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HomeMy WebLinkAbout102507 CINTAS - CONTRACT - CONTRACT - CINTASSERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and Cintas Corporation, hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services The Service Provider agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of one (1) page, and incorporated herein by this reference. 2. Contract Period. This Agreement shall commence upon the date of execution shown on the signature page of this Agreement and shall continue in full force and effect for three (3) years, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed two (2) additional one year periods. Pricing changes shall be negotiated by and agreed to by both parties and may not exceed the Denver - Boulder CPI-U as published by the Colorado State Planning and Budget Office. Written notice of renewal shall be provided to the Service Provider and mailed no later than ninety (90) days prior to contract end. 3. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 4. Early Termination by City/Notice. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written SA 10/01 notice of termination to the Service Provider. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: City: Ed Bonnette, C.P.M., Buyer City of Fort Collins P.O. Box 580 Fort Collins, CO 80522 Service Provider: Tim Dooley, General Manager Cintas Corporation 523 101" Street P.O. Box 1119 Greeley, CO 80631 5. Non -Appropriation of Funds. Lessee reasonably believes that it will have a need for the Service for the duration of the Lease and that funds will be available and appropriated to make all payments under this Lease, however, the availability of funds in future fiscal years is dependent upon appropriation of funds by Lessee's City Council, which appropriation is entirely discretionary. Lessee will seek funding each year as part of its Budget process. If funds to continue the leasing of the Service for the portion of the Lease term falling in the next year are not legally available for such purpose, Lessee may terminate this Lease at the end of the current year without penalty. Lessee will notify Lessor at least thirty (30) days prior to the end of the year if funds are not available for the payments required under this Lease by reason of non -appropriation or non - availability of funds as set forth above. In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 6. Contract Sum. Service cost will be as defined in Exhibit C. Garment Replacement cost (if necessary; see Item 2 in Exhibit A) will be as defined in Exhibit D. 7. City Representative. The City will designate, prior to commencement of the work, its representative who shall make, within the scope of his or her authority, all necessary SA 10/01 3 and proper decisions with reference to the services provided under this agreement. All requests concerning this agreement shall be directed to the City Representative. 8. Independent Service provider. The services to be performed by Service Provider are those of an independent service provider and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Service Provider's compensation hereunder for the payment of FICA, Workmen's Compensation or other taxes or benefits or for any other purpose. 9. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the City. 10. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement or cause of action arising out of performance of this Agreement. 11. Warranty. (a) Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. (b) Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. (c) Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City -furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or SA 10/01 0 nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 12. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 15. Indemnity/Insurance a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. SA 10/01 c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide --and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit B, consisting of one (1) page, attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the City. 16. Entire Agreement This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 17. Law/Severability. The laws of the State of Colorado shall govern the construction interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision of this Agreement. CITY OF FORT COLLINS, COLORADO am nicip I corporation By: Jame B. 'Neill II, CPPO, FNIGP Direct Purchasing and Risk Management Date: > 2, CINTAS CORPORATION PRINT TE PRES)DENT OR VICE PRESIDENT SA 10/01 EXHIBIT A SCOPE OF SERVICES 1) Cintas Corporation will provide garment leasing for the City of Fort Collins Transfort Division. The City will be charged a weekly Leasing Cost for each garment, as outlined in Exhibit C. Cintas will retain ownership of the garments, as outlined in the Cintas Unilease program. Garment laundering will be the responsibility of the Transfort employee the garments are assigned to. Any garments that require replacement due to normal wear will be replaced by Cintas at no charge to the City. 2) All City employees participating in the Garment Leasing Program are required to fill out a Cintas Rental Uniform Enrollment Agreement. This authorizes the City to deduct the Replacement Cost of any garments not returned in the event of employment termination, from the employee's final paycheck. Replacement Costs are as outlined in Exhibit D of the Contract. 3) Garments covered under this Program are as outlined in Exhibit C. The City will determine the mix of items from that list that will be assigned to each participating Employee. The City will determine the color, sleeve length, quantity, and any other options available within the product list; that will be assigned to each participating Employee. The City retains the right to add or subtract garments available under this program; and add or subtract the quantity of garments as needed. 4) Cintas will attach Indirect Embroidery logos to shirts, jackets, vests, etc, as directed by the City. The City will design the artwork for the logo; and will purchase the logos as needed. Cintas will not charge a fee to attach the logos to garments, or to remove them should the garment no longer be required or needed. SA 10/01 EXHIBIT B INSURANCE REQUIREMENTS The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. SA 10/01 Exhibit C Transfort Uniform Weekly Leasing Cost Rental Item Qty Cost/Wk #677 Lined Jacket 1 $0.50 #175 Quilted Vest 1 $0.40 #838 Security Shirt, white or light blue, long or short 5 $1.56 sleeve #838 Security Shirt, white or light blue, long or short 3 $0.94 sleeve #865 Pleated Uniform Slacks 5 $1.35 #865 Pleated Uniform Slacks 3 $0.80 #945 Comfort Fabric Work Pants 5 $1.14 #945 Comfort Fabric Work Pants 3 $0.69 #828 Button-down Executive Shirt, blue & white 5 $1.24 pinstripe #828 Button-down Executive Shirt, blue & white 3 $0.75 pinstripe EXHIBIT D GARMENT REPLACEMENT COST #677 Lined Jacket: $33.00 #175 Quilted Vest: $25.99 #838 Security Shirt (longsleeved or shortsleeved): $20.49 #865 Pleated Uniform Slacks: $22.00 #945 Comfort Fabric Work Pants: $16.50 #828 Button-down Executive Shirt (longsleeved or shortsleeved): $17.00