HomeMy WebLinkAboutJani-King Commercial/StreetJani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31~t St.
Appropriation #506 P.O.# 1580
Contract Not To Exceed $12,000.00 l~'~tO~e'l~ ~'~ 10 i:OI!11
AGREEMENT FOR PURCHASE OF GOODS AND SERVICES
THIS AGREEMENT FOR PURCHASE OF GOODS AND SERVICES ("Agreement") is hereby entered
into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and
Safety ("City"), and Jani-King Commercial Cleaning ("Vendor").
TERMS AND CONDITIONS
ACKNOWLEDGMENT, ACCEPTANCE:
Vendor acknowledges that it has read and understands this Agreement, and agrees that its
execution of same constitutes its acceptance of ail of the Agreement's terms and conditions.
PERFORMANCE:
City agrees to purchase the goods and/or services (the "Goods and Services") from Vendor using
City budget appropriation number 506 funds. Vendor agrees to provide the Goods and Services
and to otherwise perform the requirements of this Agreement by applying at ail times the highest
technical and industry standards.
PRICE AND PAYMENT TERMS:
3.1 Vendor estimates that the total price for the Goods and Services to be provided to City
hereunder shall be no more than Twelve Thousand Dollars ($12,000.00)
(the "Estimate"). Vendor shall submit an invoice to City no more than once every thirty
(30) days detailing the Goods and Services provided to City within such time period. City
shall pay Vendor for such Goods and Services within sixty (60) days after the date of
City's receipt of Vendor's invoice detailing same, so long as and to the extent such Goods
and Services are not disputed, are in accordance with the specifications set forth in Exhibit
A, are submitted on an invoice that contains the information contained on attached Exhibit
B, and Vendor has otherwise performed and satisfied ail the terms and conditions of this
Agreement.
3.2
Vendor agrees not to provide any Goods and Services to City that would cause the total
cost of the Goods and Services provided by Vendor to City hereunder to exceed the
Estimate, unless City has previously agreed, in writing, to pay an amount in excess thereof.
WARRANTY:
Vendor expressly warrants that the Goods and Services covered by this Agreement will conform
to the specifications, samples and/or descriptions thereof furnished to Vendor by City and/or by
Vendor to and accepted by City, that the Goods and Services will be delivered in a timely, good
and workmanlike manner and free from defect. Vendor acknowledges that it knows of City's
intended use and expressly warrants that the Goods and Services provided to City pursuant to this
Agreement have been selected by Vendor based upon City's stated use and are fit and sufficient
for their particular purpose.
TIME AND PERFORMANCE:
This Agreement shall become effective as of the last date on which a party hereto executes same
("Effective Date"), and both parties shall thereafter perform their obligations hereunder in a timely
manner. Time is of the essence of this Agreement.
Jani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31st St.
Appropriation #506 P.O.# 1580
Contract Not To Exceed $12,000.00
6. DISCLOSURE AND WARNINGS:
If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may
direct, a list of all chemicals, materials, substances and items used in or during the provision of the
Goods and Services provided hereunder, including the quantity, quality and concentration thereof
and any other information relating thereto. At the time of the delivery of the Goods and Services
provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice
(including appropriate labels on containers and packing) of any hazardous material utilized in or
that is a part of the Goods and Services.
LIENS:
Vendor shall not cause or permit the filing of any lien on any of City's property. In the event any
such lien is filed and Vendor fails to remove such lien within ten (10) days after the filing thereof,
by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at
Vendor's sole cost and expense.
DEFAULT:
In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of
this Agreement, including Vendor's warranties; (b) fails to provide the Goods and Services as
specified herein; (c) fails to make progress so as to endanger timely and proper provision of the
Goods and Services and does not correct such failure or breach within five (5) business days (or
such shorter period of time as is commercially reasonable under the circumstances) after receipt of
notice from City specifying such failure or breach; or (d) becomes insolvent, is placed into
receivership, makes a general assignment for the benefit of creditors or dissolves, each such event
constituting an event of default hereunder, City shall have the right to (1) terminate all or any parts
of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies
available to City at law and/or in equity.
INSURANCE AND INDEMNIFICATION:
Vendor shall procure and maintain in full force and effect during the term of this Agreement, with
an insurer licensed to do business in the State of Indiana, such insurance as is necessary for the
protection of City and Vendor from all clmms, for damages under any workers compensat~o ,
occupational disease and/or unemployment compensation act, for bodily injuries including, but not
limited to, personal injury, sickness, disease or death of or to any of Vendor's agents, officers,
employees, contractors and subcontractors, from any and all liabilities, claims, demands or
expenses (including, but not limited to, reasonable attorney fees) for injury, death and/or damages
to any person or property arising from or in connection with Vendor's provision of Goods and
Services pursuant to or under this Agreement or Vendor's use of City property or from any act or
omission of Vendor and/or of any of Vendor's agents, officers, employees, contractors or
subcontractors in the performance of this Agreement.
10.
GOVERNMENT COMPLIANCE:
Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations
and codes which may be applicable to Vendor's performance of its obligations under this
Agreement, and all relevant provisions thereof are incorporated herein by this reference. Vendor
agrees to indemnify and hold harmless City from any loss, damage and/or liability resulting from
any such violation of such laws, orders, rules, regulations and codes. This indemnification
obligation shall survive the termination of this Agreement.
Jani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31st St.
Appropriation #506 P.O.# 1580
Contract Not To Exceed $12,000.00
11. NONDISCRIMINATION:
Vendor represents and warrants that it and all of its officers, employees, agents, contractors and
subcontractors shall comply with all laws of the United States, the State of Indiana and City
prohibiting discrimination against any employee, applicant for employment or other person in the
provision of any Goods and Services provided by this Agreement with respect to their hire, tenure,
terms, conditions and privileges of employment and any other matter related to their employment
or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age,
disabled veteran status and/or Vietnam era veteran status.
12.
NO IMPLIED WAIVER:
The failure of either party to require performance by the other of any provision of this Agreement
shall not affect the right of such party to require such performance at any time thereafter, nor shall
the waiver by any party of a breach of any provision of this Agreement constitute a waiver of any
succeeding breach of the same or any other provision hereof.
13.
NON-ASSIGNMENT:
Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise,
and shall not delegate its obligations under this Agreement without City's prior written consent.
14.
RELATIONSHIP OF PARTIES:
The relationship of the parties hereto shall be as provided for in this Agreement, and neither
Vendor nor any of its officers, employees, contractors, subcontractors and agents are employees of
City. The contract price set forth herein shall be the full and maximum compensation and monies
required of City to be paid to Vendor under or pursuant to this Agreement.
15.
GOVERNING LAW; LAWSUITS:
This Agreement is to be construed in accordance with and governed by the laws of the State of
Indiana, except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is
filed hereunder, they waive their right to a jury trial, agree to file any such lawsuit in an
appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate
venue for and has jurisdiction over same.
16.
SEVERABILITY:
If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance,
executive order or other role of law, such term shall be deemed reformed or deleted, but only to
the extent necessary to comply with same, and the remaining provisions of this Agreement shall
remain in full force and effect.
17.
NOTICE:
Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by
postage prepaid U.S. certified mail, return receipt requested, to the party to be notified at the
address specified herein:
Jani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31st St.
Appropriation #506 P.O.# 1580
Contract Not To Exceed $12,000.00
18.
19.
If to City:
City of Carmel
One Civic Square
Carmel, Indiana 46032
ATTN: David Klingensmith, Director, Street Dept.
Douglas C. Haney, City Attorney
Department of Law
One Civic Square
Carmel, Indiana 46032
.If to Vendor:
Jani-King of Indianapolis
7920 Georgetown Road
Suite #750
Indianapolis, IN 46268
ATTN: Leon Moffett, Authorized Franchisee
Notwithstanding the above, notice of termination under paragraph 18 hereinbelow shall be
effective if given orally, as long as written notice is then provided as set forth hereinabove within
five (5) business days from the date of such oral notice.
TERMINATION:
18.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon
notice to Vendor, immediately terminate this Agreement for cause, in the event of a default
hereunder by Vendor and/or if sufficient funds are not appropriated or encumbered to pay
for the Goods and Services to be provided hereunder. In the event of such termination,
Vendor shall be entitled to receive only payment for the undisputed invoice amount
representing conforming Goods and Services delivered as of the date of termination,
except that such payment amount shall not exceed the Estimate amount in effect at the time
of termination, unless the parties have previously agreed in writing to a greater amount.
18.2
Either party hereto may terminate this Agreement at any time upon thirty (30) days prior
notice to the other party. In the event of such termination, Vendor shall be entitled to
receive only payment for the undisputed invoice amount of conforming Goods and
Services delivered as of the date of termination, except that such payment amount shall not
exceed the Estimate amount in effect at the time of termination, unless the parties have
previously agreed in writing to a greater amount.
REPRESENTATIONS AND WARRANTIES
The parties represent and warrant that they are authorized to enter into this Agreement and that the
persons executing this Agreement have the authority to bind the party which they represent.
4
Jani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31st St.
Appropriation #506 P.O.# 1580
Con,tract Not To Exceed $12,000.00
20.
21.
22.
23.
24.
25.
TERM
Subject to the termination provisions set forth in Paragraph 18 hereinabove, this Agreement shall
be in effect from the Effective Date through December 31, 2003, and shall, on the first day of each
January thereafter, automatically renew for a period of one (1)calendar year, unless otherwise
agreed by the parties hereto.
HEADINGS
All heading and sections of this Agreement are inserted for convenience only and do not form a
part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof.
BINDING EFFECT ·
The parties, and their respective officers, officials, agents, partners, successors, assigns and legal
representatives, are bound to the other with respect to all of the covenants, terms, warranties and
obligations set forth in Agreement.
NO THIRD PARTY BENEFICIARIES
This Agreement gives no rights or benefits to anyone other than City and Vendor.
ADVICE OF COUNSEL:
The parties warrant that they have read this Agreement and understand it, have had the opportunity
to obtain legal advice and assistance of counsel throughout the negotiation of this Agreement, and
enter into same freely, voluntarily, and without any duress, undue influence or coercion.
ENTIRE AGREEMENT:
This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the
entire agreement between Vendor and City with respect to the subject matter hereof, and
supersedes all prior oral or written representations and agreements regarding same.
Notwithstanding any other term or condition set forth herein, but subject to paragraph 16 hereof,
to the extent any term or condition contained in any exhibit attached to this Agreement or in any
document referenced heroin conflicts with any term or condition contained in this Agreement, the
term or condition contained in this Agreement shall govern and prevail. This Agreement may only
be modified by written amendment executed by both parties hereto, or their successors in interest.
5
Jani-King Commercial Cleaning
Street Dept. - 2004 - Cleaning 3400 W. !31st St.
Appropriation #506 P.O.# 1580
Contract Not To Exceed $12,000.00
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA
by and through its Board of Public
Works and Safety
Jani-King of Indianapolis
7920 Georgetown Road - Suite #750
Indianapolis, Indiana 46268
James Brainard, Presiding Officer
Date:
Mar~ A~ Burke .&/Ie~a,~e_~r
Lo Wat
ATTEST:
Date:
~i~thorl~e
Printed Name
Title
FID/TIN: ~'~
SSN if Sole Proprietor:
Date: ~[ - ,2 - t9
6
~IS
ani-King of IndianapoY
January 8, 2004
David W. Klingensmith
Street Commissioner
CARMEL STREET DEPARTMENT
211 2"~ Street, S.W.
Carmel, IN 46032
Dear Mr. Klingensmith:
Thank you very much for the time and interest you have afforded JANI-KING concerning
the subject of housekeeping for your facility.
JANI-KING appreciates this opportunity and enclosed is our proposal for a professionaily
operated cleaning program, along with the cleaning schedule.
The total monthly investment represents your only cost and is inclusive of:
Alt labor
All supervision
All materials for cleaning
All equipment for cleaning
All payroll, payroll taxes, insurance, etc.
If JANI-KING is given serious consideration, we would like to have the opportunity of
presenting our core staff for this project prior to your awarding of the contract.
Please do not hesitate to call for any additional information you deem necessary in
assessing our proposal. I can be reached at 870-2700.
Sincerely, ,~.
Authorized Franchisee
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EXHIBIT
CLEANING SCHEDULE
NIGHTLY CLEANING
All Office Areas, Restroom and Locker Room
All trash receptacles are to be emptied and trash removed to collection point.
(Liners to be furnished by CLIENT.)
Vacuum carpet. JANI-KING will not be responsible for removal of staples
from carpet.
Clean and polish drinking fountain(s).
Thoroughly dust accessible horizontal surfaces, including desktops, files,
windowsills, chairs, tables, pictures and all manner of furnishings. *
Damp wipe all accessible horizontal surfaces to remove coffee rings and
spillage as needed.
Dust mop hard surface floors with a treated dust mop.
Damp mop hard surface floors to remove any spillage from soiled areas.
Damp wipe entrance metal and fingerprints on entrance glass.
Spot clean paCdtion glass as needed.
Due to the sensitive nature of computer terminals JANI-KING will not be responsible for cleaning.
INT: INT:
EXHIBIT t:
~'TI-IE KIN(; OF CI,EAN" OF COMMER( IAL (I.EANING
I. NIGHTLY CLEANING (CONT'D)
Restrooms & Locker Room
Stock towels, tissue and hand soap. (To be furnished by CLIENT).
Empty sanitary napkin receptacles and wipe with a disinfectant.
Empty trash receptacles and wipe if needed.
Dust partitions, top of lockers, tops of mirrors and frames
Clean and polish mirrors. Wipe towei cabinet covers.
Scrub and disinfect all shower stalls.
Toilets and urinals to be cleaned and disinfected inside and out. Potish
bright work.
Toilet seats to be cleaned on both sides and disinfected.
Scour and sanitize all basins. Polish bright work.
Remove splash marks from wails around basins.
Mop and rinse restroom floors with a disinfectant.
Dust top of lockers weekly.
INT: INT:
When you make Jani-King of Indianapolis a team partner, you will find:
Improved Quality
Superior Resources
Technologically Advanced Equipment
Motivated Regional Office Staff
Compliance to Safety Regulations
Thorough Communications System
Safety & Regulatory Compliance
EXHIBIT
"THE KIN(; OF ('I.E.&N" ()I, ( OMMER( IAI, CI.I. ANING
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II. WEEKLY CLEANING
A. All Office Areas, Restroom and Locker Room
· Dust all vertical surfaces of desks, file cabinets, chairs, tables and other
office furniture.
a Vacuum all carpeting taking care to get into corners, along edges and
beneath furniture.
Damp mop hard surface floors, taking care to get into corners, along edges
and beneath furniture.
Clean and dry polish door glass.
Ill. MONTHLY CLEANING
A. All Office Areas, Restroom and Locker Room
Accomplish ali high dusting (below 8 feet) not reached in the
abovementioned cleaning.
Remove fingerprints and marks from around light switches and doorframes.
Damp wipe telephones using a disinfectant·
Buff hard surface floors, as needed, so as to enable them to present the best
possible appearance at all times· (JANI-KING will maintain vinyl tile floors
that have been properly stripped and sealed·)
INT: INT: .--
"THE KING OF CLEAN" OF COMMERCIAL CLEANING
EXHIBIT
PRICING SCHEDULE
CARMEL STREET DEPARTMENT
211 2nd Street, S.W.
Carmel, iN 46032
The premises will be serviced two, three or five (2,3 or 5x) time(s) per week for a monthly
charge of:
Option #I
i. Five (5) days a week - $1395.00 Monthly Charge
Optio~
2. Three (3) days a week - $837.00 Monthly Charge
Option #3
3. Two (2) days a week - $585.00 Monthly Charge
SIGNATURF~ SIGNATURE:
TITLE:
DATE: DATE:
INT: ___
[NT: __
EXHIBIT
¥ 55-
"THE KING OF CLEAN" OF COMMERCIAL CLEANING