Loading...
R-1110 - 07/12/2011 - AGREEMENT - Resolutions ExhibitsResolution 2011- AG -EXI -R -1110 Approving and Authorizing the Execution of the Janitorial Services Agreement Page 3 of 7 VILLAGE OF OAK BROOK JANITORIAL SERVICES AGREEMENT THIS AGREEMENT entered into this _ day of July, 2011, by and between the Village of Oak Brook, an Illinois municipal corporation, 1200 Oak Brook Road, Oak Brook, IL 60523 (the "Village ") and Perfect Cleaning Service Corporation, an Illinois corporation (the "Contractor'). WITNESSETH: WHEREAS, the Village desires to engage the Contractor to provide Janitorial Services ( "Project ") all in accordance with the proposal ( "Proposal ") attached hereto as Exhibit "A" and incorporated herein by reference; and WHEREAS, the Contractor desires to provide Janitorial Services for the Project in accordance with the Proposal, and WHEREAS, the Village and the Contractor desire to memorialize their understanding as to the scope of work to be provided, operational rules, and requirements in this agreement (the "Agreement"). NOW, THEREFORE, in consideration of the foregoing and the covenants hereinafter set forth, the parties agree as follows: The foregoing preambles are restated and incorporated herein by reference as though fully set forth herein. 2. General Specifications for the Project. A. The Contractor agrees to furnish and provide all labor, materials, tools, equipment and supervision in connection with the Project. B. The Contractor agrees to provide competent supervisors, who possess good command of the English language, at all times when the Contractor is performing the work under this Agreement. The names of the supervisors shall be provided to the Village in writing, with phone numbers for Village to use in the event of a situation requiring contact with such supervisors. C. The Contractors employees at all times shall be courteous and present a neat and clean appearance and shall wear identifiable work garments and identification to indicate that they are employed by the Contractor. All work shall be performed and all complaints shall be handled with due regard for the care of the Village's property. The Contractor shall utilize only employees who are competent and skilled to perform the specific job tasks to which they are assigned. At the request of the Village, the Contractor shall remove from the performance of the Project work any employee of Contractor who is incompetent, discourteous, reckless, destructive or repeatedly fails to abide by the specifications of this Agreement. 3. Compensation. The Village agrees to pay the Contractor for the Project work in Resolution 201 1-AG-EX1-R-1 110 Approving and Authorizing the Execution of the Janitorial Services Agreement Page 4 of 7 accordance with the Proposal within thirty (30) days after completion of such work and acceptance thereof by the Village. 4. Indemnification. The Contractor shall indemnify, defend, and hold harmless the Village, its officers, employees and agents, and each of them, against and from any and all claims, actions, causes of action, demands, liabilities, damages, costs, and expenses, including without limitation, court costs and attorneys' fees, of whatever nature, which the Village or any such person, or any third person, may sustain or incur, relating directly or indirectly to the Contractor's performance of the Project under this Agreement, including without limitation claims for bodily injury or death to any person, or property damage, loss or destruction, relating or resulting directly or indirectly to or from Contractor's breach of or default under this Agreement. 5. Public Safety and Accident Prevention. The Contractor shall exercise precaution at all times for the protection of persons and property and shall strictly adhere to any safety requirements established by applicable laws and ordinances. Upon verbal notification from the Village's representative, the Contractor shall discontinue hazardous work practices as shall be determined in the sole discretion of the Village. The Contractor shall keep the necessary guards and protective devices at locations where work is being performed to prevent injury to the public or damage to public and private property. 6. Insurance. The Contractor shall carry insurance from a carrier approved by the Village, with policies and in amounts as set forth below. The Village, its officers, employees and agents shall be named as additional insureds in all such policies of insurance and the Contractor shall provide a certificate of insurance reflecting the approved insurance. A. The following shall be the required coverages Commercial general liability insurance, with limits not less than: (a) Two million dollars ($2,000,000) for bodily injury or death to each person; (b) Two million dollars ($2,000,000) for property damage resulting from any one incident; and (c) Two million dollars ($2,000,000) for all other types of liability; ii. Automobile liability for owned, non -owned and hired vehicles Combined single limit of one million dollars ($1,000,000) for personal injury and property damage for each accident. iii. Worker's compensation with statutory limits. iv. Employer's liability insurance Not less than one million dollars ($1,000,000) per employee and per accident. B. The coverages required by this Section may be in any combination of primary, excess, and /or umbrella policies. Any excess or umbrella policy must provide excess coverage over underlying insurance on a following -form basis such that Resolution 2011- AG -EXi -R -1110 Approving and Authorizing the Execution of the Janitorial Services Agreement Page 5 of 7 when any loss covered by the primary policy exceeds the limits under the primary policy, the excess or umbrella policy becomes effective to cover such loss. C. The Contractor shall provide certificates of insurance to the Village as evidence of the coverages required in paragraph (A) of this section, including the provisions for additional named insureds and notice of cancellation, as required in paragraphs (6) and (D) of this section, respectively. The Contractor shall also provide copies of any of the policies required by this Section to the Village within ten (10) days following receipt of a written request therefore from the Village. D. The insurance policies required by this Section shall contain the following endorsement: "It is hereby understood and agreed that this policy may not be canceled nor the intention not to renew be effective until thirty (30) days after receipt by the Village, by registered mail or certified mail, return receipt requested, of a written notice addressed to the Village Manager of such intent to cancel or not to renew." E. Within ten (10) days after receipt by the Village of said notice, and in no event later than ten (10) days prior to said cancellation, the Contractor shall obtain and furnish to the Village evidence of replacement insurance policies meeting the requirements of this Section. Compliance with Laws. Contractor shall at all times comply with all applicable local, state or federal regulations, statutes, and ordinances as may relate to the work performed under this Agreement, including but not limited to the Employment of Illinois Workers on Public Works Act, 30 ILCS 570/0.01, et seq.; the Drug Free Workplace Act, 30 ILCS 580/1, et seq.; the Human Rights Act, 775 ILCS 5/1 -101, et seq. and the Prevailing Wage Act, 820 ILCS 13010.01, et seq.; the Veterans Preference Act, 330 ILCS 55/0.01 et seq. The Contractor shall secure all permits and licenses imposed by law and ordinance, pay all charges and fees, and give all notices necessary and incidental to the due and lawful execution of the work provided in this Agreement. 8. Term of Agreement. This Agreement will be in full force from August 1, 2011 through July 31, 2014. However, if mutually agreed upon, the agreement may be extended annually for two additional years. The Village reserves the right at any time and in its absolute discretion to change weekly service from 5 days to 3 days a week at the Butler Government Center and Public Works Buildings by giving seven (7) days prior written notice to the Contractor. 9. Termination. The Village reserves the right at any time and in its absolute discretion to terminate the services of the Contractor by giving seven (7) days prior written notice to the Contractor. In such event, the Contractor shall be entitled to, and the Village shall reimburse the Contractor for, an equitable portion of the Contractor's fee based on the portion of the services completed prior to the effective date of termination. 10. Notices. Any and all notices, demands, requests and other communications necessary or desirable to be served under this Agreement shall be in writing and shall be either personally delivered or delivered to the Party or the Party's attorney by (i) facsimile transmission, (ii) prepaid same -day or overnight delivery service (such as Federal Express or UPS), with proof of delivery requested, or (iii) United States registered or certified mail, return receipt requested, postage prepaid, in each case addressed as follows: Resolution 2011- AG -EX1 -R -1110 Approving and Authorizing the Execution of the Janitorial Services Agreement Page 6 of 7 To Owner: Village of Oak Brook 1200 Oak Brook Road Oak Brook, IL 60523 To Contractor: Perfect Cleaning Corporation 5852 N. Northwest Highway Chicago, Illinois 60631 or such other address or addresses or to such other party when any party entitled to receive notice hereunder may designate for itself from time to time in a written notice served upon the other parties hereto in accordance herewith. Any notice sent as hereinabove provided shall be deemed to have been received (i) on the date it is personally delivered, if delivered in person, (ii) on the date it is electronically transmitted if delivered by facsimile transmission, (iii) on the first business day after the date it is deposited with the overnight courier service, if delivered by overnight courier service, or (iv) on the third (3rd) business day following the postmark date which it bears, if delivered by United States registered or certified mail, return receipt requested, postage prepaid. 11. Miscellaneous. The provisions which follow shall apply generally to the obligations of the parties under this Agreement: A. This Agreement may not be amended except pursuant to a written instrument signed by both parties. B. This Agreement is binding upon the successors and assigns of the Parties. C. The waiver by either party of any breach or violation of any provision of this agreement shall not be deemed to be a waiver or a continuing waiver of any subsequent breach or violation of the same or any other provision of this Agreement. D. Each of the parties to this Agreement represents and warrants that it has the full right, power, legal capacity, and authority to enter into and perform its respective obligations hereunder and that such obligations shall be binding upon such party without the requirement of the approval or consent of any other person or entity in connection herewith. E. This Agreement contains the entire understanding between the Parties with respect to the subject matter herein. There are no representations, agreements, or understandings (whether oral or written) between or among the parties relating to the subject matter of this Agreement, which are not fully expressed herein. F. This Agreement creates no rights, title or interest in any person or entity whatsoever (whether under a third party beneficiary theory or otherwise) other than the Parties. G. This Agreement may be executed in counterparts. Facsimile signatures shall be sufficient. H. Under no circumstances shall this Agreement be construed as one of agency, partnership, joint venture, or employment between the Parties. The Parties shall each be solely responsible for the conduct of their respective officers, employees and agents in connection with the performance of their obligations under this Agreement. Resolution 2011- AG -EX1 -R -1110 Approving and Authorizing the Execution of the Janitorial services Agreement Page 7 of 7 IN WITNESS WHEREOF, Village and Contractor have caused this Agreement to be executed by their proper officers the day and date first above written. PERFECT CLEANING VILLAGE OF OAK BROOK SERVICES CORPORATION By: Attest: Its: By: Gopal G. Lalmalani, Village President Attest: By: Charlotte K. Pruss, Village Clerk