HomeMy WebLinkAboutC-8549-1 - M/RSA for Refuse Container Removal ServicesMAINTENANCE/REPAIR SERVICES AGREEMENT
WITH CR&R INCORPORATED FOR
REFUSE CONTAINER REMOVAL SERVICES
THIS MAINTENANCE/REPAIR SERVICES AGREEMENT ("Agreement") is made
and entered into as of this 1st day of March, 2019 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and CR&R Incorporated , a California corporation ("Contractor"), whose address is 11292
Western Avenue, Stanton, California 90680, 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 commercial refuse removal for
various sites across the 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 February 28, 2026, 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 community professional standards
with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances, in performing
the Work required hereunder, and that all materials will be of good quality.
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 Three Million Two Hundred Thirty Two Thousand Eight Hundred
Sixty Dollars and 00/100 ($3,232,860.00), 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 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
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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 Jay Fowler 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.
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 Public Works Department. City's
Deputy Director of Public Works/Municipal Operations or designee shall be the Project
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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 community professional 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,
Contractor certifies that the Work conforms to the requirements of this Agreement, all
applicable federal, state and local laws and legally recognized professional standards.
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.
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.
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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
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.
9.8 Contractor shall indemnify the Indemnified Parties from and against all
claims, actual damages including, but not limited to, special and consequential damages,
natural resource damage, punitive damages, injuries, costs, response, remediation, and
removal costs, losses, demands, debts, liens, liabilities, causes of action, suits, legal or
administrative proceedings, interest, fines, charges, penalties and expenses attorneys'
and expert witness fees and costs incurred in connection with defending against any of
the foregoing or in enforcing this indemnity of any kind whatsoever paid, incurred or
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suffered by, or asserted against, the Indemnified Parties or Contractor arising directly or
indirectly from or caused by any of the following: (i) the violation of any environmental
laws or the failure to clean up and mitigate the consequences of the spill or release of any
Hazardous Substance; and (ii) Contractor's activities under this Agreement concerning
any Hazardous Substance at any place where Contractor stores or disposes of solid or
Hazardous Waste pursuant to this Agreement, or preceding agreements between City
and Contractor. The foregoing indemnity is intended to operate as an agreement
pursuant to the Comprehensive Environmental Response, Compensation and Liability
Act (42 U.S.C. Section 9607(e)) and any amendments thereto, and California Health and
Safety Code Section 25364, or any successor statute, to insure, protect, hold harmless,
and indemnify City from liability.
9.8.1 "Hazardous Waste" or "Hazardous Substance" means any: (a)
chemical, compound, material, mixture or substance that is now or hereinafter defined or
listed in, or otherwise classified pursuant to any Environmental Law as a "hazardous
substance," "hazardous material," "hazardous waste," "extremely hazardous waste,"
"infectious waste," "toxic waste," "toxic pollutant," or any other formulation intended to
define, list or classify substances by reason of deleterious properties or effect; and (b)
petroleum, petroleum by-products, natural gas, natural gas liquids, liquefied natural gas,
synthetic gas usable for fuel (or mixtures of natural gas in such synthetic gas), ash,
municipal solid waste, steam, drilling fluids, produced waters and other wastes associated
with the exploration, development and production of crude oil, natural gas or geothermal
resources.
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
Contractor's 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.
11. COOPERATION
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.
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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.
15. PREVAILING WAGES
If any of the Work contemplated under the Agreement is considered a "public
work", pursuant to the applicable provisions of the Labor Code of the State of California,
including but not limited to Section 1720 et seq., not less than the general prevailing rate
of per diem wages including legal holidays and overtime Work for each craft or type of
workman shall be paid to all workmen employed on such. 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.
16. 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.
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17. 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.
18. 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.
19. 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.
20. RECORDS
20.1 Contractor shall keep records and invoices in connection with the solid
waste handling Services to be performed under this Agreement, including, but not limited
to, customer lists, billing records, accounts payable records, maps, service requests, cash
receipts records, AB 939/341/1826 compliance records, tonnage reports, weight tickets
and invoices from all Landfills, Processing Facilities, and Recycling Facilities utilized for
solid waste collected within City, and all other documents and materials which reasonably
relate to Contractor's compliance with and performance of the provisions of this
Agreement ("Records"), for the full term of this Agreement and an additional period
thereafter of not less than three (3) years, or any longer period required by law. Such
Records shall be made available to City at Contractor's regular place of business, but in
no event outside the County of Orange. All Records shall be clearly identifiable, and
Contractor shall maintain record security sufficient to preserve records from destruction
or damage from foreseeable events. Data maintained in an electronic medium shall be
protected, and backed up, with a copy stored at a separate site from the original data.
Contractor shall allow a representative of City to examine, audit and make transcripts or
copies of such Records during regular business hours for a period of three (3) years from
the date of final payment to Contractor under this Agreement, or any longer period
required by law.
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20.2 City's ability to defend against Comprehensive Environmental Response,
Compensation, and Liability Act, known also as Superfund ("CERCLA"), and related
litigation is a matter of great importance. Contractor shall maintain and preserve records
establishing where solid waste collected in the City was landfilled for the full term of this
Agreement and an additional period thereafter of not less than five (5) years, or any longer
period required by law. At any time, including after the expiration of the term, Contractor
shall provide copies of such records to City within three (3) business days of City's
request.
20.3 On an annual or as -needed basis, City shall have the right, upon five (5)
business days advance notice, to inspect Contractor's Records and/or conduct, or to
contract with an independent auditing firm to perform, an audit, at City's expense, of
Contractor's Records ("City Audit") to ensure compliance with the provisions of this
Agreement. The City Audit shall include, without limitation, review and/or copying of
Contractor's cash receipts, books of account, tonnage reports, and other related records,
as well as those of each of its parent, subsidiary and/or affiliated companies, as
appropriate. As part of the City Audit, Contractor's Customer accounts and related
records may be subject to review. While Contractor will not be required to submit for
copying detailed account records, such as customer names, Contractor shall make such
records and information available for review in connection with the City Audit.
20.4 Contractor shall reimburse City for all of City's costs in performance of an
audit if, as a result of the audit, it is determined that there was any intentional
misrepresentation by Contractor with respect to Contractor's handling and transportation
of solid waste or with regard to any information provided about diversion. Such
reimbursement shall be paid by Contractor within ten (10) calendar days of the date City
notifies Contractor in writing that Contractor is liable to reimburse the City in conformance
with this subsection and the amount of City's audit costs.
21. 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.
22. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
23. CONFLICTS OF INTEREST
23.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
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prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
23.2 If subject to the Act and/or Government Code §§ 1090 et seg., Contractor
shall conform to all requirements therein. 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.
24. NOTICES
24.1 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.
24.2 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn: Deputy Director of Public Works/Municipal Operations
Public Works Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
24.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn: Jay Fowler
CR&R Incorporated
11292 Western Ave.
Stanton, CA 90680
25. 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.).
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26. TERMINATION
26.1 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.
26.2 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, 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.
27.1 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.).
27.2 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.
27.3 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.
27.4 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.
28. STANDARD PROVISIONS
28.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference.
28.2 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
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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.
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 Contractor 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.
28.10 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, 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]
CR&R Incorporated Page 12
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: m
By:
aron C. Harp ic'-X-18
City Attorney
ATTEST: it
Z1. Ir
Date:
Mi., ,. A.�
PORT
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By: �c..
Marshall ` uffy" Duffield
Mayor
CONTRACTOR: CR&R Incorporated, a
California corporation
Date: 1)—) - 2vtS
By: `
Dean A. Ruffridge
Senior Vice President
Date: // ./ Z/ . / 0
Amato
Offficer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
CR&R Incorporated Page 13
EXHIBIT A
SCOPE OF SERVICES
PROJECT OVERVIEW
The City maintains and collects waste from refuse containers located throughout
the City at beach areas, in parks, at bus stops, and various other locations. These refuse
containers require collection on a pre -determined schedule which varies between the
summer period (from Memorial Day to Labor Day) and non -summer period. The
Schedule of Billing Rates, attached to the Agreement as Exhibit "B" and incorporated
herein by reference, contains a comprehensive listing of refuse container collection sites
and frequencies. Refuse containers are 44 -gallon capacity and are either Rubbermaid
"Brute" -equivalent containers or various decorative containers.
CONTRACTOR RESPONSIBILITIES/PERFORMANCE
Contractor shall furnish all labor, equipment, materials and supervision to perform
all services described herein including, but not limited to, the following:
a. Collect refuse from any and all City refuse containers located at the sites
described and depicted in the Schedule of Billing Rates;
b. Properly dispose of any and all refuse collected as described herein;
c. Clean any and all litter on or around refuse containers;
d. Collect any and all bags containing refuse left on or around refuse containers;
e. Immediately notify the City of any damaged refuse containers and/or lids; and
f. Immediately notify the City of any hazardous materials or oversized items left
on or around refuse containers that cannot be immediately collected.
Contractor shall strictly adhere to the collection schedules and frequencies set
forth in the Schedule of Billing Rates.
Contractor shall obtain a City Business License prior to the commencement of the
Project.
Contractor's personnel assigned to this Project shall wear Contractor -provided
uniforms at all time during the performance of Work.
Contractor's personnel assigned to this Project shall operate vehicles used in the
performance of Work in a safe, courteous and legal manner at all times.
Contractor shall purchase three (3) new vehicles for refuse collection at the start
of the Agreement. These three (3) refuse collection vehicles shall be used exclusively to
CR&R Incorporated Page A-1
collect and service City and shall not be used for any other service through the life of this
Agreement, unless agreed to by Project Administrator. The type of vehicle to be used at
specific locations shall comply as described in the Schedule of Billing Rates.
All refuse collection vehicles shall be inspected and serviced on a regular basis,
and strictly adhere to the Manufacturer's recommended maintenance schedule. Routine
and necessary maintenance shall be completed in an expeditious manner so regular
vehicles remain in service. A copy of the vehicle maintenance service record shall be
provided to the City following the actual service provided.
The cost of these vehicles, as well as all operating and maintenance costs, shall
be amortized into the monthly price for service over the seven (7) year contract period.
In the event of an early agreement termination by the City within the seven (7) year
period, without cause, the City will purchase the three (3) refuse collection vehicles
specifically assigned for this service from the Contractor at a "fair market value and based
on a straight line vehicle value." The City shall only be required to purchase vehicles in
operable condition to perform the services required in this Agreement.
In the event of an early agreement termination by the City within the seven (7)
year period, for cause, the City may exercise an option to purchase any or all three (3)
refuse collection vehicles specifically assigned for this service from the Contractor at a
"fair market value and based on a straight line vehicle value."
"Fair market value and based on a straight line vehicle value" means that for
every year of this agreement, the value of the vehicle(s) decreases by one-seventh of the
original value until the seventh year, where the vehicle will have a zero ($0) dollar value.
At no time during the course of the Agreement shall vehicles be older than ten (10)
years.
Contractor shall park, protect and securely store the three (3) dedicated refuse
collection vehicles off-site (i.e., no parking at City yard). Contractor may not park overnight
at any City facilities. City's Project Administrator must be informed where the vehicles are
stored.
During the "summer" period, Contractor shall use a minimum of three (3) vehicles
for refuse collection services. During the "non -summer" period, a minimum of two (2)
vehicles must be used for refuse collection services. The "summer" period consists of the
weeks of the calendar year between Memorial Day and Labor Day, and the "non -summer"
period consists of the remaining weeks. The City reserves the right to extend or shorten
the "summer" period based on climate patterns or public demand.
Subject to the restrictions contained in any franchise agreement between
Contractor and City, working hours for the performance of all Work shall be from 5:00
A.M. to 1:30 P.M. Work may not be performed outside of these designated hours, unless
previously agreed upon by the Project Administrator.
CR&R Incorporated Page A-2
Designated high priority locations include: Marine Avenue, Corona del Mar State
Beach, Ocean Front, 36t" St. to Adams on the boardwalk, and the Balboa Main Lot.
Refuse containers located on any of the City's piers shall be collected by
Contractor using vehicles no longer than twenty feet (20') in length and three (3) tons in
weight. Certain collection sites and/or facilities may require Work to be performed in and
around areas containing sand.
Contractor and City shall develop a specific daily route schedule for refuse
container collections. City has provided the final route schedule as attached in the
Schedule of Billing Rates. City reserves the right to alter any and all daily route schedules.
Contractor shall conduct monthly meetings with the City's Project Administrator to
provide Project updates and receive direction from the City.
Contractor shall be permitted to dump refuse from City containers at the Transfer
Station located at the City of Newport Beach Corporation Yard. Transfer Station hours of
operation are Monday through Friday 6:30 A.M. to 3:00 P.M. and Saturdays 6:30 A.M. to
10:00 A.M. In the event the Transfer Station at the City of Newport Beach Corporation
Yard ceases operation, it shall be the sole responsibility of Contractor to arrange to
dispose of refuse in an alternate fully -permitted, certified/licensed Orange County landfill
or a fully -permitted, licensed Orange County transfer station, which is lawfully authorized
to accept that specific type of solid waste material and has been approved by the City
and to transport all non-organic material collected to an approved Orange County material
recovery facility for processing. Should these events transpire, it is the City's expectation
that an Agreement renegotiation may be in order. The City shall have sole discretion in
authorizing any potential Agreement amendments reflecting potential added costs that
this relocation incurs.
Contractor shall abide by all State legislation as it pertains to waste diversion
requirements. This includes, but is not limited to, AB 341 -Mandatory Commercial
Recycling and/or AB 1826 -Mandatory Commercial Organics Recycling. When required
of City under State law, an organics diversion program must be implemented. Contractor
must demonstrate the ability to provide this service, provide the location(s) where this
service will be provided, and the name and address of any location(s) where the collected
organic waste will be taken for processing.
Contractor shall provide and install new liners and/or bags for all refuse containers
comprising this Project. Liners and/or bags shall fit a 44 -gallon container, be of 19 -micron
thickness and be of a neutral color (e.g. black, gray, clear, dark blue, etc.) that must be
approved by the City prior to use.
Contractor shall provide all Services three hundred sixty-five (365) days per year,
although on a modified schedule on the following City -observed holidays: New Year's
Day, President's Day, Memorial Day, Independence Day, Labor Day, Veteran's Day,
Thanksgiving (including the following Friday), Christmas Eve, Christmas Day and New
Year's Eve.
CR&R Incorporated Page A-3
Contractor shall immediately notify the City of any Hazardous Substance or
oversized items left on or around containers that cannot be immediately collected.
Contractor shall not haul any material from City's Public Works job sites.
All commercial solid waste containers used in the performance of this Agreement
shall be kept clean and in good repair and shall be uniformly painted to the satisfaction of
the City's Project Administrator and/or designee.
All vehicles and equipment used by the Contractor in the performance of this
Agreement may be subject to inspection by the City upon twenty-four (24) hours' notice
by the City's Project Administrator.
Contractor shall provide City with a copy of all monthly invoices generated
pursuant to this Agreement and a monthly written activity report, on or before the 151h of
each month, containing, at a minimum, the following information:
a. Summary of areas in which refuse was overflowing from refuse containers;
b. Summary of damaged refuse containers and/or lids reported; and
c. A copy of the daily routing schedule for the preceding month.
d. A copy of the Monthly Tonnage form, documenting the daily tonnage of
material collected. Contractor must email the completed form to the Project
Administrator by the 5th day of the month following the close of the service
month.
CITY RESPONSIBILITIES/RIGHTS:
City shall provide, repair, replace and hold ownership over any and all refuse
containers and/or lids comprising the Project.
City has provided all daily routing
presented in the Schedule of Billing Rates
City's Project Administrator.
schedules for the Contractor to follow, as
All route adjustments shall be approved by
City reserves the right to negotiate with Contractor for Agreement pricing
adjustments in the event refuse containers are added or removed from the current roster
of containers.
City reserves the right to extend the summer period depending on climate
conditions or public demand. Compensation to Contractor will be based on a weekly rate.
Contractor is required to submit a weekly cost of service for the summer and non -summer
periods.
CR&R Incorporated Page A-4
EXHIBIT B
SCHEDULE OF BILLING RATES
CR&R Incorporated Page B-1
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SUMMER & WINTER ROUTE SCHEDULES
Trash Run for Newport and Balboa Peninsula
(Truck # 1) Summer
1. Central Ave. (Elks Lodge) (3)
2. Newport Blvd. @ Via Lido and Chipotle, Von's Pavilion (4)
3. Balboa Blvd. @ 23rd Street (3)
4. Blackie's Lot (33)
5. McFadden Plaza (28)
6. Newport Pier (19) [NOTE: Vehicle shall not exceed 10,000 lbs empty weight when
first entering Pier]
7. Stag Lot & Sharkeez (5)
8. 20th Street & Balboa Blvd. (1)
9. 19th Bay Beach, Bathroom and Float (14)
10. 15th Street Bay (First Pickup) (5)
11. 15th Street Both Sides (11)
12. Blue Can By ATT Building (1)
13. Balboa Pier and Restaurant (Ruby's) (19)
14. Main Street around to A Street Lot and Peninsula Park (24)
15. Washington Street End and Dock (2)
16. Fun Zone Boardwalk (5)
17. Bay Street @ Washington Street Restrooms, Sushi 21 (4)
18. Newport Landing (3)
19. Palm Street - Entrance to Ferry (6)
20. Wells Fargo Lot (7)
21. Palm Street (7)
22. Rendezvous Lot, Washington Street to Balboa (9)
23. Balboa Blvd. - North (10)
24. Balboa Blvd. - South (12)
25. B Street Lot (4)
26. Ocean Front Cans C,D,E,F,I,L,M (7)
27. M Street Bay and Float to B Street on Bay (13)
28. 15th Street Second Pickup (5)
29. Marina Park (21)
30. Total 285 Cans
*After this route is finished, call the other trucks on different routes to see if they need help
finishing.
Trash Run for Corona Del Mar and Balboa Island
(Truck # 2) Summer
1. Bus Stops Bayside @ W. Promontory and Jamboree (2)
2. Pacific Coast Highway - Avocado to Cameo Shores, Poppy @ Fifth (41)
3. Civic Center (16)
4. Cameo Shores to Reef Point Bus Stops (8) Once a week Thursday
5. Corona Del Mar State Beach, Pirates Cove (48)
6. Pirates Cove (3)
7. Buck Gully (7)
8. China Cove (3)
9. Bus Stop Irvine Terrace (1) Once a Week Thursday
10. Balboa Island - Street ends, Ferry landing, and four floats: Sapphire & North
Bay, Emerald & North Bay, Opal & South Bay, Coral & South Bay (51)
11. Little Island, Section/Area Five (16)
12. Martha's - Starbucks (2)
13. Back Bay Dr @ Shell Maker (1) Once a week Thursday
14. End of Back Bay Dr @ East Bluff Dr (2) Once a week Thursday
15. Across from Corona Del Mar High School (1) Once a week Thursday
16. Dover Shores Beach (2)
17. North Star Lane (3)
18. Aquatic Center (2)
19. Mariners Library (5)
20. Bus Stop W. Coast Hwy @ Bay Shores (1)
21. Total Trash Cans 215
*After this route is finished, call the other trucks on different routes to see if they need help
finishing.
Trash Run for Third Man
2018 (Truck # 3) Summer
1. Marine Avenue (35)
2. 36th to Adams Street on the beach boardwalk - Bathrooms @ 15th (37)
3. Balboa Main Lot (22)
4. Bus Depot and Ticket Booth (7)
5. Adams Street to Fernando on the Bay (5)
6. Alvarado to 14th Street on Bay (20)
7. Crab Cooker and 28th Street (3)
8. 32nd @ Villa Way and Lafayette (3)
9. Bus Stop @ 32nd and Balboa Blvd (1)
10. Channel Park and Bathrooms (3)
11. Bus Stops at 461h Street Both Sides (2)
12. Circle K @ River (1)
13. Bus Stops on Coast Hwy By Jack In the Box and Across Street (2)
14. Seashore to end Start at 58th Street Restrooms (24)
15. Beach Cans — Summit, Orange, Prospect, 56th, 54tH 53rd, 471H 40th (10)
16. Ceder Street @ 62nd (1)
17. Superior Hill (1)
18. Zubie's (1)
19. Bus Stop by Hoag (1)
20. West Newport Community Center 15th Street @ Monrovia (1)
21. Total Trash Cans 180
*After this route is finished, call the other trucks on different routes to see if they need help
finishing.
Trash Run for Newport and Balboa Peninsula
2018 (Truck #1) Non -Summer
1. Newport Blvd. @ Via Lido and Chipotle, Von's Pavilion (4)
2. Central Ave. (Elks Lodge) (3)
3. 32nd @ Villa Way and Lafayette (3)
4. Balboa Blvd. @ 23rd Street (3)
5. Blackie's Lot (33)
6. McFadden Plaza (28)
7. Newport Pier (19) [NOTE: Vehicle shall not exceed 10,000 lbs empty weight when
entering Pier]
8. Stag Lot & Sharkeez (5)
9. 201h Street & Balboa Blvd. (1)
10. 19th Bay Beach, Bathroom and Float (14)
11. 15th Street - Bay First Pickup (5)
12. 15th Street - Both sides (11)
13. Blue Can By ATT (1)
14. Balboa Pier and Restaurant (19)
15. Main Street around to A Street Lot and Peninsula Park (24)
16. Washington St End and Dock (2)
17. Fun Zone Boardwalk (5)
18. Bay Street @ Washington Street Restrooms, Sushi 21 (4)
19. Newport Landing (3)
20. Palm Street - Entrance to Ferry (6)
21. Wells Fargo Lot (7)
22. Palm Street (7)
23. Rendezvous Lot, Washington Street to Balboa (9)
24. Balboa Blvd - North (10)
25. Balboa Blvd. - South (12)
26. Balboa Main Lot (22)
27. Bus Depot and Ticket Booth (7)
28. B Street Lot (4)
29. Ocean Front Cans C,D,E,F,I,M, Ocean Front (7)
30. M Street Bay and Float to B Street on Bay (13)
31. Adams St to Fernando on Bay (5)
32. Alvarado to 14th Street on bay (20)
33. 15th Street Second Pickup (5)
34. Crab Cooker and 28th Street Can (3)
35. Bus Stop @ 32nd (1)
36. Channel Park Restrooms (3)
37. Bus Stop 46th both Sides (2)
38. Circle K (1)
39. Bus Stop on PCH @ Balboa and Superior (2)
40. Cedar Street @ 62nd (1)
41. Superior Hill (1)
42. Zubies, (1)
43. Bus Stop by Hoag (1)
44. 15th Street School (1)
45. Total 338 Cans
*After this route is finished, call the other trucks on different routes to see if they need help
finishing.
Trash Run for Corona Del Mar and Balboa Island
2018 (Truck # 2) Non -Summer
1. Marine Avenue (35)
2. Bus Stops Bayside @ W. Promontory and Jamboree (2)
3. Pacific Coast Highway - Avocado to Cameo Shores and Poppy @ Fifth (41)
4. Civic Center (16)
5. PCH - Cameo Shores to Reef Point Bus Stops (8) Once a week Thursday
6. Corona Del Mar State Beach (38)
7. Pirates Cove (3)
8. Buck Gully (7)
9. China Cove (3)
10. Bus Stop Irvine Terrace (1)
11. Balboa Island - Street ends, Ferry Landing, and four floats: Sapphire & North
Bay, Garnet & North Bay, Opal & South Bay, Coral & South Bay (51)
12. Little Island, Section/Area Five (16)
13. Martha's — Starbucks (2)
14. Back Bay Dr @ Shell Maker (1) Once a week Thursday
15. End of Back Bay Dr @ East Bluff Dr (2) Once a week Thursday
16. Across From Corona Del High School (1) Once a week Thursday
17. Seashore Dr (start at 58th street Restrooms) (24)
18. Beach Cans—Summit, Orange, Prospect, 56th,54, 53, 47, 40th (10)
19. 361h to 161h Street Beach Boardwalk (17)
20. 15th Street to Adams on Beach Boardwalk (20)
21. Dover Shores Beach (2)
22. North Star Lane (3)
23. Aquatic Center (2)
24. Mariners Library (5)
25. Bus Stop W. Coast Hwy @ Bay shores (1)
26. Total 311 Cans
*After this route is finished, call the other trucks on different routes to see if they need help
finishing.
VEHICLE SPECIFICATIONS
This contract requires the successful bidder to purchase 3 (three) new vehicles They shall be as follows:
• Two (2) 1 -ton, 4X4 trucks with a minimum 6 cubic yard closed compactor body mounted on
chassis.
o The empty weight of each of these two (2) vehicles is limited to 10,000 pounds.
o The axles must be a minimum of eight (8) feet apart.
o Vehicles must be no longer than 20 feet in length.
o One of these trucks must be utilized on the route that services the Balboa Pier and
Newport Pier.
o The other truck may be used on another route or in a back-up role.
• One (1) additional vehicle will need to be purchased for summer and occasionally winteras a back-
up.
o This vehicle must have a minimum 6 cubic yard close compactor body mounted on but
can be mounted to any type of actual vehicle.
o This vehicle does not need to comply with the weight limit of 10,000 pounds empty
weight, but will not be permitted to operate on the Balboa Pier and Newport Pier if it
exceeds this weight limit.
• All vehicles mentioned above shall be fully California compliant to be street legal, and must be
fully contained and not allow leaking/spillage of liquids or solids.
• Contractor must also have a fourth vehicle on hand to serve as a temporary back-up for summer
operations. This vehicle must be 10 years or newer.
o If this vehicle is a pick-up or a stake bed, all liquids must be prevented from escaping.
o If this vehicle is a small compactor, it must be close -bodied.
Specifications:
• Winter operations (Labor Day to Memorial Day weekend) require a minimum of two (2) trucks to
be used on a daily basis. However, due to special events or warm weather, the City reserves the
right to require a third truck to be used on a third route.
• Summer operations (Memorial Day weekend to Labor Day) requires three (3) trucks to collect
three (3) routes.
• All of these vehicles are prohibited from being diesel powered.
• Before vehicles are purchased for this contract, the vehicle specifications must be provided to the
City for approval.
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 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, 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
CR&R Incorporated Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
D. Pollution Liability Insurance. If required, Contractor shall maintain a policy
providing contractor's pollution liability ("CPL") coverage with a total limit of
liability of no less than one million dollars ($1,000,000) per loss and two
million dollars ($2,000,000) in the aggregate per policy period. Claims -
made policies require a 5 -year extended reporting period. The CPL policy
shall include coverage for cleanup costs, third -party bodily injury and
property damage, including loss of use of damaged property or of property
that has not been physically injured or destroyed, resulting from pollution
conditions caused by contracting operations. Coverage as required in this
paragraph shall apply to sudden and non -sudden pollution conditions
resulting from the escape or release of smoke, vapors, fumes, acids, alkalis,
toxic chemicals, liquids, or gases, waste materials, or other irritants,
contaminants, or pollutants. The CPL shall also provide coverage for
transportation and off -Site disposal of materials. The policy shall not
contain any provision or exclusion (including any so-called "insured versus
insured" exclusion or "cross -liability" exclusion) the effect of which would be
to prevent, bar, or otherwise preclude any insured or additional insured
under the policy from making a claim which would otherwise be covered by
such policy on the grounds that the claim is brought by an insured or
additional insured against an insured or additional insured under the policy.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions.-
A.
rovisions:
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 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,
products and completed operations, excess liability, pollution liability, and
automobile liability, if required, 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.
CR&R Incorporated Page C-2
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.
ollowing:
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
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
CR&R Incorporated Page C-3
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 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 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 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.
CR&R Incorporated Page C-4
CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 10/30/18
Date Completed: 10/31/18 Sent to
Company/Person required to have certificate:
Type of contract:
Dept./Contact Received From:
Joan
Joan By: Jan
CR & R, Inc.
Waste Hauler
I. GENERAL LIABILITY
EFFECTIVE/EXPIRATION DATE: 9/3/18 — 9/3/19
INSURANCE COMPANY: XL Specialty Insurance Company
A.
INSURANCE COMPANY: Greenwich Insurance Company
AM BEST RATING (A-: VII or greater) A / XV
B.
AM BEST RATING (A- : VII or greater): A / XV
ADMITTED COMPANY (Must be California Admitted):
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
® Yes ❑ No
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS (Must be $1 M or greater): What is limit provided?
$1M/$2M
E.
ADDITIONAL INSURED ENDORSEMENT — please attach
® Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
(What is limits provided?)
N/A
include): Is it included? (completed Operations status does
ADDITIONAL INSURED WORDING:
❑ N/A ® Yes ❑ No
not apply to Waste Haulers or Recreation)
® Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
HIRED AND NON -OWNED AUTO ONLY:
® N/A ❑ Yes ❑ No
COMPLETED OPERATIONS ENDORSEMENT (completed
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
Operations status does not apply to Waste Haulers)
® Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
its officers, officials, employees and volunteers): Is it
included?
® 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 ® No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
® N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
II. AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 9/3/18 — 9/3/19
A.
INSURANCE COMPANY: XL Specialty 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 ❑ No
D.
LIMITS - If Employees (Must be $1M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
$1M + $3M Excess
E
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided?)
N/A
F.
ADDITIONAL INSURED WORDING:
❑ N/A ® Yes ❑ No
G.
PRIMARY & NON-CONTRIBUTORY WORDING:
❑ N/A ® Yes ❑ No
H.
HIRED AND NON -OWNED AUTO ONLY:
® N/A ❑ Yes ❑ No
I.
NOTICE OF CANCELLATION:
❑ N/A ® Yes ❑ No
III. WORKERS' COMPENSATION
EFFECTIVE/EXPIRATION DATE: 4/1/18-4/1/19
A. INSURANCE COMPANY: XL Insurance America, Inc.
B. AM BEST RATING (A-: VII or greater): A / XV
C. ADMITTED Company (Must be California Admitted):
® Yes
❑ No
D. WORKERS' COMPENSATION LIMIT: Statutory
® Yes
❑ No
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
$1,000,000
F. WAIVER OF SUBROGATION (To include): Is it included?
® Yes
❑ No
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
® N/A ❑ Yes
❑ No
H. NOTICE OF CANCELLATION:
❑ N/A ® Yes
❑ No
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY 7/5/16-7/5/19
Rated: A/XV, Non -Admitted
VI BUILDERS RISK
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
® N/A ❑ Yes ❑ No
INDIAN HARBOR INSURANCE COMPANY
Limits: $5M ❑ N/A ® Yes ❑ No
® N/A ❑ Yes ❑ No
® Yes ❑ No
Agent of Alliant Insurance Services
Broker of record for the City of Newport Beach
Date
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 required for non -admitted Pollution Liability carrier. 5/25/18 Risk Management
approved use of non -admitted carrier.
Approved:
Risk Management
* Subject to the terms of the contract.
Date