HomeMy WebLinkAboutMarsden Building Maintenance, LLC - Janitorial Services Agreement - 02.01.2021 EXHIBIT "A"
FORM OF CONTRACT
CONTRACT FOR JANITORIAL SERVICES
Public Works Facility
This Contract for Janitorial Services (the "Contract")is entered into as of
February 1 st , 2021 by and between the City of Waterloo, Iowa("City") and Marsden Bldt
Maintenance,LLC ("Contractor").
In consideration of the mutual promises exchanged herein, the parties agree as follows:
1. Services. For a period of three (3)years after the date of this Contract, ending
December 31,2023, subject to extension upon the mutual written agreement of the parties, the
Contractor agrees to furnish all supervision,personnel, labor,materials, tools, equipment, and
services, and to perform and substantially complete all work as described in the Contract Documents
(defined below)at City's Public Works Facility.
Contractor shall provide the above services at the cost set forth in Contractor's RFP response.
Contractor's invoice for services authorized under this Contract shall be submitted on a monthly
basis and will be paid within thirty(30) days after receipt. Such payment will be full compensation
for all work performed, for all permits, licenses, inspections, for complying with all laws, rules,
regulations and ordinances, including safety, and for furnishing all materials, equipment and labor to
complete the work, in accordance with the Contract terms.
2. Contract Documents. The Contract Documents consist of the following:
a. This Contract
b. Request for Bids
C. Addenda, if any
d. Response (Proposal or Bid) from the Contractor
e. Contractor's completed and signed Bid Form
These documents form the Contract Documents and are all fully incorporated as a part of this
Contract as if attached to this Contract or set forth in full herein. In the event of any conflict or
ambiguity among the Contract Documents,the document in the order set forth above that first
addresses the issue or provision in question shall govern.
3. Communication. Contractor shall exercise best efforts to maintain communication
with City personnel whose involvement is necessary or advisable for successful and timely
completion of the project work. Communications between the parties shall be verbal or in writing, as
requested by the parties or as dictated by the subject matter to be addressed.
4. Personnel Changes. Upon written request from City, Contractor will remove from
service any employee assigned to Client's premises who has engaged in improper conduct, including
but not limited to a failure to perform Contractor's duties hereunder, and shall furnish such additional
and qualified personnel as may be necessary.
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5. Prope , Damage. Contractor shall be responsible for all damage to public or private
property. Contractor shall keep a report of all damage and shall promptly report same to City. If
public or private property is damaged by Contractor and is not repaired in a timely manner as
determined by City, City has the option of having the damage repaired at the Contractor's expense,to
be reimbursed to the City or withheld from future payments to Contractor hereunder.
6. Default; Termination for Cause. In the event that Contractor defaults in the
performance or observance of any covenant,agreement or obligation set forth in this Contract,and if
such default remains uncured for a period of seven(7)days after notice thereof shall have been given by
City to Contractor(or for a period of fourteen(14)days after such notice if such default is curable but
requires acts to be done or conditions to be remedied which,by their nature,cannot be done or remedied
within such 14-day period and thereafter Contractor fails to diligently and continuously prosecute the
same to completion within such 14-day period),then City may declare that Contractor is in default
hereunder and may take any one or more of the following steps,at its option:
a) by mandamus or other suit,action or proceeding at law or in equity,require
Contractor to perform its obligations and covenants hereunder, or enjoin any acts
or things which may be unlawful or in violation of the rights of the City hereunder,
or obtain damages caused to the City by any such default;
b) charge Contractor a sum equal to the City's costs to remedy Contractor's non-
compliance,including but not limited to actual costs incurred by City in paying a
third-party contractor or the actual costs (salary and benefits)of time devoted by
City personnel performing the work;
c) declare a default of this Contract and terminate this Contract by delivery to
Contractor of written notice of termination; and/or
d) take whatever other action at law or in equity may be necessary or desirable to
enforce the obligations and covenants of Contractor hereunder.
City shall notify Contractor in writing of any charges assessed under paragraph b)above,and City may
recover such charges by deduction from City's payment to Contractor at any time after 30 days from
delivery of notice. No delay in enforcing the provisions of this section as to any breach or violation shall
impair, damage or waive the right of City to enforce the same or to obtain relief against or recover for
the continuation or repetition of such breach or violation or any similar breach or violation thereof at any
later time or times. In the event that City prevails against Contractor in a suit or other enforcement
action hereunder,Contractor agrees to pay the reasonable attorneys' fees and expenses incurred by City.
7. Termination for Convenience. This Contract may be terminated at any time, in whole
or in part,upon the mutual written agreement of the parties. Either party may also choose to
terminate this Contract at any time by delivering to the other party a 90-days' advance written notice
of intent to terminate.
8. Non-Assignable Duties. Contractor may not assign its duties hereunder without the
prior written consent of City.
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9. Independent Contractor. Contractor is an independent contractor and is not an
employee, servant, agent,partner, or joint venturer of City. Contractor has no power or authority to
enter into contracts or agreements on behalf of City. City shall determine the work to be done by
Contractor,but Contractor shall determine the legal means by which it performs the work specified
by City. City is not responsible for withholding, and shall not withhold, FICA or taxes of any kind
from any payments which it owes Contractor. Neither Contractor nor its employees shall be entitled
to receive any benefits which employees of City are entitled to receive and shall not be entitled to
workers' compensation,unemployment compensation, medical insurance, life insurance,pension, or
any benefits of any type or nature whatsoever on account of their work for City. Contractor shall be
solely responsible for compensating its employees.
10. Anti-Discrimination. During the performance of this Contract, Contractor, for itself,
its assignees and successors in interest, agrees to comply with the anti-discrimination laws of the
State of Iowa and ordinances of the City of Waterloo,which are herein incorporated by reference and
made a part of this Contract.
11. Severability. In the event any provision of this Contract,together with the Contract
Documents, is held invalid, illegal, or unenforceable,whether in whole or in part, the remaining
provisions of this Contract shall not be affected thereby and shall continue in full force and effect. If,
for any reason, a court finds that any provision of this Contract is invalid, illegal, or unenforceable as
written,but that by limiting such provision it would become valid, legal, and enforceable, then such
provision shall be deemed to be written and shall be construed and enforced as so limited.
12. General Terms. This Contract, together with the Contract Documents, constitutes the
entire agreement between the parties pertaining to the subject matter hereof. This Contract may not
be modified or amended except pursuant to the mutual written agreement of the parties. This
Contract is binding on the parties and the heirs,personal representatives, successor and assigns of
each. Time is of the essence in the performance of the terms hereof.
IN WITNESS WHEREOF, the parties have executed this Contract for Janitorial Services as
of the date first set forth above.
CITY OF WATERLOO, IOWA
By;
Quentin Hart,Mayor Gabriel Velasquez, General Manager
Attest: Kelley -7�:elclle
Kelley Felchle, City Clerk
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