Resolution 11907CITY OF ALAMEDA RESOLUTION NO. 11907
AWARDING CONTRACT TO DAYLEN, INC. FOR INSTALLATION OF AN
AUTOMATIC SPRINKLER SYSTEM AT THE JACK CLARK GOLF COURSE
AND AUTHORIZING THE EXECUTION THEREOF
WHEREAS, the City Council of the City of Alameda adopted
plans and specifications and called for bids for the installation
of an automatic sprinkler irrigation system on nine of the eighteen
holes at the Jack Clark Golf Course on November 7, 1989; and
WHEREAS, the other nine holes have previously been
automated; and
WHEREAS, at the bid opening on November 30, 1989, where
five proposals had been submitted, the low bid was that of Daylen
Incorporated of Fresno, California, in the amount of $361,000; and
WHEREAS, the contract allows for 80 consecutive working
days to complete the project, said project to begin in January,
1990 and to be completed by the beginning of the spring irrigation
season; and
WHEREAS, funds for this project were approved in the
1989-90 capital improvement budget in the amount of $400,000; and
WHEREAS, staff recommends that $397,000 be allocated from
the golf course enterprise account to fund the project, which
includes a 10% contingency;
NOW THEREFORE BE IT RESOLVED, that the Council of the
City of Alameda awards the contract for the installation of the
automatic sprinkler irrigation system on the Jack Clark Golf Course
(No. P.W. 6-89-3) to Daylen Incorporated in the amount of $361,000
and allocate $397,000 from the golf course enterprise account to
fund the project, which includes a 10% contingency fee; and
BE IT FURTHER RESOLVED that the Mayor be authorized to
execute a contract in a form substantially similar to the contract
attached hereto as Exhibit A, and the City Clerk to attest, for and
on behalf of the City, a contract with Daylen Incorporated, as
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/ provided above.
Ap roved as1 to Form
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Acrint? 1,117V
I, the undersigned, hereby certify that the foregoing Resolution
was duly and regularly adopted and passed by the Council of the
City of Alameda in regular meeting assembled on the 19th day of -
December , 1989, by the following vote to wit:
AYES: Councilmembers Arnerich, Camicia, Withrow and
President Corica 4.
NOES: None.
ABSENT: Councilmembex Thomas -- 1.
ABSTENTIONS: None.
IN WITNESS WHEREOF, I have hereunto set my hand and e[ffixed the
official seal of said City this 20th day of December , 1989.
City Clerk of the City of Alameda
CONSULTANT AGREEMENT
THIS AGREEMENT, entered into this day of December, 1989,
by and between CITY OF ALAMEDA, a municipal corporation
(hereinafter referred to as "City"), and Daylen, Inc. whose address
is 2559 South East Avenue, Fresno, CA 93706, (hereinafter referred
to as "Consultant"), is made with reference to the following:
RECITALS:
A. City is a municipal corporation duly organized and
validly existing under the laws of the State of California with
the power to carry on its business as it is now being conducted
under the statutes of the State of California and the Charter of
the City.
B. City and Consultant desire to enter into an agreement
for the installation of the automatic sprinkler irrigation system
at the Jack Clark Golf Course, strictly in accordance with the
Specifications, Special Provisions and Plans adopted therefore, No.
P.W. 6-89-3, which are incorporated herein by reference.
NOW, THEREFORE, it is mutually agreed by and between the
undersigned parties as follows:
1. TIME FOR PERFORMANCE:
The tern of this Agreement shall commence in January, 1990 and
shall terminate eighty (80) consecutive working days thereafter,
unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED:
Consultant shall perform each and every service the
installation of the automatic sprinkler irrigation system at the
Jack Clark Golf Course strictly in accordance with the
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EXHIBIT A
Specifications, Special Provisions and Plans adopted therefore, No.
P.W. 6-89-3, which are incorporated herein by reference.
3. COMPENSATION TO CONSULTANT:
Consultant shall be compensated for services performed
pursuant to this Agreement in the amount of $361,000.
4. STANDARD OF CARE:
Consultant agrees to perform all services hereunder in a
manner commensurate with the highest community professional
standards and agrees that all services shall be performed by
qualified and experienced personnel who are not employed by the
City nor have any contractual relationship with City.
5. INDEPENDENT PARTIES:
City and Consultant intend that the relation between them
created by this Agreement is that of employer-independent
contractor. The manner and means of conducting the work are under
the control of Consultant, except to the extent they are limited
by statute, rule or regulation and the express terms of this
Agreement. No civil service status or other right of employment
will be acquired by virtue of Consultant's services. None of the
benefits provided by City to its employees, including but not
limited to unemployment insurance, workers' compensation plans,
vacation and sick leave are available from City to Consultant, its
employees or agents. Deductions shall not be made for any state
or federal taxes, FICA payments, PERS payments, or other purposes
normally associated with an employer-employee relationship from any
fees due Consultant. Payments of the above items, if required, are
the responsibility of Consultant.
6. HOLD HARMLESS:
Consultant shall indemnify and hold harmless City, its City
Council, boards and commissions, officers and employees from and
against any and all loss, damages, liability, claims, suits, costs
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and expenses whatsoever, including reasonable attorneys' fees,
regardless of the merits or outcome of any such claim or suit
arising from or in any manner connected to Consultant's negligent
performance of services or work conducted or performed pursuant to
this Agreement.
Consultant shall indemnify and hold hanuless City its City
Council, boards and commissions, officers and employees from and
against any and all loss, damages, liability, claims, suits, costs
and expenses whatsoever, including reasonable attorneys' fees,
accruing or resulting to any and all persons, firms or corporations
furnishing or supplying work, services, materials, equipment or
supplies arising from or in any manner connected to the
Consultant's negligent performance of services or work conducted
or performed pursuant to this Agreement.
7. INSURANCE:
Contractor shall comply with the insurance requirements set
forth in No. P.W. 6-89-3.
8. PROHIBITION AGAINST TRANSFERS:
Consultant shall not assign, sublease, hypothecate, or
transfer this Agreement or any interest therein directly or
indirectly, by operation of law or otherwise without prior written
consent of City. Any attempt to do so without said consent shall
be null and void, and any assignee, sublessee, hypothecate or
transferee shall acquire no right or interest by reason of such
attempted assignment, hypothecation or transfer.
The sale, assignment, transfer or other disposition of any of
the issued and outstanding capital stock of Consultant, or of the
interest of any general partner or joint venturer or syndicate
member or cotenant if Consultant is a partnership or joint venture
or syndicate or cotenancy, which shall result in changing the
control of Consultant, shall be construed as an assignment of this
Agreement. Control means fifty percent (50%) or more of the voting
power of the corporation.
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9. PERMITS AND LICENSES:
Consultant, at its sole expense, shall obtain and maintain
during the term of this Agreement, all appropriate permits,
licenses and certificates that may be required in connection with
the performance of services hereunder.
10. REPORTS:
Each and every report, draft, work product, map, record and
other document reproduced, prepared or caused to be prepared by
Consultant pursuant to or in connection with this Agreement shall
be the exclusive property of City.
No report, information nor other data given to or prepared or
assembled by Consultant pursuant to this Agreement shall be made
available to any individual or organization by Consultant without
prior approval by City.
Consultant shall, at such time and in such form as City may
require, furnish reports concerning the status of services required
under this Agreement.
11. RECORDS:
Consultant shall maintain complete and accurate records with
respect to sales, costs, expenses, receipts and other such
information required by City that relate to the performance of
services under this Agreement.
Consultant shall maintain adequate records of services
provided in sufficient detail to permit an evaluation of services.
All such records shall be maintained in accordance with generally
accepted accounting principles and shall be clearly identified and
readily accessible. Consultant shall provide free access to the
representatives of City or its designees at all proper times to
such books and records, and gives City the right to examine and
audit same, and to make transcripts therefrom as necessary, and to
allow inspection of all work, data, documents, proceedings and
activities related to this Agreement. Such records, together with
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supporting documents, shall be kept separate from other documents
and records and shall be maintained for a period of three (3) years
after receipt of final payment.
12. NOTICES: --
All notices, demands, requests or approvals to be given under
this Agreement shall be given in writing and conclusively shall be
deemed served when delivered personally or on the second business
day after the deposit thereof in the United States mail, postage
prepaid, registered or certified, addressed as hereinafter
provided.
All notices, demands, requests, or approvals from Consultant
to City shall be addressed to City at:
City of Alameda
2263 Santa Clara Avenue
Alameda, CA 94501
Attention: Fred Framsted
Ali notices, demands, requests, or approvals from City to
Consultant shall be addressed to Consultant at:
Daylen Incorporated
2559 South East Avenue
Fresno, CA 93706
Attention: Dale Siemens
13. TERMINATION:
In the event Consultant hereto fails or refuses to perform
any of the provisions hereof at the time and in the manner required
hereunder, Consultant shall be deemed in default in the performance
of this Agreement. If such default is not cured within a period
of two (2) days after receipt by Consultant from City of written
notice of default, specifying the nature of such default and the
steps necessary to cure such default, City may terminate the
Agreement forthwith by giving to the Consultant written notice
thereof.
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City shall have the option, at its sole discretion and without
cause, of terminating this Agreement by given seven (7) days' prior
written notice to Consultant as provided herein. Upon termination
of this Agreement, each party shall pay to the other party that
portion of compensation specified in this Agreement that is earned
and unpaid prior to the effective date of termination._
14. COST OF LITIGATION:
If any legal action is necessary to enforce any provision
hereof or for damages by reason for an alleged breach of any
provisions of this Agreement, the prevailing party shall be
entitled to receive from the losing party all costs and expenses
in such amount as the Court may adjudge to be reasonable, including
attorneys' fees.
15. COMPLIANCES:
Consultant shall comply with all state or federal laws and all
ordinances, rules and regulations enacted or issued by City.
16. WAIVER:
A waiver by City of any breach of any term, covenant, or
condition contained herein shall not be deemed to be a waiver of
any subsequent breach of the same or any other term, covenant, or
condition contained herein whether of the same or a different
character.
17. INTEGRATED CONTRACT:
This Agreement represents the full and complete understanding
of every kind or nature whatsoever between the parties hereto and
all preliminary negotiations and agreements of whatsoever kind or
nature are merged herein. No verbal agreement or implied covenant
shall be held to vary the provisions hereof. Any modification of
this Agreement will be effective only by written execution signed
by both City and Consultant.
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IN WITNESS WHEREOF, the parties have caused the Agreement to
be executed on the day and year first above written.
APPROVED AS TO FORM:
i:eitwit
City Attorney
ATTEST:
CITY OF ALAMEDA,
a municipal corporation
City Clerk
BY:
CONSULTANT
BY:
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