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ORIGINAL
<br />GENERAL SERVICES AGREEMENT
<br />(Norcal Alarm)
<br />This Agreement is made and entered into between the City of Redwood City ("City"), a
<br />municipal corporation, and Norcal Alarm Inc., a corporation of California ("Contractor") as of
<br />(the "Effective Date"). In consideration of their mutual covenants, the parties
<br />hereto agree as follows:
<br />1. Scone of Work. Subject to the terms and conditions of this Agreement,
<br />Contractor shall provide those services described in Exhibit A and incorporated herein by
<br />reference. In summary, the scope of services includes but it not limited to replacing the fire
<br />alarm panel servicing the Jefferson Parking Garage.
<br />2. Payment Terms. For the services described in Exhibit A, the City agrees to pay
<br />Contractor a total amount that shall not exceed Twenty-one Thousand Dollars ($21,000), which
<br />amount shall include all expenses. Contractor's bill shall include the following information for
<br />the project: a brief description of services performed, the date the services were performed, the
<br />number of hours spent and by whom, a brief description of any costs incurred, percent
<br />completion to date of each task and subtask, total of prior billings, amount for billing period,
<br />total billing to date. In no event shall Contractor submit any billing for an amount in excess of
<br />the maximum amount of compensation provided for in this section.
<br />3. Term of Performance. Contractor shall begin performing the services set forth
<br />in Exhibit A as soon as he or she is notified. by the City. Contractor shall thereafter perform and
<br />complete all services by no later than one year from the Effective Date.
<br />4. Independent Contractor. At all times during; the term of this Agreement,
<br />Contractor, its employees and agents shall be independent contractors and not employees or
<br />agents of the City. Contractor, its employees and agents shall have no authority, express or
<br />implied, to bind the City to any obligation whatsoever.
<br />5. Assi£nment and Subcontractine. It is recognized by the parties hereto that a
<br />substantial inducement to City for entering into this agreement was, and is, the qualifications and
<br />competence of Contractor. Therefore, Contractor shall not subcontract, assign or transfer any
<br />portion of the performance contemplated and provided for in this Agreement without the
<br />approval of the City Manager. Contractor shall not subcontract any portion of the performance
<br />contemplated and provided for herein without prior written approval of the City.
<br />6. Hold Harmless. Contractor shall, to the fullest extent allowed by law, with
<br />respect to all services performed in connection with this Agreement, defend with counsel
<br />acceptable to City, indemnify, and hold City, its officers, employees, agents, and volunteers,
<br />harmless from and against any and all claims that arise out of, pertain to, or relate to the
<br />negligence, recklessness, or willful misconduct of the Contractor, subcontractor, or anyone
<br />directly or indirectly employed by any of ahem or anyone for whose acts any of them may be
<br />liable ("Claims"). Contractor will bear all :losses, costs, damages, expense and liability of every
<br />kind, nature and description, including attorneys' fees, experts fees, court costs and
<br />REV: 08-28-19 E(
<br />ATTY/AGR.2019.222/Norcal Alarm (Page 1 of G)
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