including, without limitation, attorneys' fees, expert witness fees, and
costs and fees of litigation) (collectively, "Liability") of every nature arising out of or in connection with the
acts or omissions of Contractor, its employees, subcontractors, representatives, or agents in performing
the Work or failing to comply with any obligation of Contractor under this Contract, except such Liability
caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. This
indemnification obligation is not limited by any limitation on the amount or type of damages or
compensation payable under Workers' Compensation or other employee benefit acts, or by insurance
coverage limits, and will survive the expiration or early termination of this Contract.
8. Insurance. Contractor will, at all times under this Contract, procure and maintain in full force and
effect the insurance coverage provided in Exhibit B, Insurance Requirements, at no cost to City.
9. Termination.
9.1 Termination for Convenience. City reserves the right to terminate all or part of the Contract
for convenience upon written notice to Contractor. Upon receipt of such notice, Contractor must:
immediately stop the Work, including under any terms or conditions that may be specified in the notice;
comply with City's instructions to protect the completed Work and materials; and use its best efforts to
minimize further costs. In the event of City's termination for convenience, Contractor waives any claim for
damages, including for loss of anticipated profits from the Project. If City terminates the Contract for
convenience, City will only owe Contractor payment for the Work satisfactorily performed before Contract
termination, as well as five percent of the total value of the Work performed as of the date of notice of
termination or five percent of the value of the Work yet to be completed, whichever is less, which is
deemed to cover all overhead and profit to date.
9.2 Termination for Default. The City may terminate this Contract for cause for any material
default. Contractor may be deemed in default for a material breach of or inability to perform the Contract,
including Contractor's refusal or failure to supply sufficient skilled workers, proper materials, or equipment
to perform the Work within the Contract Time; refusal or failure to make prompt payment to its employees,
subcontractors, or suppliers or to correct rejected work; disregard of laws, regulations, ordinances, rules,
or orders of any public agency with jurisdiction over the Project; lack of financial capacity to complete the
Work within the Contract Time; or responsibility for any other material breach of the Contract
requirements. If City terminates the Contract for cause, City will only owe Contractor payment for the
Work satisfactorily performed before Contract termination.
10. Dispute Resolution. Any dispute arising under or related to this Contract is subject to the dispute
resolution procedures of Public Contract Code sections 9401 and 20104 et. seq., which are incorporated
by reference.
11. Waiver. A waiver by City of any breach of any term, covenant, or condition in this Contract will
not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition
contained herein, regardless of the character of any such breach.
12. Warranty. Contractor guarantees and warrants the Work and the materials used or provided for
the Project for a period of one year, beginning upon City's acceptance of the Work for the Project as
complete ("Warranty Period"). During the Warranty Period, upon notice from the City of any defect in the
Work or the materials, Contractor must, at its sole expense, promptly repair or replace the defective Work
or materials, including repair or replacement of any other Work or materials that is or are displaced or
damaged during the warranty work, excepting any damage resulting from ordinary wear and tear.
13. Worksite Conditions.
City Attomey Form, July 2023 Page 2
13.1 Clean and Safe. Contractor must maintain the Work site and staging and storage areas in a
clean and neat condition and must ensure it is safe and secure. On a daily basis Contractor must remove
and properly dispose of debris and waste materials from the Work site.
13.2 Inspection. Contractor will make the Work accessible at all times for inspection by the City.
13.3 Hazardous Materials. Unless otherwise specified in the Contract documents, this Contract
does not include the removal, handling, or disturbance of any asbestos or other hazardous materials, as
identified by any federal, state, or local law or regulation. If Contractor encounters materials on the Project
site that Contractor reasonably believes to be asbestos or other hazardous materials, and the asbestos or
other hazardous materials have not been rendered harmless, Contractor may continue Work in
unaffected areas reasonably believed to be safe, but must immediately cease Work on the area affected
and report the condition to City. No asbestos, asbestos -containing products or other hazardous materials
may be used in performance of the Work.
14. Conflicts of Interest. Contractor, its employees, subcontractors and agents, may not have,
maintain or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or
policy or in violation of any California law, including under Government Code section 1090 et seq. and
under the Political Reform Act as set forth in Government Code section 81000 et seq. and its
accompanying regulations. Any violation of this Section constitutes a material breach of the Contract.
1s. Non -Discrimination. No discrimination will be made in the employment of persons under this
Contract because of the race, color, national origin, ancestry, religion, gender or sexual orientation of
such person.
16. Independent Contractor. City and Contractor intend that Contractor will perform the Work under
this Contract as an independent contractor. Contractor is solely responsible for its means and methods in
performing the Work. Contractor is not an employee of City and is not entitled to participate in health,
retirement or any other employee benefits from City.
17. Assignment of Unfair Business Practice Claims. Under Public Contract Code section 7103.5,
Contractor and its subcontractors agree to assign to City all rights, title, and interest in and to all causes
of action it may have under section 4 of the Clayton Act (15 U.S.C. section 15) or under the Cartwright
Act (Chapter 2 (commencing with section 16700) of Part 2 of Division 7 of the Business and Professions
Code), arising from purchases of goods, services, or materials pursuant to the Contract or any
subcontract. This assignment will be effective at the time City tenders final payment to Contractor, without
further acknowledgement by the parties.
18. Notice. Any notice, billing, or payment required by or pursuant to the Contract documents must
be made in writing, signed, dated and sent to the other party by personal delivery, U.S. Mail, a reliable
overnight delivery service, or by email as a PDF (or comparable) file. Notice is deemed effective upon
delivery unless otherwise specified. Notice for each party must be given as follows.-
To
ollows:
To CITY's Representative:
Ryan Montes
Operations & Maintenance Manager
111 Morphew Street
San Rafael, CA 94901
19. General Provisions.
To CONTRACTOR's Representative
Patrick Lopez
General Manager
110 Loch Lomond Dr,
San Rafael, CA 94901
19.1 Compliance with All Laws. Contractor will comply with all applicable federal, state, and
local laws and regulations including, but not limited to, unemployment insurance benefits, FICA laws,
conflict of interest laws, and local ordinances. Work may only be performed by qualified and experienced
City Attorney Form, July 2023 Page 3
workers who are not employed by the City and who do not have any contractual relationship with City,
with the exception of this Contract.
19.2 Provisions Deemed Inserted. Every provision of law required to be inserted in the
Contract is deemed to be inserted, and the Contract will be construed and enforced as though such
provision has been included. If it is discovered that through mistake or otherwise that any required
provision was not inserted, or not correctly inserted, the Contract will be deemed amended accordingly.
19.3 Assignment and Successors. Contractor may not assign its rights or obligations under
this Contract, in part or in whole, without City's written consent. This Contract is binding on Contractor's
and City's lawful heirs, successors and permitted assigns.
19.4 Third Party Beneficiaries. There are no intended third -party beneficiaries to this Contract.
19.6 Governing Law and Venue. This Contract will be governed by California law and venue
will be in the Superior Court of Marin County, and no other place.
19.6 Amendment. No amendment or modification of this Contract will be binding unless it is in a
writing duly authorized and signed by the parties to this Contract.
19.7 Integration; Severability. This Contract and the Contract documents incorporated herein,
including authorized amendments or change orders thereto, constitute the final, complete, and exclusive
terms of the agreement between City and Contractor. If any provision of the Contract documents, or
portion of a provision, is determined to be illegal, invalid, or unenforceable, the remaining provisions of
the Contract documents will remain in full force and effect.
19.8 Authorization. Each individual signing below warrants that he or she is authorized to do so
by the party that he or she represents, and that this Contract is legally binding on that party. If Contractor
is a corporation, signatures from two officers of the corporation are required pursuant to California
Corporation Code section 313.
19.9 Counterparts and Electronic Signature. This Agreement may be executed by electronic
signature and in any number of counterparts, each of which shall be deemed an original, but all of which
together shall constitute one document. Counterpart signature pages may be delivered by telecopier,
email or other means of electronic transmission.
[Signatures are on the following page.]
City Attorney Form, July 2023 Wage 4
The parties agree to this Contract as witnessed by the signatures below:
CITY OF SAN RAFAEL:
CYlkk AXoyich
Cristine Alilovich (Dec 12, 2024 21:05 PST)
CRISTINE ALILOVICH, City Manager
APPROVED AS TO FORM:
Office of the City Attorney
Robert F. Epstein
Rube,t F. Epst�•m DeC !0:20-; 21::4 PST.
By: ROBERT F. EPSTEIN, City Attorney
ATTEST:
City Clerk
8rensui Nuri (�,)
LINDSAY LARA, City Clerk
Exhibit A: Scope of Work and Bid Proposal
Exhibit B: Insurance Requirements
CONTRACTOR:
.�,7eYe�t� G`ewa�
By: SHM Loch Lomond, LLC
Name: Jeremy Grewal
Title: Regional Vice President
By:
Name:
Title:
City Attomey Form, July 2023 Page 5
Exhibit A
SCOPE OF WORK AND BID PROPOSAL
The Work to be performed by CONTRACTOR under this Agreement is more fully described in
CONTRACTOR's bid proposal, which is attached to this Exhibit A.
City Attomey Form, July 2023
Exhibit A
Loch Lomond Marina Janitorial and Trash Services
Attachment A
Bid Proposal
Activity Cost per day of service
Garbage Service$58.33........................................................................... $175.00
Restroom Service $58.33...........................................................................
Fish Cleaning Station $58.33...........................................................................
Monthly Cost for two (2) days per week of service for all items above:......
Monthly cost for three (3) days per week of service for all items above:..... $2,100.00
Note if providing any discount:
No discount provided.
Hourly Rate is $30.00 for extra hours.
Loch Lomond Marina Janitorial and Trash Services
Scope of Work
a. Routine Janitorial Services
This Section 6.a. defines what shall be considered routine janitorial services of the public areas of the
Loch Lomond Marina (subdivision). Bids for monthly maintenance costs submitted by Contractors shall
be fully inclusive of costs associated with performing all maintenance activities required for routine
janitorial services.
On attachment (A) Bid Proposal, please bid each of the below services separately (Garbage, Restroom,
Fish Station) at a per day cost and the monthly cost for three (3) day per week service. The number of
service days shall be three (3) days, days will be determined by the City's Project Manager. The City may
add additional service days if the budget allows. Bidders shall include cost of supplies including toilet
paper, paper hand towels, trash bags, dog bags and cleaning supplies in daily cost bid.
Garbage
• All public garbage cans shall be emptied and bags replaced. The garbage locations are shown on
Attachment (C). The garbage cans around Andy's Market are no part of this maintenance contract and
shall be maintained by the market. Note: There is no vehicle access to the garbage cans and dog bags
located on the east jetty. Please see map for reference.
• A dumpster shall be located within the service area for the trash to be placed. It will not be required
to haul trash off-site. The dumpster will be in a locked area, and a key will be provided to contractor.
• Refill and replace dog bags provided with garbage cans as needed. Dog bag stations located on
Attachment (C).
Public Restrooms (2)
• Maintain cleanliness of public restrooms. Service shall include washing down floors and walls, cleaning
toilet, sink and mirror. Location of restrooms located on Attachment (C).
• Empty refuse cans within restrooms and restock paper products as needed
• Clean and inspect sump at public restroom with sanitary service
• The active restroom facility located on the east side of the parking facility will need to be serviced by
a pumping truck. This service may be subcontracted out and does not need to be performed by the
maintenance contractor directly
Fish Cleaning Station
• Clean and service the fish cleaning station, including removal of waste.
b. Frequency of Maintenance
The number of service days shall be three (3) days per week, days will be determined by the City's
Project Manager. The City may add additional service days if the budget allows.
c. Clean up and Debris Disposal
Contractor shall leave service area free of any debris, litter or excess supplies.
d. Meetings
The Contractor's Project Manager shall be available to meet, on a quarterly basis (or when deemed
necessary) with the Public Works Director or their designee at a mutually agreed upon time and place to
review maintenance, operations, and all other activities.
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Exhibit B
INSURANCE REQUIREMENTS
Contractor will, at all times under this Contract, procure and maintain in full force and effect the insurance
coverage required in this Exhibit B to cover the activities of Contractor and any subcontractors relating to
or arising from performance of the Work. Each policy must be issued by a company licensed to do
business in California, and with a strength and size rating from A.M. Best Company of A -VIII or better.
Contractor must provide City with certificates of insurance and required endorsements as evidence of
coverage with the executed Contract, or through the PINSAdvantage website
https://www. pinsadvantage corn upon request by the City, and before the City authorizes Contractor to
proceed with the Work.
1. Workers' Compensation. Statutory coverage is required by the California Workers'
Compensation Insurance and Safety Act. If Contractor is self-insured, it must provide its duly authorized
Certificate of Permission to Self -Insure. In addition, Contractor must provide employer's liability insurance
with limits of no less than one million dollars ($1,000,000) per accident for bodily injury or disease.
2. Liability. Commercial General Liability ("CGL") insurance issued on an occurrence basis,
including coverage for liability arising from Contractor's or its subcontractor's acts or omissions in
performing the Work, including Contractor's protected coverage, blanket contractual, products and
completed operations, broad form property damage, vehicular coverage, and employer's non -ownership
liability coverage, with limits of at least $1,000,000 per occurrence and $2,000,000 general aggregate.
3. Automotive. Commercial automotive liability coverage for owned, non -owned and hired
vehicles must provide coverage of at least $1,000,000 combined single limit per accident for bodily injury,
death, or property damage.
4. Subrogation Waiver. Each required policy must include an endorsement that the insurer
waives any right of subrogation it may have against the City or the City's insurers.
S. Required Endorsements. The CGL policy and the automotive liability policy must include the
following specific endorsements:
(a) The City, including its Council, officials, officers, employees, agents, volunteers and
consultants (collectively, "Additional Insured") must be named as an additional insured for all
liability arising out of the operations by or on behalf of the named insured, and the policy
must protect the Additional Insured against any and all liability for personal injury, death or
property damage or destruction arising directly or indirectly in the performance of the
Contract.
(b) The inclusion of more than one insured will not operate to impair the rights of one
insured against another, and the coverages afforded will apply as though separate policies
have been issued to each insured.
(c) The insurance provided is primary and no insurance held or owned by City may be
called upon to contribute to a loss ("primary and non-contributory").
(d) Any umbrella or excess insurance must contain or be endorsed to contain a provision
that such coverage will also apply on a primary or non-contributory basis for the benefit of
City before the City's own insurance or self-insurance will be called upon to protect it as a
named insured.
(e) This policy does not exclude explosion, collapse, underground excavation hazard, or
removal of lateral support.
City Attorney Form, July 2023 Exhibit B
RAF!
�1
ITH t' ~
CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: Public Works
Project Manager: Shannon Mackie (for Ryan Montes) Extension: 3353
Contractor Name: Safe Harbors
Contractors Contact: Patrick Lopez Contact's Email: plopez@shmarinas.com
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step
RESPONSIBLE
DESCRIPTION
COMPLETED
REVIEWER
DEPARTMENT
a. Email PINS Introductory Notice to Contractor
DATE
Check/Initial
1
Project Manager
Click here to
❑
enter a date.
b. Email contract (in Word) and attachments to City
11/19/2024
Attorney c/o Laraine.Gittens@cityofsanrafael.org
®SM
2
City Attorney
a. Review, revise, and comment on draft agreement
12/2/2024
and return to Project Manager
12/2/2024
® NT
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor
© NT
3
Department Director
Approval of final agreement form to send to
11/13/2024
© AM
contractor
4
Project Manager
Forward three (3) originals of final agreement to
11/13/2024
contractor for their signature
5
Project Manager
When necessary, contractor -signed agreement
© N/A
agendized for City Council approval *
*City Council approval required for Professional Services
❑
Agreements and purchases of goods and services that exceed
Or
$75,000; and for Public Works Contracts that exceed $175,000
Click here to
Date of City Council approval
enter a date.
PRINT
CONTINUE ROUTING PROCESS WITH HARD COPY
6
Project Manager
Forward signed original agreements to City
Attorney with printed copy of this routing form
7
City Attorney
Review and approve hard copy of signed
agreement
8 City Attorney
Review and approve insurance in PINS , and bonds
(for Public Works Contracts)
9
City Manager / Mayor
Agreement executed by City Council authorized
official
10 City Clerk
Attest signatures, retains original agreement and
forwards copies to Project Manager
LL Marina Janitorial Services Contract - Safe
Harbors
Final Audit Report 2024-12-13
Created: 2024-12-05
By: Shannon Mackle (shannon.mackle@cityofsanrafael.org)
Status: Signed
Transaction ID: CBJCHBCAABAAOEijOdUnSc808dtg3m8lOSxpgEhvTLcT
"LL Marina Janitorial Services Contract - Safe Harbors" History
Document created by Shannon Mackie (shannon.mackle@cityofsanrafael.org)
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�-► Document emailed to Jeremy Grewal agrewal@shmarinas.com) for signature
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60 Document e -signed by Jeremy Grewal Ogrewal@shmarinas.com)
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d0 Signer cristine.alilovich@cityofsanrafael.org entered name at signing as Cristine Alilovich
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