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2002-081- Awarding A Construction Contract To Republic Electric Company For Project#01-07 Town Plaza Reconstruction Main Street- Santa Cruz Avenue Traffic Signal Controller ReplacRESOLUTION :2002 - 81 RESOLUTION OF THE TOWN COUNCIL/REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS AWARDING A CONSTRUCTION CONTRACT TO REPUBLIC ELECTRIC COMPANY FOR PROJECT #O1-07 -TOWN PLAZA RECONSTRUCTION MAIN STREET/SANTA CRUZ AVENUE TRAFFIC SIGNAL CONTROLLER REPLACEMENT WHEREAS, bids were sought in conformance with State and Town law for Project #01- 07 Town Plaza Reconstruction Main Street/Santa Cruz Avenue Traffic Signal Controller Replacement; and WHEREAS, Republic .Electric Company submitted the lowest bid which the Town Council/Redevelopment Agency deems to be responsive to the Town's solicitation.. NOW, THEREFORE, BE IT RESOLVED by the Town Council/Redevelopment. Agency of the Town of Los Gatos, County of Santa Clara, State of California, that Republic Electric Company is declared to be the lowest responsible bidder for Project #01-07 Town Plaza Reconstruction Main Street/Santa Cruz Avenue Traffic Signal Controller .Replacement. BE IT FURTHER RESOLVED that the Town.Manager/Executive Director is hereby :authorized and directed to execute a construction contract (Attached as Exhibit A) for said project on behalf of the Town/Agency in the :amount of $ 37,640,00. PASSED AND ADOPTED at a regular meeting of the Town Council/Redevelopment Agency of the Town of Los Gatos, California, held on the 3rd day of June, 2002, by the following vote: COUNCIL/AGENCY MEMBERS.: AYES: Steven Blanton, Sandy Decker, Steve Glickman, .Joe Pirzynslc, Mayor Randy Attaway. NAYS: None ABSENT: None ABSTAIN: None .SIGNED: MAYOR THE TO OF LOS GATOS/ CHAIR OF THE REDS ELOPMENT AGENCY LOS GATOS, CALIFORNIA ATTEST: ~ '~ CLERK/SECRETARY Ok' THE REDEVELOPMENT AGENCY OF THE TOWN OF LOS GATOS LOS GATOS, CALIFORNIA AGREEMENT FOR CONSTRUCTION SERVICES THIS AGREEMENT is entered into this day of , 2002, by and between the Town of Los Gatos Redevelopment. Agency, herein called the "Agency", and Republic Electric Company, engaged in providing construction services herein called the "Contractor". RECITALS A. The Agency is considering undertaking activities to perform construction services to replace the traffic signal controller in connection with Project 01-07 -Town Plaza Reconstruction in the vicinity ofMan Street/Santa Cruz Avenue in the downtown area. B. The Agency desires to engage a contractor to provide :equipment and perform all work related to the .replacement of the traffic signal controller because of contractor's experience and qualifications to perform the desired work. C. The Contractor represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement. AGREEMENTS NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: Scope of Services. The Contractor shall provide the services set out on Exhibit A, attached hereto and incorporation by this reference. 2. Time of Performance. The services of the Contractor are to commence upon the execution of this Agreement and issuance of a Agencypurchaseorder, with completion of the program by July 1, 2002. 3. Compliance with Laws. The Contractor shall comply with a'll applicable laws, codes, ordinances, and regulations of governing federal, state and local laws.. Contractor represents and warrants to Agency that it has all licenses., permits, qualifications and approvals of whatsoever nature which are legally required for Contractor to practice its profession. Contractor represents and warrants to Agency that Contractor shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement .any licenses, permits, and approvals which are legally required for Contractor to practice its profession. Contractor shall maintain a Agency of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos exhibit A 4. Sole ResponsibilitX. Contractor shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement. 5. Information/Report Handling. All .documents furnished to Contractor by the Agency and all reports and supportive data prepared by the Contractor under this Agreement are the Agency's property and shall be delivered to the Agency upon the completion of Contractor's services or at the Agency's written request. All reports, information, data, and exhibits prepared or assembled by Contractor in connection with the performance of its services pursuant to this Agreement are confidential until released by the Agency to the public, and the Contractor shall not make any of the these documents or information available to any individual or organization not employed by the Contractor or the Agency without the written consent of the Agency before such release. The Agency acknowledges that the reports to be prepared by the Contractor pursuant to thisAgreement are for the purpose of evaluating a defined project, and Agency's use of the information contained in the reports prepared by the Contractor in connection with other projects shall be solely at Agency's risk, unless Contractor expressly consents to such use in writing. Agency further agrees that it will not .appropriate .any methodology or technique of Contractor which is and has been confirmed in writing by Contractor to be a trade secret of Contractor.. 6. Compensation. Compensation for Contractor's professional services shall not :exceed $ 37,,640.00. Billing shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for Agency review, even if only in partial or draft form. Payment shall be net thirty (30) days. All changes to this contract involving scope, quantity, charges for overtime of the work shall be in writing and signed by the Owner and the Contractor. All invoices and statements to the Agencyshall reference the Agency's purchaseorder number and be addressed as follows: INVOICES: Town of Los Gatos Redevelopment Agency Attn: Accounts Payable P.O. Box 655 Los Gatos, CA 95030 STATEMENTS: Town of Los Gatos Redevelopment Agency Attn: Finance Department P.O. Box 655 Los Gatos, CA 95030 7. Availability of Records. Contractor shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Contractor shall make these records available to authorized personnel of the Agency at the Contractor's .offices during business hours upon written request of the Agency. Project Manager. The Project Manager for Republic Electric Company shall be Jim Wagner. The Project Manager for the Agency shall be Tom Theobald. 9. Assi ng abi!lity and Subcontracting. The services to be performed under this Agreement are unique .and personal to the Contractor. No portion of these services shall be assigned or subcontracted without the written consent of the Agency. 10. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: TO AGENCY: John Curtis, Director Parks & Public Worlcs Town ofLos Gatos Redevelopment Agency Post Office Box 949 Los Gatos, CA 95030 TO CONTRACTOR: Wade White President Republic Electric Company 7120 Redwood Blvd. Novato, CA 94945-4114 or personally delivered to Contractor to such address or such other .address as Contractor designates in writing to Agency. 11.. Independent Contractor. It is understood that the. Contractor, in the performance of the worl~ :and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Agency.. As an independent contractor he/she shall not. obtain any rights to retirement benefits or other benefits which accrue to Agency employee(s). Wthprior written consent, the Contractor may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Contractor agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Contractor shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Contractor or is based on allegations of Contractor's negligent performance or wrongdoing. 12. Conflict of Interest. Contractor understands that its professional responsibilities is solely to the Agency. The Contractor has and shall not obtain any holding or interest within the Town of Los Gatos. Contractor has no business holdings or agreements with any individual member of the Staff or management of the Agency or its representatives nor shall it enter into .any such holdings or agreements, In addition, Contractor warrants that it does not presently and shall not acquire any direct or indirect interest. adverse to those of the Agency in the subject of thin Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the Agency's sole discretion, divest itself of such interest. Contractor shall not cnowngly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Contractor discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Contractor shall promptly notify Agency of this employment relationship', and shall, at the Agency's sole discretion, sever any such employment relationship. 13, Bqual Employrnent Opportunity. Contractor warrants that it is an equal opportunity employer and shall comply with applicable regulations governing. equal employment opportunity. Neither Contractor nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act. 14. Insurance. A. Minimum Scope of Insurance.: i. Contractor agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: one million dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal .injury and property damage. ii. Contractor agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her .and his/her staff to an amount not less than one million dollars ($1,00.0,000) .combined single unit per accident forbodily injury and property damage. iii. Contractor shall provide to the Agency all certificates of insurance, with original endorsements .effecting coverage. Contractor agrees that all certificates and endorsements are to be received and approved by the Agency before work commences. iv. Contractor agrees to have and maintain, for the duration ofthe contract, professional liability insurance in amounts not less than $1,000,000 which is sufficient to insure Contractor for professional errors or omissions in the performance of the particular scope of work under this agreement. B. General Liability: i. The Agency, its officers, officials, emp ogees and volunteers are to be covered as insured as respects: liability arising out ofactivties performed by or on behalf of the Contractor; products :and completed operations of Contractor, premises owned or used by the Contractor. This requirement does not apply to the professional liability insurance required for professional errors and omissions. ii. The Contractor's insurance coverage shall be primary insurance as respects the Agency, its officers, officials, employees and volunteers. Any insurance or self- insurances maintained by the Agency, its officers, officials, employees or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. iii. .Any failure to comply with reporting provisions. of 'the policies shall not :affect coverage provided to the Agency, its officers, officials, employees or volunteers. iv. The Contractor's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. All Coverages: Each insurance policy required in this item shall be endorsed to state that. coverage shall not be suspended, voided, canceled, 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 Agency. Current certification of such insurance shall be kept on file at all times during the term of this agreement with the .Agency Cleric. D. In addition to these policies, Contractor shall have and maintain Workers' Compensation insurance as required by California law and shallprovide evidence of such policy to the Agency before beginning services under this Agreement. Further, Contractor shall ensure that all subcontractors employed by Contractor provide the required Workers' Compensation insurance -for their respective employees. 1S. Indemnification. The Contractorshall save, keep and hold harmless indemnify and defend the Agency its officers, agent, employees and volunteers from .all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or inthe course of,performingwork which maybe occasioned by a willful or negligent. act or omissions of the Contractor, or any of the Contractor's officers, employees, or agents or any Subcontractor. 16. Prevailing, Wage. Workers employed in the work must be paid at rates at least equal to the then current prevailing wage scale as determined by the State Director of the Department of Industrial Relations. A copy is usually on file in the Office of the Director of Parlcs & Public Works. 17. Performance Bond and Labor and Materials Bond. At or prior to the delivery of the signed Agreement Contractor shall deliver to Owner a Performance Bond and .Labor and Materialperson'sBnnd. All bonds shall be on formsprovided by Agency, and each shall be in an amount equal to 100% of the contract price.. All bonds shall be approved bythe Director of Parks & Public Works of the Agency of Los Gatos before Contractor mayproceed with the work. Failure or refusal to furnish bonds in the form satisfactory to the Director of Parks Public Works of the Town ofLos Gatos shall subject the Contractorto penalties for delay in commencement of the Scope of Services, paragraph 1 herein. Pursuant to California Public Contract. Code §22300, the Contractor will be permitted, at :its request and sole expense, to substitute securities for any monies withheld by the Agency to ensure performance under the contract. Said securities will be deposited either with the Agency or with the state or federally chartered bank as escrow .agent. Securities eligible for this substitution arethose listed in California Government Code § 16430 or bank or savings and loan certificate of .deposit, interest bearing demand .deposit accounts, standby letters of credit, or any other mutually agreed to by Contractor and Agency. The Contractor shall be the beneficial owner of any securities substituted. for monies withheld and shall :receive :any interest thereon. 18. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. 19. Governing_Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara. 20. Termination of Agreement. The Agency and the Contractor shall have the right to terminate this agreement with or without cause by giving not less than fifteen (15) .days written notice of termination. In the event of termination, the Contractor shall deliver to the Agency all plans, files, documents, reports, performed to date by the Contractor. In the event of ouch termination, Agency shall pay Contractor an amountthatbears the same ratio to the maximum contract price as the world delivered to the Agency bears to completed services contemplated under this Agreement pursuant to paragraph_6 hereto, unless uch termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 21. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Agency and the Contractor. 22. Disputes. In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal. 23. Entire Agreement. This .Agreement, constitutes the-complete and exclusive statement of the Agreement between the Agency and Contractor. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement,. unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. IN WITNESS WHEREOF, the Agency and Contractor have executed this Agreement as of the date indicated on page one (1). Town of Los Gatos Redevelopment Agency,_By: Contractor: Debra J. Figone, Executive Director (Signature) Recommended by: John E. Curtis Director of Parlcs & Public Works (Print Name) Approved as to Form: Orry P. Korb, General Counsel (Title) ATTEST: Marian V. Cosgrove Secretary to the Redevelopment Agency (Contractor's License Number) .Los Gatos,. California Republic - _ ~- - Electric ~~ -~~"° ~-~^ ,,; ~`' ~ , ; ~-~`~ CA Lic: 647154 yj ~ - ""' May 28, 2002 '_i ,~, _ s _ ~ TOWN U LF OS CteFUS PAFiK5 ANU F'UFSLIC,~;URK Town of Los Gatos Attn: Kevin Rohani 41 Miles Ave. Los Gatos, CA 95031 Job Name: Town Plaza. Project #01-07 Traffic Signal Modification Job Location: Santa Cruz Avenue & Main Street Dear Mr. Rohani: We offer to perform the following work, on the terms and conditions stated below, and at the prices shown, as follows: Street Crossings and Wiring: • Remove and eliminate four traffic signal pull boxes. Consolidate conduits and install :one new #6 pull box. • Install three new 3"PVC conduit crossings. Trench and backfill trenches with slurry concrete. • Hot asphalt patch trenches as required. • Upgrade #3 %2 pull box on the opposite corner with a #5 pull box. • Remove and replace sidewalk on the other three corners as required. Replace pull boxes if necessary when sidewalk is removed. • Pull new phase and detector cable throughout the intersection and connect at each pull box. • Hand trench in dirt area on the corner feeding the traffic signal poles, controller and pull box. Install conduits sized as required. Backfill trench with native. • All material is stock and work can begin within 2 days of a notice to proceed by the Town. Labor, Materials and Equipment...... $20,850.00 New Traffic Signal Controller Cabinet and Relocation: • 3-inch PVC conduit, trench and backfill to be done by Town forces. • Furnish and install one new #6 pull box. • Construct a new controller cabinet foundation. • Construct new foundation in new location. • Demolition of the old foundation to be done by others. • Furnish and instalLa new Type P NEMA cabinet. Exhibit A (415) 898-8897 Fax (415) 898-9477 7120 Redwood Blvd, Novato, CA 94945-4114 SAN FRANCISCO • BOSTON • LOS ANGELES r Page 2 Town of Los Gatos Traffic Signal Modification May 28, 2002 • Install aTown-furnished Econolite controller compatible with a Type P cabinet. • Reuse the Town's detector amplifiers. • Reroute the service point for the controller from the Park service panel. Install an appropriately sized circuit breaker in the panel. Install conduit and wire from the service panel to the controller. • Terminate wires at controller cabinet and initialize. • The existing signal system will stay in operation until the new system is constructed. The signal shutdown will be approximately four hours. The intersection will be in a four-way stop during the switchover. Labor, Materials and Equipment.......$15,840.00 Test Controller: Provide a bench test of the Town's controller in a Type P cabinet and certify the controller. Test Controller .............................$950.00 Total Proposed Cost for all items above ..............................$37,640.00 This offer shall expire 90 days from the date hereof and may be withdrawn by us at any time prior thereto with or without notice. This offer supersedes any prior .offers, commitment or orders, contains all terms, conditions and warranties and when accepted, constitutes the entire contract between the parties. The resulting contract shall not be modified except by formal written amendment. This offer shall be accepted by delivery to us of a copy of this offer duly signed by you in the space provided. The foregoing offer is hereby accepted this day of , 2002. 13y: REP LIC LE T e~L. Title: President SAN FRANCtSCO • BOSTON • LOS ANGELES l~~~I1S NIbW '~ ~ ,,-- .-~- ,: ... \\, °zxoM W I-- w ~U ~ J Z O UZ QO o_ ~-' Z .. OO L.L.. W " t U Z LL/~~ VJ uu.tn ^^ ~ O f- LLI w `~" ~ O w N U Q r ~:~ ~ ~. ~ 1 .I -11, ,~ J l \ , fy ~~Ji x,11 ij1J y~ i ~ •:. ,~/~. ~~, It I r,u ~J , ~ ~IJ< Y~ ~ z ' y%~i\iu II O ~- ~ : J~.~,,I ~I., ,~. ,I ' 1 1~ '^ ~; ~ 1, ~ v ~ ~ lt~~~~vii 1, 4 - YJ-_I~\,~s _ ~ , O ~ vj li~~+ \\ti~iJv ~ ~ 5 f `~`l If YC \\ ,p ' ~ ~ U . If 1 u i;~tt°YrriilJ~I J ii. \r < ~ ~.,, cA I q /l/ ~ LL a d • +•' I W . A a_ ~.~:.. . I I „~ ~. . ~ d ... 11l1: JC ` . ,-i "" i\~ GY) II F I 11\\ ^FL.~``¢ ifl' ? 9 \~ J/ ,~~ ~ , a p «~1 It JJ .II J ,~, ~I~,<,,, 1 ' 'c.YJ_ J ~ \\T -• _.. ,\ . ~~~,.:.~ Attachment 2