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HomeMy WebLinkAboutP-24-078 Elevator Consultant Services.pdf coU�� County of Fresno �+ INTERNAL SERVICES DEPARTMENT Facilities • Fleet•Graphics• Purchasing •Security•Technology p� 1s56�p ORES PROCUREMENT AGREEMENT Agreement Number P-24-078 February 22, 2024 Elevator Consulting Associates 103 Soukup Ct. Folsom, CA 95630 The County of Fresno (County) hereby contracts with Elevator Consulting Associates (Contractor)to provide Elevator Consulting Services in accordance with the text of this agreement by this reference made a part hereof. TERM: This Agreement shall become effective February 22, 2024 and shall remain in effect through February 21, 2027. EXTENSION: This Agreement may be extended for two (2) additional one (1)year periods by the mutual written consent of all parties. MINIMUM ORDERS: Unless stated otherwise there shall be no minimum order quantity. The County reserves the right to increase or decrease orders or quantities. CONTRACTOR'S SERVICES: Contractor shall perform the services as described in Attachment"A" attached, at the rates set forth in Attachment"A". ORDERS: Orders will be placed on an as-needed basis by ISD Facility Services under this contract. PRICES: Prices shall be firm for the contract period. MAXIMUM: In no event shall services performed and/or fees paid under this Agreement be in excess of two hundred thousand dollars ($200,000.00). ADDITIONAL ITEMS: The County reserves the right to negotiate additional items to this Agreement as deemed necessary. Such additions shall be made in writing and signed by both parties. DELIVERY: The F.O.B. Point shall be the destination within the County of Fresno. All orders shall be delivered complete as specified. All orders placed before Agreement expiration shall be honored under the terms and conditions of this Agreement. DEFAULT: In case of default by Contractor, the County may procure the articles/services from another source and may recover the loss occasioned thereby from any unpaid balance due the Contractor or by any other legal means available to the County. The prices paid by County shall be considered the prevailing market price at the time such purchase is made. Inspection of deliveries or offers for delivery, which do not meet specifications, will be at the expense of Contractor. 333 W.Pontiac Way,Clovis,CA 93612/(559)600-7110 *The County of Fresno is an Equal Employment Opportunity Employer PROCUREMENT AGREEMENT NUMBER: P-24-078 Page 2 Elevator Consulting Associates February 22, 2024 INVOICING: An itemized invoice shall be sent to requesting County department in accordance with invoicing instructions included in each order referencing this Agreement. The Agreement number must appear on all shipping documents and invoices. Invoice terms shall be Net 45 Days. INVOICE TERMS: Net forty-five (45)days from the receipt of invoice. TERMINATION: The County reserves the right to terminate this Agreement upon thirty(30) days written notice to the Contractor. In the event of such termination, the Contractor shall be paid for satisfactory services or supplies provided to the date of termination. LAWS AND REGULATIONS: The Contractor shall comply with all laws, rules and regulations whether they be Federal, State or municipal, which may be applicable to Contractor's business, equipment and personnel engaged in service covered by this Agreement. AUDITS AND RETENTION: Terms and conditions set forth in the agreement associated with the purchased goods are incorporated herein by reference. In addition, the Contractor shall maintain in good and legible condition all books, documents, papers, data files and other records related to its performance under this contract. Such records shall be complete and available to Fresno County, the State of California, the federal government or their duly authorized representatives for the purpose of audit, examination, or copying during the term of the contract and for a period of at least three years following the County's final payment under the contract or until conclusion of any pending matter(e.g., litigation or audit), whichever is later. Such records must be retained in the manner described above until all pending matters are closed. LIABILITY: The Contractor agrees to: Pay all claims for damage to property in any manner arising from Contractor's operations under this Agreement. Indemnify, save and hold harmless, and at County's request defend the County, its officers, agents and employees from any and all claims for damage or other liability, including costs, expenses (including attorney's fees and costs), causes of action, claims or judgments resulting out of or in any way connected with Contractor's performance or failure to perform by Contractor, its agents, officers or employees under this Agreement, and from any and all costs and expenses (including attorney's fees and costs), damages, liabilities, claims, and losses occurring or resulting to any person, firm or corporation who may be injured or damaged by the performance, or failure to perform, of Contractor, its officers, agents, or employees under this Agreement. INSURANCE: Without limiting the COUNTY's right to obtain indemnification from CONTRACTOR or any third parties, CONTRACTOR, at its sole expense, shall maintain in full force and effect, the following insurance policies or a program of self-insurance, including but not limited to, an insurance pooling arrangement or Joint Powers Agreement(JPA)throughout the term of the Agreement: A. Commercial General Liability: Commercial General Liability Insurance with limits of not less than Two Million Dollars ($2,000,000.00) per occurrence and an annual aggregate of Four Million Dollars ($4,000,000.00). This policy shall be issued on a per occurrence basis. County may require specific coverage including completed operations, product liability, contractual liability, Explosion-Collapse- Underground, fire legal liability or any other liability insurance deemed necessary because of the nature of the contract. B. Automobile Liability: Comprehensive Automobile Liability Insurance with limits of not less than One Million Dollars ($1,000,000.00) per accident for bodily injury and for property damages. Coverage should include any auto used in connection with this Agreement C. Professional Liability: Professional liability insurance with limits of not less than One Million Dollars ($1,000,000) per occurrence and an annual aggregate of Two Million Dollars ($2,000,000). If this is a claims-made policy, then (1)the retroactive date must be prior to the date on which services began under this Agreement; (2)the Contractor shall maintain the policy and provide to the County annual evidence of insurance for not less than five years after completion of services under this Agreement; and (3) if the policy is canceled or not renewed, and not replaced with another claims-made policy with a HTTPS://FRESNOCOUNTY.SHAREPOIN-r.com/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS& EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Page 3 Elevator Consulting Associates February 22, 2024 retroactive date prior to the date on which services begin under this Agreement, then the Contractor shall purchase extended reporting coverage on its claims-made policy for a minimum of five years after completion of services under this Agreement. D. Worker's Compensation: A policy of Worker's Compensation insurance may be required by the California Labor Code. Additional Requirements Relating to Insurance: Contractor shall obtain endorsements to the Commercial General Liability insurance naming the County of Fresno, its officers, agents, and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned. Such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees shall be excess only and not contributing with insurance provided under Contractor's policies herein. This insurance shall not be cancelled or changed without a minimum of thirty(30) days advance written notice given to County. Contractor hereby waives its right to recover from County, its officers, agents, and employees any amounts paid by the policy of worker's compensation insurance required by this Agreement. Contractor is solely responsible to obtain any endorsement to such policy that may be necessary to accomplish such waiver of subrogation, but Contractor's waiver of subrogation under this paragraph is effective whether or not Contractor obtains such an endorsement. Within Thirty(30) days from the date Contractor signs and executes this Agreement, Contractor shall provide certificates of insurance and endorsement as stated above for all of the foregoing policies, as required herein, to the County of Fresno, isdcontracts(a)fresnocountyca.gov , stating that such insurance coverage have been obtained and are in full force; that the County of Fresno, its officers, agents and employees will not be responsible for any premiums on the policies; that such Commercial General Liability insurance names the County of Fresno, its officers, agents and employees, individually and collectively, as additional insured, but only insofar as the operations under this Agreement are concerned; that such coverage for additional insured shall apply as primary insurance and any other insurance, or self-insurance, maintained by County, its officers, agents and employees, shall be excess only and not contributing with insurance provided under Contractor's policies herein; and that this insurance shall not be cancelled or changed without a minimum of thirty (30)days advance, written notice given to County. Certificates of Insurance are to include the contract number at the top of the first page. In the event Contractor fails to keep in effect at all times insurance coverage as herein provided, the County may, in addition to other remedies it may have, suspend or terminate this Agreement upon the occurrence of such event. All policies shall be with admitted insurers licensed to do business in the State of California. Insurance purchased shall be purchased from companies possessing a current A.M. Best, Inc. rating of A FSC VII or better. COMING ON COUNTY PROPERTY TO DO WORK: Contractor agrees to provide maintain and furnish proof of Comprehensive General Liability Insurance with limits of not less than $500,000 per occurrence. INDEPENDENT CONTRACTOR: In performance of the work, duties and obligations assumed by Contractor under this Agreement, it is mutually understood and agreed that Contractor, including any and all of Contractor's officers, agents, and employees will at all times be acting and performing as an independent contractor, and shall act in an independent capacity and not as an officer, agent, servant, employee,joint venturer, partner, or associate of the County. Furthermore, County shall have no right to control or supervise or direct the manner or method by which Contractor shall perform its work and function. However, County shall retain the right to administer this Agreement so as to verify that Contractor is performing its obligations in accordance with the terms and conditions thereof. Contractor and County shall comply with all applicable provisions of law and the rules and regulations, if any, of governmental authorities having jurisdiction over matters the subject thereof. HTTPS://FRESNOCOUNTY.SHAREPOIN-r.com/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS& EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Page 4 Elevator Consulting Associates February 22, 2024 Because of its status as an independent contractor, Contractor shall have absolutely no right to employment rights and benefits available to County employees. Contractor shall be solely liable and responsible for providing to, or on behalf of, its employees all legally-required employee benefits. In addition, Contractor shall be solely responsible and save County harmless from all matters relating to payment of Contractor's employees, including compliance with Social Security, withholding, and all other regulations governing such matters. It is acknowledged that during the term of this Agreement, Contractor may be providing services to others unrelated to the County or to this Agreement. NON-ASSIGNMENT: Neither party shall assign, transfer or sub-contract this Agreement nor their rights or duties under this Agreement without the written consent of the other party. AMENDMENTS: This Agreement constitutes the entire Agreement between the Contractor and the County with respect to the subject matter hereof and supersedes all previous negotiations, proposals, commitments, writings, advertisements, publications, Request for Proposals, Bids and understandings of any nature whatsoever unless expressly included in this Agreement. This Agreement supersedes any and all terms set forth in Contractor's invoice. This Agreement may be amended only by written addendum signed by both parties. INCONSISTENCIES: In the event of any inconsistency in interpreting the documents which constitute this Agreement, the inconsistency shall be resolved by giving precedence in the following order of priority: (1)the text of this Agreement (excluding Attachment"A"): and (2)Attachment"A". GOVERNING LAWS: This Agreement shall be construed, interpreted and enforced under the laws of the State of California. Venue for any action shall only be in County of Fresno. ELECTRONIC SIGNATURES: The parties agree that this Agreement may be executed by electronic signature as provided in this section. A. An "electronic signature" means any symbol or process intended by an individual signing this Agreement to represent their signature, including but not limited to (1) a digital signature; (2)a faxed version of an original handwritten signature; or(3)an electronically scanned and transmitted (for example by PDF document)of a handwritten signature. B. Each electronic signature affixed or attached to this Agreement (1) is deemed equivalent to a valid original handwritten signature of the person signing this Agreement for all purposes, including but not limited to evidentiary proof in any administrative or judicial proceeding, and (2) has the same force and effect as the valid original handwritten signature of that person. C. The provisions of this section satisfy the requirements of Civil Code section 1633.5, subdivision (b), in the Uniform Electronic Transaction Act (Civil Code, Division 3, Part 2, Title 2.5, beginning with section 1633.1). D. Each party using a digital signature represents that it has undertaken and satisfied the requirements of Government Code section 16.5, subdivision (a), paragraphs (1)through (5), and agrees that each other party may rely upon that representation. This Agreement is not conditioned upon the parties conducting the transactions under it by electronic means and either party may sign this Agreement with an original handwritten signature. Please acknowledge your acceptance by returning all pages of this Agreement to my office via email or USPS. Please refer any inquiries in this matter to Yvette Jamison, Purchasing Technician, at 559-600-7110 or jamisyC@_fresnocountyca.gov. HTTPS://FRESNOCOUNTY.SHAREPOIN-r.com/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS& EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Page 5 Elevator Consulting Associates February 22, 2024 FOR THE COUNTY OF FRESNO Digitally signed by Manuel M. Manuel M. Vilanova Vilanova Date:2024.02.22 13:56:38-08'00' Manuel Vilanova ISD Deputy Director 333 W. Pontiac Way Clovis, CA 93612 Mv:YJ HTTPS://FRESNOCOUNTY.SHAREPOIN-r.com/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS& EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Page 6 Elevator Consulting Associates February 22, 2024 CONTRACTOR TO COMPLETE: Company: Elevator Consulting Associates, Inc. Type of Entity: ❑ Individual ❑ Limited Liability Company ❑ Sole Proprietorship ❑ Limited Liability Partnership ■❑ Corporation ❑ General Partnership 103 Soukup Ct. Folsom CA 95630 Address City State Zip 916-337-3572 sean.colgan@elevatorconsultingassociates.com TELEPHONE NUMBER FAX NUMBER E-MAIL ADDRESS Print Name &Title: Sean Colgan, President Print Name &Title: Sean Colgan, Secretary Signature: Signature: 8(&.� ACCOUNTING USE ONLY ORG No.: 8935 Account No.: 7205 Requisition No.: 1322401063 (06/2022) HTTPS://FRESNOCOUNTY.SHAREPOIN-r.com/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS&EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Attachment Page 1 of 7 Elevator Consulting Associates February 22, 2024 ATTACHMENT 'A" SERVICE HTTPS://FRESNOCOUNTY.SHAREPOINT.COM/SITES/ISD/PURCHASING/PUBLIC/CONTRACTS& EXTRACTS/2024 CONTRACTS/P-24-078 ELEVATOR CONSULTANT SERVICES/ELEVATOR CONSULTANT SERVICES .DOCX PROCUREMENT AGREEMENT NUMBER: P-24-078 Attachment Page 2 of 7 Elevator Consulting Associates February 22, 2024 4E3C^ February 6, 2024 TO: FROM: Ms.Yvette Jamison Elevator Consulting Associates Purchasing Technician 103 Soukup Ct. Internal Services Department- Purchasing Folsom, CA 95630 County of Fresno 333 W. Pontiac Way Clovis, CA 93612 LOCATION: EQUIPMENT DESCRIPTION: Various Forty-Seven Elevators Fresno County, CA SERVICE PRODUCT PROPOSED: PROPOSAL NUMBER: Elevator Consulting 745 Part I: Scope of Proposal Elevator Consulting Associates, Inc. (hereinafter referred to as "ECA", "we", "us", or "our") shall provide Elevator Consulting to County of Fresno (hereinafter referred to as "Client" or "you") at the property and on the units referenced above. The scope of this service shall be as follows: NOTE: ECA has absolutely no affiliation with TK Elevator (formerly ThyssenKrupp Elevator). Similarly, we have no affiliation with any other elevator contractor who may bid on the future elevator modernization projects. Phase I—Elevator Survey: ECA shall review all 47 elevators within the County's portfolio in a single instance (likely taking 2-3 days for the initial site visits). ECA shall perform the following work: -Walk the site and survey the existing elevator, doors, cab finishes, signage, visual and audible accessories, elevator pit, machine room, electrical, mechanical, fire life safety, and related elevator equipment. -Identify the installed systems. -Notate the equipment condition. -Notate the equipment performance, how noted performance compares to industry standard specification, and remaining useful life of equipment. -Provide a code compliance analysis for each location. -Provide modernization phase plan that will indicate estimated cost per year per change. Elevator Consulting Associates, Inc.—103 Soukup Ct., Folsom, CA 95630 C: 916-337-3572 sean.colgan@elevatorconsuItingassociates.com PROCUREMENT AGREEMENT NUMBER: P-24-078 Attachment Page 3 of 7 Elevator Consulting Associates February 22, 2024 -Provide an analysis of each location's compliance to the American with Disabilities Act (ADA) -Provide a concise summary of all findings, issues, recommended repairs, challenges, and considerations. Phase II—Elevator Modernization Consulting Based on the recommendations and the discussions between ECA and Client, various modernization projects will occur. When each elevator modernization is undertaken, ECA shall perform the following tasks: -Provide modernization performance bidding specifications suitable for obtaining bids from qualified companies. -Assist in bidding process as needed to choose the most qualified bidder -Review all submittals from elevator contractor for conformance with code, specification, and accessibility requirements -Attend meetings in person or via teleconference as needed throughout the project. -Provide quality assurance reviews on an as-needed basis to determine if the recommended updates, repairs, and/or modernization efforts are being completed to industry standards, as well as all applicable codes, accessibility requirements and the specifications/contract. Part III: Price The price for the services described above are as follows: A. Hourly Rate for All Work Listed Above: $275/hour B. Travel Time from Either Los Angeles Area or Sacramento Area to Fresno will be billable at $200/hour. C. Estimated Hours for Phase I: 45-55 hours plus 6-7 hours travel D. Estimated Hours for Phase II: This will vary depending on the number of elevators in the project and the number of visits required. Average based on the scope of work included above will be 80-120 hours plus 3-6 visits at 6-7 hours each. E. Prices are good for 90 days from the date of this proposal. F. Prices do not include applicable sales tax, although in this case no tax is expected. G. Payment terms are net 30. Should payment for any service not be received within 60 days of the date of the invoice, ECA reserves the right to suspend activity on the work described in this proposal. H. If additional work is required beyond the scope of this proposal, such work shall be charged at $275 per hour. Elevator Consulting Associates, Inc. Page 2 PROCUREMENT AGREEMENT NUMBER: P-24-078 Attachment Page 4 of 7 Elevator Consulting Associates February 22, 2024 Part III: Terms and Conditions Specific to the Work Described in this Proposal The following terms and conditions are specific to the work described in this proposal. This section should be included if this proposal is to be added as an attachment to Client's preferred service agreement. A. ECA endeavors to reduce our environmental impact as much as possible. As such, we do not produce or provide hard copies of reports, specifications or invoices unless specifically requested by Client. By providing reports, specifications and invoices electronically, we save tens of thousands of sheets of paper per year, as well as the environmental impact associated with shipping/mailing the hard copies. This also allows us to save overall cost of printing and mailing, and thus allows us to hold our costs as low as possible and provide you a greater value. With that said, we do understand that some Clients may require hard copies of specifications or invoices, in which case we would be happy to provide them to you. Please indicate your preference for delivery of our specifications and invoices below: Electronic copies of specifications are sufficient. Please e-mail to: I require hard copies of specs in addition to e-mail copies. Please mail to the following: Attn.: Electronic copies of invoices are sufficient. Please e-mail to: I require hard copies of invoices in addition to e-mail copies. Please mail to the following: Attn.: B. ECA is not an elevator contractor and has no authoritative relationship with Client's elevator contractor. At no time will ECA be responsible in any way for maintenance, repair or installation practices and procedures used by elevator contractor. ECA is in no way responsible for the safety and/or reliability of the vertical transportation equipment at this property. Nor is ECA in any way responsible for the actions, acts or omissions, negligent or otherwise, of the elevator contractor or of any party other than ECA. ECA is further not responsible for securing any permits, licenses, or any other approval from jurisdictional authority regarding the operation of the subject vertical transportation equipment. Elevator Consulting Associates, Inc. Page 3 PROCUREMENT AGREEMENT NUMBER: P-24-078 Attachment Page 5 of 7 Elevator Consulting Associates February 22, 2024 C. ECA is in no way responsible for the identification of any hazardous substance, or in the safe handling/removal thereof. D. ECA is not responsible for design, recommendation, budgeting, or specific requirements of any systems not directly governed by elevator code and/or maintained, repaired or installed by an elevator contractor. This includes fire and life safety devices, electrical connections, structural members, etc. We will provide advice and assistance wherever possible when these systems are located in elevator spaces or interface with the elevators, but final determination of action must be the responsibility of professionals in those specific areas. E. ECA carries the following insurance as a standard. Should Client require additional insurance or higher limits of any kind, ECA will charge the actual cost of the increased coverage in addition to the fees quoted herein. 1. Commercial and General Liability: $1,000,000 each occ.; $4,000,000 gen. aggregate 2. Professional Liability: $2,000,000 each occurrence; $2,000,000 aggregate 3. Umbrella Liability: $5,000,000 each occurrence; $5,000,000 aggregate 4. Workers Compensation: $1,000,000 5. Auto (Hired and Non-Owned): $1,000,000 combined single limit F. All reports, specifications and materials produced as a result of the service described in this proposal are intended only for use at the subject property and for the subject units. Client agrees not to utilize or apply our specifications, documents or findings produced for this property to any other property or to any other piece of vertical transportation equipment. The format, methods and information contained in specifications and other documents produced as part of this proposal remain the property of ECA and may not be reproduced, copied or reused in any manner for any property or equipment other than the property and equipment referenced in this proposal. Elevator Consulting Associates, Inc. Page 4 PROCUREMENT AGREEMENT NUMBER: Attachment Page 6 of 7 P-24-078 Elevator Consulting Associates February 22, 2024 Part IV: General Terms and Conditions The following terms and conditions may be removed if this proposal is to be attached as a scope of work to Client's preferred form of Service Agreement. Such removal assumes ECA has reviewed and approved Client's Service Agreement. A. This contract represents the entire agreement between ECA and Client, and supersedes any previous oral, written or electronic communication regarding the service proposed herein. All changes or modifications to this agreement shall not be in effect until agreed to by both parties in writing. This contract in no way provides a contractual relationship between any parties other than ECA and Client. B. This agreement may be canceled by either party with seven (7) days' written notice to the other party. In the event of cancelation by Client, ECA shall be paid for services already performed according to the payment schedule detailed in Part II of this agreement. C. Neither party shall liable to the other party for any loss, damage or delay due to any cause or event outside of the party's reasonable control. Such causes include, but are not limited to, theft, vandalism, flood, fire, explosion, acts of government, strikes, lockouts, riot, civil commotion, war, malicious mischief or acts of God. In no case shall either party be responsible for special, indirect, consequential or liquidated damages. D. This contract shall be binding upon ECA and Client, as well as any heirs or successors, unless the contract is canceled under the provisions found elsewhere in this agreement. E. This contract shall not be assigned to another party by either ECA or Client without express written consent from the other party. Such consent shall not be unreasonably withheld. F. This contract shall be governed under the laws of the State of California. G. Any claims or disputes arising from this agreement which cannot be resolved in a mutually satisfactory manner between ECA and Client shall be subject to arbitration as administered by the American Arbitration Association, in association with the Construction Industry Arbitration Rules in effect on the date of this agreement. The award rendered by the arbiter shall be final, and judgment may be entered upon it according to applicable law in any court having jurisdiction. H. No reduction or alteration to ECA's compensation under this agreement for made for any reason other than for which ECA is found legally liable, or as determined by arbitration as noted above. I. If any provision in this agreement is held by a court of competent jurisdiction to by invalid or unenforceable, the remainder of the agreement shall continue in full force without being invalidated in anyway. Elevator Consulting Associates, Inc. Page 5 PROCUREMENT AGREEMENT NUMBER: Attachment Page 7 of 7 P-24-078 Elevator Consulting Associates February 22, 2024 Part V: Signature Page ECA and Client do hereby enter into the agreement for the services proposed herein, according to the price and terms set forth in the forgoing pages. For the Client: County of Fresno Signature Printed Name Title Date For ECA: Elevator Consulting Associates, Inc. Signature Printed Name Title Date Elevator Consulting Associates, Inc. Page 6