HomeMy WebLinkAboutC-8521-1 - Service Agreement for Crossing Guard ServicesN
AMENDMENT NO. FOUR TO
SERVICE AGREEMENT
WITH ALL -CITY MANAGEMENT SERVICES, INC. FOR
V CROSSING GUARD SERVICES
THIS AMENDMENT NO. FOUR TO SERVICE AGREEMENT ("Amendment No.
Four") is made and entered into as of this 28th day of September, 2021 ("Effective Date"),
by and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and ALL -CITY MANAGEMENT SERVICES, INC., a California
corporation ("Contractor"), whose address is 10440 Pioneer Boulevard, Suite 5, Santa Fe
Springs, California 90670, and is made with reference to the following:
RECITALS
A. On September 12, 2017, City and Contractor entered into a Service Agreement
("Agreement") to engage Contractor to provide crossing guard services ("Project").
B. On August 14, 2018, the City Council directed City staff to implement and install
certain recommended improvements outlined in the Newport Heights
Neighborhood School Traffic Study, dated May 2018.
C. On August 31, 2018, City and Contractor entered into Amendment No. One to the
Agreement ("Amendment No. One") to reflect additional Services not included in
the Agreement and to increase the total compensation to implement the direction
given by City Council.
D. On September 25, 2018, City and Contractor entered into Amendment No. Two to
the Agreement ("Amendment No. Two") to reflect additional Services not included
in the Agreement, as amended, and to increase the total compensation.
E. On August 13, 2021, City and Contractor entered into Amendment No. Three to
the Agreement ("Amendment No. Three") to reflect additional Services not
included in the Agreement, as amended, to increase the total compensation, and
to update insurance requirements.
F. The parties desire to enter into this Amendment No. Four to increase the total
compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
COMPENSATION TO CONTRACTOR
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement, Exhibit B to Amendment No. One,
Exhibit B to Amendment No. Two, Exhibit B to Amendment No. Three, and Exhibit B to
this Amendment No. Four shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following:
"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. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subcontractor fees, shall not exceed Five Hundred Seventy
Thousand Fifty Six Dollars and 40/100 ($570,056.40) for the initial three (3) year term,
without prior written authorization from City.
For year one (1), the annual amount shall not exceed One Hundred Fifty Four
Thousand Forty Dollars and 40/100 ($154,040.40). For year two (2), the annual amount
shall not exceed Two Hundred Thousand Three Hundred Forty Dollars and 00/100
($200,340.00). For year three (3), the annual amount shall not exceed Two Hundred
Fifteen Thousand Six Hundred Seventy Six Dollars and 00/100 ($215,676.00). No
billing rate changes shall be made during the term of this Agreement without the prior
written approval of City. At the City's discretion and in accordance with Section 1 of this
Agreement, after the first three (3) years, this Agreement may be extended for the fourth
(4th) year, and at the end of the fourth (4th) year may be extended for the fifth (5th) year.
For year four (4), the annual amount shall not exceed Two Hundred Thirty Four
Thousand One Hundred Forty Four Dollars and 00/100 ($234,144.00). For year five
(5), the annual amount shall not exceed Two Hundred Seventy Nine Thousand One
Hundred Eighty Dollars and 00/100 ($279,180.00). Contractor's compensation for all
Work performed in accordance with this Agreement, including all reimbursable items and
subcontractor fees, shall not exceed One Million Eighty Three Thousand Three
Hundred Eighty Dollars and 40/100 ($1,083,380.40) if this Agreement is extended for
years four (4) and five (5)."
The total amended compensation reflects Contractor's additional compensation for
additional Services to be performed in accordance with this Amendment No. Four,
including all reimbursable items and subcontractor fees, in an amount not to exceed
Twenty One Thousand One Hundred Fifty Dollars and 00/100 ($21,150.00).
2. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
All -City Management Services, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. Four to
be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 819 ) 21-D2-1
By:
Aaron C. Harp rkM oawetzl
City Attorney
ATTEST:
Date: q,.Zq. gal
By:
Leilani I. Brown
City Clerk
Attachments
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Brad Ave
Mayor
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., a
California rpo tion
Date:
4ro6fa1rwWlI
Chief Pecutive Officer
Date:
Demetrcl.Farwell
Secretary
[END OF SIGNATURES]
Exhibit B — Schedule of Billing Rates
All -City Management Services, Inc. Page 3
EXHIBIT B
SCHEDULE OF BILLING RATES
All -City Management Services, Inc. Page B-1
All City Management Services Inc.
Client Worksheet 2021-2022
Department: 5701
Billing Rate for 2021-2022 : $23.50
City of Newport Beach
870 Santa Barbara Drive
Newport Beach, CA 92660
KEY:
Traditional Calendar:
For sites with no regularly scheduled early release days, use 180 regular days
For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days
2 Additional sites at Irvine/Cliff
Sites with traditional calendar:
6 1 1 150 1 1 $23.50 11 $21,150.00
2 Sites at 3.0 hrs per day Total Hrs/day X days X Hourly Billing Rate
TOTAL PROJECTED HOURS 900 TOTAL PROJECTED COST $21,150.00
i
N
0
C0 AMENDMENT NO. THREE TO
SERVICE AGREEMENT
U WITH ALL -CITY MANAGEMENT SERVICES, INC. FOR
CROSSING GUARD SERVICES
THIS AMENDMENT NO. THREE TO SERVICE AGREEMENT ("Amendment No.
Two") is made and entered into as of this 13th day of August, 2021 ("Effective Date"), by
and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and ALL -CITY MANAGEMENT SERVICES, INC., a California
corporation ("Contractor"), whose address is 10440 Pioneer Boulevard, Suite 5, Santa Fe
Springs, California 90670, and is made with reference to the following:
RECITALS
A. On September 12, 2017, City and Contractor entered into a Service Agreement
("Agreement") to engage Contractor to provide crossing guard services ("Project").
B. On August 14, 2018, the City Council directed City staff to implement and install
certain recommended improvements outlined in the Newport Heights
Neighborhood School Traffic Study, dated May 2018.
C. On August 31, 2018, City and Contractor entered into Amendment No. One to the
Agreement ("Amendment No. One") to reflect additional Services not included in
the Agreement and to increase the total compensation to implement the direction
given by City Council.
D. On September 25, 2018, City and Contractor entered into Amendment No. Two to
the Agreement ("Amendment No. Two") to reflect additional Services not included
in the Agreement, as amended, and to increase the total compensation.
E. The parties desire to enter into this Amendment No. Three to reflect additional
Services not included in the Agreement, as amended, to increase the total
compensation, and to update insurance requirements.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement, Exhibit A to Amendment No. One, Exhibit A to
Amendment No. Two, and Exhibit A to this Amendment No. Three shall collectively be
known as "Exhibit A." The City may elect to delete certain Services within the Scope of
Services at its sole discretion.
2. COMPENSATION TO CONTRACTOR
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement, Exhibit B to Amendment No. One,
Exhibit B to Amendment No. Two, and Exhibit B to this Amendment No. Three shall
collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following:
"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. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subcontractor fees, shall not exceed Five Hundred Seventy
Thousand Fifty Six Dollars and 401100 ($570,056.40) for the initial three (3) year term,
without prior written authorization from City.
For year one (1), the annual amount shall not exceed One Hundred Fifty Four
Thousand Forty Dollars and 401100 ($154,040.40). For year two (2), the annual amount
shall not exceed Two Hundred Thousand Three Hundred Forty Dollars and 001100
($200,340.00). For year three (3), the annual amount shall not exceed Two Hundred
Fifteen Thousand Six Hundred Seventy Six Dollars and 001100 ($215,676.00). No
billing rate changes shall be made during the term of this Agreement without the prior
written approval of City. At the City's discretion and in accordance with Section 1 of this
Agreement, after the first three (3) years, this Agreement may be extended for the fourth
(4th) year, and at the end of the fourth (4th) year may be extended for the fifth (5th) year.
For year four (4), the annual amount shall not exceed Two Hundred Thirty Four
Thousand One Hundred Forty Four Dollars and 001100 ($234,144.00). For year five
(5), the annual amount shall not exceed Two Hundred Fifty Eight Thousand Thirty
Dollars and 001100 ($258,030.00). Contractor's compensation for all Work performed in
accordance with this Agreement, including all reimbursable items and subcontractor fees,
shall not exceed One Million Sixty Two Thousand Two Hundred Thirty Dollars and
401100 ($1,062,230.40) if this Agreement is extended for years four (4) and five (5)."
The total amended compensation reflects Contractor's additional compensation for
additional Services to be performed in accordance with this Amendment No. Three,
including all reimbursable items and subcontractor fees, in an amount not to exceed Forty
Two Thousand Thirty Dollars and 001100 ($4,230.00).
3. INSURANCE
Exhibit C (Insurance Requirements — Professional Services) to the Agreement is
amended in its entirety and replaced with the Exhibit C (Insurance Requirements —
Professional Services) attached hereto and incorporated herein by reference.
All -City Management Services, Inc. Page 2
4. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
All -City Management Services, Inc. Page 3
IN WITNESS WHEREOF, the parties have caused this Amendment No. Three to
be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTONEY'S OFFICE
Date: 7101 ZI
By: 2�-4 -- qcb r -
Aaron C. Harp am ``NQtm
City Attorney
ATTEST:(� �� � I
Date:
e
By:
_ aa
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a Califor� mun•cip I corporation
Date: c
By.
Grace K. Leung
City Manager
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., a
California corporation
Date:
Signed in Counterpart
Baron Farwell
Chief Executive Officer
Date:
Signed in Counterpart
By:
Demetra Farwell
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
All -City Management Services, Inc. Page 4
IN WI"r'NFSS WHEREOF, the parties have caused this Amendment No. Three to
be executed on the dates written belolfl.I.
APPROVED AS TO FORM -
CITY ATTORNEY'S OFFICE
Date: -T-1 /-),. i
-
By: j t t' /
Aaron C. Harp
Cit/ Attornev
ATTEST:
Date:
By:
Leilani I. Brovin
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date.-
By:
ate:
By- -
Grace K. Leung
City Manager
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., -
California c rpoation
Date: / �Z
B"a'ron f arwell
Chiefxe utiv Officer
Date:
/ �/ c,/
Demet�a Fa
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
All -City fvlanagement Services, Inc. Page 4
EXHIBIT A
SCOPE OF SERVICES
Additional Crossing Guard Locations-.
Additional School:
Crossing
Guard No.
Intersection:
16 Ensign Intermediate School Irvine Avenue/ Cliff Drive
17 Ensign Intermediate School Irvine Avenue/ Cliff Drive
All -City Management Services, Inc. Page A-1
EXHIBIT B
SCHEDULE OF BILLING RATES
All -City Management Services, Inc. Page B-1
All City Management Services Inc.
Client Worksheet 2021-2022
Department: 5701
Billing Rate for 2021-2022 : $23.50
City of Newport Beach
870 Santa Barbara Drive
Newport Beach, CA 92660
KEY:
Traditional Calendar:
For sites with no regularly scheduled early release days, use 180 regular days
For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days
2 Additional sites at Irvine/Cliff
Sites with traditional calendar:
6 1 1 30 1 1 $23.50 11 $4,230.00
2 Sites at 3.0 hrs per day Total Hrs/day X days X Hourly Billing Rate
TOTAL PROJECTED HOURS 180 TOTAL ANNUAL PROJECTED COST $4,230.00
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
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 ( alifnrnia with an assigned pnlirvhnlderc'
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 City Council,
boards and commissions, officers, agents, volunteers and employees.
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, 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 vehicles, in an amount not less than one million dollars
($1,000,000) combined single limit each accident.
All -City Management Services, Inc. Page C-1
D. Professional Liability (Errors & Omissions) Insurance. Contractor shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and two million dollars
($2,000,000) in the aggregate. Any policy inception date, continuity
date, or retroactive date must be before the Effective Date of this
Agreement and Contractor agrees to maintain continuous coverage
through a period no less than three years after completion of the
Services required by this Agreement.
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
m irSuant to this Anraamant chnil he endorsed to ;yalye ciihrnn-m+inn
against City, its City Council, boards and commissions, officers, agents,
volunteers and employees 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 subcontractors.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but
not including professional liability, shall provide or be endorsed to
provide that City, its City Council, boards and commissions, officers,
agents, volunteers and employees 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. The certificates and endorsements for each insurance
All -City Management Services, Inc. Page C-2
policy shall be signed by a person authorized by that insurer to bind
coverage on its behalf. At least fifteen (15) days prior to the expiration
of any such policy, evidence of insurance showing that such insurance
coverage has been renewed or extended shall be filed with the City. If
such coverage is cancelled or reduced, Contractor shall, within ten (10)
days after receipt of written notice of such cancellation or reduction of
coverage, file with the City evidence of insurance showing that the
required insurance has been reinstated or has been provided through
another insurance company or companies. 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 sixLy (vvj ;a lendar days'
advance written notice of such change. If such change results in
substantial 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.
All -City Management Services, Inc. Page C-3
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 subcontractor
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.
H. Timely Notice of Claims Contractor shat! g,ve City prompt and t,mely
notice of claims made or suits instituted that arise out of or result from
Contractor's performance under this Agreement, 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.
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.
All -City Management Services, Inc. Page C-4
Mulvey, Jennifer
From: Greathouse, Kaitlin <kgreathouse@nbpd.org>
Sent: Monday, August 16, 20217:04 AM
To: Mulvey, Jennifer
Subject: FW: Compliance Alert -Vendor Number fv00000413
[EXTERNAL EMAIL] DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe.
Good morning! Please see the below compliance email for All -City Management Services.
Thanks!!
Kaitlin
-----Original Message -----
From: Newman, Lisa
Sent: Sunday, August 15, 2021 12:54 PM
To: Greathouse, Kaitlin <kgreathouse@nbpd.org>
Subject: FW: Compliance Alert -Vendor Number fv00000413
For you...
-----Original Message -----
From: Customer Service <customerservice@ebix.com>
Sent: Friday, August 13, 20215:37 PM
To: Newman, Lisa <Inewman@nbpd.org>; insurance@newportbeachca.gov
Cc: sagar@ebix.com
Subject: Compliance Alert -Vendor Number fv00000413
Warning, External email: The content or attachments contained in this message may be harmful. DO NOT CLICK links or
attachments if you do not recognize the sender.
This Account has moved from non-compliant to COMPLIANT status and is currently in compliance for certificate of
insurance requirements. fv00000413 All -City Management Services, Inc.
Sent by Ebix, designated insurance certificate reviewer for the City of Newport Beach.
IMPORTANT WARNING and CONFIDENTIALITY NOTICE: This e-mail (and any attachment) is only intended for the use of
the person or entity to which it is addressed, and may contain information that is privileged and confidential. All
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AMENDMENT NO. TWO TO
SERVICE AGREEMENT
WITH ALL -CITY MANAGEMENT SERVICES, INC. FOR
CROSSING GUARD SERVICES
THIS AMENDMENT NO. TWO TO SERVICE AGREEMENT ("Amendment No.
Two") is made and entered into as of this 25th day of September, 2018 ("Effective Date"),
by and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and ALL -CITY MANAGEMENT SERVICES, INC., a California
corporation ("Contractor"), whose address is 10440 Pioneer Boulevard, Suite 5, Santa Fe
Springs, California 90670, and is made with reference to the following:
RECITALS
A. On September 12, 2017, City and Contractor entered into a Service Agreement
("Agreement') to engage Contractor to provide crossing guard services ("Project").
B. On August 14, 2018, the City Council directed City staff to implement and install
certain recommended improvements outlined in the Newport Heights
Neighborhood School Traffic Study, dated May 2018.
C. On August 31, 2018, City and Contractor entered into Amendment No. One to the
Agreement ("Amendment No. One") to reflect additional Services not included in
the Agreement and to increase the total compensation to implement the direction
given by City Council.
D. The parties desire to enter into this Amendment No. Two to reflect additional
Services not included in the Agreement, as amended, and to increase the total
compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement, Exhibit A to Amendment No. One, and Exhibit A
to this Amendment No. Two shall collectively be known as "Exhibit A." The City may elect
to delete certain Services within the Scope of Services at its sole discretion.
2. COMPENSATION TO CONTRACTOR
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement, Exhibit B to Amendment No. One,
and Exhibit B to this Amendment No. Two shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following:
"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. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subcontractor fees, shall not exceed Five Hundred Seventy
Thousand Fifty Six Dollars and 40/100 ($570,056.40) for the initial three (3) year term,
without prior written authorization from City.
For year one (1), the annual amount shall not exceed One Hundred Fifty Four
Thousand Forty Dollars and 401100 ($154,040.40). For year two (2), the annual amount
shall not exceed Two Hundred Thousand Three Hundred Forty Dollars and 001100
($200,340.00). For year three (3), the annual amount shall not exceed Two Hundred
Fifteen Thousand Six Hundred Seventy Six Dollars and 001100 ($215,676.00). No
billing rate changes shall be made during the term of this Agreement without the prior
written approval of City. At the City's discretion and in accordance with Section 1 of this
Agreement, after the first three (3) years, this Agreement may be extended for the fourth
(4th) year, and at the end of the fourth (4th) year may be extended for the fifth (5th) year.
For year four (4), the annual amount shall not exceed Two Hundred Thirty Four
Thousand One Hundred Forty Four Dollars and 00/100 ($234,144.00). For year five
(5), the annual amount shall not exceed Two Hundred Fifty Three Thousand Eight
Hundred Dollars and 001100 ($253,800.00). Contractor's compensation for all Work
performed in accordance with this Agreement, including all reimbursable items and
subcontractor fees, shall not exceed One Million Fifty Eight Thousand Dollars and
40/100 ($1,058,000.40) if this Agreement is extended for years four (4) and five (5)."
The total amended compensation reflects Contractor's additional compensation for
additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subcontractor fees, in an amount not to exceed Forty
Five Thousand One Hundred Ninety Eight Dollars and 001100 ($45,198.00).
3. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT. PAGE]
All -City Management Services, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. Two to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: a&lpg
By:
Aaron C. Harp CW oAa111Y
City Attorney
ATTEST: � �p
Date: . 0
� �t 1 _1 '01
Leilani 1. Brown
CITY OF NEWPORT BEACH,
a California municipal corporation
Date: 9�25`/2v1 S
By:_
Marshall "Duffy" Duffield
Mayor
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., a
California corporation
Date:
IQ
B—a ro n`f arweII
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
All -City Management Services, Inc. Page 3
EXHIBIT A
SCOPE OF SERVICES
Additional Crossing Guard Location:
Additional School:
Crossing
Guard No.
Intersection:
15 1 Newport Heights Bementwy School i Santa Ana Avenue/15m Street
All -City Management Services, Inc. Page A-1
SCHEDULE OF BILLING RATES
All -City Management Services, Inc. Page B-1
Department: 5701
All City Management Services Inc.
Client Worksheet 2018-2019
City of Newport Beach
870 Santa Barbara Drive
Newport Beach, CA 92660
Additional site lith/Santa Ana
School Year 2018-2019
F7' 7 180$18.55 — $10,017.001
1 site at 3 hrs. per day: Total Hrs/day X days/yr X Hourly Billing Rate
School Year 2019-2020
3 1 1 180 1 1 $19.97 11 $10,783.80
1 site at 3 hrs. per day: Total Hrs/day X days/yr X Hourly Billing Rate
School Year 2020-2021
3 1 1 180 1 1 $21.68 1 1$11,707.20
1 site at 3 hrs. per day: Total Hrs/day X days/yr X Hourly Billing Rate
School Year 2021-2022
3 1 1 180 1 1 $23.50 11 $12,b90.10
I site at 3 hrs. per day: Total Hrs/day X days/yr X llourly Billing Rate
TOTAL HOURS 2160 TOTAL COST $45,198.00
THIS AMENDMENT NO. ONE TO SERVICE AGREEMENT ("Amendment No.
One") is made and entered into as of this 31st day of August, 2018 ("Effective Date"), by
and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and ALL -CITY MANAGEMENT SERVICES, INC., a California
corporation ("Contractor"), whose address is 10440 Pioneer Boulevard, Suite 5, Santa Fe
Springs, California 90670, and is made with reference to the following:
RECITALS
A. On September 12, 2017, City and Contractor entered into a Service Agreement
("Agreement') to engage Contractor to provide crossing guard services ("Project').
B. On August 14, 2018, the City Council directed City staff to implement and install
certain recommended improvements outlined in the Newport Heights
Neighborhood School Traffic Study, dated May 2018.
C. The parties desire to enter into this Amendment No. One to reflect additional
Services not included in the Agreement and to increase the total compensation, to
implement the direction given by City Council.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement and Exhibit A to this Amendment No. One shall
collectively be known as "Exhibit A." The City may elect to delete certain Services within
the Scope of Services at its sole discretion.
2. COMPENSATION TO CONTRACTOR
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement and Exhibit B to Amendment No. One
shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following:
LA
co
AMENDMENT NO. ONE TO
v
SERVICE AGREEMENT
WITH ALL -CITY MANAGEMENT SERVICES, INC. FOR
CROSSING GUARD SERVICES
THIS AMENDMENT NO. ONE TO SERVICE AGREEMENT ("Amendment No.
One") is made and entered into as of this 31st day of August, 2018 ("Effective Date"), by
and between the CITY OF NEWPORT BEACH, a California municipal corporation and
charter city ("City"), and ALL -CITY MANAGEMENT SERVICES, INC., a California
corporation ("Contractor"), whose address is 10440 Pioneer Boulevard, Suite 5, Santa Fe
Springs, California 90670, and is made with reference to the following:
RECITALS
A. On September 12, 2017, City and Contractor entered into a Service Agreement
("Agreement') to engage Contractor to provide crossing guard services ("Project').
B. On August 14, 2018, the City Council directed City staff to implement and install
certain recommended improvements outlined in the Newport Heights
Neighborhood School Traffic Study, dated May 2018.
C. The parties desire to enter into this Amendment No. One to reflect additional
Services not included in the Agreement and to increase the total compensation, to
implement the direction given by City Council.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement and Exhibit A to this Amendment No. One shall
collectively be known as "Exhibit A." The City may elect to delete certain Services within
the Scope of Services at its sole discretion.
2. COMPENSATION TO CONTRACTOR
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates, attached hereto as Exhibit B and incorporated herein by reference
("Services" or "Work"). Exhibit B to the Agreement and Exhibit B to Amendment No. One
shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following:
"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. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subcontractor fees, shall not exceed Five Hundred Forty Nine
Thousand Two Hundred Fifty Five Dollars and 60/100 ($549,255.60) for the initial
three (3) year term, without prior written authorization from City.
For year one (1), the annual amount shall not exceed One Hundred Fifty Four
Thousand Forty Dollars and 40/100 ($154,040.40). For year two (2), the annual amount
shall not exceed One Hundred Ninety Thousand Three Hundred Twenty Three
Dollars and 00/100 ($190,323.00). For year three (3), the annual amount shall not
exceed Two Hundred Four Thousand Eight Hundred Ninety Two Dollars and 20/100
($204,892.20). No billing rate changes shall be made during the term of this Agreement
without the prior written approval of City. At the City's discretion and in accordance with
Section 1 of this Agreement, after the first three (3) years, this Agreement may be
extended for the fourth (4th) year, and at the end of the fourth (4th) year may be extended
for the fifth (5th) year.
For year four (4), the annual amount shall not exceed Two Hundred Twenty Two
Thousand Four Hundred Thirty Six Dollars and 80/100 ($222,436.80). For year five
(5), the annual amount shall not exceed Two Hundred Forty One Thousand One
Hundred Ten Dollars and 00/100 ($241,110.00). Contractor's compensation for all Work
performed in accordance with this Agreement, including all reimbursable items and
subcontractor fees, shall not exceed One Million Twelve Thousand Eight Hundred
Two Dollars and 40/100 ($1,012,802.40) if this Agreement is extended for years four (4)
and five (5)."
The total amended compensation reflects Contractor's additional compensation for
additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subcontractor fees, in an amount not to exceed
Ninety Thousand Three Hundred Ninety Six Dollars and 00/100 ($90,396.00).
3. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
All -City Management Services, Inc. Page 2
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 5'1-1Q lag
By: r
Aaron C. Harp
City Attorney
ATTEST: q
Date: `I v i
By: 4&� M=�-_
Lelianj 1. brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
BY r rte_—�� e�—�
Dave E+
City Manager
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., a
California corporation
Date:
Signed in Counterpart
By:
Baron Farwell
President
Date:
Signed in Counterpart
By:
Demetra Farwell
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
All -City Management Services, Inc. Page 3
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 5?/24 as
By: r
Aaron C. Harp OM °'i'"n''
City Attorney
ATTEST:
Date:
0
Leilani 1. Brown
City Clerk
Attachments
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Dave Kiff
City Manager
CONTRACTOR: ALL -CITY
MANAGEMENT SERVICES, INC., a
California corporation
[END OF SIGNATURES]
Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
All -City Management Services, Inc. Page 3
EXHIBIT A
SCOPE OF SERVICES
Additional Crossing Guard Locations:
Additional School:
Crossing
Guard No.
13 1 Newport Heights Elementary School
14 Ensign Intermediate School
Intersection:
Santa Ana
Irvine Avenue/Coral Place
All -City Management Services, Inc. Page A-1
EXHIBIT B
SCHEDULE OF BILLING RATES
All -City Management Services, Inc. Page B-1
All City Management Services Inc.
Client Worksheet 2018-2019
Department: 5701
City of Newport Beach
870 Santa Barbara Drive
Newport Beach, CA 92660
Additional sites at Coral/Irvine and 15th/Santa Ana School
Year 2018-2019
11M
1,567.601
$23,41
TOTAL HOURS 4320 TOTAL COST $90,396.00
6 1
1 180
1
1 $18.55 1=
2 sites at 3 hrs. per day:
Total Hrs/day
X
days/yr X
Hourly Billing Rate
School Year 2019-2020
6 -]180
FF1997 =
2 sites at 3 hrs. per day:
Total Hrs/day
X
days/yr X
Hourly Billing Rate
School Year 2020-2021
F-6
180
$21.68
2 sites at 3 hrs. per day:
Total Hrs/day
X
days/yr X
Hourly Billing Rate
School Year 2021-2022
F-67
Fl8o
$23.50 =
2 sites at 3 hrs. per day:
Total Hrs/dav
X
days/vr
X
Flourlv BillinP Rate
11M
1,567.601
$23,41
TOTAL HOURS 4320 TOTAL COST $90,396.00
SERVICE AGREEMENT
WITH ALL CITY MANAGEMENT SERVICES, INC. FOR
CROSSING GUARD SERVICES
THIS SERVICE AGREEMENT ("Agreement') is made and entered into as of this
12th day of September, 2017 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and ALL CITY
MANAGEMENT SERVICES, INC., a California corporation ("Consultant'), whose
address is 10440 Pioneer Blvd., Suite 5, Santa Fe Springs, CA 90670, 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 Consultant to provide Crossing Guard Services ('Project')
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render services under the terms and conditions set forth in this
Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
TERM
1.1 The term of this Agreement shall commence on the Effective Date, and shall
terminate on September 11, 2020, unless terminated earlier or extended as set forth
herein.
1.2 The term of this Agreement may be auto renewed up to two (2) times for
an additional one (1) year per renewal. An auto renewal of an additional one (1) year will
occur at the end of the initial three (3) year term if neither party has given written intent
not to renew at least thirty (30) calendar days before expiration of the initial three (3) year
term, and an auto renewal of an additional one (1) year will occur at the end of the fourth
year if neither party has given written intent not to renew at least thirty (30) calendar days
before expiration of the fourth year.
2. SERVICES TO BE PERFORMED
Consultant 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"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant 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 Consultant 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, Consultant shall not be responsible for
delays due to causes beyond Consultant'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 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) 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 Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant 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. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Five Hundred Seven
Thousand Six Hundred Fifty Four Dollars and 00/100 ($507,654.00) for the initial three
(3) year term, without prior written authorization from City. For year 1, the annual amount
shall not exceed One Hundred Fifty Four Thousand Forty Dollars and 40/100
($154,040.40). For year 2, the annual amount shall not exceed One Hundred Seventy
Thousand Two Hundred Eighty Nine Dollars and 00/100 ($170,289.00). For year 3,
the annual amount shall not exceed One Hundred Eighty Three Thousand Three
Hundred Twenty Four Dollars and 60/100 ($183,324.60). No billing rate changes shall
be made during the term of this Agreement without the prior written approval of City. At
the City's discretion and in accordance with Section 1 of this Agreement, after the first
three (3) years, this Agreement may be extended for the fourth (41h) year, and at the end
of the fourth (4ffi) year may be extended for the fifth (5'h) year. For year 4, the annual
amount shall not exceed One Hundred Ninety Nine Thousand Twenty Two Dollars
All City Management Services, Inc. Page 2
and 40/100 ($199,022.40). For year 5, the annual amount shall not exceed Two Hundred
Fifteen Thousand Seven Hundred Thirty Dollars and 00/100 ($215,730.00).
Contractor's compensation for all Work performed in accordance with this Agreement,
including all reimburseable items and subcontractor fees, shall not exceed Nine Hundred
Twenty Two Thousand Four Hundred Six Dollars and 40/100 ($922,406.40) if this
Agreement if extended for years (4) and five (5).
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
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 Consultant no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Consultant 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 the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Consultant 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. Consultant has designated Harlan Sims to be its
Project Manager. Consultant 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.
5.2 Consultant, 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.
Consultant warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
All City Management Services, Inc. Page 3
6. ADMINISTRATION
This Agreement will be administered by the Police Department. City's Police
Department Deputy Director 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 Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, 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 Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community standards and with the
ordinary degree of skill and care that would be used by other reasonably competent
practitioners of the same discipline under similar circumstances. All Services shall be
performed by qualified and experienced personnel who are not employed by City. By
delivery of completed Work, Consultant certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized standards.
8.2 Consultant 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 Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant 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 Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
ti]�:Is] , ell: 1_1Z1� IN**?
9.1 To the fullest extent permitted by law, Consultant 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,
All City Management Services, Inc. Page 4
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 Consultant's presence or activities conducted on
the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions
of Consultant, 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).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant 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 Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, 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 Consultant or its employees.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or any
of Consultant's employees or agents, to be the agents or employees of City. Consultant
shall have the responsibility for and control over the means of performing the Work,
provided that Consultant is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Consultant as to the details
of the performance of the Work or to exercise a measure of control over Consultant shall
mean only that Consultant shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Consultant 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 Consultant on the Project.
12. CITY POLICY
Consultant 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.
All City Management Services, Inc. Page 5
13. PROGRESS
Consultant 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 Consultant's indemnification of City, and prior to commencement
of Work, Consultant 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.
15. 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 Consultant, or of the interest of any general
partner orjoint venturer or syndicate member or cotenant if Consultant is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Consultant. 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.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant 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.
i11�01,yifl?1#_*9aIX01AZ4I0i1l r14k1bK
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant,
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 Consultant or any
other party. Additionally, all material posted in cyberspace by Consultant, its officers,
All City Management Services, Inc. Page 6
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 Consultant or any other party.
Consultant shall, at Consultant's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Consultant will be at City's sole risk and without liability to Consultant. Further, any and
all liability arising out of changes made to Consultant's deliverables under this Agreement
by City or persons other than Consultant is waived against Consultant, and City assumes
full responsibility for such changes unless City has given Consultant prior notice and has
received from Consultant written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
18. 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.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant 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 Consultant
under this Agreement. All such records and invoices shall be clearly identifiable.
Consultant shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Consultant 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 Consultant
under this Agreement.
All City Management Services, Inc. Page 7
21. WITHHOLDINGS
City may withhold payment to Consultant 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. Consultant shall not
discontinue Work as a result of such withholding. Consultant shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Consultant 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.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or inexperience
of Consultant which result in expense to City greater than what would have resulted if
there were not errors or omissions in the Work accomplished by Consultant, the additional
design, construction and/or restoration expense shall be borne by Consultant. Nothing in
this Section is intended to limit City's rights under the law or any other sections of this
Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Consultant 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, Consultant 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. Consultant shall indemnify and hold harmless City for any and
all claims for damages resulting from Consultant'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 Consultant to City shall
be addressed to City at:
All City Management Services, Inc. Page 8
Attn: Police Department Deputy Director
Police 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 Consultant shall
be addressed to Consultant at:
Attn: Baron Farwell
All City Management Services, Inc.
10440 Pioneer Blvd., Suite 5
Santa Fe Springs, CA 90670
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant'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 Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant 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 Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination forwhich
Consultant has not been previously paid. On the effective date of termination, Consultant
All City Management Services, Inc. Page 9
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. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
28.2 Compliance with all Laws. Consultant 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 Consultant 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.
28.3 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.
28.4 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.
28.5 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.
28.6 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.
28.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
28.8 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.
28.9 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.
All City Management Services, Inc. Page 10
28.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
28.11 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.
28.12 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]
All City Management Services, 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 ATTOFjjJ, Y'S OFFICE
Date: �f3147
By:—
Aaron C. .. CA 31-9
City Attorney (AA -A
ATTEST:
Date: to -30 —! 3
By
ilani . B
itronwn
y C erk
Leo
CITY OF NEWPORT BEACH,
nicipa corporatio
Date:
M
Mayor
CONSULTANT: All City Management
Services, Inc., C lifornia corporation
Date:Zv ill
in
President
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing RateE
Exhibit C — Insurance Requirements
All City Management Services, Inc. Page 12
EXHIBIT A
SCOPE OF SERVICES
All City Management Services, Inc. Page A-1
EXHIBIT A — SCOPE OF SERVICES
1. Contractor Responsibilities/Provisions
1.1 The Contractor shall render a full-service project to provide adult crossing guards for the
City. The Contractor shall administer and coordinate the project.
1.2 The Contractor shall recruit, select, and employ crossing guards and alternate crossing
guards as required to provide coverage at each crossing guard post on each day when
guards are required in accordance with the schedule provided by the City.
1.3 The Contractor is responsible for the application process and determining the suitability
and qualifications of the crossing guards hired. All crossing guards employed by the
Contractor to perform services under this contract shall meet the qualifications specified
in the scope of services.
1.4 The Contractor shall provide a project manager as required to ensure competent and
efficient management of the crossing guard project.
1.5 The Contractor shall hire field supervisors to make on-site visitations at crossing guard
sites. One field supervisor shall be responsible for the supervision of no more than 25
crossing guards. The Contractor shall provide the name and contact information for the
field supervisor(s) to the City. The Contractor shall conduct on-site visitations to
crossing guards' sites at least three (3) times per school year.
1.6 The Contractor shall provide each crossing guard with the following equipment:
1.6.1 Complete uniform with Contractor's identifiable patch or badge;
1.6.2 Regulation -size, hand-held stop sign;
1.6.3 Brass or plastic whistle;
1.6.4 Traffic safety vest; and
1.6.5 High -visibility rain coat.
2. Duties of Crossing Guards
2.1 It shall be the duty of each crossing guard to:
2.1.1 Halt vehicles when necessary by mechanical and hand signal to permit children
to cross the road safely;
2.1.2 Maintain order among children assembled at street crossing points and permit
them to cross only when they can do so safely;
2.1.3 Report to the Newport Beach Police Department the license plate numbers of
motor vehicles who violate traffic laws or crossing guard instructions;
2.1.4 Make children aware of the elements of traffic safety and operation of
pedestrian controls;
EXHIBIT A — SCOPE OF SERVICES
2.1.5 Report to school authorities the names of children who do not follow safety
regulations; and
2.1.6 Wear a reflective traffic safety vest at all times when on duty.
3. Minimum Standards for Crossing Guards
3.1 The following shall be the minimum qualifications, as determined by Contractor, for all
crossing guards assigned by the Contractor to this project:
3.1.1 Be at least eighteen (18) years of age;
3.1.2 Be physically and mentally capable of performing the duties of a crossing guard;
3.1.3 Have the ability to give and follow oral instructions;
3.1.4 Have the ability to establish and maintain effective working relationships with
children, parents, school officials and law enforcement officials;
3.1.5 Have the ability to remain calm and use judgment and initiative in an emergency
situation; and
3.1.6 Be of good moral character.
3.2 Contractor shall include the following procedures in the selection process for crossing
guards:
3.2.1 The Contractor shall contact the last two (2) or three (3) employers of the
crossing guard applicant. Personnel reference should also be checked if the
applicant has not been employed during the last five (5) years.
3.2.2 Employment and personal reference checks should be of such a nature as to
provide the Contractor with the information necessary to determine if the
applicant is capable of performing the duties of a crossing guard.
3.2.3 The Contractor shall provide for fingerprinting each applicant and shall
complete a fingerprint identification card which shall be forwarded within five (5)
working days to the California Department of Justice (DOJ).
3.2.4 The Contractor shall not employ any person as a crossing guard who has been
convicted of a drug offense, sex offense or a felony, or is otherwise prohibited
from working with children.
3.2.5 The Contractor shall maintain records of fingerprint identification during the
period of this contract and five (5) years thereafter. Such records shall be
available to the City for review upon request of the City.
3.3 The Contractor shall provide each crossing guard with appropriate training for the
position of crossing guard before assigning a guard to any post. The training project
shall include:
EXHIBIT A — SCOPE OF SERVICES
3.3.1 General indoctrination concerning rules and regulations of employment;
3.3.2 Instructions on the proper handling of required reports;
3.3.3 Crossing guard techniques appropriate to the guard post;
3.3.4 Telephone numbers, and addresses, of the schools served by the crossing
guards and local law enforcement; and
3.3.5 Public relations instructions, including the importance of image, dress and
appearance, attitude and general demeanor of a crossing guard.
4. Listing of Current Crossing Guard Locations
The following is a listing of all the current crossing guard locations in the City. Contractor
shall post crossing guards at each of the following locations during the times specified.
Please note that we have taken the liberty of striking out the shift times on the enclosed listing
based on the liability they present. School bell times do change occasionally and those changes
can present client/contractor liabilities as well as contract complications that might otherwise
be avoided.
All City Management Services, Inc
By: D�netra Farw I , Corporate Secretary
Crossing Guard #1 School
Intersection
Mon
Tue
Wed
I Thur
Fri
0-091s
0):15-08;05
0]:15-
0]:IS-0805
0]:15-08.
1 Corona del mar High School
Eastbluff Dr. Alba St.
0 -03:30
03:45-03:30
03'R$-
0
Oz:45-03:30
035-03
HOURS
5
1.5
I.
Is
Is
as :15
0715-0805
07:15-
0]:15-WW
0]:15-
2
Our lady Queen
Eastbluff Or./Mar Vista
03'5 :30
03:45-03:30
U3'S-
0
0545-0330
0E'S :30
HOURS
I.
1.5
1.
IS
WAS-
WAS-05:50
WAS-
0&05-0550
W 0530
3
Eastbluff Elementary
EastbluffDr./Vista tlel Sol
mini 3
0305-050
Ol]0-
0
0395-0330
0 -03:So
HOURS
I.5
1.5
1.4
1.5
Ls
05:10-00:5
:10-055
0010-
08:10-08',55
30-08:55
4
Eastbluff Elementary
VlsG del Ora/Vista Rama
05:55-03'0
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03:3s-
0
Oz:55-03:
SS-03'0
HOURS
IS
l.s
1
1.s
Ls
05:30-WAS
0 -WW
0]90-
0530-
07:10-01
166 St. /Wine (Cr iPoint
5.1
EnsignIntermediate
al lbw $LI
Delo-0860
W: Das
1195-
0535- 5
05:35-0315
0115-0i5
03W-
HOURS
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l
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0):30-WAS
0]:30- 'Oi
0]:30-
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0]:30-WAS
lbw $L/fVlne lCIOSS POInI
52
Ensign Intermediate
atlNinel
0810-05:50
0535-
]315-
-03;35
so as-0335
02:35-0335
WW-
30
HOURS
3
1.58
1.5
I.se
1.58
05:30-0595
0]:30-01aA
0]:30-
]90-WAS
0]30-0595
Ensign Intermediate/Newport
156 St. /Wine (North
5.3
Harbor HS
Crossing)
0520-05:50
M.35-0314
os-
@es-0:35
095- 0335
osis-W1s
HOURS
3
].58
I.
is8
L58
05:30-0895
0:30-0895
0
AS
0790-0805
07:30-05,05
Ensign Intermediate/Newport
]Sw St. /INlne(East
54
Harbor HS
Cro..ing)
05:$0-05:50
02:3s-05:35
l3:
A$
or 35-035
03:35-0335
03:35-W:as.
HOURS
1
I'Se
t.se
1.58
0]90-0595
0:30-0805
0
5
0590-0505
0:30-WAS
5.5
Ensign Intermediate
Beacon St./Iryine
08:30-0050
01:35-03:35
35
03:35-03:35
01:35-0335
0535-03:35
3m
HOURS
a
I.Sc A
L
l.sa
I.S.
PsiView Dr./Marguerite
0]'p5-08:30
07:45-08
07:45
:3
745-0830
07'S-W 30
6
Lincoln Elementary
Ave
W :40-0315
01 S
0105
30
:40-WRS
U3'AO-05:35
HOURS
1.5
I.
I
lk 1.5
1.5
WW-0545
0505 AS
Wm
AS
0 -011
WA]-.0
]
Mariners Elemenlary
Dover/Mariners
03:55-03'0
W: 03:40
01'5
90
02. 01
051
HOURS
1.5
.s
1
I.5
WW-05:45
-WAS
01.
'S
OBW 8'S
ant
Mariners Elementary
Mariners/Pembroke
03:55-03:40
.55-03:40
0155
:40
0135
0255-0:40
HOURS
f.5
1.5
1.
1.s
1.5
0]:30-05:1
01:30-05:15
0150
:15
0]:30-
W50-05:15
9
Newport Elementary
W, Balboa/34w 51.
0310-03
03:30-03:05
11'5
90
05.20-W.
05]0-0305
HOURS
1.5
l.s
I
I 1.5
Ls
0590- 5
05:30-05:15
in So
15
W30-0:15
]50-05:15
]0
Newport Elementary
W. Balboa/13w St.
0530 AS
03:$0-050$
11:45
:30
010-0395
]0-0395
HOURS
1.5
1.
IS
1.3
W. 08'5
WW-05'5
WW
4S
CM-08:45
-05:45
Newport Coast/Ridge Park
11.1
NeWpOrt Coast Elementary
Rd. (Cross Point at Ridge
-03:40
090-0x:40
0195
:45
01:10-01:40
W Oi:10
Park Rd.)
-0310
03.05-05:30
0$�
90
03.05-V3:30
03 0590
HOURS
las
1.75
1.
1a5
1
BW-WAS
0505-05:45
Wm
RS
OBm-08:45
01 'S
Newport Coast/Ridge Park
11.2
Newport Coast Elementary
Rd. (Cross Point at Sch001
01:10-O3M
090-0x:40
0195
AS
02:10-02:40
01:10- 0
Dri ewayi
03W-0330
OW-0310
02M
10
03m-W:30
OJO3-0
HOURS
las
1.05
1.
Sas
n]s
05:30-05:15
05:30-0555
0)30
15
0:30-08a5
01:30-081
12
Newport Heights Elementary
156 St. if Retllantls
03:35-03]0
0335-030
01:10
50
0135-0310
03:35-0330
HOURS
Is
Is
I.
3s
EXHIBIT B
SCHEDULE OF BILLING RATES
All City Management Services, Inc. Page B-1
EXHIBIT B - SCHEDULE OF BILLING RATES
(2017-2018) YEAR 1:
$507,654.00
HOURLY RATE:
$16.78
NUMBER OF HOURS:
9180
TOTAL ANNUAL AMOUNT:
$154,040.40
(2018-2019) YEAR 2:
$21.68
HOURLY RATE:
$18.55
NUMBER OF HOURS:
9180
TOTAL ANNUAL AMOUNT:
$170,289.00
(2019-2020) YEAR 3:
$23.50
HOURLY RATE:
$19.97
NUMBER OF HOURS:
9180
TOTAL ANNUAL AMOUNT:
$183,324.60
TOTAL 1-3 YEAR COST:
$507,654.00
OPTIONAL:
(2020-2021) YEAR 4:
HOURLY RATE:
$21.68
NUMBER OF HOURS:
9180
TOTAL ANNUAL AMOUNT:
$199,022.40
(2021-2022) YEAR 5:
HOURLY RATE:
$23.50
NUMBER OF HOURS:
9180
TOTAL ANNUAL AMOUNT: $215,730.00
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and
prior to commencement of Work, Consultant 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. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant 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. Consultant 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.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant 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, 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. Consultant 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 Consultant
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 each accident.
All City Management Services, Inc. Page C-1
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 City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant 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,
excess liability, pollution liability, and automobile liability, if required, but not
including professional liability, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees 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.
Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant 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 Consultant sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
All City Management Services, Inc. Page C-2
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. 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 Consultant maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Consultant. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
E. 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.
F. City Remedies for Non -Compliance. If Consultant or any subconsultant 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 Consultant'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 Consultant or reimbursed
by Consultant upon demand.
G. Timely Notice of Claims. Consultant shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Consultant'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.
H. Consultant's Insurance. Consultant 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.
All City Management Services, Inc. Page C-3
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 10/4/17 Dept./Contact Received From: Thu
Date Completed: 10/25/17 Sent to: Thu By: Jan
Company/Person required to have certificate: All City Management Services
Type of contract:
1. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 5/1/17-5/1/18
A.
INSURANCE COMPANY: Liberty Surplus Insurance Company
B.
AM BEST RATING (A-: VII or greater): A / XV
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
❑ Yes N No
D.
LIMITS (Must be $1 M or greater): What is limit provided?
$1M/$2M
E.
ADDITIONAL INSURED ENDORSEMENT — please attach
N Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
N/A
F.
not apply to Waste Haulers or Recreation)
N Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
N N/A ❑ Yes ❑ No
G.
COMPLETED OPERATIONS ENDORSEMENT (completed
❑ N/A ❑ Yes N No
H.
Operations status does not apply to Waste Haulers)
N Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
N Yes ❑ No
I.
PRIMARY & NON-CONTRIBUTORY WORDING (Must be
included): Is.it included?
® Yes ❑ No
J.
CAUTION! (Confirm that loss or liability of the named insured
is not limited solely by their negligence) Does endorsement
include "solely by negligence' wording?
❑ Yes N No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
N N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A N Yes ❑ No
11. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 4/1/17 — 4/1/18
A.
INSURANCE COMPANY: Depositors Insurance Company
B.
AM BEST RATING (A-: VII or greater) A+/ XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
N Yes ❑ No
D.
LIMITS - If Employees (Must be $1M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
$1,000,000
E
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided?)
N/A
F.
PRIMARY & NON-CONTRIBUTORY WORDING (For Waste
Haulers only):
N N/A ❑ Yes ❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A ❑ Yes N No
H.
NOTICE OF CANCELLATION:
❑ N/A 0 Yes ❑ No
WORKERS'COMPENSATION
EFFECTIVE/EXPIRATION DATE: 1/1/17 —1/1/18
A. INSURANCE COMPANY: Protective Insurance Company
B. AM BEST RATING (A-: VII or greater): A+/ IX
C. ADMITTED Company (Must be California Admitted):
D. WORKERS' COMPENSATION LIMIT: Statutory
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
F. WAIVER OF SUBROGATION (To include): Is it included?
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
H. NOTICE OF CANCELLATION:
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY
V BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
® Yes ❑ No
® Yes ❑ No
$1,000,000
® Yes ❑ No
® N/A ❑ Yes ❑ No
❑ N/A ® Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® Yes ❑ No
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
RISK MANAGEMENT APPROVAL REQUIRED (Non -admitted carrier rated less than _
Self Insured Retention or Deductible greater than $ ) ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approval/exception/waiver:
Risk Management approval needed for non -admitted General Liability carrier. 10/24/17 per Sherri — KBS
Staffing is now the Parent company of vendor and not an employee leasing firm. Also approved non -admitted
General Liability carrier
Approved:
Risk Management
* Subject to the terms of the contract.
Date