Agmt12 Cal-West Lighting and Signal Maintenance

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ORIGIN�L GENERAL SERVICES AGREEMENT Cal-West Lighting and Signal Maintenance This Agreement is made and entered into between the City of Redwood City ("City"), a municipal corporation, and Cal-West Li�h, tin�and Signal Maintenance, Inc. ("Contractor") as of 9(f�(f Ythe "Effective Date"). In consideration of their mutual covenants, the parties h�retc�agree as follows: 1. Scope of Work. Subject to the terms and conditions of this Agreement, Contractor shall provide those services described in Exhibit A and incorporated herein by reference. In summary, the scope of services includes but it not limited to electrical maintenance of traffic signals, street lights, lighted crosswalks, decorative lighting, and Underground Service Alert utility marking. 2. Pavment Terms. For the services described in Exhibit A, the City agrees to pay Contractor a total amount that shall not exceed two hundred thousand dollars ($200,000), payable as set forth in Exhibit B incorporated herein by reference, which amount shall include all expenses. Contractor shall submit progress billings on a monthly basis, if applicable. Contractor's bill shall include the following information for the project: a brief description of services performed, the date the services were performed, the number of hours spent and by whom, a brief description of any costs incurred, percent completion to date of each task and subtask, total of prior billings, amount for billing period, total billing to date. In no event shall Contractor submit any billing for an amount in excess of the maximum amount of compensation provided for in this section. 3. Term of Performance. The term of this Agreement is one year with the Agreement ending on September 10, 2013. Contractor shall begin performing the services set forth in Exhibit A as soon as he or she is notified by the City and shall perform such services in accordance with the schedules set forth in Exhibit A. 4. Independent Contractor. At all times during the term of this Agreement, Contractor, its employees and agents shall be independent contractors and not employees or agents of the City. Contractor, its employees and agents shall have no authority, express or implied, to bind the City to any obligation whatsoever. 5. Assi�nment and Subcontracting. It is recognized by the parties hereto that a substantial inducement to City for entering into this agreement was, and is, the qualifications and competence of Contractor. Therefore, Contractor shall not subcontract, assign or transfer any portion of the performance contemplated and provided for in this Agreement without the approval of the City Manager. Contractor shall not subcontract any portion of the performance contemplated and provided for herein without prior written approval of the City. 6. Indemnification. Contractor agrees to defend, indemnify and hold harmless the City, its officers and employees, from and against all claims, demands, General Services Agreement between the City of Retlwood City antl REV:08-15-12 JS Cal-West Lighting and Signal Maintenance, Inc. ATTY/AGR/2012.104/CAL-WEST LIGHT&SIGNAL MAINTENANCE INC Page 1 of 12