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HomeMy WebLinkAboutRes 13-05 WA Contract with Best Facility Janitorial Service WESTLAKE ACADEMY RESOLUTION NO. 13-05 A RESOLUTION OFT E WESTLAKE ACADEMY BOARD OF TRUSTEES AUTHORIZING THE TOWN MANAGER TO ENTER INTO AN AGREEMENT WITH BEST FACILITY SERVICE FOR JANITORIAL SERVICES AT THE WESTLAKE CIVIC CAMPUS. WHEREAS, the Board of Trustees finds the janitorial service will benefit the public and WHEREAS, the Board of Trustees finds that the contractor from Best Facility Services for janitorial services will provide all necessary labor and supplies for the cleaning of the Westlake Academy : and WHEREAS, the janitorial services cost have been include in the adopted 2012-2013 Westlake Academy budget: and WHEREAS, the Board of Trustees finds that the passage of this Resolution is in the best interest of the citizens of Westlake as well as the students, their parents, and faculty of Westlake Academy. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OFT USTEES OF WESTLAKE ACADEMY: SECTION 1: The above findings are hereby found to be true and correct and are incorporated herein in its entirety. SECTION 2: That the Board of Trustees of Westlake Academy hereby authorizes the Town Manager to enter into an agreement with Best Facility Service to provide janitorial service at the Westlake Academy. SECTION 3: If any portion of this resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 13-05 Page 1 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED BY THE BOARD OF TRUSTEES OF WESTLAKE ACADEMY, A CHARTER SCHOOL OF THE STATE OF TEXAS, ON THE 6th DAY OF May, 2013. w ATTEST: Laur Wheat, President Kell Edw " , Board Secretary Thomas E. Brymer, Supe intendent 1--, APPROVE S'TO F M.P f a i Jan ubert or S ` om owry, School Attorney Resolution 13-05 Page 2 of 2 8A AGREEMENT' BE,rWEEN 'TOWN AND CONI'RACTOR THIS AGREEkIENT is dated as of the dav ofMarcli in the x1ear 2013, by and between the 'I own of Westlake. Texas (hereffialler called OWNER) and (hereinafter called CON,rRACTOR). OWNERand C'Oisl`T`RAC'"lTORT it) consideration of the mutual covenants hereinafter set forth. follows: as follos: Z�� Article 1. WORK CONTRACTOR shall complete all service as specified or indicated in the Contract Documents. The Work is oeneraliv described as follows. JANITORIAL SERVCIE AT THE WESTLAKE ACADEMY/CIVIL CAMPUS WESTLAKE ACADEMY FROM TOWN OF WESTLAKE` Article 2. CON,rRACT TIME. I CONTRACTOR agrees to commence service Sunday -- Saturday. Service may be pertbrined on weekends, holidays and summers which must be approved by tlle ,Fown, Article 3. Employee back ground checks 3-1 CONTRACTOR nILISt provide completed certification ot'crinunal historN, record information form (exhibit A)on each employee and subcontractor before the are scheduled to provide services on the Westlake Acadenry/civic carp us, The `Town reserves the right to reject ariv eulpk yee the right to work at the Westlake Academv)lcivic campus based on the result of it's findings. Contractor must provide the'fown with a current list of employee providing set-vices at the Westlake Acadenvy,campus al any time. Contractor most supplies a list of vehicles that will be oil carnpus. Article 4. CONTRACT PI E, 4.1. OWNER shall pay CON RAC TOR for completion of the work on to monthiv basis in accordance with the Contract Documents in current funds based on the basic schedule of services and Optional Services stated in the proposal. IfCONTRACTOR does not perfort-11 services WA 2013 13 accordance to this agreement (lie Owner will deduct atiN and all expenses to hire as second contract and/or staff to perforin tile services. Owner will deduct all expenses from the contractor nionthly fee, Article 5. PAYMENT PROCEDUrRES. y.l CONTRACTOR shall submit invoice for payment on service completed during tire p i ­OR shall present only one invoice for revylot.is month on the first day of the month. CONTRAC-1 payinent each 1110111h. Invoice for payment will be processed he OWNER shall make payment to CON'TRACTOR within thirty (30)days of the dale of the invoice. I l"CONTRACTOR does not perform services accordance to this agreement the Owner will deduct any and all expenses to hire as second con tract and/or staff to perform the services. Owner will deduct all expenses from the contractor monthly fee. Article 6. INTEREST. 6A All moneys not paid Nvhen due shall bear interest at the maximum rate allowed by law at the place of the project. Article 7.CON,rRACTOR'S REPRESENTfONS. 7.1 In order to induce OWNER to enter into this Agreement,CONTRACTOR makes the following representations: 7 /.2 CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents. work-, site, locality., and all local conditions and Laws and Regulations that in any manner may affect cost, progress, performance or ffirnishing of the work-. 73 CONTRACTOR binds itself to use such materials and so construct the work that it will remain in good repair and condition for and during the period of this agreement 7.4 To the fullest extent permitted by laws and Regulations, C()NTRACTOR shall inderunify and hold handless OWNER and their consultants, agents an(] employees from and at, inst all Z� I --a cirthus. damages, losses and expenses, direct, indirect or consequential (including but not limited to fees and charges of' trianagement. staff. attorneys and other professionals and eourt and arbitration costs)arising out of or resulting from tile performance of�vork, provided that any such claim. damage. loss or expense(a) is attributable to bodily iniun,. sickness disease or death, or to in ury to or destruction of taneible property (other than the work itself) including the loss of use J Z�� resulting there from and (b ) is caused in whole or in part by anN1, negligent act or omission of CONTRACTOR. and Subcontractor, anv person or organization directly or indirectly employed by any of them to perform or furnish any of the work or anyone for whose acts any of there may be liable, regardless of whether or no,, it is caused in part by a party indeninified hereunder or arises by or is unposed by Laws and Regulations regardless of the negligence of any such party. WA 2013 Page 14 7.5 In and all claims against OWNER or any of their consultants, agents or employees by an,,, CRII)ION'Ce OfCONTRACTOR. any Subcontractor. any person or organiziition directIN, or indirectly emplo�yed by any of them to perform or furnish any of the work or anyone for whose acts any of thern rna, be liable, the indernnification obligation under paragC,raph 7.3 shall not be limited in any -way bN any limitation on the amount or type ot'damages- compensation or benefits payable by or I-or CONTRACTOR or an% such Subcontractor or other pet-son or organization under w-orkers'or workmen's compensation acts, disability benefit acts or other employee benefit acts. Article S. Contract Documents The Contract Documents which comprise the entire agreement between OWNER and CONTRAC'FOR concerning the work consist of the following: 81 Bid Proposal - Basic Schedule of services. 'S' Optional Smice 11.? Instructions 8.4 'This Agreement 'I here are no Contract Documents other than those listed above in this article 8. Article 9. TERMINATION 9'1 Either OWNER or CONTRAcrOR may terminate this Contract, with or Nvithol.1t cause. by giving the other thirty (30)days written notice, Article 10. MISCELLANEOUS. 10.1 No assignment by a party, hereto cif{any rights under or interests in the Contract Documents will be bindino on another party hereto without the written consent of the party souidn to be bound, and specificalb, but without limitation moneys that may become due and moneys that are due may not be assic,led without such consent(except to the extent that the effect ofthis restriction may be linnited by law), and unless specifically stated to the contrary in ally written consent.to an assiwiment. no assigninent will release or dischaq)e the assignor from any dim, oi- responsibility under the Contract Documents, Its,? OWNER and ONTRAC"FOR each binds itself., its partners, successors,assigns and legal representatives to the other partv heretos its liartners. successors,assigns and legal representatives in respect of all covenants. agreements and obligations contained in the Contract Documems. WA 20 13 Page IS IN WITNESS WHERFOE OWNFR and CONTRACTOR have sipled three copies oft le A-,reement. Fhree c(Ainterparts have been delivered to OWNE"R, and one counterpart each bas been delivered to CONTRACTOR. All portions c�f tile Contract Documents have been signed or identified by OWNER and CONTRAC I-OR on their behalf. Jbis,amement. will Im. effective on the dav of'M#wc4i.201). OWNER: CONTRACTOR: lown of'Westlake. Texas BV: By 1,110111as F. Bryme Town Manaaer Kelly Edwards ,Town Secretary Address fortixiving notices: Address for gliving notices: 3 Villaoe Circle Suite 202 Westlake.1'exas 76262 ---------- List nanie of person to whose attention notices are to be sent: (If CONURM.T OR is a C'orporation, attach evidence(if authoritv to siLm- INA 2013 Page 116 Exhibit"'A" WESTLAKE ACADEMY CERTIFICATION OF CRIMINAL HISTORY RECORD INFORMATION THIS FORM MUST BE COMPLETEI)BY ALL SEIZVICE PROVIDERS Please complete and return this forin to the fluman Pesources Oft ceprior to rendering services at Westlake Academy,or off-eampusactivities involving Westlake Academy students. Section I Vendor: (Address/city"State/zip) (Pborle) Service or Contract Dates: Answer V for Yes or N for No Will employeos,including yourself.have continuing duties related to the propo&al or contract name(]above or any other services performed at Westlake Academy? Pleaxe Nate,* Unfit further notice,VNe.441ake Academy considers"contmoing duties"to ui"n repetitive work duties rather than a one- time appearance or engatement Will those employees, including yourself,have direct contact xvith students? Pleas'ei'vote. until further notice,Westlake Academy considers"direct contact"to mean services that may be performed independently from Academy staff lavolvemen f.Direct contact can include chance contact such as per rturfu jug routine.inspections or contact with groups ofstudents during organized activities,or more obvious examples such os tutoring or therapy. If either question is answered"no",vendor should complete section 2 of this forin. If answer to both questions is"yes",vendor should complete section 3 of this form. Section 2 1 agree and understand employees of the company or individuals,including myself,who have not received the required criminal background check because the above description does riot apply to thenihnysel f will be considered visitors when on school campuses and must foliov,,Westlake Acadenly policies related to visitors on school campuses. (Signature of Vendor) (Date) (Print Name) Section 3 ......... ...... certify that all employees,including myself,of the company that I OWTI,operate,or marikmye,or myself as an independent contractor who have continuing duties related to the service to be performed can at westlake Academy and who also have direct contact with students have undergone the required criminal history background check or national criminal history record information review,which may included fingerprints and photographs and that no prohibited contact as described herein was revealed. ............. ........... ............ (Signature of Vendor) (,Date) ......... (Print Name) '11,11S IS A, REQUIRPI') I')0CtJMENT Resolution 13-05 INDEMNIFICATION BY CONTRACTOR Town shall not be liable or responsible for, and shall be saved and held harmless by Contractor from and against any and all suits, actions, losses, damages, claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the performance of Contractor under this agreement, including claims and damages arising in part from the negligence of Town, without; however, waiving any governmental in available to the Town under Texas law and without waiving any defenses of the parties under Texas law. The provisions of this indemnifi cation are solely for the benefit of the parties hereto and not intended to create or grant any rights, contractual or otherwise, to any other person or entity. Its the expressed intent of the parties to this Agreement that the indemnity provided for in this section is an indemnity extended by Contractor to indemnify and protect Town from the of of Town's own negligence, provided, however, that the indemnity provided for in this section shall apply only when the negligent act of Town is a contributory cause of the resultant injury, death, or damage, and shall have no application when the negligent act of Town is the sole cause of the resultant injury, death, or damage, unmixed with the legal fault of another person or entity. Contractor further agrees to defend, at its own expense, and on behalf of Town and in the name of Town, any claim or litigation brought in connection with any such injury, death, or damage. The Contractor will secure and maintain Contractual Liability insurance to cover this indemnification agreement that will be primary and noncontributory as to any insurance maintained by the Town for its own benefit, including self-insurance. In addition, Contractor shall obtain and file with Town a Town of Westlake Certificate of Insurance evidencing the required coverage, 7 Company Name(Cqutractor) �77 Signature Name (Please Print) Title WA 2013 Page 12 Resolution 13-05 601111111110=111111