CITY OF CARMEL-BY-THE-SEA

AGENDA BILL

AB 1086
February 2, 2016
Consent Calendar

TO:

Honorable Mayor and Members of the City Council

Michael Calhoun, Interim City Administrator

FROM:

Rob Mullane, Public Works Director

SUBJECT:

Consideration of a Resolution Authorizing the City Administrator to enter into a service

agreement with Proserve Facility Service for the cleaning of City owned facilities.

AMOUNT OF EXPENDITURE

$ 504,246 (FY 2015-2017)

($72,595 for FY 15-16)

AMOUNT BUDGETED

$ 170,000 (FY 15-16)

APPROPRIATION REQUIRED

$ 53,250 (FY 15-16)

RECOMMENDATION
Adopt the resolution authorizing the City Administrator to enter into a service agreement with Preserve
Facility Service for the cleaning of City owned facilities in the amount of $67,595 for the first four (4)
months of the agreement plus $5,000 for Supplemental Work, $202,784 for fiscal year 2016-17 of the
agreement plus $10,000 for Supplemental Work , $208,867 for fiscal year 2017-18 of the agreement
plus $10,000 for Supplemental Work, plus three (3) one (1) year each optional extensions.
SUMMARY
The City currently contracts with a vendor for the cleaning of City owned facilities, including public
buildings and public restrooms. In accordance with City procurement policies and governmental "best
practices", contracted services are frequently reviewed, updated and vendors given the opportunity to
provide the service through the competitive market. As such, the City issued a "Request for Proposals
(RFP)" from janitorial services firms to clean City owned facilities . Based upon the responses received,
it is recommended that the City contract with Proserve Facility Service, in accordance with Municipal
Code 3.12.160 (Competitive Negotiation) for janitorial services for a not to exceed cost of $67,595 for
the first four (4) months of the agreement plus $5,000 for Supplemental Work, and then $202,784 for
fiscal year 2016-17 plus $10,000 for Supplemental Work, and then $208,867 for fiscal year 2017-18
plus $10,000 for Supplemental Work, plus three (3) one (1) year each optional extensions. The
agreement start date would be March 1, 2016.

Page 1

77

Analysis/Discussion :
As part of the solicitation process, City staff conducted e-mail outreach to 23 janitorial firms which
included the RFP packet. In addition, the Notice Inviting Proposals was published twice in the
Monterey Herald. In response to the City's issuance of the RFP, six (6) proposa ls were received by the
stated deadline, from which staff selected and interviewed two (2) firms. It is recommended that
Council award the janitorial services contract to Preserve Facility Service. Service Highlights: The
scope of the service includes the cleaning of City Hall, the Main and Park Branch libraries, Police/Public
Services Building and public restrooms at Del Mar, Devendorf Pa rk, Fi rst Murphy Park, Forest Hill Park,
Piccadilly Park and Scenic and Santa Lucia. The proposed agreement will also include frequent
"detail/comprehensive" cleaning of the public restroom buildings; and allow for "Supplemental Work" to
increase cleaning frequencies, project work, special events, etc. as needed; supply and use "green"
cleaning supplies and furnish consumables (paper, trash bags, etc.); incorporate the use of web-based
performance measures and reporting, including fiscal penalties for not meeting performance standards
and increase contractor accountability. Alternative Options: Council has the option to not authorize the
agreement with the recommended company. Council may authorize staff to reissue the RFP and return
to Council for consideration of the award.
Fiscal Impact:
When the fiscal year 2015-16 budget was being developed, the contractual cost of janitorial services
was $11 ,500 per month, or $138,000 for the fiscal year. In addition, the City spends about $2,500 per
month for consumables such as toilet paper, seat covers, and paper towels for City facilities and
$30,000 was budgeted for custodial supplies. However, on July 14, 2015, due to unanticipated
circumstances with the previous janitorial services contractor, the City acquired the temporary services
of a new contactor at a cost of $13,327 per month. This higher monthly cost applied for the current
fiscal year, resulting in a compounding deficit in the Public Works Department's contractual services
account. There were also charges related to the advertising and selection of the new janitorial services
contract, which total approximately $6,400. The new proposed multi-year agreement is approximately
$18,100 a month, which includes cleaning, supplemental work as needed, and consumables.
Optional extension terms: Sixty days prior to the two years and four months end date of the
Agreement, the Contractor may submit proposed pricing revisions for the following optional Agreement
extension terms, which will be subject to negotiation by the City at the City's discretion. The Contractor
must provide adequate documentation to substantiate any request for price increase.
Optional extension term , Fiscal Year 2018-19 (July 1, 2018 through June 30, 2019).
Optional extension term, Fiscal Year 2019-20 (July 1, 2019 through June 30, 2020).
Optional extension term, Fiscal Year 2020-21 (July 1, 2020 through June 30, 2021 ).
PRIOR CITY COUNCIL ACTION

Council approved an agreement with Silveria Building Services for janitorial services on December 2,
2014 (Resolution 2014-078). However, due to business necessity, the agreement was terminated and
the City needed to retain the services of a new vendor on a temporary basis while a new formal bid
process was conducted by staff. Council authorized a six month tempo rary contract with Preserve
Facility Service on June 29, 2015 (Resolution 2015-046) to allow the continuation of janitorial service
for City buildings and public restrooms while a competitive negotiation process was completed for a
long-term vendor.
ATTACHMENTS

Page 2

78

1. Proposed Agreement

2. CC Resolution No.: 2016-_

APPROVEQ:

ti t~

M.1chae I Ca ou , In enm

Date:

: .
t or
1ty Ad m1n1stra

p1/2616

Page 3

79

CITY OF CARMEL-BY-THE-SEA
AGREEMENT FOR CONTRACTOR SERVICES
Contractor name: Proserve Facility Service
Project Service: Janitorial Services
Contract#: PWD-PFS-082-15-16

THIS

AGREEMENT

1.

TERM

FOR

CONTRACTOR SERVICES is made and effective as of

2016, between the City of Carmel-by-the-Sea, a municipal
corporation ("City") and Preserve Facility Service, a Janitorial Services Company, ("Contractor"). In
consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

This Agreement shall be for two (2) years and four (4) months from the date of the Notice to
Proceed. The Agreement may be extended, with the mutual consent of both parties, for three (3) individual
one-year increments with price increases/decreases in accordance with the provisions set forth herein, all
other terms and conditions specified herein remaining the same. If either the City or Contractor elects not to
extend the Agreement, or upon expiration of the initial two (2) years and four (4) months term, or the any
progressive one-year extension term, the Contractor shall aid the City in continuing, uninterruptedly, the
requirements of the Agreement, by continuing to perform on a temporary basis, when specifically requested
to do so in writing by the City, for a specified term not to exceed four (4) months. Such continuance shall
be subject to price increases/decreases in accordance with the provisions set forth herein, and all other
terms and conditions remaining the same as if the Agreement had been extended for such a temporary
period by an amendment to the provisions of this Agreement.
2.

SERVICES

Contractor shall furnish all labor, tools, appliances, equipment. consumables (such as paper
products, hand soap, and trash liners), and transportation, and any and all other expenses necessary or
incidental to the performance of this Agreement as set forth in the Technical Specifications and Exhibit "A"
(two pages), attached hereto and incorporated herein as though set forth in full.
3.

PERFORMANCE

a) Contractor shall at all times faithfully, competently and to the best of his/her ability, experience,
and talent, perform all tasks described herein. Contracto r shall employ, at a minimum, generally
accepted standards and practices utilized by persons engaged in providing similar services as are
required of Contractor hereunder in meeting its obligations under this Agreement.
b) Contractor shall conform to the rules and regulations pertaining to safety established by the
California Division of Industrial Safety. Contractor further agrees to take all necessary precautions for
the safety of employees and shall comply with all applicable provisions of federal, state and local
regulations, ordinances and codes. The Contractor shall be responsible for erecting and properly
maintaining at all times as required by the conditions and progress of the work, all necessary
safeguards for the protection of workers and the public and shall post danger signs warning against
known or reasonably foreseeable or unusual hazards.
c) The Contractor will obtain a valid City Business License and shall maintain said Business
License for the term of this Agreement and any extensions.
d) Contractor shall keep itself informed of State and Federal laws and regulations which in any
manner affect those employed by Contractor or in any way affect the performance of its service
pursuant to this Agreement. Contractor shall at all times observe and comply with all such laws and

80

regulations. City, and its officers and employees, shall not be liable at law or in equity occasioned by
failure of Contractor to comply with this Section.
e) Contractor agrees to comply with all of the applicable provisions of Sections 1777.5 and
1777.6 of the Labor Code, which Sections are hereby specifically referred to, incorporated herein by
reference and made a part hereof as though set forth at length herein.
f) Contractor agrees that in the performance of this Agreement or any sub-agreement hereunder,
neither Contractor nor any person acting on Contractors behalf shall refuse to employ or refuse to
continue in any employment any person on the basis of race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sexual preference, sex or age.
Harassment in the workplace is not permitted in any form . Contractor further agrees to comply with all
laws with respect to employment when performing this Agreement. Contractor shall maintain prior to
the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit "B"
attached to and part of this Agreement to insure performance, Contractor and any sub-contractor
must provide Faithful Performance Bond in the amount of twenty five percent (25%) of the value of the
Agreement. Contractor shall provide one good and sufficient "Employee Fidelity Bond" for employee
dishonesty with an insurance company admitted by the California Insurance Commissioner to do
business in the State of California and authorized by the City. The Fidelity Bond shall contain a
Blanket Client Property - Off Premises Endorsement and Joint Loss Payee Endorsement in favor of
the City, with limits of liability of not less than $100,000. Contractor declares and warrants that no
undue influence or pressure is used against or in concert with any officer or employee of the City of
Carmel-by-the-Sea in connection with the award , terms or implementation of this Agreement,
including any method of coercion , confidential financial agreement or financial inducement. No officer
or employee of the City of Carmel-by-the-Sea will receive compensation, directly or indirectly, from
Contractor, or from any officer, employee or agent of Contractor, in connection with the award of this
Agreement or any work to be conducted as a result of this Agreement. Violation of this Section sha ll
be a material breach of this Agreement entitling City to any and all remedies at law or in equity.
4.

CITY MANAGEMENT

The Public Works Director, or designee, shall represent City in all matters pertaining to the
administration of this Agreement, review and approval of all products submitted by Contractor, but not
including the authority to enlarge the Tasks to Be Performed or change the compensation due to
Contractor. City's City Administrator, shall be authorized to act on City's behalf and to execute all
necessary documents which enlarge the Tasks to Be Performed, or change Contractor's compensation
subject to Section 6 hereof.
5.

PAYMENT
(a)

For two (2) years and four (4) months of the Agreement: Schedule A
Fiscal Year

Remaining months of Fiscal Year 2015-16

(March 1, 2016 through June 30, 2016)
Year One- Fiscal Year 2016-17 (July 1,
2016 throu_gh June 30, 2017)
Year Two - Fiscal Year 2017-18 (July 1,
2017 through June 30, 2018)
Sub Totals

Base Amount

$67,595

Supplemental Work. Not To

Exceed
(Refer to Soecifications)
$5,000

$202,783

$10,000

$208,867 (3% increase above

Year One)
$479,246

$10,000
$25,000

GRAND TOTAL, MAXIMUM NOT TO EXCEED $504,246 ($479,246 base+ $25,000 supplemental)

81

Optional extension terms: Sixty days prior to the two (2) years and fifth (5th) month
end date of the Agreement the Contractor may submit proposed pricing revisions for the
following optional Agreement extension terms, which will be subject to negotiation by the City
at the City's discretion. The Contractor must provide adequate documentation to substantiate
any request for price increase.
Optional extension term, Fiscal Year 2018-19 (July 1, 2018 through June 30, 2019).
Optional extension term , Fiscal Year 2019-20 (July 1, 2019 through June 30, 2020).
Optional extension term, Fiscal Year 2020-21 (July 1, 2020 through June 30, 2021 ).
Compensation under this Agreement shall become due and payable thirty (30) days
after City's approval of Contractor's submission of monthly written invoices. Written invoices
shall clearly itemize each charge. The payment of any compensation to Contractor hereunder
shall be contingent upon performance of the terms and conditions of this Agreement to the
satisfaction of the City.
If the City determines that the work set forth in the written invoice has not been
performed in accordance with the terms of this Agreement City shall not be responsible for
payment until such time as the work has been satisfactorily performed.
City agrees to pay Contractor monthly, in accordance with the payment rates and terms and the
schedule of payment as set forth in Section 5a. This amount shall not exceed payment as set forth in
Section 5a which sum shall include all costs, if any, for the total term of the Agreement unless additional
payment is approved as provided in this Agreement.
(b)
Contractor will submit invoices monthly for actual services performed. Invoices shall be
submitted on or about the first business day of each month, or as soon thereafter as practical, for services
provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as
to all non-disputed fees. If the City disputes any of Contractor's fees it shall give written notice to Contractor
within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice.
6.

INSPECTION

City shall at all times have the right to inspect the work and materials. Contractor shall furnish
all reasonable aid and assistance required by City for the proper examination of the work and all parts
thereof. Such inspection shall not relieve Contractor from any obligation to perform said work strictly in
accordance with the specifications or any modifications thereof and in compliance with the law.
7.

SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE

(a)
The City may at any time, for any reason, with or without cause, suspend or terminate this
Agreement, or any portion hereof, by serving upon the Contractor at least ten {1 0) days prior written notice.
Upon receipt of said notice, the Contractor shall immediately cease all work under this Agreement, unless
the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such
suspension or termination shall not make void or invalidate the remainder of this Agreement.
In the event this Agreement is terminated pursuant to this Section, the City shall pay to
{b)
Contractor the actual value of the work performed up to the time of termination, provided that the work
performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the
Contractor will submit an invoice to the City pursuant to Section 5(b ).

82

8.

DEFAULT OF CONTRACTOR

(a)
Contractor's failure to comply with the prov1s1ons of this Agreement shall constitute a
default. In the event that Contractor is in default for cause under the terms of this Agreement, City shall
have no obligation or duty to continue compensating Contractor for any work performed after the date of
default and can terminate this Agreement immediately by written notice to Contractor. If such failure by
Contractor to make progress in the performance of work hereunder arises out of causes beyond
Contractor's control, and without fault or negligence of Contractor, it shall not be considered a default.
(b)
If the City Administrator or his/her delegate determines that Contractor is in default in the
performance of any of the terms or conditions of this Agreement, he/she shall cause to be served upon
Contractor a written notice of the default. Contractor shall have ten (10) days after service upon it of said
notice in which to cure the default by rendering a satisfactory performance. In the event that Contractor
fails to cure its default within such period of time, City shall have the right, notwithstanding any other
provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any
other remedy to which it may be entitled at law, in equity or under this Agreement.
9.

OWNERSHIP OF DOCUMENTS

(a)
Contractor 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. Contractor 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. Contractor shall
provide free access to the representatives of City or its designees at reasonable times to such books and
records; shall give City the right to examine and audit said books and records at the Contractor's main
office located at 1024 S. Main Street, Ste. C. Salinas, CA 93901; shall permit City to make copies and
transcripts there from as necessary; and shall allow inspection of all work, data, documents, proceedings,
and activities related to this Agreement. Such records, together with supporting documents, shall be
maintained at the City of Carmel-by-the-Sea City Hall for a minimum period of three (3) years after receipt
of final payment.
(b)
Upon completion of, or in the event of termination or suspension of this Agreement, all
original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents
prepared in the course of providing the services to be performed pursuant to this Agreement shall become
the sole property of City and may be used, reused, or otherwise disposed of by City without the permission
of Contractor. With respect to computer files, Contractor shall make available to City, at City's office and
upon reasonable written request by City, the necessary computer software and hardware for purposes of
accessing, compiling, transferring, and printing computer files.
10.

INDEMNIFICATION

(a)
Indemnification for Other Than Professional Liabilitv. Contractor shall indemnify defend and
hold harmless City, and any and all of its employees, officials and agents from and against any liability
(including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory
proceedings, losses, expenses or costs of any kind, whether actual , alleged or threatened, including
attorneys' fees and costs, court costs, interest, defense costs, and expert witness fees), where the same
arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of
this Agreement by Contractor or by any individual or entity for which Contractor is legally liable, including
but not limited to officers, agents, employees or sub-contractors of Contractor.
(b)
General Indemnification Provisions. Contractor agrees to obtain executed indemnity
agreements with provisions identical to those set forth here in this section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance
of this Agreement. In the event Contractor fails to obtain such indemnity obligations from others as required

83

here, Contractor agrees to be fully responsible according to the terms of this section. Failure of City to
monitor compliance with these requirements imposes no additional obligations on City and will in no way
act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth here is
binding on the successors, assigns or heirs of Contractor and shall survive the termination of this
Agreement or this section.
(c)
Workers' Compensation Insurance. If Contractor employs others in the performance of this
Agreement, Contractor shall maintain workers' compensation insurance in accordance with California Labor
Code section 3700 and with a minimum of $100,000 per occurrence for employers' liability.
11.

INSURANCE

Contractor shall maintain prior to the beginning of and for the duration of this Agreement insurance
coverage as specified in Exhibit "B" attached to and part of this Agreement.
12.

INDEPENDENT CONTRACTOR

(a)
Contractor is and shall at all times remain as to City a wholly independent Contractor. The
personnel performing the services under this Agreement on behalf of Contractor shall at all times be under
Contractor's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall
have control over the conduct of Contractor or any of Contractor's officers, employees, or agents, except as
set forth in this Agreement. Contractor shall not at any time or in any manner represent that it or any of its
officers, employees, or agents are in any manner officers, employees, or agents of the City. Contractor
shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City
in any manner.
(b)
No employee benefits shall be available to Contractor in connection with the performance of
this Agreement. Except for the fees paid to Contractor as provided in the Agreement, City shall not pay
salaries, wages, or other compensation to Contractor for performing services hereunder for City. City shall
not be liable for compensation or indemnification to Contractor for injury or sickness arising out of
performing services hereunder.
(c)
Any and all employees or sub-contractors of Contra ctor under this Agreement, while
engaged in the performance of any work or services required by Contractor under this Agreement,
shall be considered employees or sub-contractors of Contractor only and not of City. Any and all
claims that may arise under the Workers' Compensation Act on behalf of said employees or subcontractors, while so engaged and all claims made by a third party as a consequence of any negligent
act or omission on the part of the Contractor's employees or sub-contractors, while so engaged in any
of the work or services provided for or rendered herein shall not be City's obligation.
13.

NO BENEFIT TO ARISE TO LOCAL EMPLOYEES

No member, officer, or employee of City, or their designees or agents, and no public official who
exercises authority over or responsibilities with respect to the Services during his/her tenure or for one year
thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds
thereof, for work to be performed in connection with the Services performed under this Agreement.
14.

CONFLICT OF INTEREST

Contractor shall at all times avoid conflicts of interest, or the appearance of conflicts of interest, in
the performance of this Contract.
Contractor covenants that neither he/she nor any officer or principal of their firm have any interest
in, or shall acquire any interest, directly nor indirectly, which will conflict in any manner or degree with the
performance of their services hereunder. Contractor further covenants that in the performance of this

84

Agreement, no person having such interest shall be employed by them as an officer, employee, agent, or
sub-contractor. Contractor further covenants that Contractor has not contracted with nor is performing any
services, directly or indirectly, with any developer(s) and/or property owner(s) and/or firm(s) and/or
partnership(s) owning property in the City or the study area and further covenants and agrees that
Contractor and/or its sub-contractors shall provide no service or enter into any agreement or agreements
with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) owning property in the
City or the study area prior to the completion of the work under this Agreement.
If City determines Contractor comes within the definition of Contractor under the Political Reform
Act (Government Code 87100 et seq.) Contractor shall complete and file and shall require any other
person doing work under this Agreement to complete and file a "Statement of Economic Interest" with City
disclosing Contractor's and/or such other person's financial interests.
15.

NO WAIVER OF BREACHfTIME

The waiver by City of any breach of any term or promise contained in this Agreement shall not be
deemed to be a waiver of such term or provision or any subsequent breach of the same or any other term
or promise contained in this Agreement. Time is of the essence in carrying out the duties hereunder.
16.

CONFIDENTIAL INFORMATION/RELEASE OF INFORMATION

(a)
All information gained by Contractor in performance of this Agreement shall be considered
confidential and shall not be released by Contractor without City's prior written authorization. Contractor, its
officers, employees, agents, or sub-contractors, shall not without written authorization from the City
Administrator or unless requested by the City Attorney, voluntarily provide declarations, letters of support,
testimony at depositions, response to interrogatories, or other information concerning the work performed
under this Agreement or relating to any project or property located within the City. Response to a
subpoena or court order shall not be considered "voluntary" provided Contractor gives City notice of such
court order or subpoena.
(b)
Contractor shall promptly notify City should Contractor, its officers, employees, agents, or
sub-contractors be served with any summons, complaint, subpoena, notice of deposition, request for
documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena
from any person or party regarding this Agreement and the work performed there under or with respect to
any project or property located within the City. City retains the right, but has no obligation, to represent
Contractor and/or be present at any deposition, hearing, or similar proceeding. Contractor agrees to
cooperate fully with City and to provide the opportunity to review any response to discovery requests
provided by Contractor. However, City's right to review any such response does not imply or mean the
right by City to control , direct, or rewrite said response.
17.

NOTICES

Any notices which either party may desire to give to the other party under this Agreement must be
in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery
service, such as but not limited to, Federal Express, which provides a receipt showing date and time of
delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested,
addressed to the address of the party as set forth below or at any other address as that party may later
designate by notice:
To City:

To Contractor:

City Clerk, City of Carmel-by-the-Sea

Post Office Box CC
Carmel-by-the-Sea, CA 93921
Preserve Facility Service
557 Brunken Ave. Suite G, Salinas, CA
93901

85

18.

THIRD PARTY BENEFICIARIES

Nothing contained in this Agreement shall be construed to create, and the parties do not intend to
create, any rights in third parties.
19.

ASSIGNMENT

Contractor shall not assign the performance of this Agreement, nor any part thereof, nor any
monies due hereunder, without prior written consent of the City. Subject to the foregoing , all terms of
the Agreement will be binding upon, enforceable by and inure to the benefit of the parties and their
successors and assigns.
20.

GOVERNING LAW

City and Contractor understand and agree that the laws of the State of California shall govern
the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the
interpretation of this Agreement. Any litigation concerning this Agreement shall take place in
Monterey County, or the federal district court with jurisdiction over the City. Contractor agrees not to
commence or prosecute any dispute arising out of or in connection with this Agreement other than in
the aforementioned courts and irrevocably consents to the exclusive personal jurisdiction and venue of
the aforementioned courts .
21 .

ATTORNEY'S FEES AND COURT VENUE

Should either party to this Agreement bring legal action against the other (formal judicial
proceeding, mediation or arbitration) the party prevailing in such action shall be entitled to a reasonable
attorney's fee which shall be fixed by the judge, mediator or arbitrator hearing the case, and such fee shall
be included in the judgment together with all costs.
22.

AUTHORITY TO EXECUTE THIS AGREEMENT

The person or persons executing this Agreement on behalf of Contractor warrants and represents
that he/she has the authority to execute this Agreement on behalf of the Contractor and has the authority to
bind Contractor to the performance of its obligations hereunder.
23.

ENTIRE AGREEMENT

This Agreement contains the entire understanding between the parties relating to the obligations of
the parties described in this Agreement. All prior or contemporaneous agreements, understandings,
representations, and statements, oral or written, are merged into this Agreement and shall be of no further
force or effect. Each party is entering into this Agreement based solely upon the representations set forth
herein and upon each party's own independent investigation of any and all facts such party deems material.
24.

AGREEMENT CONTAINS ALL UNDERSTANDINGS: AMENDMENT

(a)
This document represents the entire and integrated Agreement between City and
Contractor, and supersedes all prior negotiations, representations and agreements, either written or oral.
(b)

Any modification or amendment to this Agreement must be in writing.

(c)
Neither City nor Contractor shall be deemed to have waived any obligation of the other, or
to have agreed to any modification to this Agreement unless it is in writing, and signed by the party giving
the waiver.

86

25.

SEVERABILITY

If any term of this Agreement is held invalid by a court of competent jurisdiction or arbitrator the
remainder of this Agreement shall remain in effect.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year
first above written.

CITY OF CARMEL-BY-THE-SEA:
Date: _ _ _ _ _ _ __

By:
Michael Calhoun,
Interim CITY Administrator

CONTRACTOR:
Date: _ _ _ _ __ __ __

By:

ATTEST:
Date: _ __ _ _ _ _ __ _

By:
CITY Clerk

APPROVED AS TO FORM:
By:

Date:
CITY Attorney

- - - - -- - -- -

87

EXHIBIT A

Page 1 of 2

City of Carmel-by-the-Sea Janitorial Services Best and Final Contract Pricing*

Inclusive of "Comprehensive I Detail Cleaning" of Public Restrooms per breakdown on Page 2 of Exhibit A
2 year 4 month Term:
Year Two- Fiscal Year
2017-18 (July 1, 2017

Remaining months of

FACILITY

Del Mar Beach Restrooms

Devendorf Park Restrooms
Forest Hill Park Lower Restrooms
Forest Hill Park Upper Restrooms
Murphy Park Restrooms
Piccadilly Park Restroom
Scenic Drive Restroom
Harrison Memorial Library

Year One - Fiscal Year

Fiscal Year 2015-16
2016-17 (July 1, 2016 through June 30, 2018),
(March 1, 2016 through
through June 30, 2017) (3% increase above Year
June 30, 2016)
One)
8,378 $
25,134 $
25,888
$
8,378 $
25,134 $
25,888
$

$
$

2,274

$
$

8,378

$
$

Police Headquarters

$
$

Public Works

City Ha ll

$
$
$
$

Park Branch Library

Vista Lobes Meeting Room

Base Totals
Supplemental Work

2,274

$
$

13,729

$
$
$
$
$
$
$
$
$

30,068

30,970

71,061

6,081

6,264

14,372
31, 502

5,821

$
$
$

208,867
10,000

$
$

479,246
25,000

504,246

6,823
6,823
25,134

2,477

$
$

8,172

24,517

4,443

13,329

4,443

$
$

13,329

10,023

$
4,443 $
1,884 $
67,595 $
5,000 $
2,027

7,431

$
$

$
$
$
$
$

$
$
13,329 $
5,651

202,784
10,000

$
$
$

7,027
7,027
25,888
7,654
25,253
13,729

13,729

Maximum Not To Exceed

Supplemental Work: Extra Work I
Project work (Price per hour)

BASE TOTAL
CONTRACT

59,400
59,400
16,124
16,124
59,400
17,561
57,943
31,502
31,502

13,356

25.00 (With a 4-hour minimum)

*(Includes all labor and labor-related costs, management and supervision costs. consumable supplies, cleaning supplies, equipment,
restroom detail cleaning, miscellaneous costs, overhead and profit)

88

EXHIBIT A

Page 2 of 2

Breakdown for Detail I Comprehensive Cleaning of Public Restrooms

Costs included in Page 1 of Exhibit A

City of Carmel-by-the-Sea Janitorial Services Best and Final Contract Pricing*

2 year 4 month Term:

1-

Remaining months of Fiscal Year 2015-16

FACILITY

Frequency

111--

{March 1, 2016 through June 30, 2016)

Detail Clean
Detail Clean
Annul Extra Hrs
Annul Extra Cost

Del Mar Beach Restrooms

1 per month

32.00

Devendorf Park Restrooms

1 per month

32.00

$
$

800

Forest Hill Park Lower Restrooms

other month
1 per every

12.00

300

Forest Hill Park Upper Restrooms

Murphy Park Restrooms

other month
1 per month

12.00
32.00

$
$
20.00 $
24.00 $

300
800

4,100

800

1 per every

1-

1-

Piccadilly Park Restroom

1 per month

Scenic Drive Restroom

1 per month

4 MONTH TOTALS

164

500
600

1-

Year One- Fiscal Year 2016-17 {July 1, 2016

through June 30, 2017

FACILITY
Frequency

---1

f--,:

r~

f---r

Detail Clean
Annul Extra Hrs

Detail Clean
Annul Extra Cost

Del Mar Beach Restrooms

1 per month

Devendorf Park Restrooms

Forest Hi ll Park Lower Restrooms

1 per month
1 per every

Forest Hill Park Upper Restrooms

1 per every

36
36

Murphy Park Restrooms

1 per month

96

Piccadilly Park Restroom

1 per month

60

Scenic Drive Restroom

YEAR 1 TOTALS

1 per month

72
492

t--

96
96

$
$
$
$
$
$
$
$

2,400
2,400
900
900
2,400
1,500
1,800
12,300

Year Two- Fiscal Year 2017-18 {July 1, 2017

through June 30, 2018), {3% increase above

11

u
-

----l

1--

1-

Year One)

FACILITY

Frequency

Detail Clean
Annul Extra Hrs

Detail Clean
Aon ul Extra Cost

Del Mar Beach Restrooms

1 per month

96

1 per month
1 per every
other month
1 per every

96

$
$

2,472

Devendorf Park Restrooms

36

927

Forest Hill Park Upper Restrooms

ot her month

Murphy Park Restrooms

1 per month

$
$
60 $
72 $

Forest Hill Park Lower Restrooms

Piccad illy Park Restroom

1 per month

Scenic Drive Restroom

1 per month

YEAR 2 TOTALS

2,472

36

927

96

2,472

492

1,545
1,854
12,669

89

RESOLUTION 2016-_
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARMEL-BY-THE-SEA
AUTHORIZING THE CITY ADMINISTRATOR TO ENTER INTO A SERVICE AGREEMENT
WITH PROSERVE FACILITY SERVICE FOR THE CLEANING OF CITY FACILITIES IN THE
NOT TO EXCEED AMOUNT OF $67,595 FOR THE FIRST FOUR (4) MONTHS OF THE
AGREEMENT PLUS $5,000 FOR SUPPLEMENTAL WORK, $202,784 FOR FISCAL YEAR
2016-17 OF THE AGREEMENT PLUS $10,000 FOR SUPPLEMENTAL WORK, $208,867 FOR
FISCAL YEAR 2017-18 OF THE AGREEMENT PLUS $10,000 FOR SUPPLEMENTAL
WORK, PLUS THREE (3) ONE (1) YEAR EACH OPTIONAL EXTENSIONS

WHEREAS, the City owns and maintains various City facilities, including public
restrooms , that serve City employees, residents and visitors; and
WHEREAS, the cleanliness of these facilities is important to the City and it contracts out
the cleaning of these facilities for efficiency,
WHEREAS, the City Council approved expenditure of approximately $170,000 for
custodial supplies and janitorial services as part of the FY 2015/ 16 budget; and
WHEREAS, the Request for Proposals for janitorial services was submitted to
various local firms and advertised in the Monterey County Herald on July 2, 2015 and July 9,
2015; and
WHEREAS , six proposals for the project were received prior to the deadline, and
Preserve Facility Service has been determined to be the best responsive and responsible
Proposer.
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF
CARMEL-BY-THE-SEA DOES :
1. Authorize the City Administrator to enter into a service agreement with Preserve
Facility Service for the cleaning of City owned facilities in the not to exceed amount
of $67,595 for the first four (4) months of the agreement plus $5,000 for
Supplemental Work, $202,784forfiscal year 2016-17 of the agreement plus $10,000
for Supplemental Work, $208,867 for fiscal year 2017- 18 of the agreement plus
$10,000 for Supplemental Work, plus three (3) one (1) year each optional
extensions .
2. Authorize the City Administrator negotiate up to three (3) optional one year
extensions terms; for Fiscal Year 2018- 19 (July 1, 2018 through June 30 , 2019), and
negotiate a second optional one year extension term for Fiscal Year 2019-20 (July 1,
2019 through June 30, 2020), and negotiate a third optional one year extension term
for Fiscal Year 2010-21 (July 1, 2020 through June 30, 2021 ), contingent on funding
each new fiscal year.

PASSED AND ADOPTED BY THE CITY COUNCIL OF THE CITY OF CARMEL-BYTHE-SEA this 2nd day of February 2016 by the following vote:

90

AYES :
NOES:
ABSENT:
ABSTAIN:

COUNCIL
COUNCIL
COUNCIL
COUNCIL

MEMBERS:
MEMBERS:
MEMBERS:
MEMBERS:

SIGNED:

ATTEST:

Jason Burnett, MAYOR

Ashlee Wright, City Clerk

91