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LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND Arizona Recteation/JP & Sons Mohave IFB 190-1121 Joint Venture THIS LINKING AGREEMENT (this “Agreement”) is entered into as of this day of , 2021, between the City of Glendale, an Arizona municipal corporation (the “City”), and Atizona Recreation/JP & Sons Mohave IFB 190-1121 Joint Venture, a(n) Arizona corporation authorized to do business in Arizona (“Contractor”), collectively, the “Parties.” RECITALS On February 21, 2020 under the Mohave Cooperative Purchasing Agreement, the Mohave Educational Services, Inc., entered into a contract with Contractor to purchase the goods and services described in the 190-ARJP-0221(“Cooperative Purchasing Agreement”), which is attached hereto as Exhibit A. The Cooperative Purchasing Agreement permits its cooperative use by other governmental agencies including the City. Section 2-149 of the City’s Procurement Code permits the Materials Managet to procure goods and services by participating with other governmental units in cooperative purchasing agreements when the best interests of the City would be served. Section 2-149 also provides that the Materials Manager may enter into such cooperative agreements without meeting the formal or informal solicitation and bid requirements of Glendale City Code Sections 2-145 and 2-146. The City desires to contract with Contractor for supplies or services identical, or nearly identical, to the supplies or services Contractor is providing other units of government under the Cooperative Purchasing Agreement. Contractor consents to the City’s utilization of the Cooperative Purchasing Agreement as the basis of this Agreement, and Contractor desires to enter into this Agreement to provide the supplies and services set forth in this Agreement. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated by reference, and the covenants and promises contained in this Linking Agreement, the parties agree as follows: 1 Term of Agreement. The City is purchasing supplies and/or services from Contractor pursuant to the Cooperative Purchasing Agreement. According to the Cooperative Purchasing Agreement, purchases can be made by governmental entities from the date of award, which was February 21, 2020, until the date the contract expires on February 21, 2022 unless the term of the Cooperative Purchasing Agreement is extended by the mutual agreement of the original contracting parties. The Cooperative Purchasing Agreement, however, may not be extended beyond February 21, 2025. The initial period of this Agreement, therefore, is the period from the Effective Date of this Agreement until February 21, 2022. The City may renew the term of this Agreement for (3) one-year periods until the 1/2/2020 Cooperative Purchasing Agreement expires on February 21, 2025. Glendale renewals ate not automatic and shall only occur if the City gives the Contractor notice of its intent to renew. The City may give the Contractor notice of its intent to renew this Agreement 30 days prior to the anniversary of the Effective Date to effectuate such renewal. Scope of Work: Terms, Conditions, and Specifications. A Contractor shall provide City the supplies and/or setvices identified in the Scope of Work attached as Exhibit B. B. Contractor agrees to comply with all the terms, conditions and specifications of the Cooperative Purchasing Agreement. Such terms, conditions and specifications are specifically incorporated into and are an enforceable part of this Agreement. Compensation. A. City shall pay Contractor compensation at the same rate and on the same schedule as provided in the Cooperative Purchasing Agreement, which is attached hereto as Exhibit C. B. The total purchase price for the supplies and/or services purchased under this Agreement shall not exceed Two Million dollars ($2,000,000) for the entire term of the Agreement (initial term plus any renewals). Cancellation. This Agreement may be cancelled pursuant to A.R-S. § 38-511. Non-discrimination. Contractor must not discriminate against any employee or applicant for employment on the basis of race, color, religion, sex, national origin, age, marital status, sexual orientation, gender identity or expression, genetic characteristics, familial status, U.S. military veteran status or any disability. Contractor will require any Sub-contractor to be bound to the same requirements as stated within this section. Contractor, and on behalf of any subcontractors, watrants compliance with this section. Insurance Certificate. A certificate of insurance applying to this Agreement must be provided to the City prior to the Effective Date. E-verify. Contractor complies with A.R.S. § 23-214 and agrees to comply with the requirements of A.R-S. § 41-4401. No Boveott of Israel. To the extent A.R.S § 35-393 through § 35-393.03 are applicable, the parties hereby certify that they are not currently engaged in, and agree for the duration of the Agreement to not engage in, a boycott of goods or services from Israel, as that term is defined in A.RS § 35-393. Attestation of PCI Compliance. When applicable, the Contractor will provide the City annually with a Payment Card Industry Data Security Standard (PCI DSS) attestation of compliance certificate signed by an officer of Contractor with oversight responsibility. 4/29/2021 10. Notices. Any notices that must be provided under this Agreement shall be sent to the Parties’ respective authorized representatives at the address listed below: City of Glendale c/o Timothy Rastedt, CIP Project Manager 6210 W. Myrtle Avenue Suite 111, Building "A" Glendale, AZ 85301 And Atizona Recreation/JP & Sons Mohave IFB 190-1121 Joint Venture c/o Tim Nolan, Principal P.O. Box 93398 Phoenix, AZ 85048 tim@azrec.com IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year set forth above. “City” City of Glendale, an Arizona municipal corporation By: Kevin R. Phelps City Manager ATTEST: Julie K. Bower (SEAL) City Clerk APPROVED AS TO FORM: Michael D. Bailey City Attorney “Contractor” Arizona Recreation/JP & Sons, an Arizona corporation By: AAA 7 “, Name: Tim Nolan Title: Principal 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND Atizona Recreation/JP & Sons Mohave IFB 190-1121 Joint Venture EXHIBIT A (IFB 190-1121, Playground, Splash Pad, Outdoor Fitness and Related Equipment, Awatd Letter Documentation, Contract Extension Letter) 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND Arizona Recteation/JP & Sons Mohave IFB 190-1121 Joint Venture EXHIBIT C METHOD AND AMOUNT OF COMPENSATION Payment in full based on City of Glendale approval of work completed and subject to payment schedule by the city once the invoice has been received and processed. Method and pricing for compensation will be based on the Mohave Contract #190-ARJP-0221. NOT TO EXCEED AMOUNT The total amount of compensation paid to Contractor for full completion of all work required by the Project must not exceed $2,000,000 for the entire term of the Agreement (initial term plus any renewals). DETAILED PROJECT COMPENSATION City shall pay Contractor compensation in accordance with the rates as set forth in the Mohave Cooperative Purchasing Agreement Contract# 190-ARJP-0221 for Playground, Splash Pad, Outdoor Fitness and Related Equipment. Projects shall be quoted in writing and shall be reviewed by an authorized City of Glendale representative who shall verify that it meets the contractual pricing before any work begins. Once the project has been completed, Contractor shall provide a detailed invoice to the City of Glendale. All invoices must match the quote provided and be confirmed by the City of Glendale authorized representative prior to paying, No terms set forth in any invoice, purchase order, or similar document issued by Contractor will be deemed accepted by the City; the terms of the contractual telationship between the Parties are as set forth in this Agreement. 4/29/2021 LINKING AGREEMENT BETWEEN THE CITY OF GLENDALE, ARIZONA AND Arizona Recreation/JP & Sons Mohave IFB 190-1121 Joint Venture EXHIBIT B Scope of Work PROJECT In accordance with the terms and conditions of this agreement and Mohave Cooperative Purchasing Agreement, Contract## 190-ARJP-0221 for Playground, Splash Pad, Outdoor Fitness and Related Equipment, the City is retaining Arizona Recreation/JP & Sons for design, demolition, construction, equipment, materials, installation, restoration, and related services for Citywide Parks, Recreation Facilities, Aquatics Centers, and Splash Pads on an as needed basis. 4/29/2021