4A Public Hearing 2016 0516 - Laserfiche WebLink

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2b. Standard of Performance. Climates LLC shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Climates LLC is engaged. 2c. Assignment of Personnel. Climates LLC shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Climates LLC shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. 2d, Time. Climates LLC shall devote such time to the performance of services pursuant to rhis Agreement as may be reasonably necessary to meet the standard of performance and to satisfy Climates LLC's obligations hereunder. 2e. Community Workforce Agreement. Clirnatec LLC shall be required to comply with the provisions of the San Leandro Community Workforce Agreement (Attachment F) effective January 1, 2016. 3. INVOICING & PAYMENTS. Clirnatec LLC may invoice the Purchaser for any equipment and/or materials installed at a job site, Purchaser agrees to pay Climates LLC amounts invoiced upon receipt of invoice. Waivers of lien will be furnished upon request, as the work progresses; to the extent payments are received. If Climates LLC's invoice is not paid within 30 days of its issuance, it is delinquent and Climates LLC may add 1% per month interest onto delinquent amounts. 3.1 Uontbly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Climates LLC. 3.2 Final Payment. City shall pay the last 5% of the total sum due pursuant to this Agreement within 60 days after completion of the services and submittal to City of a final invoice, if all services required have been satisfactorily performed. 3.3 Total Payment. City shall pay for the services to be rendered by Climates LLC pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Climates LLC in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Climates LLC submit any invoice for an amount in excess of the maximum amount of compensation provided above for the entire Agreement, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment. 3.4 Payment of Taxes. Climates LLC is solely responsible for the payment of employment taxes incurred under this Agreement and any similar federal or state taxes. 3.5 Payment upon Termination. In the event that the City or Climates LLC terminates this Agreement pursuant to Section 8, the City shall compensate the Climates LLC for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Climates LLC shall maintain adequate logs and timesheets to verify costs incurred to that date. 3.6 Authorization to Perform Services, Climates LLC is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of Notice to Proceed from the Contract Administrator. 4. INDEPENDENT CONTRACT. It is agreed between Purchaser and Climates LLC that Climates LLC shall perform the Work as an independent contractor. Clirnatec LLC may use subcontractors to perform work hereunder, provided Climatec LLC shall fully pay said subcontractors and in all instances remain fully responsible for (a) the proper completion of this agreement and (b) supervising such subcontractor's work and for the quality of the work they produce. /�. City of San Leandro CLIMAT EC Installation Agreement Page 3of10