Loading...
HomeMy WebLinkAboutO-1992-1853 . . ORDINANCE NO. 1853 AN ORDINANCE APPROVING AND AUTHORIZING A CONTRACT BETWEEN THE CITY OF LA PORTE AND SWEET PEE I S DAY CARE AND LEARNING CENTER, FOR SITTING SERVICES AT THE LA PORTE RECREATION/FITNESS CENTER; MAKING VARIOUS FINDINGS AND PROVISIONS RELATING TO THE SUBJECT; FINDING COMPLIANCE WITH THE OPEN MEETINGS LAW; AND PROVIDING AN EFFECTIVE DATE HEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF LA PORTE: Section 1. The City Council hereby approves and authorizes the contract, agreement or other undertaking described in the title of this ordinance, in substantially the form as shown in the document which is attached hereto and incorporated herein by this reference. The City Manager is hereby authorized to execute such document and all related documents on behalf of the City of La Porte. The City Secretary is hereby authorized to attest to all such signatures and to affix the Seal of the City to all such documents. Section 2. The City Council officially finds, determines, recites and declares that a sufficient written notice of the date, hour, place and subject of this meeting of the City Council was posted at a place convenient to the public at the City Hall of the Ci ty for the time required by law preceding this meeting, as required by the Open Meetings Law, Article 6252-17, Texas Reyised civil Statutes Annotated; and that this meeting has been open to the public as required by law at all times during which this ordinance and the subject matter thereof has been discussed, considered and formally acted upon. The City Council further ratifies, approves and confirms such written notice and the contents and posting thereof. Section 3. This Ordinance shall be effective from and after its passage and approval, and it is so ordained. PASSED AND APPROVED, this the 27th day of July, 1992. CITY OF LA PORTE t:~t4-, c:'#1~~ /N '.rman L. Malone, Mayor ...... ATTEST: t2kw~ Cherie Black, City Secretary ~: ~ ~ ~ 12::i~~ Knox W. ASkins, City AttOrney : . e EXHIBIT "A" STATE OF TEXAS { { COUNTY OF HARRIS { INDEMNIFICATION AGREEMENT THIS AGREEMENT, made this J1P-day of ~ ' 1992, by the undersigned Contractor, (hereinafter ref re to as "Indemnitor"), in favor of the City of La Porte, a municipal corporation, and Harris County, Texas, and their respective legal representatives, landlords, agents, employees, officers, and directors, (herein collectively called the "Indemnitees"). In consideration of Indemnitees permitting the Indemnitor or its agents, employees and representative (including subcontractors) to enter upon and to place, construct or service equipment or material upon premises owned or controlled by Indemnitees, and/or to use any equipment owned or controlled by Indemnitees, Indemnitor agrees as follows: 1.0 INDEMNITY. To the fullest extent permitted by applicable law, Indemnitor shall and does hereby agree to indemnify, protect, hold harmless and defend the City of La Porte, a municipal corporation, and Harris County, Texas, and their respective legal representa- tives, landlords, agents, employees, officers, and directors, (herein collectively called the "Indemnitees") from and against all claims, demands, damages, injuries, losses, liens, causes of action, suits, judgments, liabilities, costs, and expenses, including court costs and attorney's fees, of any'nature, kind or description (including without limitation, claims for injuries to or death of any person, or damages to or loss of any property) of any person or entity ( incl uding but not 1 imi ted to employees, agents, and subcontractors of Indemnitor, and their dependents, and personal representatives, or other third parties), directly or indirectly arising out of, caused by, in connection with, or resulting from (in whole or in part), (a) the presence or activity of Indemnitor, its employees, agents and representatives, (including subcontractors on Indemnitees premises, (b) the condition of the Indemnitees premises, the adjoining land, or any of the driveways, streets, or alleys used in connection with the services of Indemnitor, (c) the use of any equipment by Indemnitor on Indemnitees premises, whether belonging to Indemnitor, Indemnitees, or otherwise, or the condition of said equipment, or . . (d) any act or omission of Indemnitor, any subcontractor, any of their respective employees, agents, servants, officers, directors, partners, or anyone directly or indirectly employed by Indemnitor or any subcontractor, or anyone that either Indemnitor or any subcontractor controls or exercises control over (herein collectively called the "Liabilities"). THE OBLIGATIONS OF INDEMNITOR UNDER THIS INDEMNIFICATION SHALL APPLY TO LIABILITIES EVEN IF SUCH LIABILITIES ARE CAUSED IN WHOLE OR IN PART BY THE SOLE OR CONCURRENT NEGLIGENCE OF ANY INDEMNITEE, AND WHETHER OR NOT SUCH SOLE OR CONCURRENT NEGLIGENCE WAS ACTIVE OR PASSIVE. Indemni tor shall promptly advise Indemni tees in writing of any action, administrative or legal proceeding or investigation as to which this indemnification may apply, and Indemnitor, at Indemnitor's expense, shall assume on behalf of Indemnitees (and the other Indemnitees) and conduct with due diligence and in good faith the defense thereof with counsel satisfactory to Indemnitees; provided, however, that Indemnitees shall have the right, at its option, to be represented therein by advisory counsel of its own selection and at its own expense. In the event of failure by the Indemni tor to fully perform in accordance with this Indemnification Agreement, Indemnitees, at its option, and without relieving Indemnitor of its obligations hereunder, may so perform, but all costs and expenses so incurred by Indemnitees in that event shall be reimbursed by Indemnitor to Indemnitees, together with interest in the same from the date any such expense was paid by Indemnitees until reimbursed by Indemnitor, at the highest lawful rate of interest allowed under applicable usury laws of the State of Texas (or if no maximum rate is applicable, at the rate of eighteen percent (18%) per annum). This indemnification shall not be limited to damages, compensation or benefits payable under insurance policies, worker's compensation acts, disability benefit acts or other employees' benefit acts. It is agreed with respect to any legal limitations now or hereafter in effect and affecting the validity or enforceability of the indemnification obligation under this Section 1.0, such legal limitations are made a part of the indemnification obligation and shall operate to amend the indemnification obligation to the minimum extent necessary to bring the provision into confor.mity with the requirements of such limitations, and as so modified, the indemnification obligation shall continue in full force and effect. 2.0 INDEMNITOR'S INSURANCE. Indemnitor shall, at its sole cost and expense, maintain in effect at all times insurance coverages with limits not less than those set forth below in the Schedule of Insurance Coverages with insurance companies licensed to do business in the State of Texas (with a Best's rating of no less than A) and acceptable to Indemnitees and under forms of policies satisfactory to Indemni tees. All such policies shall be written on an occurrence (not claims made) basis. . . Schedule of Insurance Coverages Coverage Minimum Amounts and Limits (A) Worker's Compensation Worker's Compensation Employer's Liability Statutory Limits $500,000 The policy shall include a Waiver of Subrogation in favor of the Indemnitees (as defined in Section 1.0 of this Agreement). (B) Commercial General Liability Bodily Injury (Occurrence Basis) $1,000,000 each occurrence, or equivalent, subject to a $1,000,000 aggregate applicable to the Project. Property Damage (Occurrence Basis) $100,000 each occurrence, or equivalent, subject to a $1,000,000 aggregate applicable to the Project. This policy shall be on a form acceptable to Indemnitees, endorsed to include the Indemni tees as additional insureds, contain a Waiver of Subrogation in favor of the Indemnitees, and shall include the following coverages: (1) Premises/Operations (2) Independent Contractors (3) Broad Form Contractual Liability specifically in support of, but not limited to, the indemnity provisions contained herein (4) Broad Form Property Damage (5) Personal Injury Liability with employee and contractual exclusions removed (C) Comprehensive Automobile Liability Bodily Injury Property Damage $500,000 combined single limit $500,000 combined single limit 2.01 Indemnitor's Equipment Policy: Any such insurance policy covering Indemni tor's or its subcontractors' equipment against loss by physical damage shall include an endorsement waiving the insurer's right of subrogation against the Indemni tees. Such insurance shall be Indemnitor's and its subcontractors' sole and complete means of recovery for any such loss. Should Indemnitor or its subcontractors choose to self insure this risk, it is expressly agreed that the Indemnitor and its subcontractors hereby waive any claim for damage or loss to said equipment in favor of the Indemnitees. . . 2.02 Evidence of Insurance: Evidence of the insurance coverage required to be maintained by the Indemnitor under this Agreement, represented by Certificates of Insurance issued by the insurance carrier, must be furnished to the Indemnitees prior to Indemnitor commencing the Work. Such Certificates of Insurance shall specify the additional insured status required by this Agreement, waivers of subrogation, that all broad form general liability coverages are provided and other requirements set forth in this Agreement, and shall state that the Indemnitees will be notified in writing thirty (30) days prior to the cancellation, change, reduction in coverage, or non-renewal of such insurance at Indemnitees' address set forth on the first page of the Agreement. Indemnitor shall provide to Indemnitees a certified copy of any and all applicable insurance policies upon request of Indemnitees. Renewal policies, if necessary, shall be delivered to Indemnitees at least ten (10) days prior to the expiration of the previous policy. None of the requirements contained herein as to types, limits or Indemnitees' approval of insurance coverage to be maintained by Indemnitor is intended to and shall not in any manner limit, qualify or quantify the liabilities and obligations assumed by Indemnitor under the Contract Documents or otherwise provided by law. In the event of any failure by Indemnitor to comply with the provisions of this Agreement, Indemni tees may, without in any way compromising or wai ving any right or remedy at law or in equity, on notice to Indemni tor, purchase such insurance, at Indemnitor I s expense, provided that Indemnitees shall have no obligation to do so and if Indemnitees shall do so, Indemnitor shall not be relieved of or excused from the obligation to obtain and maintain such insurance amounts and coverages. 2.03 Subcontractor's Insurance: Insurance similar to that required of Indemnitor shall be provided by all subcontractors (or provided by Indemnitor on behalf of subcontractors) to cover their operations performed under the Contract Documents. Indemni tor shall be held responsible for any modification in these insurance requirements as they apply to subcontractors. Indemnitor shall maintain Certificates of Insurance from all subcontractors, enumerating, among other things, the wai vers in favor of, and insured status of, the Indemnitees, as required herein, and make them available to Indemnitees upon request. The term "subcontractor(s)" for the purposes of this Agreement shall include subcontractors of any tier. 2.04 Release and Waiver: Indemnitor hereby releases, and shall cause its subcontractors to release, Indemni tees and the other Indemnitees from any and all claims or causes of action whatsoever which Indemnitor and/or its subcontractors might otherwise now or hereafter possess resulting in or from or in any way connected with any loss covered or which should have been covered by insurance, including the deductible portion thereof, maintained and/or required to be maintained by Indemnitor and/or its subcontractors '" ., . e pursuant to the Contract Documents. Indemnitees hereby waives all claims against Indemnitor for damages caused by fire or other perils to the extent of the insurance proceeds which Indemnitees is entitled to retain from the policies described in this Agreement. 3.0 COMPLIANCE WITH LAWS. Indemnitor, in performing any labor or using any equipment of Indemnitees premises, as contemplated in this Agreement, will fully comply and ensure that its agents, employees, representatives and subcontractors conduct their activities on Indemnitees premises in a manner which will fully comply with all safety and health standards established by any appl icable federal, state or municipal statute, regulations or ordinance, including, without limitation, the federal Occupational Safety and Health Act, as amended. 4.0 COSTS. Should it become necessary for Indemnitees to incur any cost or expenses, whether direct or indirect, including, but not limited to, attorney's fees, investigator's fees, collection costs, or court costs, in connection with any claim or demand for which indemnification. is provided by this Agreement, or in connection wi th any attempt to recover losses incurred on such claims or demands, or in connection with the enforcement of this Agreement, Indemnitor agrees to fully reimburse Indemnitees for such costs and expenses. 5.0 SEVERABILITY. Any provision, covenant or agreement contained in this Agreement which is found to be prohibited by law or void or unenforceable shall not invalidate the remainder of this Agreement. 6.0 TERM OF AGREEMENT. This Agreement shall remain in full force and effect contemporaneously with City of La Porte RFP # 0043, contract for sitting services at the City of La Porte Recreation/ Fi tness Center, and any extensions thereof, and shall remain effective as to losses, liabilities and expenses, including claims therefor, arising prior to the date of expiration of said contract, and any extensions thereof. INDEMNITOR (Contractor) S~~e-~ Qu~~ Q".:\ ~~"'''1- (Name of Compan ) C~~t..~ By: ~~ ~~~~: ~~ INDEMNITEES City of La Porte By: Robert T. Herrera City Manager Harris County, Texas