HomeMy WebLinkAbout20213523.tiffRESOLUTION
RE: APPROVE ASSIGNMENT OF SERVICE CONTRACT FROM CUSHMAN AND
WAKEFIELD U.S., INC., TO FACILITIES DEPARTMENT FOR PROPERTY
MANAGEMENT, AND EXTENSION OF AGREEMENT FOR COMMERCIAL CLEANING
SERVICES AND AUTHORIZE CHAIR TO SIGN - COMMERCIAL CLEANING
SYSTEMS
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, Weld County has previously contracted with Cushman and Wakefield U.S.,
Inc., to provide building management services for the County's building located at 822 7th Street,
Greeley, Colorado 80631, and the County now intends to assume all building management
services, and
WHEREAS, as a part of the building management services, Cushman and Wakefield U.S.,
Inc., previously contracted with Commercial Cleaning Systems for commercial cleaning services,
and
WHEREAS, the Board has been presented with an Assignment of Service Contract from
Cushman and Wakefield U.S., Inc., to the Facilities Department for Property Management, and
an Extension of Agreement for Commercial Cleaning Services between the County of Weld, State
of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of
the Facilities Department, and Commercial Cleaning Systems, commencing January 1, 2022, and
ending December 31, 2022, with further terms and conditions being as stated in said contract and
agreement, and
WHEREAS, after review, the Board deems it advisable to approve said contract and
agreement, a copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of
Weld County, Colorado, that the Assignment of Service Contract from Cushman and Wakefield
U.S., Inc., to the Facilities Department for Property Management, and Extension of Agreement
for Commercial Cleaning Services between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Facilities
Department, and Commercial Cleaning Systems, be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said contract and agreement.
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2021-3523
BG0023
ASSIGNMENT OF SERVICE CONTRACT FROM CUSHMAN AND WAKEFIELD U.S., INC., TO
FACILITIES DEPARTMENT FOR PROPERTY MANAGEMENT, AND EXTENSION OF
AGREEMENT FOR COMMERCIAL CLEANING SERVICES - COMMERCIAL CLEANING
SYSTEMS
PAGE 2
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 22nd day of December, A.D., 2021.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: diet
Weld County Clerk �to/the Board
B4Otricfroi . td6m,
Deputy Clerk to the Boar
APP • a, AS T
County A orney Date of signature:' 71-Z it(
Steve oreno hair
. James, Pro-Tem
SED
L. Buck
Lori Sain
2021-3523
BG0023
FACILITIES DEPARTMENT
PHONE: (970) 304-6531
FAX: (970) 304-6532
WEBSITE: www.co.weld.co.us
1105 H STREET
P.O. BOX 758
GREELEY, COLORADO 80632
December 15, 2021
To: Board of County Commissioners
From: Toby Taylor
Subject: 822 7th Street Contract Assignment — Commercial Cleaning Services
Cushman & Wakefield has acted on behalf of Weld County as an agent to manage the property located at
822 7th Street. As such, Cushman & Wakefield established a contract for custodial services with
Commercial Cleaning Systems.
The County has elected to manage the property at 822 7th Street beginning December 30, 2021. As a
result, the services of Cushman & Wakefield are no longer required. Further and to preclude interruption
of services at the property, attached is an agreement to assign the above services from Cushman &
Wakefield to Weld County.
Therefore, the Facilities Department is recommending reassignment of this service contract for custodial
services until December 31, 2022.
If you have any questions, please contact me at extension 2023.
Sincerely,
Toby Taylor
Director
2021-3523
L Z/ZZ B e7OOZ3
ASSIGNMENT OF SERVICE CONTRACT FROM CUSHMAN & WAKFIELD AND
EXTENSION OF AGREEMENT - COMMERCIAL CLEANING SYSTEMS
THIS ASSIGNMENT AND AGREEMENT is made and entered into this 12th day of
December, 2021, by and between the Board of Weld County Commissioners, on behalf of
Facilities Department ("County"), and Cushman & Wakefield U.S. Inc. ("Cushman"), and
Commercial Cleaning Systems LLC ("Contractor").
WHEREAS, County has previously contracted with Cushman to provide building
management services for the County's building located at 822 7th Street, Greeley, CO, 80631, and
County now intends to assume all those building management services, and
WHEREAS, as part of its building management services, Cushman previously contracted
with Contractor to provide services as outlined in the attached Service Contract, and
WHEREAS, the Parties desire to assign the attached Service Contract from Cushman to
County, and to extend the term of such Service Contract as described herein.
NOW, THEREFORE, in consideration of the mutual promises and covenants contained
herein, the parties hereto agree as follows:
1. Assignment. Cushman hereby assigns all of its interests, obligations, and liabilities in the
Service Contract to County, and County hereby consents to such assignment. Contractor agrees
that Cushman shall have no further interest, obligation, or liability to Contractor under the Service
Contract.
2. No existing breach or default. All Parties agree that no breach or default exists under the
existing Service Contract, and that all compensation earned and owed has been fully paid and
satisfied.
3. Extension of Term. County and Contractor agree to extend the term of the Service
Contract until December 31, 2022.
CUSHMAN & WAKEFIELD U.S., INC.:
Steve Digitally signed by
By: Steve Hamilton
Name: Hamilton uate: 2021.12.14
Title: 11:12:38 -07'00'
Date of Signature
CONTRACTOR:
COMMERCIAL CLEANING SYSTEMS LLC
IZ IS iZal
Date of Signature
WELD CO
ATTEST.
Weld you Clerk to the Bard
BY
Deputy Clerk ¢' the : oard
2
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
Moreno, Chair EEC 2 2 2021
,35023
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A Company but to Servo
COMMERCIAL CLEANING SYSTEMS SERVICES AGREEMENT
THIS COMMERCIAL CLEANING SYSTEMS SERVICES AGREEMENT (this
"Agreement") is made and entered into as of January 1ST, 2022, by and
between COMMERCIAL CLEANING SYSTEMS, LLC ("CCS") Weld
County, CUSTOMER "Client").
In consideration of the mutual covenants, promises and stipulations herein, each of CCS and Client
hereby mutually agree as follows:
1. SERVICES, PERFORMANCE AND TERM OF AGREEMENT
(a) CCS agrees to perform janitorial services (the "Services") for Client
in accordance with the specifications set forth on Exhibit A hereto (as such specifications
may be amended from time to time, the "Specifications"). The Services shall be performed
at 822 7th Street, Greeley, CO 80631 (the "Work Site"). This Agreement shall be effective
on January 1st, 2022 (the "Commencement Date").
(b) All Services shall be performed by CCS in a good and workmanlike
manner and substantially in accordance with the Specifications. CCS's supervisory
personnel shall also provide regular and systematic inspections of the Work Site to ensure
the Services are being performed in accordance with the Specifications and the other terms
of this Agreement. If material deficiencies are found, CCS agrees to remedy any such
deficiencies within three (3) business days after discovery, or as otherwise agreed to by the
parties. CCS shall exercise reasonable due diligence in assuring that only CCS personnel shall
have access to the Work Site in connection with the provision of the Services.
(c) All tools, equipment and non -consumable materials required to
perform the Services in accordance with the Specifications, as determined in the sole
discretion of CCS, shall be furnished, and paid for by CCS. All consumable products and
materials shall be furnished and paid for by Client and must be provided to CCS as
requested. CCS shall not be responsible or liable in any respect for a failure to render
Services resulting from Client's failure to provide consumable products and materials in a
timely matter.
(d) CCS shall not be responsible for any failure to render Services due
to causes beyond its control, including, but not limited to, unusual weather conditions, labor
unrest, fires, civil disobedience, riots, rebellions, acts of God or similar occurrences.
Services shall be commenced or recommenced, as applicable, by CCS as soon as possible
after the cessation of such cause.
2. PAYMENT, SCHEDULE, AND TERMS
(a) Services shall be provided in accordance with the following
schedule, provided per Exhibit A.
(b) In consideration of the performance of the Services, Client shall pay
to CCS a monthly fee (the "Monthly Fee") as indicated in the pricing page attached as Exhibit
A per the agreed upon Specifications. The Monthly Fee is due and payable on the 1st of
each month. Services that are outside the scope of the Specifications, and requested by
Client either in writing or verbally, shall be invoiced by CCS promptly upon performance and
must be paid within thirty (30) days of invoicing. All past due amounts shall accrue interest
at the rate of 1.5% per month. If any payment due under this Agreement is not paid when
due, CCS shall have the option to terminate this Agreement immediately upon five (5) days'
notice and cease performing Services without penalty; provided that any termination by
CCS pursuant to this provision shall not relieve Client of the obligation to pay for all Services
performed by CCS prior to termination. Failure of CCS to enforce at any time any of the
payment provisions of this Agreement shall in no way be construed to be a waiver of any
right of CCS with respect to this or any other provision of this Agreement.
(c) In the event that CCS experiences any increase in the costs
associated with performing the Services, whether or not anticipated, caused directly or
indirectly as a result of: (1) Federal, state or local taxes, levies, assessments, or required
withholdings imposed or assessed on amounts payable to and/or by CCS hereunder or by
or in respect of CCS to its personnel; (2) Federal, state or local minimum wage rates,
mandated paid time off and/or sick leave, changes in overtime wage regulations, uniform
maintenance expenses or other required employee allowances, licensing fees, or wage,
medical, welfare and other benefit costs under collective bargaining agreements; (3) costs
related to insurance and/or workers' compensation; (4) costs related to medical and/or
welfare benefits and other requirements, including without limitation costs incurred by CCS
pursuant to applicable federal, state and/or local law, including, without limitation
"Healthcare Reform Legislation Costs" (as defined below) or (5) other changes in applicable
laws, regulations, ordinances, permitting requirements or similar governmental or quasi -
governmental actions that impact the operation of CCS's business, the then current
Monthly Fee and the billing rate for any other Services being provided to Client (collectively,
"Billing Rates") shall be increased, in an amount necessary to reflect such increases in costs,
as determined in CCS's sole and absolute discretion. CCS will provide Client with no less
than thirty (30) days' written notice of any changes in Billing Rates pursuant to this
provision, after which time such increased Billing Rates shall take immediate effect.
"Healthcare Reform Legislation Costs" shall mean the costs and/or assessments incurred by
CCS in respect of the employee medical and/or welfare benefits and other requirements
under the Patient Protection and Affordable Care Act of 2010 and the related statutes and
regulations, as each may be amended from time to time.
3. RELATIONSHIP BETWEEN THE PARTIES
(a) CCS shall always remain an independent contractor with Client and
no agency relationship of any kind shall exist or be deemed to exist between the parties.
All employees furnished by CCS to perform the Services will be employees or subcontractors
of CCS and will always be subject to the direct supervision and control of CCS.
(b) CCS maintains responsibility for (1) paying the salaries, taxes
(including, but not limited to: Federal social security taxes; Federal and state unemployment
taxes; worker's compensation; premiums and license fees), all benefits and all other
expenses relating to each such employee of CCS, and (2) procuring necessary insurance for
its employees, as determined in its sole discretion, including workers' compensation
insurance within statutory limits of coverage, employer's liability insurance, comprehensive
general and automobile liability insurance coverage.
4. INDEMNITY
(a) Client agrees to indemnify, defend, and hold harmless CCS and its
officers, directors, employees, and agents from and against any and all costs, losses,
expenses, actions, claims, damages and liabilities (including attorneys' and other
professionals' fees), to the extent the same result from the gross negligence or willful
misconduct of Client.
(b) CCS agrees to indemnify, defend, and hold harmless Client and its
officers, directors, employees, and agents from and against any and all costs, losses,
expenses, actions, claims, damages and liabilities (including attorneys' and other
professionals' fees), to the extent the same result from the gross negligence or willful
misconduct of CCS
(c) Notwithstanding the foregoing, except for tort damages in
connection with a personal injury claim, in no event shall either party be liable to the other
party for any consequential, indirect, or unforeseeable damages including, without
limitation, loss of use or loss of anticipated profits, regardless of the basis of legal liability
therefor.
5. ASSIGNMENTS
This Agreement shall inure to the benefit of and be binding upon the heirs, personal
representatives, assignees, and successors of both parties hereto. It is agreed by the
parties that there will be no assignment or transfer of this Agreement, nor of any interest
in this Agreement, without the written consent of the other parties.
6. LEGALITY OF CONTRACT
If any part, term, or provision of this Agreement is held by any Court of competent
jurisdiction to be illegal or to be in conflict with any law of the State of California, the
validity of the remaining portions and provisions shall not be affected, and the rights and
obligations of the parties shall be construed and enforced as if the Agreement did not
contain a particular part, term or provision held to be invalid.
7. LEGAL ACTION
Any action or lawsuit in equity of judicial proceeding for the enforcement of this
Agreement or any provision thereof shall be instituted only in the courts of the State of
California. This Agreement shall be governed by the laws of the State of California, both
as to interpretation and performance. Any court of competent jurisdiction in the county
in which the Services are being performed, in the State of California, may hear any such
action. If any legal action is necessary to enforce the terms of this Agreement, the
prevailing party shall be entitled to reasonable attorneys' fees and costs from the
opposing party.
8. REPRESENTATIONS AND MODIFICATIONS
This Agreement contains the entire agreement made between the parties hereto, and no
statement, promises or inducements made by either party or an agent of either party that
is not contained in this Agreement, shall be valid or binding. This Agreement may not be
enlarged, modified, or altered except in writing and signed by the parties and endorsed
hereon, except as specifically provided herein.
9. NOTICES AND PLACE OF PAYMENT
All notices given hereunder shall be in writing and shall be delivered in person or sent by
mail to the parties at their respective addresses given herein below. The addresses to
which notices, demands and communications may be given by any party may be changed
by written notice given by such party to the other pursuant to this paragraph. All
payments to be made by Client under this Agreement shall be made to CCS at the below
address or such other address as is provided by CCS from time to time, or at any other
address when proper notice is given pursuant to this paragraph.
Addresses for notice:
Commercial Cleaning Systems
Weld County
1485 South Lipan Street
1105 H Street, P.O. Box 758
Denver, CO 80223
Greeley, CO 80631
10. TERMINATION
This Agreement may be terminated by any party at any time with or without cause upon
thirty (30) days' written notice; provided, however, that CCS is permitted to terminate
this Agreement immediately for non-payment pursuant to Section 2 above.
11. PRICING & SERVICES
The Billing Rates on the attached Exhibit A are based upon the Specifications agreed to by
the parties. Should any changes to these Specifications occur, CCS shall be entitled to
adjust the Billing Rates, accordingly, as determined in CCS's sole and absolute discretion.
CCS will provide Client with no less than thirty (30) days' written notice of any changes in
Billing Rates pursuant to this provision, after which time such increased Billing Rates shall
take immediate effect. Should Client request any additional one-time cleaning tasks, such
Services shall be provided at CCS's current Billing Rate therefor, which will be provided to
Client in writing upon request. CCS shall not provide any Services not expressly
contemplated by this Agreement without Client's advance approval. Client agrees to pay
for all Services as set forth in Section 2 above. If Client fails to pay any amount due and
owing under this Agreement when due, Client agrees to pay all costs incurred by CCS as a
result of non-payment or to obtain payment, including the fees and costs of any third
parties employed to seek collection, attorneys' fees and costs of litigation.
The undersigned represents that he/she has the authority to execute this Agreement on
behalf of Client.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by
their duty as authorized representatives as of the day and year first written above.
COMMERCIAL CLEANING SYSTEMS MANAGEMENT NAME
By: By:
Name: SERGIO MARTINEZ Name:
Title: GENERAL MANAGER Title:
Date: 12/08/2021 Date:
EXHIBIT A
Pricing and Services
SERVICES
MONTHLY COST
NghttinelanIorial
Vacancy Credit
2021 $01)852 per square foot
$0.0724 per square foot
SERVICES
MONTHLY COST
P ghtttimelanitorial
Vacancy Credit $01)745 per square foot
2022 $0.077 per square foot
Consumables:
Paper, soap, and liner products: We are being advised by our supplier of the following projected
consumable product increases:
• Paper: 4 — 5%
• Soap: 4%
• Liners: 5 —10%
ASSIGNMENT OF SERVICE CONTRACT FROM CUSHMAN AND WAKEFIELD, U.S. INC.
TO FACILITIES DEPARTMENT FOR PROPERTY MANAGEMENT AND EXTENSION OF
AGREEMENT FOR COMMERCIAL CLEANING SERVICES
APPROVED AS T SUBSTANCE:
Elected 0 ' or Department Head
APPROVED AS TO FUNDING:
Controller
APPROVED AS TO FORM:
County Attorney
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