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HomeMy WebLinkAbout16 - Approval of Agreement for Citywide Streetlight Maintenance and As-Needed Repair ServicesCTY OF F NEWPORT BEACH City Council Staff Report July 28, 2015 Agenda Item No. 16 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: George Murdoch, Acting Municipal Operations Department Director - (949) 644- 3011, gmurdoch @newportbeachca.gov PREPARED BY: Rachell Wilfert, Management Assistant PHONE: (949) 644 -3010 TITLE: Approval of Agreement with International Line Builders, Inc. for Citywide Streetlight Maintenance and As- Needed Repair Services ABSTRACT: The City has approximately 6,000 streetlights and over 700 other City -owned lighting fixtures that are maintained through contract services. The current contract for these services is about to expire. Staff has solicited for and received proposals from qualified firms and proposes the following recommendation. RECOMMENDATION: Approve the Maintenance and Repair Agreement with International Line Builders, Inc. for Citywide Streetlight Maintenance and As- Needed Repair Services for a term of five years with a total amount not to exceed by $1,353,425.00, and authorize the Mayor and City Clerk to execute the agreement. FUNDING REQUIREMENTS: The current adopted budget includes sufficient funding for this service. DISCUSSION: The City has approximately 6,000 streetlights and over 700 other City -owned lighting fixtures that are maintained and replaced through contract services. Other lighting fixtures include: bollards, park lights, parking lot lights, tree lights /up lighting and beach flood lights. The new Contractor will also be responsible for purchasing streetlight materials, previously purchased by the City. In anticipation of the current agreement expiring, the Municipal Operations Department prepared a Request for Proposal on March 31, 2015. A total of six proposals were received and subsequently evaluated by a selection panel on the basis of qualifications, availability, experience and cost. In additional to the annual routine maintenance cost listed below, the new agreement will include an additional $55,000 annually for the cost of materials and unforeseen repairs. 16 -1 Rank Proposer Technical Score (out of 50) Cost Ratio Score (out of 50) Total Score (out of 100) nnual Routine Maintenance Costs 1 Aegis ITS 33.5 50.00 83.50 $111,624.00 2 International Line Builders, Inc. 43.5 25.88 69.38 $215,685.00 3 Asplundh 39.00 17.70 56.70 $315,276.00 4 City Li ht and Power 42.00 14.27 56.27 $391,224.00 5 Delta G 17.50 13.93 31.43 $400,620.00 6 MRF 00.00* 4.79 4.79 $1,165,680.00 *Proposer did not provide any information regarding the company other than a price sheet and was evaluated accordingly. Upon the conclusion of the evaluation process, the City attempted to negotiate contract terms with the number one ranked proposer, Aegis ITS. During negotiations, Aegis ITS refused to comply with the City's indemnity language; therefore, Aegis ITS chose to withdraw from the process. Subsequently, the City was able to come terms with the second highest bidder. Therefore, Municipal Operations Department recommends International Line Builders, Inc. to provide Citywide Streetlight Maintenance Services. The agreement will be for a term of five years with a total amount not to exceed $1,353,425.00 which includes labor and supplies. 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). ATTACHMENTS: Description Attachment A - Agreement 16 -2 ATTACHMENT A MAINTENANCE /REPAIR SERVICES AGREEMENT WITH INTERNATIONAL LINE BUILDERS, INC. FOR CITYWIDE STREETLIGHT MAINTENANCE AND AS- NEEDED REPAIRS THIS MAINTENANCE /REPAIR SERVICES AGREEMENT ( "Agreement') is made and entered into as of this 14th day of July, 2015 ( "Effective Date "), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ( "City "), and INTERNATIONAL LINE BUILDERS, INC., a Delaware corporation ( "Contractor'), whose address is 2520 Rubidoux Boulevard, Riverside, California 92509, 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 desires to engage Contractor to perform maintenance and /or repair services for City ( "Project'). C. Contractor possesses the skill, experience, ability, background, certification and knowledge to provide the maintenance and /or repair services described in this Agreement. D. Contractor has examined the location of all proposed work, carefully reviewed and evaluated the specifications set forth by City for the Project, is familiar with all conditions relevant to the performance of services, and has committed to perform all work required for the compensation 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 July 31, 2020, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED 2.1 Contractor shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference ( "Services" or "Work "). As a material inducement to City entering into this Agreement, Contractor represents and warrants that Contractor is a provider of first class work and Contractor is experienced in performing the Work contemplated herein and, in light of such status and experience, Contractor covenants that it shall follow the highest industry standards in performing the Work required hereunder and that all materials will be of good quality. For purposes of this Agreement, the phrase "highest industry 16 -3 standards" shall mean those standards of practice recognized by one or more first -class firms performing similar work under similar circumstances. 2.2 Contractor shall perform all Work required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project. 3. TIME OF PERFORMANCE 3.1 Time is of the essence in the performance of Services under this Agreement and Contractor shall perform the Services in accordance with the schedule included in Exhibit A. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Contractor to strictly adhere to the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City. 3.2 Notwithstanding the foregoing, Contractor shall not be responsible for delays due to causes beyond Contractor's reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two (2) calendar days of the occurrence causing the delay to the other party so that all delays can be addressed. 3.3 Contractor shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein, not later than two (2) calendar days after 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 Contractor's control. 3.4 For all time periods not specifically set forth herein, Contractor shall respond in the most expedient and appropriate manner under the circumstances, by fax, hand - delivery or mail. 4. COMPENSATION TO CONTRACTOR 4.1 City shall pay Contractor for the Services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Except as otherwise provided herein, no rate changes shall be made during the term of this Agreement without the prior written approval of City. Contractor's compensation for all Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed One Million Three Hundred Fifty Three Thousand Four Hundred Twenty Five Dollars and 00/100 ($1,353,425.00), without prior written amendment to the Agreement. 4.2 Upon the first anniversary of the Effective Date and upon each anniversary of the Effective Date thereafter, the billing rates set forth in Exhibit B ( "Billing Rates ") shall be adjusted in proportion to changes in the Consumer Price Index, subject to the maximum adjustment set forth below. Such adjustment shall be made by International Line Builders, Inc. Page 2 1s -a multiplying the Billing Rates in Exhibit B by a fraction, the numerator of which is the value of the Consumer Price Index for the calendar month three (3) months preceding the calendar month for which such adjustment is to be made, and the denominator of which is the value of the Consumer Price Index for the same calendar month immediately prior to Effective Date. The Consumer Price Index to be used in such calculation is the "Consumer Price Index, All Items, 1982 -84 =100 for All Urban Consumers (CPI -U) ", for the Los Angeles- Riverside- Orange County Metropolitan Area, published by the United States Department of Labor, Bureau of Labor Statistics. If both an official index and one or more unofficial indices are published, the official index shall be used. If said Consumer Price Index is no longer published at the adjustment date, it shall be constructed by conversion tables included in such new index. In no event, however, shall the amount payable under this Agreement be reduced below the Billing Rates in effect immediately preceding such adjustment. The maximum adjustment increase to the Billing Rates, for any year where an adjustment is made pursuant to this Section, shall not exceed the Consumer Price Index or 2.0% of the Billing Rates in effect immediately preceding such adjustment, whichever is less. 4.3 Contractor shall submit monthly invoices to City describing the Work performed the preceding month. Contractor's bills shall include the name and /or classification of employee who performed the Work, a brief description of the Services performed and /or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar days after approval of the monthly invoice by City staff. 4.4 City shall reimburse Contractor only for those costs or expenses specifically identified in Exhibit B to this Agreement, or specifically approved in writing in advance by City. 4.5 Contractor shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, "Extra Work' means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with Exhibit B. 5. PROJECT MANAGER 5.1 Contractor shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Contractor has designated Kevin Nelsen to be its Project Manager. Contractor shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. International Line Builders, Inc. Page 3 16 -5 5.2 Contractor, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City. Contractor warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the Municipal Operations Department. City's Utilities Manager or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Contractor in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Contractor, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Contractor's Work schedule. 8. TYPE AND INSTALLATION OF MATERIALS /STANDARD OF CARE 8.1 Contractor shall use only the standard materials described in Exhibit A in performing Services under this Agreement. Any deviation from the materials described in Exhibit A shall not be installed or utilized unless approved in advance and in writing by the Project Administrator. 8.2 All of the Services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with highest industry standards. All Services shall be performed by qualified and experienced personnel who are not employed by City. By delivery of completed Work, Contractor certifies that the Work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the industry standard. 8.3 Contractor represents and warrants to City that it has, shall obtain and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Contractor to practice its profession. Contractor shall maintain a City of Newport Beach business license during the term of this Agreement. 8.4 Contractor shall not be responsible for delay, nor shall Contractor be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Contractor's Work promptly, or delay or faulty performance by City, contractors, or governmental agencies. International Line Builders, Inc. Page 4 16 -6 9. RESPONSIBILITY FOR DAMAGES OR INJURY 9.1 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 Contractor's performance of the Services required hereunder; or for damage to property from any cause arising from the performance of the Project by Contractor, or its subcontractors, or its workers, or anyone employed by either of them. 9.2 Contractor 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 Contractor's Work on the Project, or the Work of any subcontractor or supplier selected by Contractor. 9.3 To the fullest extent permitted by law, Contractor 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, attorneys' 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) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Contractor, 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). 9.4 Notwithstanding the foregoing, nothing herein shall be construed to require Contractor 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 attorneys' 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 Contractor. 9.5 Contractor shall perform all 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. Contractor shall be liable for any private or public property damaged during the performance of the Work by Contractor or its agents. 9.6 To the extent authorized by law, as much of the money due Contractor under and by virtue of the Agreement as shall be considered necessary by City may be International Line Builders, Inc. Page 5 16 -7 retained by it until disposition has been made of such suits or claims for damages as aforesaid. 9.7 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 10. INDEPENDENT CONTRACTOR It is understood that City retains Contractor on an independent contractor basis and Contractor is not an agent or employee of City. The manner and means of conducting the Work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed to constitute approval for Contractor or any of Contractors employees or agents, to be the agents or employees of City. Contractor shall have the responsibility for and control over the means of performing the Work, provided that Contractor is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Contractor as to the details of the performance of the Work or to exercise a measure of control over Contractor shall mean only that Contractor shall follow the desires of City with respect to the results of the Services. iil�dZ�] :I :Z 1 ED] i Contractor 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 Contractor on the Project. 12. CITY POLICY Contractor shall discuss and review all matters relating to policy and Project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Contractor is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference. International Line Builders, Inc. Page 6 16 -8 15. BONDING 15.1 Contractor shall obtain, provide, and maintain annually at its own expense during the term of this Agreement: a Labor and Materials Payment Bond in the amount of one hundred percent (100 %) of the total amount paid by Contractor as set forth in this Agreement and in the form attached hereto as Exhibit D which is incorporated herein by this reference. 15.2 The Labor and Materials Payment shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property - Casualty. 15.3 Contractor shall deliver, concurrently with execution of this Agreement, the Labor and Materials Payment Bond, a certified copy of the "Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 16. PREVAILING WAGES Pursuant to the applicable provisions of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages including legal holidays and overtime Work for each craft or type of workman needed to execute the Work contemplated under the Agreement shall be paid to all workmen employed on the Work to be done according to the Agreement by the Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the Work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Agreement. A copy of said determination is available by calling the prevailing wage hotline number (415) 703 -4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him /her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. International Line Builders, Inc. Page 7 16-9 17. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Contractor. Control means fifty percent (50 %) or more of the voting power or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint - venture. 18. SUBCONTRACTING The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A. Contractor shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any 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. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 19. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Contractor, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Contractor or any other party. Contractor shall, at Contractor's expense, provide such Documents to City upon prior written request. 20. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information. 21. RECORDS Contractor shall keep records and invoices in connection with the Services to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) International Line Builders, Inc. Page 8 16 -10 years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Contractor shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. 22. WITHHOLDINGS City may withhold payment to Contractor 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. Contractor shall not discontinue Work as a result of such withholding. Contractor shall have an immediate right to appeal to the City Manager or his /her designee with respect to such disputed sums. Contractor 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. 23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS City reserves the right to employ other contractors in connection with the Project. 24. CONFLICTS OF INTEREST 24.1 Contractor 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. 24.2 If subject to the Act, Contractor 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. Contractor shall indemnify and hold harmless City for any and all claims for damages resulting from Contractor's violation of this Section. 25. NOTICES 25.1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, 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. 25.2 All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: International Line Builders, Inc. Page 9 16 -11 Attn: Utilities Manager Municipal Operations Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 25.3 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: Attn: Kevin Nelsen International Line Builders, Inc. 2520 Rubidoux Blvd. Riverside, CA 92509 26. CLAIMS Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Contractor'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 Contractor in writing as unsettled at the time of its final request for payment. Contractor and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Contractor shall be required to file any claim Contractor may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27. TERMINATION 27.1 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, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 27.2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven (7) calendar days' prior written notice to Contractor. In the event of termination under this Section, City shall pay Contractor for Services satisfactorily performed and costs incurred up to the effective date of termination for which Contractor has not been previously paid. On the effective date of termination, International Line Builders, Inc. Page 10 16 -12 Contractor shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 28. LABOR 28.1 Contractor shall conform with all applicable provisions of state and federal law including, but not limited to, applicable provisions of the federal Fair Labor Standards Act ( "FLSA ") (29 USCA § 201, et seq.). 28.2 Whenever Contractor has knowledge that any actual or potential labor dispute is delaying or threatens to delay the timely performance of this Agreement, Contractor shall immediately give written notice to City, and provide all relevant information. 28.3 Contractor represents that all persons working under this Agreement are verified to be U.S. citizens or persons legally authorized to work in the United States. 28.4 To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers, and employees from loss or damage, including but not limited to attorneys' fees, and other costs of defense by reason of actual or alleged violations of any applicable federal, state and local labor laws or law, rules, and /or regulations. This obligation shall survive the expiration and /or termination of the Agreement. 29. STANDARD PROVISIONS 29.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. 29.2 Compliance with all Laws. Contractor 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. In addition, all Work prepared by Contractor shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 29.3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 29.4 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 agreement or implied covenant shall be held to vary the provisions herein. International Line Builders, Inc. Page 11 16 -13 29.5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 29.6 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. 29.7 Amendments. This Agreement may be modified or amended only by a written document executed by both Contractor and City and approved as to form by the City Attorney. 29.8 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. 29.9 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, State of California. 29.10 Equal Opportunity Employment. Contractor 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. 29.11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees. 29.12 Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one (1) and the same instrument. [SIGNATURES ON NEXT PAGE] International Line Builders, Inc. Page 12 16 -14 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY AT RNEY'S OFFICE Date: By: 7)q� — Aaron C. Harp (AM olarl,c City Attorney ATTEST: Date: L0 Leilani I. Brown City Clerk CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Edward D. Selich Mayor CONTRACTOR: International Line Builders, Inc., a Delaware corporation Date: By: Mike Bass President Date: Bv: Brad Hulquist Treasurer [END OF SIGNATURES] Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Exhibit D — Labor and Materials Payment Bond International Line Builders, Inc. Page 13 16 -15 EXHIBIT A SCOPE OF SERVICES International Line Builders, Inc. Page A -1 16 -16 VXEWPRr CI41FOON SCOPE OF SERVICES DUTIES AND RESPONSIBILITIES INTENT o The intent of this Request for Proposal is to select and enter into a maintenance agreement with the highest - qualified Contractor that will provide professional streetlight maintenance and emergency and on -call supplemental repair services. DESCRIPTION OF PROJECT o Furnish all labor, tools, expendable equipment, materials, transportation services necessary to perform the services outlined in this RFP described herein including, but not limited to, the following: • Routine maintenance services for the City's streetlights and bollards as a result of normal operational wear and tear, including light out service requests. • Repair or replacement of materials as a result of collision, mischief, and /or acts of nature. • Contractor must be able to safe off any electrical hazard including high voltage series streetlights (less than 6,000 volts). QUALITY OF WORK AND MATERIALS o The Contractor shall perform all Work required to be performed, and shall provide and furnish all the labor, materials, necessary tools, expendable equipment and all utility and transportation services necessary for the Project, including delivery, storage and handling of products. o All material and equipment furnished by the Contractor shall be high grade, and free from defects and imperfections, unless otherwise hereinafter specified. Workmanship shall be in accord with the best standard practices. Both materials and workmanship shall be subject to the approval of the Project Administrator. o The actual cost of all materials passed on to the City shall be wholesale cost of the material. The wholesale cost shall be the actual cost paid by the Contractor reflecting the best price, including discounts available. Receipts shall be required for reimbursements. 16 -17 • At no time shall the cost of materials exceed retail cost from the current price list, minus the discount rates. • Typical costs of the streetlight poles, bulbs, ballasts, photocells, etc. to be submitted to the City prior to approval. o The City reserves the right to purchase materials directly and make them available to the Contractor. In the event the City exercises the option to purchase the materials, the following conditions will apply: • Contractor shall conform to all City practices and procedures. • All City purchases will be for the sole expressed use of and for the City. • The Contractor shall secure, store, inventory, distribute and control all materials entrusted to the Contractor's representatives. • All materials and inventories shall be made available to the City upon request. • The Contractor will not include the materials cost for the specified work for which the City provided parts. o All work shall be performed in accordance with the HIGHEST INDUSTRY STANDARDS, as stated in the specifications described herein. Standards and frequencies may be modified from time to time as deemed necessary by the City for the proper maintenance of the sites. o If, in the judgment of the City, the quality of work is less than that specified herein, the City shall, at its option, in addition to or in lieu of other remedies provided herein, withhold appropriate payment from the Contractor until services are rendered in accordance with specifications set forth within this document and providing no other arrangements have been made between the Contractor and the City. Failure to notify of a change and /or failure to perform an item or work on a scheduled day may, at the City's sole discretion, result in deduction of payment for that date, week, or month. Payment will be retained for work not performed until such time as the work is performed to City standard. WORKMANSHIP AND SUPERVISION o Contractor shall designate a Project Manager to serve as the main contact for the Contractor throughout the project. The Project Manager shall have the authority to handle and resolve any contract disputes with the City and be experienced in supervising streetlight maintenance. o All work shall meet with the approval of the City's designated Project Administrator. Any specific problem area which does not meet the conditions of the specifications set forth herein shall be called to the attention of the Contractor's Project Manager and if not corrected, payment to the Contractor will not be made until condition is corrected in a satisfactory manner as set forth in the fiG345 specifications. LICENSES o Contractor shall maintain a C -10 Electrical contractor's license at all times for the duration of the agreement. RESPONSIBILITY FOR DAMAGES OR INJURY • Any damage done by Contractor outside the area and scope of the work of the contract shall be repaired or replaced as directed at no additional cost to the City. • Contractor 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 Contractor's Work on the Project, or the Work of any subcontractor or supplier selected by Contractor. • To the fullest extent permitted by law, Contractor 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, attorneys' 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) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Contractor's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Contractor, 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). RECORDS o Contractor shall keep records and invoices in connection with the Services to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Contractor shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date 16 -19 of final payment to Contractor under this Agreement. o City Work Order System • Upon completion of agreement, Contractor shall have access to the City's internet based work order system. Contractor will be required to create, track, monitor, and complete work orders. The work order numbers created through this system will be noted on work completed in the invoices. o Invoices • Invoices from Contractor shall contain information on work completed. Work completed will be identified by City issued work order number, work completed, time to complete, and, if applicable, materials installed at cost plus markup. WORKING HOURS o Normal working hours shall be between the hours of 7:00 a.m. and 5:00 p.m., Monday through Friday. No Saturday or Sunday work is to be scheduled without prior written permission from the City, unless it is an emergency situation. o Night Patrols Contractor shall provide night patrols whereby every streetlight shall be checked once every four months. The Contractor shall provide a written report to the City the results of the night patrols. • Contractor to provide a schedule of the night patrols to the Project Administrator after the award of contract. Contractor shall create work orders in the City's system for all outages or repairs found during the patrols. CORRESPONDENCE o All correspondence shall be addressed to Utilities Manager, Municipal Operations Department, City of Newport Beach, and PO Box 1768, Newport Beach, California 92658 -8915. REQUIRED REPORTING o Contractor shall utilize the City's work order system to monitor and track response times, work completed and materials used. o Contractor shall provide monthly activity reports to verify response times of 16 -20 maintenance crews to light out calls and shall be attached with monthly invoice. o Contractor shall report any database errors or omissions as part of the monthly activity report. o The monthly activity report shall detail all inspection and maintenance activities performed by the Contractor. All maintenance work shall be initiated by the Contractor within 48 hours of request by the City. SAFETY REQUIREMENTS o All work performed under this contract shall be performed in such a manner as to provide maximum safety to the public and where applicable comply with all safety standards required by CAL -OSHA. The City reserves the right to issue restraint or cease and desist orders to the Contractor when unsafe or harmful acts are observed or reported relative to the performance under this contract. All contractor employees shall have access to a W.A.T.C.H. (Work Area Traffic Control Handbook) at all times. • Contractor's field personnel shall wear easily recognizable uniforms containing Contractor's name. Contractor shall be responsible for supplying all appropriate personal protective equipment including but not limited to safety vests, safety shoes and reflective vests. • Contractor shall maintain all work sites free of hazards to persons and /or property resulting from his /her operations. Any hazardous condition noted by the Contractor, which is not a result of his /her operations, shall be immediately reported to the City. • Warning signs, lights, and devices shall be installed and displayed in conformity with "The California Manual on Uniform Traffic Devices" for use in performance of work upon highways issued by the State of California, Department of Transportation. • Contractor's employees shall be trained in health and safety per CALOSHA requirements. 16 -21 TECHNICAL MAINTENANCE DEFINITIONS • Streetlight -- City -owned lighting poles, luminaries, and appurtenances of all types and wattages within the public right -of -way. • Safety light -- Designated streetlight attached to a pole in conjunction with a traffic signal light. • Routine Maintenance Services -- Services for the City's streetlights as a result of normal operational wear and tear, such as, changing lights, bollards, ballasts, etc. • Emergency Repair Services -- Repair or replacement of materials as a result of collision, mischief, and /or acts of nature that requires immediate response from Contractor personnel. • On -Call Supplemental Services — Non - emergency projects, or troubleshooting beyond basic services, that will be scheduled with the Project Administrator before any work commences. ROUTINE MAINTENANCE SERVICES • Copies of maps and lists maintained by the City shall be made available to the contractor to updated and provide a comprehensive list of all streetlights and their locations on a semi - annual basis during the life of the contract. • Contractor must be able to safe off any electrical hazard including high voltage series streetlights (less than 6,000 volts). • All outages identified by the Contractor, City, and the public shall be recorded, repaired, and included as part of an activity report submitted to the City on a monthly basis. • The monthly activity report shall detail all inspection and maintenance activities performed by the Contractor. All maintenance work shall be initiated by the Contractor within 48 hours of request by the City. • Contractor shall not perform any additional inspection or repair activities to safety lights, traffic signal lights, or the poles that they are attached. • City shall furnish a database of all identified streetlights including, but not limited to, the following information: pole identification, location, and type. • The City shall provide the Contractor with the updated database within thirty (30) days of approval by the City. • Contractor shall accept responsibility for the maintenance of the streetlight system its "as -is" condition. 16 -22 • Streetlights considered to be potentially hazardous to the public, as identified by the Contractor during the normal inspection and maintenance process, shall be reported to the City immediately. • The City will stock streetlight poles at a City facility, however it is the Contractor's responsibility to purchase the streetlight poles and maintain an adequate stock. The City will work with the Contractor to designate what an adequate stock entails. • Contractor shall furnish lamps, ballasts, and photocells. Replacement lamps are to be of identical wattage, lamp type, and provide comparable illumination of the area lighted by the lamp. Specifically, any relamping of existing LED lights are to be with comparable LED lights. • Contractor shall provide all materials to complete the work identified in the Scope of Service, including but not limited to: luminaires, tools and all repair materials. These materials will be stored at the Contractor's facility at no additional fee to the City. The City will only pay for cost of materials on bulbs, ballast, photocells and poles, all other materials that are required by the Contractor to perform the work specified shall be provided by the Contractor at no extra cost to the City. o Contractor shall commence repairs of early lamp burnouts or day burners within forty -eight (48) hours of Contractor receiving notification or patrol discovery; this replacement will include lens cleaning and interior wiping of the luminaire. o Contractor shall respond to light out calls within two (2) business days. In most instances, repairs will be made immediately to restore the light to working order. o The Contractor shall clean components each and every time a service call is made to the fixture under the terms of this contract. Cleaning shall consist of wiping the lens, refractor, opal glass with a clean, soft cloth so as to remove all dirt, dust, and foreign matter. o Streetlights considered potentially hazardous to the public, as identified by the Contractor during the normal inspection and maintenance process, shall be reported to the City immediately. EMERGENCY REPAIR SERIVCES o Contractor must be available for same day response, including after - hours, weekends, and holidays. • After -hours refers to Monday through Thursday 5:00 pm to 7:00 am ■ Weekends begin 5:00 pm Friday to 7:00 am Monday. ■ When an emergency repair request is made the Contractor must respond within one hour from initial call from the City. 16 -23 • Contractor must be able to: • Safe off any electrical hazard including high voltage series streetlights (less than 6,000 volts). • Set a concrete pull box with lid on any exposed wires that cannot be contained in their original structures. • Clear any heavy, downed or leaning light pole or poles. • Clear light poles from obstructing traffic, roadways, & pedestrian passage on sidewalks. • Set barricades and caution tape over any debris left at the scene. • Notify the City representative at the beginning of the next work shift reporting what has been done. • Provide 24 -hour phone number available to City emergency personnel. • If additional problems or abnormalities exist during the response contact the City representative immediately. • Upon completion of the agreement a detailed inventory of all lights in the city including location, pole type, wattage, etc. will be provided to the contractor. ON -CALL SUPPLEMENTAL SERVICES • All other repairs not specifically listed in Scope of Service including, but not limited to leaning poles and extended troubleshooting, shall be billed per the attached Billing Rates Sheet, or individual quotes can be provided by the Contractor on each job. • No supplemental services shall be completed until the Contractor receives prior approval from the Project Administrator. • Some types of maintenance may require the crew to leave the site to obtain the necessary materials or equipment to complete such repairs. In the event extensive repairs are required Contractor shall inform the Project Administrator with an estimated timeline and cost prior to any work completed; however, no longer than fourteen (14) days after knowledge of the outage. • Repairs requiring special factory orders shall be completed within seven (7) days after receipt of material. • Supplemental ProiectAdministration 16 -24 • When the need for supplemental services arises, the City shall request in writing, the necessary services required in adequate detail. Contractor shall then provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal "). The Letter Proposal shall include the following: • A detailed description of the Services to be provided; • The estimated number of hours and cost to complete the Services; and • The time needed to finish the specific Project. City will assess the Letter Proposal to ensure that services and costs proposed are commensurate with those provided in the Contractor's Billing Sheet. No Services shall be provided until the City has provided written acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall diligently perform the duties in the approved Letter Proposal. TYPES OF POLES AND FIXTURES Contractor must have experience maintaining and repairing various pole and fixtures types including: Poles Fixtures High Pressure Sodium (35 -400 watt, 120/240 volts) 1212T 1214T Series Mercury (100 -400 watt) 1316T Series Incandescent (2500 -4000 lumen) 42D 42D DBL LED (GE, Philips, Synergy) 42D OBS QL (55 watt, 240 volt) 45D 65D 65D DBL 68D 7003 J 7003 J DBL 7004 J 7004 J DBL AMERON AEGEAN AMERON JSL AMERON JSL DBL AMERON VICTORIAN IMPERIAL MANVILLE PUMCO 500 16 -25 EXHIBIT B SCHEDULE OF BILLING RATES International Line Builders, Inc. Page B -1 16 -26 ctW PQ9 `tip n __ IIe��IiPP r�L1LORH,r COST FILE Hourly Rates The Contractor shall invoice the City on a time and materials basis. Time shall begin when the Contractor enters Into the City limits. Travel time between maintenance sites, mobilization, and traffic control shall not be charged individually and included in the hourly rate. Any service charges not identified below must be included with the proposal on a separate sheet of paper. Routine Maintenance' $ 230.00 /per crew Minimum 4 Normal Business hours Hours Emergency Service Ratei Minimum 4 $ 230.00 /per crew Normal Business hours Hours Emergency Service Ratei Minimum 4 $ 250.00 /per crew After -hours & Weekends Hours On -Call Supplemental $ 250.00 /per crew Minimum 4 Repair Services' Hours A bulk rate shall be charged three times per year (every Night Patrol $ 135.00 four months) for one complete City night patrol. It shall be B invoiced following the submittal of Contractor's finding to the City. Materials Charge: ��% (No more than 10 %) �._._ ' Please Include in the proposal positions and equipment included in the hourly crew rate (e.g., one supervisor, two electricians and a boom truck). The pricing Indicated above must be Inclusive of any applicable Prevailing Wages. In the event additional work or repairs are requested, the above hourly rates will be used. The Contractor shall prepare a quote of the estimated additional hours; no new work shall begin until the Contractor receives approval from the City representative. 16 -27 c�W �Hi n COST FILE 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 some services, and.is in ail 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 low and can result in fines, prison sentences, and civil damage awards. Proposer Signature Date Y -6-j"I ti1Eko aj HAUAW ec� Printed Name and Title FROM EXHIBIT C INSURANCE REQUIREMENTS — MAINTENANCE /REPAIR/JANITORIAL SERVICES 1. Provision of Insurance. Without limiting Contractor's indemnification of City, and prior to commencement of Work, Contractor 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. Contractor agrees to provide insurance in accordance with requirements set forth here. If Contractor uses existing coverage to comply and that coverage does not meet these requirements, Contractor agrees to amend, supplement or endorse the existing coverage. 2. 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. 3. Coverage Requirements. A. Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance, statutory limits, and Employer's Liability Insurance with limits of at least one million dollars ($1,000,000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California, Section 3700 of the Labor Code. Contractor shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. B. General Liability Insurance. Contractor shall maintain commercial general liability insurance and, if necessary, umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than one million dollars ($1,000,000) per occurrence, two million dollars ($2,000,000) general aggregate. The policy shall cover liability arising from premises, operations, products - completed operations, personal and advertising injury, and liability assumed under an insured contract (including the tort liability of another assumed in a business contract). C. Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Contractor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented International Line Builders,'Inc. Page C -1 16 -29 vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. 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 Contractor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants. B. Additional Insured Status. All liability policies including general liability, products and completed operations, excess liability, pollution liability, and automobile liability, if required, shall provide or be endorsed to provide that City and its officers, officials, employees, and agents shall be included as insureds under such policies. C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or self - insurance maintained by City. D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar days notice of cancellation (except for nonpayment for which ten (10) calendar days notice is required) or nonrenewal of coverage for each required coverage. 5. Additional Agreements Between the Parties. The parties hereby agree to the following: A. Evidence of Insurance. Contractor 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 other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Contractor sixty (60) calendar days advance written notice of such change. If such change results in substantial International Line Builders, Inc. Page C -2 16 -30 additional cost to Contractor, City and Contractor may renegotiate Contractor's compensation. C. Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters into contracts with on behalf of City will be submitted to City for review. Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13. D. Enforcement of Agreement Provisions. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non - compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder. E. 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. If the Contractor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. F. Self- insured Retentions. Any self- insured retentions must be declared to and approved by City. City reserves the right to require that self- insured retentions be eliminated, lowered, or replaced by a deductible. Self - insurance will not be considered to comply with these requirements unless approved by City. G. City Remedies for Non - Compliance If Contractor or any sub - consultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Contractor's right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand. International Line Builders, Inc. Page C -3 16 -31 H. Timely Notice of Claims. Contractor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Contract, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. I. Contractor's Insurance. Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. International Line Builders, Inc. Page C -4 16 -32 EXHIBIT D CITY OF NEWPORT BEACH BOND NO. LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to International Line Builders, Inc. hereinafter designated as the "Principal," a contract for maintenance and /or repair services, in the City of Newport Beach, in strict conformity with the Contract on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Contract and the terms thereof require the annual furnishing or renewal of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety ") are held and firmly bound unto the City of Newport Beach, in the sum of Two Hundred Seventy Thousand Six Hundred Eighty Five Dollars and 00/100 ($270,685.00), lawful money of the United States of America, said sum being equal to 100% of the annual estimated amount payable by the City of Newport Beach under the terms of the Contract; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld and paid over to the Employment Development Department from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required by the provisions of Section 9554 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 9100 of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 9500 et seq. of the Civil Code of the State of California. International Line Builders, Inc. Page D -1 16 -33 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Contract or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Contract or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the day of , 20_ Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: M Aaron C. Harp City Attorney Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED International Line Builders, Inc. Page D -2 16 -34 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On , 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his /her /their authorized capacity(ies), and that by his /her /their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On 20 before me, Notary Public, personally appeared proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his /her /their authorized capacity(ies), and that by his /her /their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) International Line Builders, Inc. Page D -3 16 -35