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Home My WebLink AboutC-7860-1 - M/RSA for Security Systems Maintenance, Repair and On-Call InstallationO J OD AMENDMENT NO. ONE TO 1 MAINTENANCE/REPAIR SERVICES AGREEMENT WITH R. D. SYSTEMS, INC. FOR SECURITY SYSTEMS MAINTENANCE, REPAIR AND ON-CALL INSTALLATION THIS AMENDMENT NO. ONE TO MAINTENANCE/REPAIR SERVICES AGREEMENT ("Amendment No. One") is made and entered into as of this 3rd day of May, 2021 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and R. D. SYSTEMS, INC., a California corporation ("Contractor"), whose address is 3041 Edinger Avenue, Tustin, California 92780, and is made with reference to the following: RECITALS A. On May 1, 2020, City and Contractor entered into a Maintenance/Repair Services Agreement ("Agreement") for security systems maintenance, repair and on-call installation ("Project"). B. The parties desire to enter into this Amendment No. One to extend the term of the Agreement to May 4, 2022. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM Section 1 of the Agreement is amended in its entirety and replaced with the following: "The term of this Agreement shall commence on the Effective Date, and shall terminate on May 4, 2022, unless terminated earlier as set forth herein." 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] 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'/ 3) Z07-1 By: 64�– -P—,. Por Aaron C. Harp Utiu x•3.14 City Attorney Dat ATTEST- Date: ST: lVg. 4& J.G�u,� 1-61ani 1. - Brown I City Clerk /il o ��1-/FORP CITY OF NEWPORT BEACH, a California municipal corporation Date: MAY 14 2021 By: Gr e . Leung C' anager CONSULTANT: R. D. Systems, Inc., a Cal iforni r oration Date:-� By: ,�.. - -- Joph D. Russell President and Secretary [END OF SIGNATURES] R. D. Systems, Inc. Page 2 #7D RD SYSTEMS State Contractor's License # 500075 Alarm License # ACO 3237 10/0053790Iso80012015 Locksmith Company License # 6037 DOS Inc. RD Systems Inc. July 16, 2020 Mike Wojciechowski City of Newport Beach Proposal Number: 14305.1 Project: Newport Beach Access Control Project location: 100 Civic Center Dr, Newport Beach, CA 92660 Base Scope of Work: RD Systems to furnish and install 7 Von Duprin Rim Exit Devices, 7 Electric Transfer Hinges, 7 Rim Exit Device Roller Strikes, and 7 Multi Class HID Card Readers to electrify the 7 doors noted on the walk dated 6/9/20. RD Systems to provide and install either CR Laurence or Allegion Door Pulls depending on lead time. RD Systems to invoice on the actual cost plus mark-up of the material purchased, which is not to exceed quoted amount. The door hardware will be hard wired to (4) new S2 access control blades, furnished and installed by RD Systems in the existing panel locations. Existing power supplies will be reused. The material is detailed in the investment summary below and all material is marked up 15% and the labor rate is $135/hr. Additional Alternate Scope of Work 2 Breakroom Doors: RD Systems to furnish and install 2Electrified Schlage Storeroom Cylindrical Locks with a mechanical key override, 2 Electric Transfer Hinges, 2 PIR Rexes, and 2 Multi Class Readers. RD Systems to re -key the cylinder to the Newport Beach stander. The door hardware will be hard wired to (1) new S2 access control blades, furnished and installed by RD Systems in the existing panel locations. Existing power supplies will be reused. The material is detailed in the investment summary below and all material is marked up 15% and the labor rate is $135/hr. Additional Alternate Scope of Work S2 Software Upgrade RD systems to provide labor to upgrade the existing S2 software to the latest version. The necessary software and hardware were purchased previously. Clarifications: • Owner to provide access to location during normal business hours. www.RD-Systems.com 1949.936.0100 I Fax 949.936.0114 13041 Edinger Avenue I Tustin, CA 92780 Serving our customers since 1969. July 16, 2020 RD Systems Proposal # 14305.1 Page 2 Investment Summary: RD Systems, Inc. would like to propose the installation of the above scope of work. Base Proposal Item _Qty Description Total Price 1 7 Von Duprin Rim Exit Device 11,127.83 2 7 Electric Transfer Hinge 1,187.34 3 7 Rim Exit Device Roller Strike 794.17 LENELS2 ACCESS CONTROL 4 4 APPLICATION BLADE 2,126.58 5 7 RP40 Multi Class Reader 1,110.25 6 1 Access Control Cabling 1380.00 7 7 CR Laurence Handles 3703.00 7 112 Installation Technician 15,120.00 Lot Sales Tax 1,660.75 Total Cost Parts, Labor, Tax 38,209.92 Bond 3% of Project Price 1146.29 July 16, 2020 RD Systems Proposal # 14305.1 Page 3 Additional Alternate: 2 Breakroom Doors Item (Qty Description Total Price 1 1 Access Control Cabling 345.22 Schlage Cylindrical Lock With Rhodes Trim 2 2 and 626 Trim 903.11 3 2 RP40 Multi Class Reader 317.22 4 2 Electric Transfer Hinge 339.24 5 2 Bosch PIR Request to Exit 146.44 LENELS2 ACCESS CONTROL 6 1 APPLICATION BLADE 531.65 7 1 Access Control Cabling 345.00 7 44 Installation Technician 5,940.00 Lot Sales Tax 226.91 Total Cost Parts, Labor, Tax 9,094.79 Bond 3% of Project Price 272.84 Additional Alternate: S2 Upgrade Item Qty Description Total Price 1 8 Installation Technician 1,080.00 Lot Sales Tax Total Cost Parts, Labor, Tax 1,080.00 Bond 30/6 of Project Price 32.40 Delivery: 2-3 Weeks upon receipt of signed proposal and all required deposits. Prices: Prices on this proposal are good for 30 days from the above date. Terms: Deposit, Balance net 30 day upon completion. Warranty: One (1) year parts & labor on equipment supplied by RD Systems. Confidentiality Agreement: This proposal is intended for the sole use of Newport Beach and is not to be duplicated or distributed, except for the exclusive use of Newport Beach employees involved with this project. July 16, 2020 RD Systems Proposal # 14305.1 Page 4 Newport Beach RD Systems, Inc. Kyle Brodowski Digitally signed by Kyle Brodowski Date: 2020.07.27 12:37:22 -07'00' Accepted By: Printed Name Printed Title Date PO Number: Qualification: Date Signature Benton Ellis Business Development Representative Mobile: 949 812 2379 BentonE@RD-systems.com 1. All Work to be performed during normal working hours (7:00 am—4:30pm). Overtime required for additional out of scope work, testing, or technical assistance will be billed on a differential basis. 2. Mobilization Fee of 25% required to initialize the project, purchase equipment and expedite services and resources on projects that exceed $75,000. The remainder of the project will be billed on a progressive monthly schedule proportional to the percentage of the project completion. 3. The proposal includes all applicable taxes. Taxes will be billed on the full contract amount unless a tax resale or capital improvement certificate is received prior to execution of the contract. 4. All equipment listed will carry a one (1) year warranty from the date of completion, unless extended warranties are executed. 5. All labor used to install equipment listed will carry a one (1) year warranty from date of completion, unless extended warranties are executed. 6. This proposal is based on providing material and technical assistance, only as required, to provide an operational system, as specified. 7. This proposal does not include data base entry for access control users. 8. All associated electrical installation, wiring, back boxes, conduit, wire and labor is provided by others (General Contractors or Electrical Contractor). 9. All associated mechanical or hardware installation, millwork and other general construction, general conditions, painting, patching rubbish removals and asbestos removal / abatement is provided by others. 10. This proposal does not include Asbestos work, filing and inspection fees or expending costs. July 16, 2020 RD Systems Proposal # 14305.1 Page 5 11. The remainder of the project will be billed on a progressive monthly schedule proportional to the percentage of project completion. 12. Any Changes or deviation from the proposed scope of work will result in a Change Order. 13. Terms: Deposit, Balance due thirty (30) Days upon completion. O MAINTENANCE/REPAIR SERVICES AGREEMENT Co WITH R. D. SYSTEMS, INC. FOR (— SECURITY SYSTEMS MAINTENANCE, REPAIR AND ON-CALL INSTALLATION V THIS MAINTENANCE/REPAIR SERVICES AGREEMENT ("Agreement") is made and entered into as of this 1st day of May, 2020 ("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and R. D. Systems, Inc., a California corporation ("Contractor"), whose address is 3041 Edinger Avenue, Tustin, California 92780, 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 has advertised for bids to perform maintenance and/or repair services for City ("Project") and desires to engage Contractor for the Project. C. Contractor has been determined by City to be the lowest responsible bidder and Contractor's bid, and the compensation set forth in this Contract, is based upon Contractor's careful examination of all Agreement documents, plans and specifications. D. Contractor possesses the skill, experience, ability, background, certification and knowledge to provide the maintenance and/or repair services described in this Agreement. E. 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: i 94 My, The term of this Agreement shall commence on the Effective Date, and shall terminate on May 4, 2021, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED – FIXED MAINTENANCE 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. 2.3 With respect to the on-call Services described in Exhibit A, upon written request from the Project Administrator as defined herein, Contractor shall provide a letter proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal"). The Letter Proposal shall include the following: 2.3.1 A detailed description of the Services to be provided; 2.3.2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; --_'Tib.' 2.3.3 The estimated number of hours and cost to complete the Services; 2.3.4 The time needed to finish the specific project or Services. 2.4 No on-call Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall diligently perform the duties in the approved Letter Proposal. 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. R. D. Systems, Inc. Page 2 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 Letter Proposal 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 Fixed Maintenance Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed Thirty Six Thousand Seven Hundred Twenty Dollars and 00/100 ($36,720.00). Contractor's compensation for all On -Call Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed Eighty Three Thousand Two Hundred Eighty Dollars and 00/100 ($83,280.00), without prior written amendment to the Agreement. Contractor's compensation for all Services performed in accordance with this Agreement, including all reimbursable items, shall not exceed One Hundred Twenty Thousand Dollars and 00/100 ($120,000.00). 4.2 This compensation includes: 4.2.1 Any loss or damage arising from the nature of the Work; 4.2.2 Any loss or damage arising from any unforeseen difficulties or obstructions in the performance of the Work; and 4.2.3 Any expense incurred as a result of any suspension or discontinuance of the Work, but excludes any loss resulting from earthquakes of a magnitude in excess of 3.5 on the Richter Scale and tidal waves, including tsunamis, and which loss or expense occurs prior to acceptance of the Work by City. 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 R. D. Systems, Inc. Page 3 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 Peggy Carollo 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 Fleet/Facilities Manager or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES To assist Contractor in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Contractor, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Contractor's Work schedule. 8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE 8.1 Contractor shall use only the standard materials described in Exhibit A in performing Services under this Agreement. Any deviation from the materials described in Exhibit A shall not be installed or utilized unless approved in advance and in writing by the Project Administrator. 8.2 All of the Services shall be performed by Contractor or under Contractor's supervision. Contractor represents that it possesses the personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with 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. R. D. Systems, Inc. Page 4 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 and/or Services by Contractor, or its subcontractors, or its workers, or anyone employed by either of them. 9.2 Contractor shall be responsible for any liability imposed by law and for injuries to or death of any person or damage to property resulting from defects, obstructions or from any cause arising from Contractor's Work on the Project and/or Services, 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. R. D. Systems, Inc. Page 5 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 Nothing in this Section shall be construed as authorizing any award of attorneys' fees in any action to enforce the terms of this Agreement, except to the extent provided for above. 9.8 The rights and obligations set forth in this Section shall survive the termination of this Agreement. 10. INDEPENDENT CONTRACTOR It is understood that City retains Contractor on an independent contractor basis and Contractor is not an agent or employee of City. The manner and means of conducting the Work are under the control of Contractor, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed to constitute approval for Contractor or any of 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. 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. R. D. Systems, Inc. Page 6 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. BONDING —FIXED MAINTENANCE 15.1 For all Fixed Maintenance Work described in Exhibit A, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement: (1) a Labor and Materials Payment Bond in the amount of one hundred percent (100%) of the total amount to be paid to Contractor as set forth in Exhibit B of this Agreement and in the form attached hereto as Exhibit D which is incorporated herein by this reference; and (2) a Faithful Performance Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in this Agreement in the form attached hereto as Exhibit E which is incorporated herein by this reference. 15.2 The Labor and Materials Payment Bond and Faithful Performance Bond shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property - Casualty. 15.3 Contractor shall deliver, concurrently with execution of this Agreement, the Labor and Materials Payment Bond and Faithful Performance Bond, a certified copy of the "Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 16. BONDING — ON-CALL SERVICES 16.1 For any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100 ($25,000.00), Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement: (1) a Labor and Materials Payment Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100 ($25,000.00), and in the form attached hereto as Exhibit F which is incorporated herein by this reference; and (2) a Faithful Performance Bond in the amount of one hundred percent (100%) of the total amount to be paid Contractor as set forth in any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100 R. D. Systems, Inc. Page 7 ($25,000.00), and in the form attached hereto as Exhibit G which is incorporated herein by this reference. 16.2 The Labor and Materials Payment Bond and Faithful Performance Bond shall be issued by an insurance organization or surety (1) currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, (2) listed as an acceptable surety in the latest revision of the Federal Register Circular 570, and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property - Casualty. 16.3 Contractor shall deliver, concurrently with City's approval of any Letter Proposal over Twenty Five Thousand Dollars and 00/100 ($25,000.00), the Labor and Materials Payment Bond and Faithful Performance Bond, a certified copy of the "Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner, which authorizes the Insurer or Surety to transact surety insurance in the State of California. 17. PREVAILING WAGES 17.1 Pursuant to the applicable provisions of the Labor Code of the State of California, not less than the general prevailing rate of per diem wages including legal holidays and overtime Work for each craft or type of workman needed to execute the Work contemplated under the Agreement shall be paid to all workmen employed on the Work to be done according to the Agreement by the Contractor and any subcontractor. In accordance with the California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained the general prevailing rate of per diem wages in the locality in which the Work is to be performed for each craft, classification, or type of workman or mechanic needed to execute the Agreement. A copy of said determination is available by calling the prevailing wage hotline number (415) 703-4774, and requesting one from the Department of Industrial Relations. The Contractor is required to obtain the wage determinations from the Department of Industrial Relations and post at the job site the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any subcontractor under him/her to comply with all State of California labor laws, rules and regulations and the parties agree that the City shall not be liable for any violation thereof. 17.2 Unless otherwise exempt by law, Contractor warrants that no contractor or subcontractor was listed on the bid proposal for the Services that it is not currently registered and qualified to perform public work. Contractor further warrants that it is currently registered and qualified to perform "public work" pursuant to California Labor Code section 1725.5 or any successor statute thereto and that no contractor or subcontractor will engage in the performance of the Services unless currently registered and qualified to perform public work. 18. 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 R. D. Systems, Inc. Page 8 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. 19. 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. 20. 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. 21. 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. 22. RECORDS Contractor shall keep records and invoices in connection with the Services to be performed under this Agreement. Contractor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such records and invoices shall be clearly identifiable. Contractor shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Contractor shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Contractor under this Agreement. R. D. Systems, Inc. Page 9 23. 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. 24. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS City reserves the right to employ other contractors in connection with the Project. 25. CONFLICTS OF INTEREST 25.1 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) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. 25.2 If subject to the Act and/or Government Code §§ 1090 et seq., 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. 26. NOTICES 26.1 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. 26.2 All notices, demands, requests or approvals from Contractor to City shall be addressed to City at: Attn: Fleet/Facilities Manager Public Works Department City of Newport Beach 100 Civic Center Drive PO Box 1768 Newport Beach, CA 92658 26.3 All notices, demands, requests or approvals from City to Contractor shall be addressed to Contractor at: R. D. Systems, Inc. Page 10 Attn: Peggy Carollo, CFO R. D. Systems, Inc. 3041 Edinger Ave. Tustin, CA 92780 27. CLAIMS 27.1 Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Contractor shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Contractor's acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Contractor in writing as unsettled at the time of its final request for payment. Contractor and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Contractor shall be required to file any claim Contractor may have against City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 27.2 To the extent that Contractor's claim is a "Claim" as defined in Public Contract Code section 9204 or any successor statute thereto, the Parties agree to follow the dispute resolution process set forth therein. Any part of such "Claim" remaining in dispute after completion of the dispute resolution process provided for in Public Contract Code section 9204 or any successor statute thereto shall be subject to the Government Claims Act requirements requiring Contractor/Consultant to file a claim in strict conformance with the Government Claims Act. To the extent that Contractor's claim is not a "Claim" as defined in Public Contract Code section 9204 or any successor statute thereto, Contractor shall be required to file such claim with the City in strict conformance with the Government Claims Act (Government Code sections 900 et seq.). 28. TERMINATION 28.1 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. 28.2 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 R. D. Systems, Inc. Page 11 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. 29. LABOR 29.1 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.). 29.2 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. 29.3 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. 29.4 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. 30. STANDARD PROVISIONS 30.1 Recitals. City and Contractor acknowledge that the above Recitals are true and correct and are hereby incorporated by reference. 30.2 Compliance with all Laws. Contractor shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Contractor shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30.3 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. 30.4 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. 30.5 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. R. D. Systems, Inc. Page 12 30.6 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. 30.7 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. 30.8 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. 30.9 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. 30.10 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. 30.11 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. 30.12 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] R. D. Systems, Inc. Page 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below. APPROVED AS TO FORM: CITY OF NEWPORT BEACH, CITY ATTORNEY'S OFFICE a California municipal corporation Date: Vlt4w Date: 5--19-2020 By: ('r By: L2:�2- aron C. Harp Gra . Leung City Attorney Cionager ATTEST: rn CONTRACTOR: R. D. Systems, Inc., a Date: California corporation Date: By: 4�j' mV 1 = By:_ Leilani I. Browh John Russell City Clerk gvvvoq President and Secretary [END OF SIGNATURES] C"C/FORS`' Attachments: xhibit A — Scope of Services Signed in Counterpart Exhibit B — Schedule of Billing Rates Exhibit C — Insurance Requirements Exhibit D — Labor and Materials Payment Bond (Fixed) Exhibit E — Faithful Performance Bond (Fixed) Exhibit F — Labor and Materials Payment Bond (On -Call) Exhibit G — Faithful Performance Bond (On -Call) R. D. Systems, Inc. Page 14 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: f 'r/,2 0 By'-/�-=gf-` 4PC Aaron C. Harp City Attorney ATTEST: Date: M Leilani I. Brown City Clerk Attachments: CITY OF NEWPORT BEACH, a California municipal corporation Date: By: Grace K. Leung City Manager CONTRACTOR: R. D. Systems, Inc., a California corporation Date: AP,erL 2-7f u>zU BY �m— JoA Russell President and Secretary [END OF SIGNATURES] Exhibit A - Scope of Services Exhibit B - Schedule of Billing Rates Exhibit C - Insurance Requirements Exhibit D - Labor and Materials Payment Bond (Fixed) Exhibit E - Faithful Performance Bond (Fixed) Exhibit F - Labor and Materials Payment Bond (On -Call) Exhibit G -- Faithful Performance Bond (On -Call) R. D. Systems, Inc. Page 14 EXHIBIT A SCOPE OF SERVICES PART I: FIXED MAINTENANCE I. VIDEO SURVEILLANCE CAMERAS: 1. Contractor shall provide and perform all labor and material to visually inspect, clean system devices, notate any warranty and or non -warranty items or issues for resolution, and perform complete system check to ensure a proper system operation. a. Sixty-six (66) Vicon video surveillance cameras shall be serviced at the Civic Center and thirteen (13) Ganz cameras shall be serviced at the Corporation Yard. b. Services shall be performed as follows on a quarterly basis for preventive maintenance on a video surveillance system shall be completed once every three months for a total of four times in the calendar year. c. The cameras shall have preventative maintenance completed on the following schedule: i. Quarter 1: the first floor interior cameras at Civic Center and the Corporation Yard cameras shall be completed; ii. Quarter 2: the interior and exterior cameras of Council chambers shall be completed; iii. Quarter 3: the interior of lower level and exterior of Civic Center and the Corporation Yard cameras shall be completed; iv. Quarter 4: the parking structure and the bridge elevators shall be completed. d. Contractor shall be responsible for payment of lift rental, which costs shall be reimbursed by City. e. Video recorder(s) shall be inspected for recorded video to ensure proper recorded retention. f. Frame rate and record quality for each camera will be inspected to ensure maximum recorded capabilities. g. Camera/lens focus and auto iris is adjusted properly to optimize clear view and area of coverage. R. D. Systems, Inc. Page A-1 h. Camera/housing viewing window is clean, inside and out, to remove and dust or debris. i. Camera lens shall be inspected to make sure all lenses are dust free and free from any obstructions. j. Interior of camera enclosure shall be inspected for any leakage and to confirm that the interior is clean and dry. k. Monitors shall be inspected for picture burn -in and distortion, and City shall be notified of any problems. I. Monitors shall have proper contrast and brightness adjusted for optimal viewing. m. Clean all monitor screens, control panels, and keyboards from dust and or any inappropriate matter. II. ACCESS CONTROL SYSTEM: 1. Contractor shall provide and perform all labor and material to visually inspect, clean system devices, notate any warranty and or non -warranty items or issues for resolution, and perform complete system check to ensure a proper system operation. a. The City has an access control system located at the Civic Center comprising of nine (9) main access control units and twenty-nine (29) S2 NetBox card readers and one (1) main access control unit and five (5) S2 NetBox card readers at the Corporation Yard. b. All card readers shall have preventative maintenance completed on a quarterly basis. A map will be provided of all locations. c. All card readers in each section will be checked for valid access granted transactions. d. A back up of the access control server database will be burned onto a compact disc and placed in the nearest access control node near server. i. All nodes shall be checked for failure or any abnormalities. e. The transaction history will be run to check for consistency. f. Card readers will be cleaned and access control nodes shall be inspected for any loose connections and for proper functionally. g. A visual inspection of all major components for signs of deterioration shall be performed. R. D. Systems, Inc. Page A-2 h. Access control unit shall be inspected for performance and optimization. i. Alarm inputs shall be inspected for proper operation and response. III. SECURITY ALARM SYSTEMS: 1. Contractor shall provide and perform all labor and material to visually inspect, clean system devices, notate any warranty and or non -warranty items or issues for resolution, and perform complete system check to ensure a proper system operation. a. There are thirty-nine (39) Sonitrol panic alarms located at the Civic Center that shall be tested on a monthly basis at the following locations: i. First floor Bays "A, B, C, D, and, E" ii. Second floor Bays "A, C and E" iii. City Council chambers iv. Computer room at the Central Library. b. All panic alarms will be tested to make sure that the Newport Beach Police department receives all signals. c. The transaction history will be run to check for consistency. d. A report of each panic button tested will be provided showing activation, and that reset was completed. e. A visual inspection of all major components for signs of deterioration shall be performed. f. Security alarm controller unit shall be inspected for performance and optimization. g. Alarm inputs shall be inspected for proper operation and response. PART II: ON-CALL CALLOUT AND REPAIRS: 1. With the exception of routine inspections or Remote Services, if City asks Contractor to visit City premises, the visit shall be chargeable for attendance fees, labor and materials and City agrees to pay a reasonable charge for all visits including aborted attendance and failure to gain access. 2. Contractor shall repair City's system during normal working hours when City requests Contractor to do so by either site visit or by Remote Services where facilities are available. R. D. Systems, Inc. Page A-3 3. For specialist fire safety, CCTV, access control and intruder alarm systems, Contractor shall visit City premises outside of normal working hours when City requests Contractor to do so at an additional charge. 4. For specialist intruder alarm, CCN, access and fire safety, Contractor shall attend site within 48 hours, respectively, where requested to do so and alternatively by appointment within a mutually convenient time window. 5. For all systems other than those detailed herein, Contractor shall attend site within normal working hours of the next working day after City reports the fault or by appointment within a mutually convenient time window. 6. Although every effort shall be made to repair City's system without delay, attendance on site is not a guarantee of full repair or resolution of the problem and may require further attendance. 7. Details of servicing and preventive maintenance, Remote Services, maintenance, and remedial work carried out may be recorded either electronically or in paper format and a copy shall be provided to City upon request. 8. If City requests Contractor repair a system with preventive maintenance of service during the period of cover, City shall be charged for labor, attendance fees, or call -out charges if the system requires repair due to equipment defect, failure, or fair wear and tear. PART III: ON-CALL PARTS AND INSTALLATION 1. Through the course of the agreement, the City will require the purchase of parts and subsequent installation for extra devices such as, but not limited to, video control cameras, access control systems, security alarm systems, control panels, keypads, locks, electrified door strikes, etc. SPECIFICATIONS I. SERVICING AND PREVENTATIVE MAINTENANCE: 1. The servicing and preventative maintenance of equipment shall only be carried out by prior appointment; Contractor shall contact City via letter, e- mail, telephone, fax or any other suitable means giving reasonable notice and a proposed appointment. 2. If the proposed appointment is inconvenient or circumstances prevent City from keeping this appointment, City may alter the date and/or time up to one (1) working day prior to the proposed appointment date via letter or e- mail, or up to four (4) hours before the start of the proposed appointment time window via telephone. R. D. Systems, Inc. Page A-4 3. In the unlikely event Contractor has to alter the proposed appointment made to carry out servicing and preventative maintenance, Contractor reserves the right to do so at any time but Contractor shall contact City by telephone in the first instance or any other means available; unless exceptional circumstances beyond Contractor's control make it impractical for Contractor to contact City. 4. If Contractor attends on the date, and during the time window of the proposed or agreed appointment, and City, or an authorized designee, is not present to allow access, Contractor shall leave notification of our attendance, requesting that City contact us. If City fails to contact Contractor within one (1) calendar month of the date of attendance, City's servicing and maintenance is deemed "complete" as defined under guidelines issued by Contractor's third party inspectorate and if City subsequently requires Contractor to re-attend to carry out the servicing and maintenance, additional charges shall apply. 5. Contractor requires uninterrupted access, or access within a reasonable timescale upon request, to all areas of the property where the equipment connected to City's system is installed and all areas afforded protection by its installation; and Contractor agrees to bear the cost of hiring any specialist access equipment, specialist ladders, lifts or scaffolding required to complete the servicing and preventative maintenance or any other servicing or repairs. Costs for such equipment shall be borne by the Contractor and reimbursed thereafter by City. 6. An appointment time window indicates the earliest and latest time Contractor's technician may arrive and does not indicate the time the work shall be completed and Contractor requires that City, or someone City appoints with sufficient authority, to be on the premises at all times and that this person shall have authority to sign for Contractor's work carried out and to authorize additional work and any associated costs where applicable. 7. If Contractor has attended the property by prior appointment, but access to areas within the property are not available, not provided within a reasonable timescale upon request, or by City- provided subcontractor, Contractor shall assume the equipment that Contractor was unable to inspect is fully operational. If City requires Contractor to re-attend to inspect such equipment when access is available, additional charges shall apply. 8. If City provides Contractor access but due to Contractor's operational circumstances Contractor is unable to complete the inspection, servicing, or remedial work, Contractor shall arrange to re-attend to complete the work without additional charge. 9. Where Contractor is required to carry out more than one inspection per year, subject to compliance with the relevant standard, Contractor may not inspect and test every component part on each visit. R. D. Systems, Inc. Page A-5 LIMITATIONS OF LIABILITY: Regardless of the level of service cover, City agrees to pay the cost of labor, equipment, and/or attendance fees, to repair, replace, or disconnect any equipment connected to City's system in the event of a fault if the cause includes (but not limited to) the following: a. Accidental or malicious damage to the equipment or interference or tampering with the equipment by either City or a third party other than normal user operation; b. Damage caused by rodent or any other animal activity, or the repair or resetting of the system due to activation caused by animal or insect infestation; c. Any insurable loss such as fire, flood, theft or acts of God such as adverse weather, storms, lightning, or other acts of nature whether or not City is insured for such events; d. Failure of, or interference from, any connected or third party service such as mains supply, telephone line, internet connection, LAN, WAN, building management or any other system; e. Changes to layout, equipment, furnishings, or environmental conditions internal or external to the property that interfere with, prevent the operation of, or reduce the performance or sound level of any part of the system; f. Replacement of consumable items such as (but not limited to) batteries, lamps, lights, fluorescent tubes, access control cards, video and audio recording heads and recording media; g. Cost of hiring any temporary loan equipment, insurance for this equipment and the cost of refurbishment if not returned in the same condition as it was originally issued; h. Any high reach equipment and or structure(s) needed for any type of work required and or requested; 2. Contractor shall be responsible for any equipment rental needed by Contractor, such as but not limited to lift equipment, until work has been completed, and Contractor shall be responsible for any damage caused to the rented equipment. 3. Any equipment that is deemed obsolete by the manufacturer shall not be covered by this Agreement and shall require replacement by Contractor with current equipment at an additional discounted cost. R. D. Systems, Inc. Page A-6 III. CITY RESPONSIBLE FOR ADDITIONAL COSTS: 1. All costs as necessary for the provision of communication services from network providers and mains supply from energy providers to enable the operation of the system through continuous service. 2. Any charges levied by Police, Fire Department, guarding services, or other services in connection with the use or activation of the system no matter how caused. 3. Any financial arrangements made with City for persons acting as City's agents for attending to or in connection with the operation of the system. 4. Any State, County, City, or Federal fees, fines, or charges related to the Project which are not specifically addressed elsewhere in this Agreement. R. D. Systems, Inc. Page A-7 EXHIBIT B SCHEDULE OF BILLING RATES Fixed Maintenance Units Rate Annual Total Video Surveillance Cameras at $2,700.00 Per Quarter $10,800.00 Annually the Civic Center (66) Parts/Materials Mark-Up Video Surveillance Cameras at $675.00 Per Quarter $2,700.00 Annually the Corporation Yard (13) Access Control System at the $675.00 Per Quarter $2,700.00 Annually Civic Center (9 main units, 29 readers Access Control System at the $270.00 Per Quarter $1,080.00 Annually Corporation Yard (1 main unit, 5 readers) Panic Alarms at Civic Center $1,620.00 Per Month $19,440.00 Annually (39) TOTAL $36,720.00 Annually Total Not -to -Exceed for Fixed Maintenance: $36.720.00 On -Call Maintenance and Repair Unit Regular Hourly Labor Rate Rate $135.00 Per Hour [Mon -Fri 7:00 am — 3:30 pm] After -Hours Labor Rate $225.00 Per Hour [Mon -Fri after 3:30 pm] Parts/Materials Mark-Up 15% Total Not -to -Exceed for On -Call: $83,280.00 Tools and Equipment Rental: Tool and equipment rental rates shall be based on the current CalTrans rental rates of approved by the City. TOTAL NOT TO EXCEED FOR AGREEMENT: $120,000.00 R. D. Systems, Inc. Page B-1 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 R. D. Systems, Inc. Page C-1 vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit each accident. 4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions: A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its 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. 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. 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 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 R. D. Systems, Inc. Page C-2 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 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 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. R. D. Systems, Inc. Page C-3 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. R. D. Systems, Inc. Page C-4 Reyes, Raymund From: Customer Service <customerservice@ebix.com> Sent: Friday, May 22, 2020 5:06 PM To: Reyes, Raymund; Insurance Subject: Compliance Alert -Vendor Number FV00000054 [EXTERNAL EMAIL] DO NOT CLICK links or attachments unless you recognize the sender and know the content is safe. This Account has moved from non-compliant to COMPLIANT status and is currently in compliance for certificate of insurance requirements. FV00000054 R.D. Systems, Inc. Sent by Ebix, designated insurance certificate reviewer for the City of Newport Beach. DUPLICATE ORIGINAL BOND PREMIUM IS FOR CONTRACT TERM BOND NUMBER: PR2711902 AND IS SUBJECT TO ADJUSTMENT EXECUTED IN DUPLICATE BASED ON FINAL CONTRACT AMOUNT. EXHIBIT D PREMIUM INCLUDED IN PERFORMANCE BOND. CITY OF NEWPORT BEACH BOND NO. PR2711902 LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to R. D. Systems, Inc. hereinafter designated as the "Principal," an agreement for maintenance and/or repair services, in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, Platte River Insurance Company duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach, in the sum of Thirty Six Thousand Seven Hundred Twenty Dollars and 00/100 ($36,720.00), lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the City of Newport Beach under the terms of the Agreement; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld and paid over to the Employment Development Department from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required by the provisions of Section 9554 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 9100 of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 9500 et seq. of the Civil Code of the State of California. R. D. Systems, Inc. Page D-1 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Agreement or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the 11th day of May —,2()20 , RD Systems, Inc. Name of Contractor (Principal) Platte River Insurance Company Name of Surety P.O. Box 5900 Madison, WI 53705 - 0900 Address of Surety (608)829-4200 Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: "57- "8 • &-O By: A r n C. Harp Ci Attorney Aut prized Sivature%Tltle Agent Signature John T. Pape, Attornev-In-Fact _ Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page D-2 SEE ATTACHED NOTARY ACKNOWLEDGMENT ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of 2, _ I ss. On hA 1 20 `LLQ before me, Notary PNlic, personally appeared who proved to me on the basis of satisfactory evidence to be the person(Kwhose name(zsd'is/are subscribed to the within instrument and acknowledged to me that he/shrb/tjh6y executed the same in his*ir/tt)6ir authorized capacity(, and that by his/hpr1toefr signaturesS4 on the instrument the perso or the entity upon behalf of which the personal acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. MAX RUSSELL WITNESS my hand and official seal. r6f Notary Public - CaliforniaalifoOrangecounly € Commission 92221525 My Comm. Expires Nov 11. 2021 0 Signature (seal) asp ACKNOWLEDGMENT A notary public or other officer completing this certiftizate verifies only the identity of the individual who signed thb,.document to which this certificate is attached, and �nlake truthfulness, accuracy, or validity of that document. State of California County of On _ Notary Public, personally appeared proved to me on the basis of satis subscribed to the within instrumen in his/her/their authorized capa y(i the person(s), or the entity y on bel me, ry evidence be the person(s) whose name(s) is/are acknowledged tome that he/she/they executed the same and that by his/her/their signatures(s) on the instrument of which the person(s) acted, executed the instrument I certify under PENALT4 OF PERJURY under the laws of the State of California that the foregoing paragraph is true apd correct. WITNESS m0hand and official seal. Signature (seal) R. D. Systems, Inc. Page D-3 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento On I I I-kau before me, Ryan Tash, Notary Public (insert name and title of the officer) personally appeared John T. Page who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. RYAN TASH COMM. #2214437 z �; ffi Notary Public • California A dz Sacramento County o Signature V l� (Seal) y Comm. Expires Sep. 16, 2021 PLATTE RIVER INSURANCE COMPANY PR2711902 POWER OF ATTORNEY Bond Number KNOW ALL MEN BY THESE PRESENTS, That the PLATTE RIVER INSURANCE COMPANY, a corporation of the State of Nebraska, having its principal offices in the City of Middleton, Wisconsin, does make, constitute and appoint ------------------------- -...... ------ — ------------------------- — ---- JOHN T. PAGE; RYAN TASH; SUSAN FOURNIER-----_..----------- ----------------------------- its true and lawful Attorney(s)-in-fact, to make, execute, seal and deliver for and on its behalf, as surety, and as its act and deed, any and all bonds, undertakings and contracts of suretyship, provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed in amount the sum of INSTRUMENTS IN AN AMOUNT NOT TO EXCEED: $20,000,000.00----- ------ ----------------- ------------ This Power of Attorney is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PLATTE RIVER INSURANCE COMPANY at a meeting duly called and held on the 8th day of January, 2002. "RESOLVED, that the President, Executive Vice President, Vice President, Secretary or Treasurer, acting individually or otherwise, be and they hereby are granted the power and authorization to appoint by a Power of Attorney for the purposes only of executing and attesting bonds and undertakings, and other writings obligatory in the nature thereof, one or more resident vice-presidents, assistant secretaries and attorney(s)-in-fact, each appointee to have the powers and duties usual to such offices to the business of this company; the signature of such officers and seal of the Company may be affixed to any such power of attorney or to any certificate relating thereto by facsimile, and any such power of attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company, and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking or other writing obligatory in the nature thereof to which it is attached. Any such appointment may be revoked, for cause, or without cause, by any of said officers, at any time." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attomey-in-Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney -in - Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner — Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. IN WITNESS WHEREOF, the PLATTE RIVER INSURANCE COMPANY has caused these presents to be signed by its officer undersigned and its corporate seal to be hereto affixed duly attested, this Ist day of January, 2020. Attest: T Ryan J. Byrnes Senior Vice President, Chief Financial Officer and Treasurer ✓jUAJ, 4 .P\ Y` Suzanne M. Broadbent Assistant Secretary PLATTE RIVER INSURANCE COMPANY = John L. Sennott, Jr. SEAL.. _ Chief Executive Officer and President STATE OF WISCONSIN COUNTY OF DANE I S.S.: On the 1st day of January, 2020 before me personally came John L. Sermon, Jr., to me known, who being by me duly swom, did depose and say: that he resides in the County of Hartford, State of Connecticut; that he is Chief Executive Officer and President of PLATTE RIVER INSURANCE COMPANY, the corporation described in and which executed the above instrument; that he knows the seal of the said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation and that he signed his name thereto by like order. d ATARI Noll, David J. Regele WISCONSINSTATE OF lL Notary Public, Dane Co., WI COUNTY OF DANEIMmalilt My Commission Is Permanent I, the undersigned, duly elected to the office stated below, now the incumbent in PLATTE RIVER INSURANCE COMPANY, a Nebraska Corporation, authorized to make this certificate, DO HEREBY CERTIFY that the foregoing attached Power of Attorney remains in full force and has not been revoked; and furthermore, that the Resolution of the Board of Directors, set forth in the Power of Attorney is now in force. Signed and sealed at the City of Middleton, State of Wisconsin this lith day of May 20 20 /41 4 ffff Andrew B. Diaz-Matos Senior Vice President, General Counsel and Secretary THIS DOCUMENT HAS BEEN GENERATED FOR A SPECIFIC BOND. IF YOU HAVE ANY QUESTIONS CONCERNING THE AUTHENTICITY OF THIS DOCUMENT CALL 800-475-4450. PR-ePOA-M (Rev. 01-2020) STATE OF CALIFORNIA DEPARTMENT OF INSURANCE N9 08099 SAN FRANCISCO Amended Certificate of Authority THIS IS TO CERTIFY THAT, pursuant to the Insurance Code of the State of California, Platte River Insurance Company Of Omaha, Nebraska , organized under the laws of Nebraska , subject to its Articles oflncorporation or other fundamental organizational documents, is hereby authorizedto transact within the State, subjectto all provisions ofthis Certificate, t&efollowing classes of insurance. Fire, Marine, Surety, Disability, Plate Glass, Liability, Workers' Compensation, Common Carrier Liability, Boiler and Machinery, Burglary, Sprinkler, Team and Vehicle, Automobile, Aircraft, and Miscellaneous as such classes are now or may hereafter be defined in the Insurance laws of the State of California THIS CERTIFICATE is expressly conditioned upon the holder hereof now and hereafter being in full compliance with all, and not in violation ofany, of the applicable laws and lawful requirements made under authority of the laws of the State of California as long as such laws or requirements are in effect and applicable, and as such laws and requirements now are, or may hereafter be changed or amended IN WITNESS WHEREOF, effective as of the 12th day of August 1 2005 ,Ihave hereunto set my hand and caused my official seal to be affixed this 12th day of August 1 2005 John Garamendi lnsum Commissioner BY Patricia K. Staggs for Richard D. Baum 1w* Chief Deputy NOTICE: Qualification with the Secretary of State must be accomplished as required by the California Corporations Code promptly after issuance of this Certificate of Authority. Failure to do so will be a violation of Insurance Code Section 701 and will be grounds for revoking this Certificate of Authority pursuant to the convenams made in the application therefor and the conditions contained herein. r mCs. OW oopw M1 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Agreement or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the 11th day of May , 20 20 . RD Systems, Inc. Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE By: Aaron C. Harp City Attorney President Aut rized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page D-2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of Cali rma Count of Lr~�a� }ss. J On _ 2,20 2° before me, /U� Rjsj�eII Notary P lic, personally appeared -t<„ - c.tl '--� who proved to me on the basis of satisfactory evidence to be the personm whose name, o is/V4 subscribed to the within instrument and acknowledged to me that he/yKe/tj 4y executed the same in his/tgef/ttir authorized capacity(jas'), and that by his/p€r/peir signature4W on the instrument the person or the entity upon behalf of which the perso�m acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and n he truthfulness, accuracy, or validity of that document. State of California County of On 2 Notary Public, personally appeared _ proved to me on the basis of satisfac subscribed to the within instrument and in his/her/their authorized capacity(ies) the person(s), or the entity upon beW I certify under PENALTY paragraph is true and re WITNESS my t}aafid and official seal. Signature ss. before .; MAX RUSSELL Notary Public- California Orange County Commission p 2221525 My Comm. Expires Nov 11, 2021 (seal) ory evi to be the person(s) whose name(s) is/are ackn e d to me that he/she/they executed the same d that by her/their signatures(s) on the instrument of which the pers (s) acted, executed the instrument. under the laws of the State of California that the foregoing (seal) R. D. Systems, Inc. Page D-3 DUPLICATE ORIGINAL BOND PREMIUM IS FOR CONTRACT TERM AND IS SUBJECT TO ADJUSTMENT BOND NUMBER: PR2711902 EXECUTED IN DUPLICATE BASED ON FINAL CONTRACT AMOUNT. EXHIBIT E PREMIUM: $1,102.00 CITY OF NEWPORT BEACH BOND NO. PR2711902 FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ $1,102.00 being at the rate of $ 30.00 thousand of the Agreement price. WHEREAS, the City of Newport Beach, State of California, has awarded to R. D. Systems, Inc. hereinafter designated as the "Principal," an agreement for Security Systems Maintenance, Repair and On -Call Installation , in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a Bond for the faithful performance of the Agreement. NOW, THEREFORE, we, the Principal, and Platte River Insurance Company , duly authorized to transact business under the laws of the State of California as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of Thirty Six Thousand Seven Hundred Twenty Dollars and 001100 ($36,720.00) lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Agreement, to be paid to the City of Newport Beach, its successors, and assigns; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and well and truly keep and perform any or all the Work, covenants, conditions, and agreements in the Agreement and any alteration thereof made as therein provided on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to its true intent and meaning, or fails to indemnity, defend, and save harmless the City of Newport Beach, its officers, employees and agents, as therein stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a part of the obligation secured hereby, and in addition to the face amount specified in this Performance Bond, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City, only in the event City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does hereby waive R. D. Systems, Inc. Page E-1 notice of any such change, extension of time, alterations or additions of the Agreement or to the Work or to the specifications. This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the 6th day of May —'20 20 RD Systems, Inc. Name of Contractor (Principal) Platte River Insurance Company Name of Surety P.O. Box 5900 Madison, WI 53705 - 0900 Address of Surety (608)829-4200 Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: S-• t S • a.o M �r n C. Harp Attorney Aut orized Signature/Title u orized Agent Signature John T. Page, Attorney -In -Fact Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page E-2 notice of any such change, extension of time, alterations or additions of the Agreement or to the Work or to the specifications. This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the day of A P,-« 20 �. John Russell Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: By: Aaron C. Harp City Attorney President A horized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page E-2 SEE ATTACHED NOTARY ACKNOWLEDGMENT ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of CJrA _ } S$. On M S 20 2,0 !More me Notary Public; personally appeared � �- K� n5 who proved to me on the basis of satisfactory evidence to be subscribed to the within instrument and acknowledged to me in his/p&/tKCair authorized capacity(, and that by his/heir/t the person, or the entity upon be aif of which the person( executed the same Ton the instrument d the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. Hca MAX RUSSELL Notary Public - Catfonnia WITNESS my hand and official seal. Cargo County "s Commission k 2221525 My Camm. Expires Nov 11.2021 Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ss. On 20 Notary Public, personally appeared proved to me on the basis of satisfactory E subscribed to the within instrument and ackn in his/her/their authorized capacity(ies), and the person(s), or the entity upon behalf of wt I certify under PENALTY OF P paragraph is true and correct. WITNESS my hand and Signature before snce o be the person(s) whose name(s) is/are ed to me that he/she/they executed the same by his/her/their signatures(s) on the instrument the person(s) acted, executed the instrument. the laws of the State of California that the foregoing (seal) R. D. Systems, Inc. Page E-3 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento On 5- 0( sy before me, personally appeared John T. Page Ryan Tash, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. RYAN 1ASH COMM. #2214437 Z Notary Public California o Sacramento County M ) ,. Comm. Ez fires Sep. f 6, 2021 Signature (Seal) ✓✓/ ��\ ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California Count ofd aA ss. On , 202A before me Notary Public, personally appeared Jol1vN who proved to me on the basis of satisfactory evidence to be the person whose names) is/Oe subscribed to the within instrument and acknowledged to me that he/s¢2/thdy executed the same in his/h#r/t4ir authorized capacity(), and that by his/t*r/tl�ir signatures) on the instrument the personal, or the entity upon behalf of which the person (s).acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal.MAX RUSSELL (< NoVy Pulok-Calilurnia Orange Counly Commissions 5 My Comm Expires 11,es Nov 11, 2021 Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attache and not the truthfulness, accuracy, or validity of that document. State of California County of ss. On 20_ Notary Public, personally appeared proved to me on the basis of satisfacto subscribed to the within instrument and a in his/her/their authorized capacity(ies), and the person(s), or the entity upon behalf of wl I certify under PENALTY OF F paragraph is true and correct. WITNESS my hand and Signature before me, mce to�be the person(s) whose name(s) is/are thepo me that he/she/they executed the same her/their signatures(s) on the instrument son(s) acted, executed the instrument. the laws of the�te of California that the foregoing (seal) R. D. Systems, Inc. Page E-3 PLATTE RIVER INSURANCE COMPANY PR2711902 POWER OF ATTORNEY Bond Number KNOW ALL MEN BY THESE PRESENTS, That the PLATTE RIVER INSURANCE COMPANY, a corporation of the State of Nebraska, having its principal offices in the City of Middleton, Wisconsin, does make, constitute and appoint T. PAGE; RYAN TASH; SUSAN FOURNIER----- --------- --------------------------------- its true and lawful Attomey(s)-in-fact, to make, execute, seal and deliver for and on its behalf, as surety, and as its act and deed, any and all bonds, undertakings and contracts of suretyship, provided that no bond or undertaking or contract of suretyship executed under this authority shall exceed in amount the sum of INSTRUMENTS IN AN AMOUNT NOT TO EXCEED: $20,000,000.00 ----- —------ ----------------------------- This Power of Attomey is granted and is signed and sealed by facsimile under and by the authority of the following Resolution adopted by the Board of Directors of PLATTE RIVER INSURANCE COMPANY at a meeting duly called and held on the 8th day of January, 2002. "RESOLVED, that the President, Executive Vice President, Vice President, Secretary or Treasurer, acting individually or otherwise, be and they hereby are granted the power and authorization to appoint by a Power of Attorney for the purposes only of executing and attesting bonds and undertakings, and other writings obligatory in the nature thereof, one or more resident vice-presidents, assistant secretaries and attorney(s)-in-fact, each appointee to have the powers and duties usual to such offices to the business of this company; the signature of such officers and seal of the Company may be affixed to any such power of attorney or to any certificate relating thereto by facsimile, and any such power of attorney or certificate bearing such facsimile signatures or facsimile seal shall be valid and binding upon the Company, and any such power so executed and certified by facsimile signatures and facsimile seal shall be valid and binding upon the Company in the future with respect to any bond or undertaking or other writing obligatory in the nature thereof to which it is attached. Any such appointment may be revoked, for cause, or without cause, by any of said officers, at any time." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney -in -Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attomey-in- Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner — Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. IN WITNESS WHEREOF, the PLATTE RIVER INSURANCE COMPANY has caused these presents to be signed by its officer undersigned and its corporate seal to be hereto affixed duly attested, this 1st day of January, 2020. Attest: —T �� Ryan J. Byrnes Senior Vice President, Chief Financial Officer and Treasurer Suzanne M. Broadbent Assistant Secretary `\�spuiuUUUpNynu�iiir PLATTE RIVER INSURANCE COMPANY SEAL)T = John L. Sennott, Jr. � Chief Executive Officer and President STATE OF WISCONSIN COUNTY OF DANE S.S.: On the 1st day of January, 2020 before me personally came John L. Sennolt, Jr., to me known, who being by me duly sworn, did depose and say: that he resides in the County of Hartford, State of Connecticut; that he is Chief Executive Officer and President of PLATTE RIVER INSURANCE COMPANY, the corporation described in and which executed the above instrument; that he knows the seal of the said corporation; that the seal affixed to said instrument is such corporate seal; that it was so affixed by order of the Board of Directors of said corporation and that he signed his name thereto by like order. ,,ayp�{i49F6hlry -124 e g i 4L,3�_fj g, David J. Regele STATE OF WISCONSIN Notary Public, Dane Co., WI COUNTY OF DANE My Commission Is Permanent I, the undersigned, duly elected to the office stated below, now the incumbent in PLATTE RIVER INSURANCE COMPANY, a Nebraska Corporation, authorized to make this certificate, DO HEREBY CERTIFY that the foregoing attached Power of Attorney remains in full force and has not been revoked; and furthermore, that the Resolution of the Board of Directors, set forth in the Power of Attorney is now in force. Signed and sealed at the City of Middleton, State of Wisconsin this 6th day of 20 20 Pgr 1� Andrew B. Diaz-Matos Senior Vice President, General Counsel and Secretary THIS DOCUMENT HAS BEEN GENERATED FOR A SPECIFIC BOND. IF YOU HAVE ANY QUESTIONS CONCERNING THE AUTHENTICITY OF THIS DOCUMENT CALL 800-475-4450. PR-ePOA-M (Rev. 01-2020) EXHIBIT F CITY OF NEWPORT BEACH BOND NO. LABOR AND MATERIALS PAYMENT BOND WHEREAS, the City of Newport Beach, State of California, has awarded to R. D. Systems, Inc. hereinafter designated as the "Principal," an agreement for maintenance and/or repair services, in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a bond, providing that if Principal or any of Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies used in, upon, for, or about the performance of the Work agreed to be done, or for any work or labor done thereon of any kind, the Surety on this bond will pay the same to the extent hereinafter set forth. NOW, THEREFORE, We the undersigned Principal, and, duly authorized to transact business under the laws of the State of California, as Surety, (referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach, in the sum of Dollars and 00/100 ($ ), lawful money of the United States of America, said sum being equal to 100% of the estimated amount payable by the City of Newport Beach under the terms of the Agreement; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the Principal's subcontractors, fail to pay for any materials, provisions, or other supplies, implements or machinery used in, upon, for, or about the performance of the Work contracted to be done, or for any other work or labor thereon of any kind, or for amounts due under the Unemployment Insurance Code with respect to such work or labor, or for any amounts required to be deducted, withheld and paid over to the Employment Development Department from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with respect to such work and labor, then the Surety will pay for the same, in an amount not exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required by the provisions of Section 9554 of the Civil Code of the State of California. The Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Section 9100 of the California Civil Code so as to give a right of action to them or their assigns in any suit brought upon this Bond, as required by and in accordance with the provisions of Sections 9500 et seq. of the Civil Code of the State of California. R. D. Systems, Inc. Page F-1 And Surety, for value received, hereby stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any wise affect its obligations on this Bond, and it does hereby waive notice of any such change, extension of time, alterations or additions to the terms of the Agreement or to the Work or to the specifications. In the event that any principal above named executed this Bond as an individual, it is agreed that the death of any such principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the above named Principal and Surety, on the day of , 20_ Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: in Aaron C. Harp City Attorney Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page F-2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On 20 before me, Notary Public, personally appeared proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) R. D. Systems, Inc. Page F-3 EXHIBIT G CITY OF NEWPORT BEACH BOND NO. FAITHFUL PERFORMANCE BOND The premium charges on this Bond is $ , being at the rate of $ thousand of the Agreement price. WHEREAS, the City of Newport Beach, State of California, has awarded to R. D. Systems, Inc. hereinafter designated as the "Principal," an agreement for Security Systems Maintenance, Repair and On -Call Installation , in the City of Newport Beach, in strict conformity with the Agreement on file with the office of the City Clerk of the City of Newport Beach, which is incorporated herein by this reference. WHEREAS, Principal has executed or is about to execute the Agreement and the terms thereof require the furnishing of a Bond for the faithful performance of the Agreement. NOW, THEREFORE, we, the Principal, and , duly authorized to transact business under the laws of the State of California as Surety (hereinafter "Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of Dollars and 00/100 ($ .00) lawful money of the United States of America, said sum being equal to 100% of the estimated amount of the Agreement, to be paid to the City of Newport Beach, its successors, and assigns; for which payment well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors, or assigns, jointly and severally, firmly by these present. THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and well and truly keep and perform any or all the Work, covenants, conditions, and agreements in the Agreement and any alteration thereof made as therein provided on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to its true intent and meaning, or fails to indemnify, defend, and save harmless the City of Newport Beach, its officers, employees and agents, as therein stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the sum specified in this Bond; otherwise this obligation shall become null and void. As a part of the obligation secured hereby, and in addition to the face amount specified in this Performance Bond, there shall be included costs and reasonable expenses and fees, including reasonable attorneys fees, incurred by City, only in the event City is required to bring an action in law or equity against Surety to enforce the obligations of this Bond. Surety, for value received, stipulates and agrees that no change, extension of time, alterations or additions to the terms of the Agreement or to the Work to be performed thereunder shall in any way affect its obligations on this Bond, and it does hereby waive R. D. Systems, Inc. Page G-1 notice of any such change, extension of time, alterations or additions of the Agreement or to the Work or to the specifications. This Faithful Performance Bond shall be extended and maintained by the Principal in full force and effect for one (1) year following the date of formal acceptance of the Project by City. In the event that the Principal executed this bond as an individual, it is agreed that the death of any such Principal shall not exonerate the Surety from its obligations under this Bond. IN WITNESS WHEREOF, this instrument has been duly executed by the Principal and Surety above named, on the day of 20 Name of Contractor (Principal) Name of Surety Address of Surety Telephone APPROVED AS TO FORM: CITY ATTORNEY'S OFFICE Date: Aaron C. Harp City Attorney Authorized Signature/Title Authorized Agent Signature Print Name and Title NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE ATTACHED R. D. Systems, Inc. Page G-2 ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On 20 before me, Notary Public, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of ) ss. On 20 before me, Notary Public, personally appeared proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (seal) R. D. Systems, Inc. Page G-3