HomeMy WebLinkAboutC-5016 - Purchase Agreement for Junior Lifeguard Uniform ApparelPURCHASE AGREEMENT
WITH QUIKSILVER, INC. FOR
JUNIOR LIFEGUARD UNIFORM APPAREL
THIS PURCHASE AGREEMENT ( "Agreement ") is made and entered into as of
this %,�Yh day of December, 2011 ( "Effective Date "), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and
QUIKSILVER, INC., a Delaware corporation ( "Vendor' or "Contractor'), whose principal
place of business is 15202 Graham Street, Huntington Beach, California 92649 and is
made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City conducts an annual Junior Lifeguard Program wherein enrolled participants
are supplied with Junior Lifeguard Uniforms and the option to purchase additional
apparel with the Junior Lifeguard logo.
C. City desires to engage Vendor to supply Junior Lifeguard program apparel
including, hats, backpacks, sweatshirts, t- shirts, rash guards, surf caps, beach,
towels, trunks and suits on an annual basis for the term of this Agreement
( "Project ").
D. Vendor has carefully reviewed and evaluated the specifications set forth by the
City for the Project, and is familiar with all conditions relevant to the performance
of services and has committed to perform all work required for the price specified
in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
The term of this Agreement shall commence on the effective date, and shall
terminate on December 15, 2014 unless terminated earlier as set forth herein.
2. SCOPE OF WORK
2.1 Vendor shall perform all the work and deliver all the Goods and materials as
described in the Scope of Work attached hereto as Exhibit A and incorporated herein by
this reference ( "Work" or "Goods "). As a material inducement to the City entering into this
Agreement, Vendor represents and warrants that Vendor is a provider of first class Work
and Goods and Vendor is experienced in performing the Work contemplated herein and,
in light of such status and experience, Vendor covenants that it shall follow the highest
professional standards in performing the Work required hereunder and that all materials
will be of good quality. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one or more first -class
firms performing similar work under similar circumstances.
2.2 Vendor shall perform everything required to be performed, and shall provide
and furnish all the labor, materials, necessary tools, expendable equipment and all
transportation services necessary for the Project.
3. TIME OF PERFORMANCE
3.1 Time of delivery is the essence of this Agreement. The City reserves the
right to refuse any Goods and to cancel all or any part of the Goods not conforming to
applicable specifications, drawings, samples or descriptions. Acceptance if any part of the
order for Goods shall not bind City to accept further shipments, nor deprive the City of the
right to return goods already accepted, at seller's expense. Over shipments and under
shipments shall be only as agreed to by the City.
3.2 Notwithstanding the foregoing, Vendor shall not be responsible for delays
due to causes beyond Vendor's reasonable control. However, in the case of any such
delay in the Goods to be provided for the Project, each party hereby agrees to provide
notice to the other party so that all delays can be addressed.
3.3 Vendor shall submit all requests for extensions of time for delivery in writing
to the Project Administrator (as defined in Section 5 below) at the start of the condition that
purportedly causes a delay. The Project Administrator shall review all such requests and
may grant reasonable time extensions for unforeseeable delays that are beyond Vendor's
control.
3.4 For all time periods not specifically set forth herein, Vendor shall respond in
the most expedient and appropriate manner under the circumstances, by telephone, fax,
hand - delivery or mail.
4. COMPENSATION
4.1 City shall pay Vendor for the goods on a fixed rate basis, in accordance with
the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit
A and incorporated herein by reference. No rate changes shall be made during the term
of this Agreement without the prior written approval of the City, except for the annual
adjustment to the rates as more particularly described Section 4.2 below.
4.2 As full compensation for the performance and completion of the Project as
required by the Scope of Work and Schedule of Billing Rates, City shall pay to Vendor and
Vendor accepts as full payment the sum of One Hundred Sixty Seven Thousand Forty
Five Dollars and 00 /100 ($167,045.00), per Agreement year, subject to an annual
adjustment of five percent (5 %) to the rates in proportion to the previous Agreement year
as more fully described below:
Year 1:
$167,045.00
Year 2:
$175,836.84
Year 3:
$185,091.41
Total
$527,973.25
Quiksilver, Inc. Page 2
4.2.1 Total compensation by City to Vendor shall not exceed Five
Hundred Twenty Seven Thousand Nine Hundred Seventy Three Dollars and
25/100 ($527,973.25) for the entire three -(3) year term of this Agreement. Vendor shall
not receive any additional compensation unless approved in advance by the City in
writing. City shall pay Vendor no later than thirty (30) days after invoice and acceptance
of shipments by the City.
5. ADMINISTRATION
This Agreement will be administered by the Fire Department. The Assistant
Chief for Lifeguard Operations or his /her designee shall be the Project Administrator
and shall have the authority to act for City under this Agreement. The Project
Administrator or his /her authorized representative shall represent City in all matters
pertaining to the Work to be rendered pursuant to this Agreement.
6. TYPE OF MATERIALS /STANDARD OF CARE
6.1 Vendor shall use only the standard materials described in Exhibit A in
performing Work under this Agreement. Any deviation from the materials described in
Exhibit A shall not be utilized unless approved in advance by the City Administrator.
6.2 All of the Work shall be performed by Vendor or under Vendor's supervision.
Vendor represents that it possesses the personnel required to perform the Work required
by this Agreement, and that it will perform all Work in a manner commensurate with
highest professional standards. All Work shall be performed by qualified and experienced
personnel who are not employed by City, nor have any contractual relationship with City.
7. RESPONSIBILITY FOR DAMAGES OR INJURY
7.1 City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the Project or for injury to or death of any person as a
result of Vendor's performance of the Work required hereunder; or for damage to property
from any cause arising from the performance of the Project by Vendor, or its contractors,
consultants, workers, or anyone employed by either of them.
7.2 Vendor shall be responsible for any liability imposed by law and for injuries
to or death of any person or damage to property resulting from defects, obstructions or
from any cause arising from Vendor's Work or Goods on the Project, or the Work or
Goods of any subcontractor or supplier selected by the Vendor.
7.3 To the fullest extent permitted by law, Vendor shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents, volunteers,
and employees (collectively, the "Indemnified Parties ") from and against any and all claims
(including, without limitation, claims for bodily injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines,
penalties, liabilities, costs and expenses (including, without limitation, attorney's fees,
disbursements and court costs) of every kind and nature whatsoever (individually, a Claim;
collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly)
Quiksilver, Inc. Page 3
to any breach of the terms and conditions of this Agreement, any Work performed or Work
or Goods provided under this Agreement including, without limitation, defects in
workmanship or materials or Vendors presence or activities conducted on the Project
(including the negligent and /or willful acts, errors and /or omissions of Vendor, its principals,
officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone
employed directly or indirectly by any of them or for whose acts they may be liable or any
or all of them).
7.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Vendor to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorney's fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless of
whether any insurance policies are applicable. The policy limits do not act as a limitation
upon the amount of indemnification to be provided by the Consultant.
7.5 Vendor shall perform all Project Work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Vendor shall be liable for any private or public property damaged during the performance
of the Project Work.
7.6 To the extent authorized by law, as much of the money due Vendor under
and by virtue of the Agreement as shall be considered necessary by City may be retained
by it until disposition has been made of such suits or claims for damages as aforesaid.
7.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
8. INDEPENDENT CONTRACTOR
City has retained Vendor as an independent contractor and neither Vendor nor
its employees are to be considered employees of the City. The manner and means of
conducting the Work are under the control of Vendor, except to the extent they are
limited by statute, rule or regulation and the express terms of this Agreement. No civil
service status or other right of employment shall accrue to Vendor or its employees.
Vendor shall have the responsibility for and control over the means of performing the
Work, provided that Vendor is in compliance with the terms of this Agreement. Anything
in this Agreement that may appear to give City the right to direct Vendor as to the
details of the performance or to exercise a measure of control over Vendor shall mean
only that Vendor shall follow the desires of City with respect to the results of the Work.
9. COOPERATION
Vendor agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the Work
to be performed. City agrees to cooperate with the Vendor on the Project.
Quiksilver, Inc. Page 4
10. INSURANCE
10.1 Without limiting Vendor's indemnification of City, and prior to
commencement of Work, Vendor shall obtain, provide and maintain at its own expense
during the term of this Agreement, policies of insurance of the type and amounts described
below and in a form satisfactory to City. The cost of such insurance shall be included in
Vendor's bid.
10.2 Coverage and Limit Requirements.
10.2.1 Workers' Compensation. Vendor shall maintain Workers'
Compensation Insurance providing statutory benefits and employer's liability insurance
with limits of at least one million dollars ($1,000,000) each type for Vendor's employees
in accordance with the laws of the State of California, Section 3700 of the Labor Code.
In addition, Vendor shall require each subcontractor to similarly maintain Workers'
Compensation Insurance and Employers Liability Insurance in accordance with the
laws of the State of California, Section 3700 for all of the subcontractor's employees.
The insurer issuing the Workers' Compensation insurance shall amend its policy by
endorsement to waive all rights of subrogation against City, its elected or appointed
officers, agents, officials, employees and volunteers. Vendor shall submit to City, along
with the required certificate of insurance, a copy of such waiver of subrogation
endorsement.
10.2.2 General Liability. Vendor shall maintain commercial general liability
insurance in an amount not less than one million dollars ($1,000,000) per occurrence,
two million dollars ($2,000,000) General Aggregate and two million dollars ($2,000,000)
Products and Completed Operations Aggregate for bodily injury, personal injury, and
property damage, including without limitation, blanket contractual liability. Coverage
shall be at least as broad as that provided by Insurance Services Office form CG 00 01.
None of the policies required herein shall be in compliance with these requirements if
they include any limiting endorsement that has not been first submitted to City and
approved in writing.
10.2.3 Automobile Liability. Vendor shall maintain automobile insurance
covering bodily injury and property damage for all activities of the Vendor arising out of
or in connection with Work to be performed under this Agreement, including coverage
for any owned, hired, non -owned or rented vehicles, in an amount not less than one
million dollars ($1,000,000) combined single limit for each accident.
10.3 Other Insurance Provisions or Requirements.
10.3.1 Evidence of Insurance. Vendor shall provide certificates of
insurance to City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and an additional
insured endorsement for general liability. Insurance certificates and endorsements
must be approved by City's Risk Manager prior to commencement of performance or
issuance of any permit. Current evidence of insurance shall be kept on file with City at
all times during the term of this Agreement. All of the executed documents referenced in
this Agreement must be returned within ten (10) working days after the date on the
Quiksilver, Inc. Page 5
"Notification of Award," so that the City may review and approve all insurance and bond
documentation. City reserves the right to require complete, certified copies of all
required insurance policies, at any time.
10.3.2 General liability insurance provisions. Primary and excess or
umbrella liability policies are to contain, or be endorsed to contain, the following
provisions:
10.3.2.1 City, its elected or appointed officers, agents, officials,
employees, and volunteers are to be covered as additional insureds as respects: liability
arising out of activities performed by or on behalf of Vendor, including the insured's
general supervision of Vendor; products and completed operations of Vendor; premises
owned, occupied or used by Vendor. The coverage shall contain no special limitations
on the scope of protection afforded to City, its elected or appointed officers, officials,
employees, agents or volunteers. Vendor shall submit to City a copy of the additional
insured endorsement along with the required certificates of insurance.
10.3.2.2 Vendor's insurance coverage shall be primary
insurance and /or primary source of recovery as respects City, its elected or appointed
officers, agents, officials, employees and volunteers as respects to all claims, losses, or
liability arising directly or indirectly from the Vendors operations or services provided to
the City. Any insurance or self - insurance maintained by City, its officers, officials,
employees and volunteers shall be excess of the Vendor's insurance and shall not
contribute with it.
10.3.2.3 Vendor's insurance shall apply separately to each
insured against whom claim is made or suit is brought, except with respect to the limits
of the insurer's liability.
10.3.3 Acceptable Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders' Rating
of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the
latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
10.3.4 Notice of Cancellation. Vendor agrees to oblige its insurance broker
and insurers to provide to City with 30 days notice of cancellation (except for
nonpayment for which 10 days notice is required) or nonrenewal of coverage for each
required coverage except for builder's risk insurance. The builder's risk policy will
contain or be endorsed to contain a provision providing for 30 days written notice to City
of cancellation or nonrenewal, except for nonpayment for which 10 days notice is
required.
10.3.5 Self- Insured Retentions. Vendor agrees not to self- insure or to use
any self- insured retentions on any portion of the insurance required herein and further
agrees that it will not allow any indemnifying party to self- insure its obligations to City. If
Vendors existing coverage includes a self- insured retention, the self- insured retention
must be declared to City. City may review options with the Vendor, which may include
Quiksilver, Inc. Page 6
reduction or elimination of the self- insured retention, substitution of other coverage, or
other solutions. Vendor agrees to be responsible for payment of any deductibles on
their policies.
10.3.6 Timely Notice of Claims. Vendor shall give City prompt and timely
notice of any claim made or suit instituted arising out of or resulting from Vendor's
performance under this agreement.
10.3.7 Waiver. All insurance coverage maintained or procured pursuant to
this agreement shall be endorsed to waive subrogation against City, its elected or
appointed officers, agents, officials, employees and volunteers, or shall specifically
allow Vendor or others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Vendor hereby waives its
own right of recovery against City, and shall require similar written express waivers and
insurance clauses from each of its subcontractors.
10.3.8 Enforcement of Agreement Provisions. Vendor acknowledges and
agrees that any actual or alleged failure on the part of the City to inform Vendor of non-
compliance with any requirement imposes no additional obligations on the City nor does
it waive any rights hereunder.
10.3.9 Requirements not Limiting. Requirements of specific coverage
features or limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided by any
insurance. Specific reference to a given coverage feature is for purposes of clarification
only as it pertains to a given issue and is not intended by any party or insured to be all
inclusive, or to the exclusion of other coverage, or a waiver of any type.
10.3.10 City's Remedies. City shall have the right to order the
Vendor to stop Work under this Agreement and /or withhold any payment(s) that become
due to Vendor hereunder until Vendor demonstrates compliance with the requirements
of this article. In the alternative, City may purchase the required coverage and charge
Vendor the cost of the premiums or deduct the cost from Vendor's payments.
10.3.11 Coverage not Limited. All insurance coverage and limits
provided by Vendor and available or applicable to this agreement are intended to apply
to the full extent of the policies. Nothing contained in this agreement or any other
agreement relating to the city or its operations limits the application of such insurance
coverage.
10.3.12 Coverage Renewal. Vendor will renew the coverage required
here annually as long as Vendor continues to provide any Work under this or any other
contract or agreement with the City. Vendor shall provide proof that policies of
insurance required herein expiring during the term of this Agreement have been
renewed or replaced with other policies providing at least the same coverage. Proof that
such coverage has been ordered shall be submitted prior to expiration. A coverage
binder or letter from Vendor's insurance agent to this effect is acceptable. A certificate
of insurance and /or additional insured endorsement as required in these specifications
Quiksilver, Inc. Page 7
applicable to the renewing or new coverage must be provided to City within five days of
the expiration of the coverages.
11. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under the Agreement, Vendor shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Vendor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Vendor in writing as unsettled at the time of its final request for payment.
The Vendor and the City expressly agree that in addition to all claims filing requirements
set forth in the Agreement, the Vendor shall be required to file any claim the Vendor
may have against the City in strict conformance with the Tort Claims Act (Govt. Code §§
900 et seq.).
12. SUBCONTRACTING
City and Vendor agree that subcontractors may be used to complete the Work
outlined in the Scope of Work provided the Vendor obtains City approval prior to the
subcontractor performing any work. Vendor shall be fully responsible to City for all acts
and omissions of the subcontractors. Nothing in this Agreement shall create any
contractual relationship between City and subcontractor nor shall it create any obligation
on the part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law.
13. WITHHOLDINGS
City may withhold payment to Vendor of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Vendor shall not
discontinue Work as a result of such withholding. Vendor shall have an immediate right
to appeal to the City Manager or his /her designee with respect to such disputed sums.
Vendor shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding
of any amounts found to have been improperly withheld.
14. CONFLICTS OF INTEREST
14.1 The Vendor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act'), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
14.2 If subject to the Act, Vendor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate termination of
this Agreement by City. Vendor shall indemnify and hold harmless City for any and all
claims for damages resulting from Vendors violation of this Section.
Quiksilver, Inc. Page 8
15. NOTICES
15.1 All notices, demands, requests or approvals to be given under the terms of
this Agreement shall be given in writing, to City by Vendor and conclusively shall be
deemed served when delivered personally, or on the third business day after the deposit
thereof in the United States mail, postage prepaid, first -class mail, addressed as
hereinafter provided. All notices, demands, requests or approvals from Vendor to City shall
be addressed to City at:
Attn: Rob Williams, Assistant Chief
Fire Department
City of Newport Beach
3300 Newport Boulevard
PO Box 1768
Newport Beach, CA 92658
Phone: 949 - 644 -3170
Fax: 949- 673 -3056
15.2 All notices, demands, requests or approvals from City to Vendor shall be
addressed to Vendor at:
Attention: Dave Rosenberger
Quiksilver, Inc.
15202 Graham Street
Huntington Beach, CA 92649
Phone: 714- 885 -2284
Fax: 714- 885 -2285
16. TERMINATION
16.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period of
two (2) calendar days, or if more than two (2) calendar days are reasonably required to
cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, the
non - defaulting parry may terminate the Agreement forthwith by giving to the defaulting
parry written notice thereof.
16.2 Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving seven (7)
calendar days prior written notice to Vendor. In the event of termination under this Section,
City shall pay Vendor for Work satisfactorily performed and costs incurred up to the
effective date of termination for which Vendor has not been previously paid. On the
effective date of termination, Vendor shall deliver to City all materials purchased in
performance of this Agreement.
Quiksilver, Inc. Page 9
17. STANDARD PROVISIONS
17.1 Compliance with all Laws. Vendor shall at its own cost and expense comply
with all statutes, ordinances, - regulations and requirements of all governmental entities,
including federal, state, county or municipal, whether now in force or hereinafter enacted.
17.2 Waiver. A waiver by City of any term, covenant, or condition in the
Agreement shall not be deemed to be a waiver of any subsequent breach of the same or
any other term, covenant or condition.
17.3 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and Agreements of whatsoever kind or nature are merged herein.
No verbal Contract or implied covenant shall be held to vary the provisions herein.
17.4 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Exhibits attached hereto, the terms of
this Agreement shall govern.
17.5 Amendments. This Agreement may be modified or amended only by a
written document executed by both Vendor and City and approved as to form by the City
Attorney.
17.6 Effect of Vendor's Execution. Execution of this Agreement by Vendor is a
representation that Vendor has visited the Project Site, has become familiar with the local
conditions under which the Work is to be performed, and has taken into consideration
these factors in submitting its Project Proposal and Scope of Work.
17.7 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange.
17.8 Equal Opportunity Employment. Vendor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age, or any other impermissible basis under law.
17.9 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
17.10 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
17.11 No Attorney's Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorney's fees.
Quiksilver, Inc. Page 10
17.12 Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one and the same instrument.
Quiksilver, Inc. Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: O'h /l/
By:/ 11!z
Aaron C. rp
City Attorney
CITY OF NEWPORT BEACH,
A California municipal corporation
Date:
By:_
Michael
Mayor
ATTEST: VENDOR: QUIKSILVER,
Date:
,o(Iq'�2 corporation
Date:
By:
Leilani I. Brown
City Clerk
Dave Rosenberger
Vice - President
Date: /�j...
By:
Brad Holman
C.F.O.
INC., a Delaware
Attachments: Exhibit A - Scope of Work and Schedule of Billing Rates
A11 -01289
Quiksilver, Inc. Page 12
.- 0sil -S o pi,-c- rt.4 G
ATTACHMENT A: SCOPE OF WORK
Instructions: Initial the bottom of each page of the Scope of Work in the spaces provided as remit as part of your Proposal as
Attachment A, acknowledging a demonstrated understanding of the Scope of Work. Any and all exceptions to the stated mandatory
minimum requirements shall be Indicated on the Statement of compliance. Pricing for this proposed project can be provided either
by filling in the spaces below and submitting this entire attachment with your proposal, or separate sheets may be used so long as it
contains pricing for all items listed below,
SCOPE OF WORK
ANTICIPATED CITY OF NEWPORT BEACH JUNIOR LIFEGUARD UNIFORM ITEMS
All items will have approved Color Scheme with JG Logo. JG Logo may be a Patch, Embroidery, or Screen print.
ITEM ll
Minniim m
TY
DESCRIPTION
UNIT PRICE
EXTENDED PRICE
1.
1,500
BACKPACK - Heavy nylon, zipper or draw string closing, at least two
compartments for wet/dry Inside, outside pouches, padded
adjustable straps for safety and comfort, outside adjustable method
_
6
7* 00 O
to secure fins or bike helmet, heavy duty top handle, large enough to
T
carry: fins, lunch, drink beach towel, sweatshirt and shoes with a
small secure personal pocket for valuables.
2.
250
Wide Brimmed, Bushman Style HAT- High quality, for sun
protection, sturdy -brim with material under lining for everyday wear
at the beach, ventilation, adjustable nylon cord or neoprene to fit
child and adult.
3.
1,200
Baseball or Trucker Style HAT - High quality, sturdy material billfor
every day beach use and adjustable backto fit child and adult
6 000
4.
250
Visor Style, HAT - High quality, adjustable, with material on bill, low
profile top front, sturdy bill, nylon.
/j 00
COLOR -Red, Navy, or approval.
5.
500
HAT*— High quality, trendy style, for competition day awards.
*- Other item may be substituted with approval
6.
2,000
LIFEGUARD TRUNK * - Boardshort style, Sturdy stretch fabric (with
approval), 3 needle heavy stitching throughout, bar tacking at all
stress points, fixed reinforced waistband, durable for everyday use,
side /back pocket with full Velcro closure and sand grommet, bar
tacked/ cotton be, wide invisible fly,
Iy
23 .00o
Boys and Men sizes: 22" -33 ", 34 ", 36" 38" and 40" waist
.
Girls and Women sizes: ODD-13 (6x -13)
*Must agree to makeup to 5 special size trunks for Junior lifeguards who do not fit into the above sizes
Proposer lnMals= t_
City of Newport Beach RFP No. 10-26 Page 9
Junior Uleguard Unirorm Apparel
ITEM k
QTY
DESCRIPTION
UNIT PRICE
EXTENDED PRICE
7.
1,700
SWEATSHIRT- 80cotton /20poly, Heavy Weight, 12 oz. or more,
fleece, Hooded or Crew with hand pockets or zipper pouch, piping or
coloraccent acceptable.
[,
'fy,sU
7LY (�YU
Size Adult XXS -XXL
8.
2,750
T SHIRT - 100% Heavy weight cotton, Short Sleeve,
Size Men's and Women's Adult Sizes XS -XXL.
COLOR -White or approval
/3 ?,j'U
SCREEN PRINT- 3 to 5 colorlG Logo from and back. '
9.
1,400
MONSTER MILE TSHIRT- 100% Heavy weight cotton,
XS-XXL (Unisex)
COLOR - approval
S
�d00
---.
SCREEN PRINT- 10 + color front and back with Newport Beach
monster design.
Artwork may be supplied by City of Newport Beach
10.
500
RASHGUARD- 5.5 oz. or more, nylon lycm short sleeve, pullovertops
with mock turtle neck collar and SPF
Size XXS -XXL.
COLOR - to match JG uniform on approval.
SCREEN PRINT -2 to 3 color JG logo.
_
11.
1,500
SURF CAP - 100 %nylon beanie, quality taping to cover all scams, tie
with tack bars for fit and function. (Samples on request)
COLORS - White, Bright Orange, Royal Blue,
�G�
/USaa
Bright Yellow, Red, and Kelly Green.
—7
12.
1,750
BEACHTOWELS - Printed logo large towel
COLOR - on approval
T
13.
70
INSTRUCTOR SHIRTS — Aloha /Camp shirt style, with 1G logo on front
Size S- XXL
COLOR -Open
3- �- a
Proposer Initials: q�
City of Newport Reach RFP No. 10 -26 Page 10
Junior Lifeguard Uniform Apparel
ITEM #
QTY
DESCRIPTION
UNIT PRICE
EXTENDED PRICE
14.
950
GIRL'S SUITS —One Piece( 350) and Two Plece(600), Athletic Cutfor
One Piece
Rating
A
Size XXS —XXL
Color —Red or approval
TWO Piece
70 —
/2 000
15.
500
T- SHIRT( S) - COMPETITION DESIGN— (3-4 Different shirts /designs)
100% Heavy weight cotton, short sleeve.
-
-Z Sv
Size Men's S-XXL
T
SCREEN PRINT— 4+ color front/back with Newport Beach Team
Newport Design(s).
Artwork may be supplied by City of Newport Beach
SG.
60
SWEATSHIRT —High quality (Dri -tit or Therma -fit) TBD, fleece or
micro-fleece, crew with %zip, hand pockets, piping or color accent
acceptable
�S
C
/ 00
Size Adult — S-)(XL
Color — Navy or approved
Embroidery or Screen Print — "JGI" on left forearm
17,
ART WORK /EMBROIDERY /SCREEN PRINT (IF ANY)
18.
SHIPPING (IF ANY)
A f_
19,
ADDITIONAL FEES (IF ANY)
SUBTOTAL:
$ /6�� 6�
Proposer Initiols: _QZ' A--
City of Newport Beach RIP No. 10-26 Page 11
Junior Ufeguard Uniform Apparel
Production Time: It is anticipated that the City shall need all apparel items in -hand and delivered as of June 1,
2011 to properly facilitate the start of the Junior Lifeguard Program. If this production time is not feasible,
Contractor shall indicate as such in the Statement of Compliance.
Product Samples: Proposers shall also submit product samples as part of their Proposal. City of Newport Beach
Lifeguard personnel is requesting one (1) sample of each item listed in the Scope of Work. See delivery
instructions in Section 2.1 for details on where to submit samples. Proposers may submit Proposals electronically
prior to delivering product samples; the order in which Proposals and product samples are received are not
important. Samples shall be returned to Proposers upon completion of the RFP evaluation process.
Garment License: Prior to the commencement of an Agreement, Contractor must be able to provide proof of
possession of a State of California Garment License, issued by the State's Department of Labor Standards
Enforcement.
The undersigned certifies that submission of this Proposal is made without prior understanding, arrangement,
agreement, or connection with any corporation, firm or person submitting a Proposal for the same services, and
is in all respects fair and without collusion of fraud. The undersigned certifies that they have not entered into any
arrangement or agreement with any City of Newport Beach public officer. The undersigned understands collusive
practices are a violation of State and Federal law and can result in fines, prison sentences, and civil damage
awards. IPA
I%
Proposer f n re Date
i ?JC Qui rn�/ l/i� Stit.cj
Printed Name and Title
City of Newport Beach RFP No. 10-26
Junior Lifeguard uniform Apparel
Proposer lnfuals:
Page 12
�a�WPOar CITY OF
NEWPORT BEACH
City Council Staff Report
DF% 13 711111
Agenda Item No. 5
December 13, 2011
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Fire Department
Ralph Restadius, Acting Fire Chief
949 - 644 -3040 rrestadius @nbfd.net
PREPARED BY: Rob Williams, Assistant Chief, Lifeguard Operations '
APPROVED: 'V
�Ij TITLE: Purchasing Agreement for Junior Lifeguard Uniforms
ABSTRACT:
Annually, the Fire Department Junior Lifeguard Program contracts with an outside
vendor to provide uniforms and apparel to approximately 1,250 Junior Lifeguards.
Being one of the most popular programs in the City, the participants and their parents
have come to expect a high quality product.
RECOMMENDATION:
Award three (3) year purchasing agreement to Quiksilver, Inc. to provide the Junior
Lifeguards Uniforms with a 2012 cost of $167,045 plus tax, a 2013 cost of $175,836.84
plus tax, and a 2014 cost of $185,091.25 plus tax. This totals a 3 year cost agreement
of $527,973.25 plus tax.
FUNDING REQUIREMENTS:
The current adopted budget includes sufficient funding for this purchase. It will be
expensed to the Junior Lifeguard account in the Fire Department, 2353 -8200.
DISCUSSION:
The Fire Department's Junior Lifeguard Program is one of the most recognizable
programs for the City of Newport Beach, along with being a model for Junior Lifeguard
programs throughout the United States. There are annually 1,250 participants, along
with 45 Instructors and 10 Safety Aids. One of the unique aspects of our program is the
Purchasing Agreement for Junior Lifeguard Uniforms
December 13, 2011
Page 2
superiority of the uniforms supplied to the participants. These uniforms have become a
symbol for the City and the program, and provide ongoing advertisement,
accomplishment and pride for the participants and their families. Over the last decade,
many high profile surf companies have submitted proposals to provide this service.
On October 3, 2011, a Request for Proposal (RFP) solicitation was issued by the City's
Purchasing staff and publically distributed. The RFP solicitation generated proposals
from 5 vendors. To properly evaluate the proposals, an evaluation panel was
assembled consisting of staff from the Lifeguard Division and Fire Administration
Division, facilitated by the Senior Buyer for the City.
In accordance with the administrative procedures set forth in Council Policy F -14, a
qualifications based selection process was utilized by the evaluation panel. Proposals
were evaluated on criteria that included proposed cost, experience and qualifications of
the proposing vendor, quality of the uniforms and the proposal responsiveness.
After evaluating all five proposals, Quiksilver, Inc. was identified as the top - qualified
vendor to provide high quality uniforms for the Junior Lifeguard Program. The
evaluation panel unanimously ranked Quiksilver as the top ranked vendor. The
following is an abstract of how all the proposals ranked after undergoing the
qualifications based selection process. A full explanation can be found in Attachment B.
Composite Scores (By Rank)
ilized. 151 olace = 5 points. 2nd place. 4
Quiksilver, Inc. 15
Original Watermen 12
Hurley 7
The Sourcing Company 6
Cares Industry, Inc. 5
While Quiksilver did not submit the lowest cost proposal, the proposed rate was within
the average of all the responses. The proposal from Quiksilver distinguished itself from
the other vendors by providing high quality apparel, meeting the needs of the
Department and the City, and past experience with the Company. Quiksilver also has a
strong presence and project experience in the local Orange County area. This
experience includes 2 years of uniform apparel provided to the Newport Beach Junior
Lifeguard Program, including 2011.
Purchasing Agreement for Junior Lifeguard Uniforms
December 13, 2011
Page 3
The proposed vendor will allow the City and Department to continue a rich tradition in
providing a recognizable and quality product for the 1,250 Junior Lifeguard Participants.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act ( "CEQA ") pursuant to Sections 15060(c)(2) (the activity will
not result in- a direct or reasonably foreseeable indirect physical change in the
environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378)
of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it
has no potential for resulting in physical change to the environment, directly or
indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
Submitted by:
�esfadius
Fire Chief
Attachments: A. Purchase Agreement between City of Newport Beach and
Quiksilver, Inc.
B. Proposal Evaluation Recapitulation
Request For Proposal No. 10 -26: Jr. Lifeguard Uniforms Evaluation Recapitulation
Raters on Panel: 3
Revlew
111712011
Date:
Aggregate Scores
Hurley
176
e
c
Cares Intl.
175
Original Waterman
221
Quiksilver
244
5
F
Rater #3: Williams
ao
Rater # I: Swientek
&
Rater #2:Halphide
t
lord
yam°
yro
�
�
n
c
$ E
m
��
m
A. Qualifications (15)
°
2
rn° U
O
tY
i5
2
V
A. Qualifications (15)
SS
6
6
12
15
12
A. qualifications (35)
15
6
6
12
B. Direct Experience (15)
6
6
9
12
15
15
8. Direct Experience (15)
12
6
9
35
C. Quality of Uniforms (25)
15
15
15
20
20
16
C. Quality of Uniforms (25)
25
35
10
15
D. Pio used Cost(20)
4
16
20
12
12
9
D. Proposetl Cos[(20)
4
16
16
12
E. Effectiveness of Firm /Proposed Solution (15)
3
9
9
9
12
8
E. Effectiveness of Firm /Praposetl Solution (35)
9
9
9
IZ
F. Proposal Responsiveness (10)
2
8
8
10
8
I
F. Proposal Responsiveness (30)
6
6
8
8
Total:
45
60
67
75
82
4
Total:
71
60
58
74
Borda Points Awarded:
1
2
3
4
5
Aggregate Scores
Hurley
176
Sourcing Co.
c
Cares Intl.
175
Original Waterman
221
Quiksilver
244
5
F
Rater #3: Williams
ao
Rater #2:Halphide
t
lord
yam°
��
m
A. Qualifications (15)
12
6
6
12
i5
2
V
O
4
kk
12
6
9
12
A. qualifications (35)
15
6
6
12
15
C. Quality of Uniforms (25)
20
15
5
15
8. Direct Experience (15)
12
6
9
35
12
O. Proposetl Cast(20)
4
16
16
16
C. Quality of Uniforms (25)
25
35
10
15
25
E. Effectiveness of Firm /Proposed Solution(15)
6
6
6
9
D. Proposetl Cos[(20)
4
16
16
12
8
F. Proposal Responsiveness (10)
6
8
8
8
E. Effectiveness of Firm /Praposetl Solution (35)
9
9
9
IZ
12
Total:
60
I
I
I
F. Proposal Responsiveness (30)
6
6
8
8
8
Borda Points Awarded:
3
2
1
4
Total:
71
60
58
74
80
Borda Points Awarded:
3
2
1
4
5
Aggregate Scores
Hurley
176
Sourcing Co.
177
Cares Intl.
175
Original Waterman
221
Quiksilver
244
5
Rater #3: Williams
ao
t
A. Qualifications (15)
12
6
6
12
i5
B. Direct Experience (15)
12
6
9
12
12
C. Quality of Uniforms (25)
20
15
5
15
20
O. Proposetl Cast(20)
4
16
16
16
12
E. Effectiveness of Firm /Proposed Solution(15)
6
6
6
9
15
F. Proposal Responsiveness (10)
6
8
8
8
8
Total:
60
57
50
72
82
Borda Points Awarded:
3
2
1
4
5
Aggregate Scores
Hurley
176
Sourcing Co.
177
Cares Intl.
175
Original Waterman
221
Quiksilver
244
Composite Scores (By Rank)
'Borda Count Utilized Le. ISt place awarded 5 points, 2nd place awarded 4 points, etc)
QuArsilver
35
Original Waterman
12
Hurley
]
Sourcing Co.
6
Cares Ind.
5
PURCHASE AGREEMENT
T QUIKSILVER, O
THIS PURCHASE AGREEMENT ( "Agreement°) Is made and entered Into as of
this day of December,. 2011 ( "Effective Date "), by and between the CITY OF
NEWPORT BEACH, a California municipal corporation and charter city ( "City"), and
QUIKSILVER, INC., a Delaware corporation ("Vendor" or "Contractor"), whose principal
place of business is 15202 Graham Street, Huntington Beach, California 92649 and is
made with reference to the following:
RECITALS
A. City Is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City conducts an annual Junior Lifeguard Program wherein enrolled participants
are supplied with Junior Lifeguard Uniforms and the option to purchase additional
apparel with the Junior Lifeguard logo.
C. City desires to engage Vendor to supply Junior Lifeguard program apparel
including, hats, backpacks, sweatshirts, t- shirts, rash guards, surf caps, beach,
towels, trunks and suits on an annual basis for the tern of this Agreement
("Project").
D. Vendor has carefully reviewed and evaluated the specifications set forth by the
City for the Project, and is familiar with all conditions relevant to the performance
of services and has committed to perform all work required for the price specified
In this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
The tern of this Agreement shall commence on the effective date, and shall
terminate on December 15, 2014 unless terminated earlier as set forth herein.
2.1 Vendor shall perform all the work and deliver all the Goods and materials as
described in the Scope of Work attached hereto as Exhibit A and incorporated herein by
this reference ("Work° or "Goods "). As a material Inducement to the City entering Into this
Agreement, Vendor represents and warrants that Vendor Is a provider of first class Work
and Goods and Vendor Is experienced in performing the Work contemplated herein and,
in light of such status and experience, Vendor covenants that it shall follow the highest
professional standards in performing the Work required hereunder and that all materials
will be of good quality. For purposes of this Agreement, the phrase "highest professional
standards" shall mean those standards of practice recognized by one or more first -class
firms performing similar work under similar circumstances.
2.2 Vendor shall perform everything required to be performed, and shall provide
and furnish all the labor, materials, necessary tools, expendable equipment and all
transportation services necessary for the Project.
3. TiME OF PERFORMANCE
3.1 Time of delivery is the essence of this Agreement. The City reserves the
right to refuse any Goods and to cancel all or any part of the Goods not conforming to
applicable specifications, drawings, samples or descriptions. Acceptance If any part of the
order for Goods shall not bind City to accept further shipments, nor deprive the City of the
right to return goods already accepted, at seller's expense. Over shipments and under
shipments shall be only as agreed to by the City.
3.2 Notwithstanding the foregoing, Vendor shall not be responsible for delays
due to causes beyond Vendor's reasonable control. However, In the case of any such
delay in the Goods to be provided for the Project, each party hereby agrees to provide
notice to the other party so that all delays can be addressed.
3.3 Vendor shall submit all requests for extensions of time for delivery in writing
to the Project Administrator (as defined in Section 5 below) at the start of the condition that
purportedly causes a delay. The Project Administrator shall review all such requests and
may grant reasonable time extensions for unforeseeable delays that are beyond Vendor's
control.
3.4 For all time periods not specifically set forth herein, Vendor shall respond in
the most expedient and appropriate manner under the circumstances, by telephone, fax,
hand - delivery or mail.
4. COMPENSATION
4.1 City shall pay Vendor for the goods on a fixed rate basis, in accordance with
the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit
A and incorporated herein by reference. No rate changes shall be made during the term
of this Agreement without the prior written approval of the City, except for the annual
adjustment to the rates as more particularly described Section 4.2 below.
4.2 As full compensation for the performance and completion of the Project as
required by the Scope of Work and Schedule of Billing Rates, City shall pay to Vendor and
Vendor accepts as full payment the sum of One hundred Sixty Seven Thousand Forty
Five Dollars and 001100 ($107,045.00), per Agreement year, subject to an annual
adjustment of five percent (5 %) to the rates in proportion to the previous Agreement year
as more fully described below.,
Year 1:
$167,045.00
Year 2:
$175,836.84
Year 3:
$185,091.41
Total
$527,973.25
Glulksilver, Inc. Page 2
4.2.1 Total compensation by City to Vendor shall not exceed Five
Hundred Twenty Seven Thousand Nine Hundred Seventy Three Dollars and
251100 ($527,973.25) for the entire three -(3) year term of this Agreement. Vendor shall
not receive any additional compensation unless approved in advance by the City in
waiting. City shall pay Vendor no later than thirty (30) days after invoice and acceptance
of shipments by the City.
5. ADMINISTRATION
This Agreement will be administered by the t=ire Department. The Assistant
Chief for Lifeguard Operations or his /her designee shall be the Project Administrator
and shall have the authority to act for City under this Agreement. The Project
Administrator or his /Purer authorized representative shall represent City In all matters
pertaining to the Work to be rendered pursuant to this Agreement.
6. TYPE OF MATERIALS /STANDARD OF CARE
6.1 Vendor shall use only the standard materials described in Exhibit A In
performing Work under this Agreement. Any deviation from the materials described In
Exhibit A shall not be utilized unless approved in advance by the City Administrator.
6.2 All of the Work shall be performed by Vendor or under Vendor's supervision.
Vendor represents that it possesses the personnel required to perform the Work required
by this Agreement, and that It will perform all Work in a manner commensurate with
highest professional standards. All Work shall be performed by qualified and experienced
personnel who are not employed by City, nor have any contractual relationship with City.
7. RESPONSIBILITY FOR DAMAGES OR INJURY
7.1 City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the Project or for injury to or death of any person as a
result of Vendor's performance of the Work required hereunder; or for damage to property
from any cause arising from the performance of the Project by Vendor, or its contractors,
consultants, workers, or anyone employed by either of them.
7.2 Vendor shall be responsible for any liability imposed by law and for injuries
to or death of any person or damage to property resulting from defects, obstructions or
from any cause arising from Vendor's Work or Goods on the Project, or the Work or
Goods of any subcontractor or supplier selected by the Vendor.
7.3 To the fullest extent permitted by law, Vendor shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents, volunteers,
and employees (collectively, the "Indemnified Parties ") from and against any and all claims
(including, without limitation, claims for bodily Injury, death or damage to property),
demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines,
penalties, liabilities, costs and expenses (including, without limitation, attorney's fees,
disbursements and court costs) of every kind and nature whatsoever (individually, a Claim;
collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly)
Oulksliver, Inc. Page 3
to any breach of the terns and conditions of this Agreement, any Work performed or Work
or Goods provided under this Agreement including, without limitation, defects in
workmanship or materials or Vendors presence or activities conducted on the Project
(Including the negligent and /or willful acts, errors and/or omissions of Vendor, its principals,
officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone
employed directly or indirectly by any of them or for whose acts they may be liable or any
or all of them).
7.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Vendor to Indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorney's fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless of
whether any insurance policies are applicable. The policy limits do not act as a limitation
upon the amount of Indemnification to be provided by the Consultant.
7.5 Vendor shall perform all Project Work in a manner to minimize public
Inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Vendor shall be liable for any private or public property damaged during the performance
of the Project Work.
7.6 To the extent authorized by law, as much of the money due Vendor under
and by virtue of the Agreement as shall be considered necessary by City may be retained
by it until disposition has been made of such suits or claims for damages as aforesaid.
7.7 The rights and obligations set forth In this Section shall survive the
termination of this Agreement.
8. INDEPENDENT CONTRACTOR
City has retained Vendor as an independent contractor and neither Vendor nor
its employees are to be considered employees of the City. The manner and means of
conducting the Work are under the control of Vendor, except to the extent they are
limited by statute, rule or regulation and the express terms of this Agreement. No civil
service status or other right of employment shall accrue to Vendor or its employees.
Vendor shall have the responsibility for and control over the means of performing the
Work, provided that Vendor is In compliance with the terms of this Agreement. Anything
In this Agreement that may appear to give City the right to direct Vendor as to the
details of the performance or to exercise a measure of control over Vendor shall mean
only that Vendor shall follow the desires of City with respect to the results of the Work.
9. COOPERATION
Vendor agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the Work
to be performed. City agrees to cooperate with the Vendor on the Project.
Cluiksllver, Inc. Page 4
10. INSURANCE
10.1 Without limiting Vendors indemnification of City, and prior to
commencement of Work. Vendor shall obtain, provide and maintain at its own expense
during the tern of this Agreement, policies of insurance of the type and amounts described
below and in a forth satisfactory to City. The cost of such insurance shall be included in
Vendors bid.
10.2 Coveraae and Limit Requirements.
10.2.1 Workers' Compensation. Vendor shall maintain Workers'
Compensation Insurance providing statutory benefits and employers liability insurance
with limits of at least one million dollars ($1,000,000) each type for Vendors employees
In accordance with the laws of the State of California, Section 3700 of the Labor Code.
In addition, Vendor shall require each subcontractor to similarly maintain Workers'
Compensation Insurance and Employers Liability Insurance in accordance with the
laws of the State of California, Section 3700 for all of the subcontractors employees.
The Insurer Issuing the Workers' Compensation insurance shall amend its policy by
endorsement to waive all rights of subrogation against City, its elected or appointed
officers, agents, officials, employees and volunteers. Vendor shall submit to City, along
with the required certificate of insurance, a copy of such waiver of subrogation
endorsement.
10.2.2 General Liabilily. Vendor shall maintain commercial general liability
insurance In an amount not less than one million dollars ($1,000,000) per occurrence,
two million dollars ($2,000,000) General Aggregate and two million dollars ($2,000,000)
Products and Completed Operations Aggregate for bodily Injury, personal injury, and
property damage, including without limitation, blanket contractual liability. Coverage
shall be at least as broad as that provided by Insurance Services Office form CG 00 01.
None of the policies required herein shall be in compliance with these requirements if
they Include any limiting endorsement that has not been first submitted to City and
approved in writing.
10.2.3 Automobile Liability. Vendor shall maintain automobile insurance
covering bodily Injury and property damage for all activities of the Vendor arising out of
or in connection with Work to be performed under this Agreement, Including coverage
for any owned, hired, non -owned or rented vehicles, in an amount not less than one
million dollars ($1,000,000) combined single limit for each accident.
10.3 Other Insurance Provisions or Requirements.
10.3.1 Evidence of Insurance. Vendor shall provide certificates of
Insurance to City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and an additional
Insured endorsement for general liability. Insurance certificates and endorsements
must be approved by City's Risk Manager prior to commencement of performance or
Issuance of any permit. Current evidence of insurance shall be kept on file with City at
all times during the term of this Agreement. All of the executed documents referenced in
this Agreement must be returned within ten (10) working days after the date on the
Ouikstiver, Inc. Page 5
"Notification of Award," so that the City may review and approve all insurance and bond
documentation. City reserves the right to require complete, certified copies of all
required Insurance policies, at any time.
10.3.2 General liability insurance provisions. Primary and excess or
umbrella liability policies are to contain, or be endorsed to contain, the following
provisions:
10.3.2.1 City, its elected or appointed officers, agents, officials,
employees, and volunteers are to be covered as additional insureds as respects: liability
arising out of activities performed by or on behalf of Vendor, Including the insured's
general supervision of Vendor, products and completed operations of Vendor, premises
owned, occupied or used by Vendor. The coverage shall contain no special limitations
on the scope of protection afforded to City, its elected or appointed officers, officials,
employees, agents or volunteers. Vendor shall submit to City a copy of the additional
Insured endorsement along with the required certificates of Insurance.
10.3.2.2 Vendors Insurance coverage shall be primary
insurance and /or primary source of recovery as respects City, its elected or appointed
officers, agents, officials, employees and volunteers as respects to all claims, losses, or
liability arising directly or indirectly from the Vendors operations or services provided to
the City. Any Insurance or self- Insurance maintained by City, Its officers, officials,
employees and volunteers shall be excess of the Vendors Insurance and shall not
contribute with it.
10.3.2.3 Vendors insurance shall apply separately to each
Insured against whom claim Is made or suit is brought, except with respect to the limits
of the Insurers liability.
10:3.3Acceatable Insurers. All Insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders' Rating
of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the
latest edition of Bests Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
10.3.4 Notice of Cancellation. Vendor agrees to oblige its insurance broker
and Insurers to provide to City with 30 days notice of cancellation (except for
nonpayment for which 10 days notice is required) or nonrenewal of coverage for each
required coverage except for builders risk insurance. The builders risk policy will
contain or be endorsed to contain a provision providing for 30 days written notice to City
of cancellation or nonrenewal, except for nonpayment for which 10 days notice is
required.
10.3.5 Self- Insured Retentions. Vendor agrees not to self - insure or to use
any self - insured retentions on any portion of the Insurance required herein and further
agrees that it will not allow any Indemnifying party to self - insure its obligations to City. If
Vendors existing coverage includes a self - insured retention, the self- insured retention
must be declared to City. City may review options with the Vendor, which may include
Quiksilver, Inc. Page 6
reduction or elimination of the self- Insured retention, substitution of other coverage, or
other solutions. Vendor agrees to be responsible for payment of any deductibles on
their policies.
10.3.6 Timely Notice of Claims. Vendor shall give City prompt and timely
notice of any claim made or suit instituted arising out of or resulting from Vendor's
performance under this agreement.
10.3.7 Waiver. All Insurance coverage maintained or procured pursuant to
this agreement shall be endorsed to waive subrogation against City, its elected or
appointed officers, agents, officials, employees and volunteers, or shall specifically
allow Vendor or others providing Insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Vendor hereby waives its
own right of recovery against City, and shall require similar written express waivers and
Insurance clauses from each of its subcontractors.
10.3.8 Enforcement of Agreement Provisions. Vendor acknowledges and
agrees that any actual or alleged failure on the part of the City to Inform Vendor of non-
compliance with any requirement imposes no additional obligations on the City nor does
it waive any rights hereunder.
10.3.9 Requirements not Limiting. Requirements of specific coverage
features or limits contained In this Section are not Intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided by any
Insurance. Specific reference-to a given coverage feature Is for purposes of clarification
only as it pertains to a given Issue and is not intended by any party or insured to be all
inclusive, or to the exclusion of other coverage, or a waiver of any type.
10.3.10 City's Remedies. City shall have the right to order the
Vendor to stop Work under this Agreement and /or withhold any payment(s) that become
due to Vendor hereunder until Vendor demonstrates compliance with the requirements
of this article. In the alternative, City may purchase the required coverage and charge
Vendor the cost of the premiums or deduct the cost from Vendors payments.
10.3.11 Coverage not Limited. All Insurance coverage and limits
provided by Vendor and available or applicable to this agreement are Intended to apply
to the full extent of the policies. Nothing contained in this agreement or any other
agreement relating to the city or Its operations limits the application of such insurance
coverage.
10.3.12 Coverage Renewal. Vendor will renew the coverage required
here annually as long as Vendor continues to provide any Work under this or any other
contract or agreement with the City. Vendor shall provide proof that policies of
insurance required herein expiring during the term of this Agreement have been
renewed or replaced with other policies providing at least the same coverage. Proof that
such coverage has been ordered shall be submitted prior to expiration. A coverage
binder or letter from Vendors insurance agent to this effect is acceptable. A certificate
of insurance and /or additional insured endorsement as required in these specifications
Quiksilver, Inc. Page 7
applicable to the renewing or new coverage must be provided to City within five days of
the expiration of the coverages.
11: CLA MS
Unless a shorter time is specified elsewhere in this Agreement, before making Its
final request for payment under the Agreement, Vendor shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Vendor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Vendor In writing as unsettled at the time of its final request for payment.
The Vendor and the City expressly agree that in addition to all claims filing requirements
set forth in the Agreement, the Vendor shall be required to file any claim the Vendor
may have against the City in strict conformance with the Tort Claims Act (Govt. Code §§
900 at seq.).
12. SUBCONTRACTING
City and Vendor agree that subcontractors may be used to complete the Work
outlined in the Scope of Work provided the Vendor obtains City approval prior to the
subcontractor performing any work. Vendor shall be fully responsible to City for all acts
and omissions of the subcontractors. Nothing In this Agreement shall create any
contractual relationship between City and subcontractor nor shall it create any obligation
on the part of City to pay or to see to the payment of any monies due to any such
subcontractor other than as otherwise required by law.
13. WITHHOLDINGS
City may withhold payment to Vendor of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this-Agreement. Vendor shall not
discontinue.Work as a result of such withholding. Vendor shall have an immediate right
to appeal to the City Manager or his/her designee with respect to such disputed sums.
Vendor shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding
of any amounts found to have been improperly withheld.
14. CONFLICTS OF INTEREST
14.1 The Vendor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such Interest.
14.2 If subject to the Act, Vendor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate termination of
this Agreement by City. Vendor shall Indemnify and hold harmless City for any and all
claims for damages resulting from Vendor's violation of this Section.
Qulksilver, Inc. Page 8
15. NO'T'ICES
15.1 All notices, demands, requests or approvals to be given under the terms of
this Agreement shall be given In writing, to City by Vendor and conclusively shall be
deemed served when delivered personally, or on the third business day after the deposit
thereof in the United States mail, postage prepaid, first -class mail, addressed as
hereinafter provided. All notices, demands, requests or approvals from Vendor to City shall
be addressed to City at
Attn: Rob Williams, Assistant Chief
Fire Department
City of Newport Beach
3300 Newport Boulevard
PO Box 1768
Newport Beach, CA 92658
Phone: 949 - 644 -3170
Fax: 949-673 -3056
15.2 All notices, demands, requests or approvals from City to Vendor shall be
addressed to Vendor at:
Attention: Dave Rosenberger
Quiksllver, Inc.
15202 Graham Street
Huntington Beach, CA 92649
Phone: 714 -885 -2284
Fax: 714 -885 -2285
U.Joli r�WII.I_��'C�7 .1
16.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period of
two (2) calendar days, or If more than two (2) calendar days are reasonably required to
cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, the
non - defaulting party may terminate the Agreement forthwith by giving to the defaulting
party written notice thereof.
16.2 Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving seven (7)
calendar days prior written notice to Vendor. In the event of termination under this Section,
City shall pay Vendor for Work satisfactorily performed and costs Incurred up to the
effective date of termination for which Vendor has not been previously paid. On the
effective date of termination, Vendor shall deliver to City all materials purchased in
performance of this Agreement.
Quiksilver, Inc. Page 9
17. STANDARD PROVISIONS
17.1 Compliance with all Laws Vendor shall at its own cost and expense comply
with all statutes, ordinances, - regulations and requirements of all governmental entities,
Including federal, state, county or municipal, whether now in force or hereinafter enacted.
17.2 Waiver. A waiver by City of any term, covenant, or condition in the
Agreement shall not be deemed to be a waiver of any subsequent breach of the same or
any other term, covenant or condition.
17.3 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and Agreements of whatsoever kind or nature are merged herein.
No verbal Contract or implied covenant shall be held to vary the provisions herein.
17.4 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Exhibits attached hereto, the terms of
this Agreement shall govern.
17.5 Amendments. This Agreement may be modified or amended only by a
written document executed by both Vendor and City and approved as to form by the City
Attorney.
17.6 Effect of Vendor's Execution. Execution of this Agreement by Vendor is a
representation that Vendor has visaed the Project Site, has become familiar with the local
conditions under which the Work is to be performed, and has taken into consideration
these factors in submitting its Project Proposal and Scope of Work.
17.7 Controlling Law and Venue. The laws of the State of California shall govem
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated In a court of competent jurisdiction in the .County of
Orange.
17.8 Egual Opportunity Employment. Vendor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex, age, or any other impermissible basis under law.
17.9 Interpretation. The terms of this Agreement shall be construed In
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
17.10 Severab111N. If any term or portion of this Agreement is held to be Invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
17.11 No AttomeVs Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorney's fees.
Quiksilver, Inc. Page 10
17.12 Counterparts. This Agreement may be executed In two or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one and the same Instrument.
Quiksilver, Inc. Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: �(d���1/
Aaron C. arp
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
A California municipal corporation
Date:
By:
Michael F. Henn
Mayor
VENDOR: QUIKSILVER, INC., a Delaware
corporation
Date:
By: By:
Leilani I. Brown Dave Rosenberger
City Clerk Vice - President
Attachments:
A11 -01289
Date:
By:
Brad Holman
C.F.O.
Exhibit A - Scope of Work and Schedule of Billing Rates
Quiksilver, Inc. Page 12
aolegA
ATTACHMENT A: SCOPE OF WORK
InstM011011r Mitch! the bottom of each page of lire Scope of Wor& in the spaces provided as remit os part of your proposal as
Attachment A, acknowledgi» g a demonstrated understanding of the Scope of Wo& Any and aft exoggfons to the stow mandatory
minimum requhemenes shall be Indicated on the statement ofCompilance. pricing for this proposed pmJect can he provided either
byJWng in the space below and submitting this enthe attachment with your proposal, orseparote sheets may be wed so long as lt
contains pricing for all horns listed below.
ANTICIPATED CITY OF NEWPORT BEACH JUNIOR IJFEGUAR® UNIFORM ITEMS
All items will have approved Color Schemi with JG Logo. JG Logo may be a Patch, Embroidery, or Screen print.
m
ITEM g
Qm
DESCRIPTION
UNIT PRICE
EXTENDED PRICE
1.
1,SOO
BACKPACK- Heavy D omzipperordrawstdngdosirSatleasttwo
compartments forweVdryinsfde, outside poudte%padded
a4ustabfestrap formfatyandcomfortoutsfdead jusablemethod
'Z* AvQ
to secure Ons or tdke helmet heavy dutytop handle, largo enough to
—r—
carry: fins, lunch, drink, beach egwet sweatshirt and shoes with a
small secure personal pocket for valuables.
2.
250
Me Brimmed, Bushman Style HAT- High quality, for sun
protection, sturdyJrdm with material under Una for everyday weer
at the beach. ventilation, argustablenylwrwrdorneoprmetoflt
a ?sn
child and adult
3.
1,200
Baseball orirucker style HAT- Highquagty,sturdymaeerialbm4or
evay day beach use and adjustable backto fit child and adult
S
6000
4.
25O
Visor Style, HAT -High quality. adjustable, wdth material an bill, low
praille top front sturdy bill, nylon.
COLDRAed, Navy. or approval.
5.
S00
HAT° ° High quality. trendy style, for competition day awards.
�S6 y
° -Other Ran may be substituted with approval
g.
2,OOO
LIFEGUARD TRUNK °- Boardslwrt style, sturdy stretch hb&(with
approval), 3 needle heavy stitching throughout, bartaadna at all
stress points. Owed reinforced waistband, durable for everyday use,
swe/bark pwm with fun velcro closure and sand grommet, bar
tacked/ cotton tie, wide Invisible fly.
t-(.
'25,00o
Boys and Men sites: 32°,34°,36°, W 38° and Or waist
Ghts and Women siaes;000-13 (6x -13)
0MUst agree to make up to S special she trunks for Junior Ufeguards who do not fft Into the above sizes
aty of Newport Beach Riv M 20.26 papa9
Junta Ufegtard ual mmgppand
FEM 9
QTV
DESCRIPTION
UNIT IPII(T
EKTENDE® PRICE
7.
1,700
SWEATSHIRT- 80mtton /20polq,HeavyWeWo.12or.orm0re.
Ram, Headed or Crew with land pockets or zipper Pouch, piping or
ad" accent acceptable.
Size Adult m(S-Xa
S.
2,750
T SHIRT - 100% Heavy weight cotton, Short Sleev%
She fames and Women's Adult Sties)(S- .,
COLOR- Whheor approval
13, ?J-U
SCREEN PRINT- 3to Smlori s logo front and bade
9.
1,400
MONSTER MILE TSHIRT- =% Heavy weight catWry
xs-ma. (ualsen)
OOLOR- approval
SCREEN PRINT 10 a color front and back with Newport Beach
monstardeslgn.
Artwork may be supplied by City of Newport Beach
10.
Sim
RASHGUARD- 53 ot. or more, nylon lycro short sleeve, pullover tops
with mad turtle neck collar a dSPF
Stre )D6-XXL
COLOR - to match SG uniform on approval.
T—
SCREEN PRINT -2 to 3 color JG logo.
S1
1,500
SURF CAP -100% nylon beanie, quality taping to cover all se=%tie
with tack bars for tit and function. (Samples on request)
COLORS-White, BoightOrange, Royal Blue.
04
BdghtYeffow, Red, and Kelly Green.
12.
1,750
BEACH TOWELS - printed laie large tmvel
COLOR - on approval
p
T
13.
70
IHSTRUCrOR SHIRTS -AWWCamp shirt style. with JG logo on front.
She S. mil.
COLOR -then
//
3L 8
Oty of Newpart Beads RFP Ho. 10.16 Pace SO
Jualoa UkCwrd Unlrwm Apparel
ITEM B
QTT
DESCRIPTION
UNLIT PRICE
EXTENDED PRICE
14.
950
GIRLS SUITS -One Pleee( 350) and Two wece(6001, Athletic Cut for
One Piece
Racing
��•
,x(66
She )0 S -700.
Color - Red or approval
Two Piece
70 -
/2 coo
15.
500
T-SHIRT( S)- 00MPETITI0NDE51GN- (3.4DRterentshkes /designs)
100%Heavyw elght cotton, short sleeve.
.
3-vZ�
She Men's S-7otL
T
SCREEN PRINT -4 +color twat/back with Newport Beach Team
Newport Oeslgn(s).
Artwork maT be supplied by Otv of Newport Beach
16.
6D
SYJFATSHIRT- High quality (116MorTharmaflt) TBO, Reece or
mtuo-fleece, crew with % alp, hand packeb, piping or color accent
acceptable,
_
!S
SOO
She Adult —S-MI
Color —NoW arappmved
Embroidery or Screen PAnt —'M' on leRfomrm
.
17.
ARFWDRR /EMBROIDERY/SaMMPRINr(IFA"
sHiPPING(IFANY)
M L
19.
ADDITIONAL. FEES pF ANY)
SUBTOTAL:
$ ®L��d GIPS
CRY of Newport Beach RFP No. 10-26 Page s1
7unlorMouard urakmtApperd
Production Time: It is anticipated that the City shall need all apparel items In -hand and delivered as of June 1,
2011 to properly facilitate the start of the Junior Lifeguard Program. If this production time is not feasible,
contractor shall Indicate as such in the Statement of Compliance.
Product Samples: Proposers shall also submit product samples as part of their Proposal. City of Newport Beach
Lifeguard personnel Is requesting one (1) sample of each item listed in the Scope of Work. See delivery
instructions in Section 2.1 for details on where to submit samples. Proposers may submit Proposals electronically
prior to delivering product samples, the order in which Proposals and product samples are received are not
important. Samples shall be returned to Proposers upon completion of the RFP evaluation process.
Garment License: Prior to the commencement of an Agreement, Contractor must be able to provide proof of
possession of a State of California Garment License, Issued by the State's Department of Labor Standards
Enforcement.
The undersigned certifies that submission of this Proposal Is made without prior understanding, arrangement,
agreement, or connection with any corporation, firm or person submitting a Proposal for the same services, and
is in all respects fair and without collusion of fraud. The undersigned certifies that they have not entered into any
arrangement or agreement with any City of Newport Beach public officer. The undersigned understands collusive
practices are a violation of State and Federal law and can result In fines, prison sentences, and civil damage
awards.
Pro er n re Dote
'n®JE CAUL"J
Printed Nome and TWe
CKVdWeWpcdGeaeh aW 141X 10-26 Page22
AmbrUPeVmd Unft=Append