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Home My WebLink AboutC2013-326 - 9/17/2013 - Approved l C SERVICE AGREEMENT PUMP AND MOTOR REPAIR SERVICES Service Agreement No. SA14-010 THIS PUMP AND MOTOR REPAIR SERVICES Agreement (this "Agreement") is entered into by and between SMITH PUMP COMPANY (the "Contractor') and the City of Corpus Christi, a Texas home-rule municipal corporation (the "City"), by and through its duly authorized City Manager or designee ("City Manager'), effective for all purposes upon execution by the City Manager. WHEREAS Contractor has proposed to provide PUMP AND MOTOR REPAIR SERVICES in response to RFP No. BI-0120-13 which is incorporated and attached as Exhibit A; WHEREAS the City has determined Contractor to be the most advantageous proposer; NOW, THEREFORE, Contractor and City enter into this Agreement and agree as follows: 1. Services. Contractor will provide PUMP AND MOTOR REPAIR SERVICES in accordance with RFP No. BI-0120-13 and for the fees set out in the PRICE SHEET [3.15 PRICING (Addendum #3)] which is incorporated herein by reference as part of Exhibit B, Proposers Proposal. 2. Term. This Agreement is for one (1) year commencing on the date signed by the last signatory hereto and continuing for one-year thereafter. The term includes two (2) one- year automatic extension periods. 3. Contract Administrator, The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement including deductions for non-performance and authorizations for payment. All of the Contractors notices or communications regarding this Agreement must be directed to the Contract Administrator, who is the O.N. Stevens Plant Manager. 4. Independent Contractor. Contractor will perform the services hereunder as an independent Contractor and will furnish such services in its own manner and method, and under no circumstances or conditions may any agent, servant or employee of the Contractor be considered an employee of the City. 5. Insurance. Before activities can begin under this Agreement, the Contractor's insurance company(ies) must deliver a Certificate of Insurance, as proof of the required insurance coverages to the Contract Administrator. Additionally, the Certificate must state that the City of Corpus Christi Risk Manager will be given at least thirty (30) days' notice, by certified mail, of cancellation, material change in the coverages or intent not to renew any of the policies. The City must be named as an Additional Insured. The City Attorney must be given copies of all insurance policies within 15 days of the City Manager's written request. 2013-326 9117113 M2013-140 Smith pump Company INDEXED 6. Assignment o assignment of this Agreement or any right or Interest therein by the Contractor Is effective unless the City first gives its wflften consent to such assignment. The ance of this Agreement by the Contractor Is of the essence of this Agreement and the City's right to withhold consent to such assignment Is within the sole discretion of the City on any ground whatsoever. 7. FIscal Year. All pardes recognize that the continuation of any contract after the close of any fiscal year of the City (the City's fiscal year ens on duly 31"), Is subject to appropriations an udget approval providing for covering such contract item as an expenditure in said budget. The City does not represent that said u et item will be actually adopted as that determination is within the sole discretion of the City council at the time of adoption of each budget. B. Waiver. No waiver of any breach of ny term or condition of this Agreement, or RFP ® BI-0120-13, or the Contractors proposal in response to RFP No. 81-0120-13 Ives any subsequent breach of same. 9. Compliance with Laws. This Agreement is subject to all applicable federal, state and local laws. All dudes of the parties will be performed in the City of Corpus Christi, Texas. The applicable la for any legal disputes arising out of this Agreement is the law of Texas and such form and venue for such disputes Is the appropriate i trict, county or justice court in and for Nueces County, Texas. 10. Subcontractors. The Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain rior written approval from the O.N. Stevens Plant Manager. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as If the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the services. 11. Amendments. This Agreement may be amended only by written Agreement duly authorized by the parties hereto and signed by the parties. 1 ° Termination. The City Manager may terminate this Agreement for Contractor's Ilure to perform the services specified in RFP No. BI-0120-13. Failure to keep all Insurance policies in force for the entire term of this Agreement Is grounds for termination. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure„ If the Contractor has not cure within the cure period, the City Manager may terminate ate this Agreement immediately thereafter. Alternatively, the City may to inate this Agreement upon twenty ( as® written notice to the Contractor. However, the City may terminate this Agreement on twenty- four ( 4) hours' en notice to the Contractor for failure to pay or provide proof of payment of taxes as set out herein„ 2 13. Taxes. The Contractor covenants to pay payroll taxes, Medicare r taxes, FICA taxes, unemployment taxes and all other related taxes according 1 it ul r Employer's Tax Guide, Publication 15, as it may Use ameinded. upon his request, th City Manager small be provided proof of payment these taxes within fifteen (1 5) days of such request. Contractor may terminate thi ,gr ant upon ninety (9 0) days" written notice to the City. 14. Drug Policy. The Contractor must adopt a Drug Fee Workplace policy. 15. Violence Policy. ,The Contractor must adopt a Violence In the Workplace policy.. 16. l' t1 e. lode may be given any fax, hand delivery or certified mail, postage prepaid, and is received on the day faxed or hand-delivered and on the third day after deposit in the U.S. mall if sent oadifiad mall. Notice small be sent as follor -, IF TO CITY: City of Corpus Christi Attention: O.N. Stevens Plant Mgr,. P.O. Box 9277 Corpus Chrisd, Texas 78469-9277 IF To CONTRACTOR: Contractor ,..� Contact rw-mr wmv Address- , i ii 1►0Q1SMW 17. Month-to-Month Extension., if the City has not completed the procurement process and awarded a new ,gr me nt upon expiration f the original contract period or any extension period, the Contractor shall cor-dinua to provide goods/services sunder this Agreement, at the most current price under the terms of thIs Agreement or, extension, on a month-to-month basis. This groair ant automatically expires an the effective date of a new orntract. 18. Seveirability. Each provision of the Agreement small be rn lder d to be severable and, if, for any reason, any such provision or any (part thereof, is d tarrrulrnad to be invalid and contrary to any a l tlu°ng or fA uro app able lane, such invalidity shall not impair the operation of or affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced In all respects as if the invalid or unenforceable provision or part thereof had been omitted. 19, INDEMNIFICATION. CONTRACTOR SHAII-L, INDEMNIFY, H01 D HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMP11-0YEES AND AGENTS ("INDE l l ,,,,, "), FROM AND AGAINST ANY AND ALI- I]ABILITY, LOSS, C11-AIMS, DEMANDS, SUITS AND CAUSES OF ACTION OF ANY NATURE ON ACCOUNT OF Dipxm, PERSONAL, INJURIES, PROPERTY LOSS OR DAMAGE OR ANY OTHER KIND OF DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES WHICH CLAIMED OR ARE TO ARISE T OF OR IN CONNECTION WITH THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT, REGARDLESS WHETHER THE INJURIES, CLAIMED TO BE CAUSED BY THE CONCURRENT OR CONTRIBUTING NEGLIGENCE INDEMNITEES, BUT NOT BY THE SOLE NEGLIGENCE INDEMNITEES UNMIXED IT L T OF ANY OTHER PERSON OR GROUP. CONTRACTOR T, AT ITS OWN EXPENSE, INVESTIGATE THEIR DEMANDS, ATTEND TO ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY SATISFACTORY TO INDEMNITEES AND PAY ALL OTHER AND ALL I ND ARISI SAID LIABILITY, I ACTIONS. THE INDEMNIFICATION OBLI TI T T OR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION TERMINATION THIS SE this ( l y of 11kY , 2 06 Contractor: &ftT9: .,1 (T"; ITT c t. �HRISTL,.("°CITY'") Ili hael Barrera Date Assistant Director of I inandW Services Incorporated bReference' ASS`. y Exhibit C P No ICI-0120-1 Exhibit , Proposer's ProposaU r ARMMWCwPAL 6Y D)UNCIL