1993-106-Authorizing The Town Manager To Execute An Agreement With C.H. Reynolds Electric, IncorporatedRESOLUTION 1993 -106
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF
LOS GATOS AUTHORIZING THE TOWN MANAGER TO EXECUTE
AN AGREEMENT WITH C.H. REYNOLDS ELECTRIC, INCORPORATED
WHEREAS, the Town of Los Gatos is installing an automated library system that
will result in significant cost savings to the Town and ease of access to its customers, and
WHEREAS, an accelerated installation schedule has been negotiated with the vendor
that is projected to result in the system being operational by November 1, 1993, and
WHEREAS, preparatory work must be completed before the vendor can install the
system, and
WHEREAS, if this preparatory work is not immediately undertaken and completed,
the automated system installation will be delayed, the Town would have to either close the
Library for extended periods of time during important times of school usage or pay for
additional and unbudgeted staffing, and the vendor may not be able to schedule installation
in a timely manner, and
WHEREAS, the Town has solicited bids from reputable contractors for the
preparatory work and received bids that are within the work estimates set for the project,
and
WHEREAS, the urgency of completing the preparatory work, sustaining library
operations, and minimizing the effects of the unnecessary staffing and construction costs
constitute an emergency situation under Los Gatos Town Code section 2.50.130, and this
is the opinion of the Purchasing Agent, and
WHEREAS, because it is an emergency situation, the formal bidding process should
not be used, but the award should be to the lowest responsible bidder from whom bids were
received through the informal process,
NOW, THEREFORE, the Council orders as follows:
The bid for electrical site preparation of the Library is awarded to C.H. Reynolds
Electric, Inc. for $13,200, and the Town Manager is authorized and directed to execute the
agreement with C.H. Reynolds Electric, Inc., in the form attached hereto as Exhibit A.
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town
of Los Gatos, California, held on the 19th day of July, 1993 by the following vote.
COUNCIL MEMBERS:
AYES: Randy Attaway, Steven Blanton, Linda Lubeck, Mayor Joanne Benjamin
NAYS: None
ABSENT: Patrick O'Laughlin
ABSTAIN: None
SIGNED:G�iiY
MA7Y R OF THE TOWN C7 LOS GATOS
L GATOS, CALIFORNIA
2
ATNY014 \CNCLRPTS \ELECTRIC.RES
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AGR*-
AGREEMENT FOR ELECTRICAL CONTRACTING SERVICff*0
BID:
THIS AGREEMENT is entered into this day of , 19
by and between the Town of Los Gatos, State of California, herein called the 'Town ", and
C. H. Reynolds, Inc., engaged in providing electrical construction services herein called
the "Contractor ".
RECITALS
A. The Town desires preparatory work at its library facility for installation of an
automated library system.
B. The Contractor represents and warrants that it is licensed and qualified to perform
those services as a Contractors State License Board C10 contractor by the State of
California, and is willing to perform this work under the terms of this Agreement.
AGREEMENTS
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
Scope of Services. The Contractor shall provide the services described in
Attachment 1 hereto.
2. Time of Performance. Upon submission of all bonds and insurances, Town will
authorize the Contractor to proceed. The services of the Contractor are to
commence upon the execution of this Agreement with completion as follows:
completion of the installation to the point where Dynix, another Town contractor,
can perform interim testing and evaluation no later than August 1, 1993, and
completion of all work no later than August 15, 1993. Time is of the essence and
another contractor as well as the operator of the library is dependent on this time
frame.
3. Compliance with Laws. The Contractor shall comply with all applicable laws, codes,
ordinances, and regulations of governing federal, state and local laws. Contractor
represents and warrants to Town 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 Town 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 Town of Los Gatos
business license pursuant to Chapter 15 of the Code of the Town of Los Gatos.
4. Sole Responsibility. Contractor shall be responsible for employing or engaging all
persons necessary to perform the services under this Agreement.
ATNY00SWONTRACMELECTRIC.CON Page 1 of 5
5. Compensation. Compensation for Contractor's services shall not exceed
$ ; and payment shall be based upon Town approval of the work.
6. Assi ng ability 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 Town.
7. Notices. Any notice required to be given shall be deemed to be duly and properly
given if mailed postage prepaid, and addressed to:
To Town: Town Manager
P.O. Box 949
Los Gatos, CA 95031 -0949
To Contractor: C. H. Reynolds Electric, Inc.
4362 Vanderbilt Drive
San Jose, CA 95130
or personally delivered to Contractor to such address or such other address as
Contractor designates in writing to Town.
8. Independent Contractor. It is understood that the Contractor, in the performance
of the work and services agreed to be performed, shall act as and be an independent
contractor and not an agent or employee of the Town. As an independent contractor
he /she shall not obtain any rights to retirement benefits or other benefits which
accrue to Town employee(s). With prior 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.
9. Equal Employment 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.
10. 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
ATNY005 \CONTRACTS \ELECTRIC.CON Page 2 of 5
($1,000,000) combined single limit per occurrence for bodily injury,
personal injury and property damage.
ii. Contractor shall provide to the Town all certificates of insurance, with
original endorsements effecting coverage. Contractor agrees that all
certificates and endorsements are to be received and approved by the
Town before work commences.
Contractor agrees to have and maintain, for the duration of the
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 Town, its officers, officials, employees and volunteers are to be
covered as insured as respects: liability arising out of activities
performed by or on behalf of the Contractor; products and completed
operations of Contractor, premises owned or used by the Contractor.
ii. The Contractor's insurance coverage shall be primary insurance as
respects the Town, its officers, officials, employees and volunteers.
Any insurance or self- insurance maintained by the Town, its officers,
officials, employees or volunteers shall be excess of the Contractor's
insurance and shall not contribute with it.
Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to the Town, its officers, officials,
employees or volunteers.
C. All Coverages: Each insurance policy required in this item shall be endorsed
to state that coverage shall not be suspended, voided, cancelled, 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 Town. current
certification of such insurance shall be kept on file at all times during the
term of this agreement with the Town Clerk.
D. In addition to these policies, Contractor shall have and maintain Workers'
Compensation insurance as required by California law and shall provide
evidence of such policy to the Town 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.
11. Indemnification. The Contractor shall save, keep and hold harmless indemnify and
ATNY005 \CONTRACTS \ELECTRIC.CON Page 3 of 5
defend the Town 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 in the course of performing work which may be 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.
12. Performance Security. The Contractor shall provide a certified check in the amount
of the Agreement to guarantee performance as set forth in this Agreement, and this
check shall be returned upon satisfactory completion of the work.
13. Prevailing Wages. This Project constitutes a public works project and Contractor
shall pay prevailing wages pursuant to Labor Code § 1720 and following. The Town
Clerk has a current prevailing wage rates schedule.
14. 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.
15. 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 or Municipal Court of either the
County of Santa Clara or the County of San Mateo.
16. Amendment. No modification, waiver, mutual termination, or amendment of this
Agreement is effective unless made in writing and signed by the Town and the
Contractor.
17. Disputes. In any dispute over any aspect of this Agreement, the prevailing party
shall be entitled to reasonable attorney's fees, as well as costs not to exceed $7,500
in total.
18. Entire Agreement. This Agreement constitutes the complete and exclusive statement
of the Agreement between the Town 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.
ATNY005 \CONTRACTS \ELECTRIC.CON Page 4 of 5
IN WITNESS WHEREOF, the Town and Contractor have executed this Agreement
as of the date indicated on page one (1).
Town of Los Gatos
David W. Knapp, Town Manager
Town of Los Gatos
ATTEST:
Clerk of the Town of Los Gatos,
Los Gatos, California
Marian V. Cosgrove, Town Clerk
N
Contractor:
nt Name � �
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Title
Approved as to Form:
Larry E. Anderson, Town Attorney
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