HomeMy WebLinkAboutC-8682-1 - MSA for Alley Sweeping ServicesMAINTENANCE/REPAIR SERVICES AGREEMENT
WITH AGO INDUSTRIES, INC., DBA SO CAL PROPERTY SERVICES FOR
ALLEY SWEEPING SERVICES
THIS MAINTENANCE/REPAIR SERVICES AGREEMENT ("Agreement") is made
and entered into as of this 1st day of June, 2021 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and AGO INDUSTRIES, INC., a California corporation, doing business as ("DBA") SO
CAL PROPERTY SERVICES ("Contractor"), whose address is 830 West 16th Street,
Costa Mesa, CA 92627, and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Contractor to perform maintenance and/or repair services
for City ("Project").
C. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the maintenance and/or repair services described in this
Agreement.
D. Contractor has examined the location of all proposed work, carefully reviewed and
evaluated the specifications set forth by City for the Project, is familiar with all
conditions relevant to the performance of services, and has committed to perform
all work required for the compensation specified in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on May 31, 2028, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Contractor shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). As a material inducement to City entering into this Agreement, Contractor
represents and warrants that Contractor is a provider of first class work and Contractor is
experienced in performing the Work contemplated herein and, in light of such status and
experience, Contractor covenants that it shall follow community professional standards
with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances, in performing
the Work required hereunder, and that all materials will be of good quality.
2.2 Contractor shall perform all Work required to be performed, and shall
provide and furnish all the labor, materials, necessary tools, expendable equipment and
all utility and transportation services necessary for the Project.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Contractor shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Contractor to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Contractor shall not be responsible for
delays due to causes beyond Contractor's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein, not later than two (2) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Contractor's control.
3.4 For all time periods not specifically set forth herein, Contractor shall respond
in the most expedient and appropriate manner under the circumstances, by fax, hand -
delivery or mail.
4. COMPENSATION TO CONTRACTOR
4.1 City shall pay Contractor for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Except as
otherwise provided herein, no rate changes shall be made during the term of this
Agreement without the prior written approval of City. Contractor's compensation for all
Services performed in accordance with this Agreement, including all reimbursable items,
shall not exceed Six Hundred Forty Thousand Dollars and 00/100 ($640,000.00),
without prior written amendment to the Agreement.
4.2 Upon the first anniversary of the Effective Date and upon each anniversary
of the Effective Date thereafter, the billing rates set forth in Exhibit B ("Billing Rates") shall
be adjusted in proportion to changes in the Consumer Price Index, subject to the
maximum adjustment set forth below. Such adjustment shall be made by multiplying the
Billing Rates in Exhibit B by a fraction, the numerator of which is the value of the
Consumer Price Index for the calendar month three (3) months preceding the calendar
month for which such adjustment is to be made, and the denominator of which is the value
of the Consumer Price Index for the same calendar month immediately prior to Effective
Date. The Consumer Price Index to be used in such calculation is the "Consumer Price
Index, All Items, 1982-84=100 for All Urban Consumers (CPI -U)", for the Los Angeles -
AGO Industries, Inc., DBA So Cal Property Services Page 2
Riverside -Orange County Metropolitan Area, published by the United States Department
of Labor, Bureau of Labor Statistics. If both an official index and one or more unofficial
indices are published, the official index shall be used. If said Consumer Price Index is no
longer published at the adjustment date, it shall be constructed by conversion tables
included in such new index. In no event, however, shall the amount payable under this
Agreement be reduced below the Billing Rates in effect immediately preceding such
adjustment. The maximum adjustment increase to the Billing Rates, for any year where
an adjustment is made pursuant to this Section, shall not exceed the Consumer Price
Index or 4.0% of the Billing Rates in effect immediately preceding such adjustment.
4.3 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name and/or
classification of employee who performed the Work, a brief description of the Services
performed and/or the specific task in the Scope of Services to which it relates, the date
the Services were performed, the number of hours spent on all Work billed on an hourly
basis, and a description of any reimbursable expenditures. City shall pay Contractor no
later than thirty (30) calendar days after approval of the monthly invoice by City staff.
4.4 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit B to this Agreement, or specifically approved in writing in advance by
City.
4.5 Contractor shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with Exhibit B.
5. PROJECT MANAGER
5.1 Contractor shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Contractor has designated Laura Osborne 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 Utilities Department. City's Utilities
Manager or designee shall be the Project Administrator and shall have the authority to
act for City under this Agreement. The Project Administrator shall represent City in all
matters pertaining to the Services to be rendered pursuant to this Agreement.
AGO Industries, Inc., DBA So Cal Property Services Page 3
7. CITY'S RESPONSIBILITIES
To assist Contractor in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Contractor, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Contractor's Work schedule.
8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE
8.1 Contractor shall use only the standard materials described in Exhibit A in
performing Services under this Agreement. Any deviation from the materials described
in Exhibit A shall not be installed or utilized unless approved in advance and in writing by
the Project Administrator.
8.2 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the personnel required to perform
the Services required by this Agreement, and that it will perform all Services in a manner
commensurate with community professional standards and with the ordinary degree of
skill and care that would be used by other reasonably competent practitioners of the same
discipline under similar circumstances. All Services shall be performed by qualified and
experienced personnel who are not employed by City. By delivery of completed Work,
Contractor certifies that the Work conforms to the requirements of this Agreement, all
applicable federal, state and local laws and legally recognized professional standards.
8.3 Contractor represents and warrants to City that it has, shall obtain and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.4 Contractor shall not be responsible for delay, nor shall Contractor be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Contractor's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the Project or for injury to or death of any person as a
result of Contractor's performance of the Services required hereunder; or for damage to
property from any cause arising from the performance of the Project by Contractor, or its
subcontractors, or its workers, or anyone employed by either of them.
9.2 Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's Work on the Project, or the Work
of any subcontractor or supplier selected by Contractor.
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9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees (collectively, the "Indemnified Parties") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate
(directly or indirectly) to any breach of the terms and conditions of this Agreement, any
Work performed or Services provided under this Agreement including, without limitation,
defects in workmanship or materials or Contractor's presence or activities conducted on
the Project (including the negligent and/or willful acts, errors and/or omissions of
Contractor, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable or any or all of them).
9.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Contractor to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Contractor.
9.5 Contractor shall perform all Work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Contractor shall be liable for any private or public property damaged during the
performance of the Work by Contractor or its agents.
9.6 To the extent authorized by law, as much of the money due Contractor
under and by virtue of the Agreement as shall be considered necessary by City may be
retained by it until disposition has been made of such suits or claims for damages as
aforesaid.
9.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
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
AGO Industries, Inc., DBA So Cal Property Services Page 5
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.
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. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Contractor, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or
joint -venture or syndicate or cotenancy, which shall result in changing the control of
Contractor. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
16. 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
AGO Industries, Inc., DBA So Cal Property Services Page 6
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.
17. 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.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
19. 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.
20. 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.
21. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
AGO Industries, Inc., DBA So Cal Property Services Page 7
22. CONFLICTS OF INTEREST
22.1 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.
22.2 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.
23. NOTICES
23.1 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.
23.2 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn: Utilities Manager
Utilities Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
23.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at.-
Attn:
t:
Attn: Laura Osborne
AGO Industries D.B.A. So Cal Property Services
830 West 16th Street
Costa Mesa, CA 92627
24. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Contractor shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Contractor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to any claims filing requirements set
AGO Industries, Inc., DBA So Cal Property Services Page 8
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.).
25. TERMINATION
25.1 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.
25.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Contractor. In the
event of termination under this Section, City shall pay Contractor for Services
satisfactorily performed and costs incurred up to the effective date of termination for which
Contractor has not been previously paid. On the effective date of termination, Contractor
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
26. LABOR
26.1 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.).
26.2 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.
26.3 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.
26.4 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.
27. STANDARD PROVISIONS
27.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference.
AGO Industries, Inc., DBA So Cal Property Services Page 9
27.2 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.
27.3 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.
27.4 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.
27.5 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.
27.6 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.
27.7 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.
27.8 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.
27.9 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.
27.10 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.
27.11 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.
AGO Industries, Inc., DBA So Cal Property Services Page 10
27.12 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]
AGO Industries, Inc., DBA So Cal Property Services Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: q / 2 �?' / " 2
By:
Aaron C. Harp
City Attorney
ATTEST:
Date: 51A.
A"J, m
Leilani 1. Brow,L 7'
City Clerk
%LlFORN%
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By.-
Brad
y:Brad
May
CONTRACTOR: AGO INDUSTRIES,
INC., a California corporation, doing
business as ("DBA") SO CAL
PROPERTY � SERVICES'
Date: 0 A" � l .� 1,, f t
Executive Officer/Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
AGO Industries, Inc., DBA So Cal Property Services Page 12
EXHIBIT A
SCOPE OF SERVICES
AGO Industries, Inc., DBA So Cal Property Services Page A-1
SCOPE OF SERVICES
DUTIES AND RESPONSIBILITIES
1. INTENT
The intent of these specifications is to provide alley sweeping services in approximately 35.5
miles of improved alleyways throughout the City of Newport Beach on a twice -per month
basis, and weekly cleaning of the Civic Center parking structure, Jamboree to MacArthur
(PCH), Marina Park parking lot, and 32"d Street parking lot.
2. DESCRIPTION OF PROJECT
Furnish all labor, equipment, materials, and supervision to perform maintenance as described
herein including, but not limited to, the following:
a.) Using regenerative air sweeper, thoroughly sweep each improved alley in the
City on a regularly scheduled basis. A vacuum style sweeper may be used with
city's approval.
3. WORKING HOURS
Normal working hours shall be within a nine -hour day between the hours of 7:00 AM and
4:00 PM, Monday through Friday. No motorized equipment shall be operated before 7:00
AM and no later than 4:00 PM. Sweeping the Civic Center parking structure will take place
during the hours of 5:00 a.m. and 7:00 a.m., on a weekly basis as set forth by Project
Administrator.
4. LEVEL OF MAINTENANCE
a. All work shall be performed in accordance with the HIGHEST INDUSTRY
STANDARDS, as stated in the enclosed maintenance specification
description. Standards and frequencies may be modified from time to time
as deemed necessary by the City for the proper maintenance of the sites.
b. If, in the judgment of the City, the level of maintenance is less than that
specified herein, the City shall, at its option, in addition to or in lieu of other
remedies provided herein, withhold appropriate payment from the
Contractor until services are rendered in accordance with specifications set
forth within this document and providing no other arrangements have been
made between the Contractor and the City. Failure to notify of a change
and/or failure to perform an item or work on a scheduled day may, at the
City's sole discretion, result in deduction of payment for that date, week, or
month. Payment will be retained for work not performed until such time as
the work is performed to City standard.
c. The Contractor is required to correct deficiencies within the time specified
by the City. If noted deficient work has not been completed, payment for
subject deficiency shall be withheld for current billing period and shall
continue to be withheld until deficiency is corrected, without right to
retroactive payments.
S. QUALITY OF WORK AND MATERIALS
All material and equipment furnished by the Contractor shall be high grade, and free from
defects and imperfections, unless otherwise hereinafter specified. Workmanship shall be in
accord with the best standard practices. Both materials and workmanship shall be subject to
the approval of the Project Administrator.
6. WORKMANSHIP AND SUPERVISION
a) The work force shall include a thoroughly skilled, experienced, and competent
supervisor who shall be responsible for adherence to the specifications expressed
within the Scope of Work. Supervisors and foremen must communicate effectively
in both in written and oral English. All operator personnel must be able to
communicate effectively in English.
b) All personnel working at the outlined areas shall be neat in appearance and in
uniforms approved by the Project Administrator. All personnel shall wear
identification badges or patches
c) Work shall be performed by competent and experienced operators. All employees
must have the appropriate class of driver's license for the type of equipment they
are operating.
a. All hours shall be made up if there are absences to the Contractor's
workforce (including sick days and vacations.) Where advanced notice is
provided to the Contractor, The Contractor shall provide replacements for
those absences.
7. SUPERVISION OF AGREEMENT
a. All work shall meet with the approval of the Project Administrator. There
shall be a minimum of one monthly meeting with the Contractor and the City
representative to determine progress and to establish areas needing
attention.
b. Any specific problem area which does not meet the conditions of the
specifications set forth herein shall be called to the attention of the
Contractor and if not corrected, payment to the Contractor will not be made
until condition is corrected in a satisfactory manner as set forth in the
specifications.
8. EQUIPMENT
a. All vehicles and equipment used in conjunction with the work shall be
maintained in a neat, clean, and orderly manner and shall be in good working
order. The Utilities Director, or their authorized agent, may reject any vehicle
or piece of equipment and order it removed from the service area(s).
b. Vehicles and equipment must meet all current federal, State, and AQMD (Air
Quality Management District) regulations. Contractor vehicles used within
this Agreement shall, at all times, bear identification signs that the
contractor is performing services for the City. The Project Administrator shall
approve these signs prior to installation by the contractor.
9. SPECIFICATIONS
These specifications are intended to cover all labor, material and standards of workmanship
to be employed in the work called for in these specifications or reasonably implied by terms
of same. Work or materials of a minor nature which may not be specifically mentioned, but
which may be reasonably assumed as necessary for the completion of this work, shall be
performed by the Contractor as if described in the specifications.
10. PROVISIONS FOR EXTRAS
No new work of any kind shall be considered an extra unless a separate estimate is given for
said work and the estimate is approved in writing by the City before the work is commenced.
The Contractor will be required to provide before and after photographs of safety items which
were made without prior City approval. Documentation of Agreement compliance may be
required on some occasions.
11. STREET CLOSURES, DETOURS, BARRICADES
a. Warning signs, lights, and devices shall be installed and displayed in
conformity with the most recent "The California Manual on Uniform Traffic
Devices" for use in performance of work upon highways issued by the State
of California, Department of Transportation and as directed by City staff.
b. Beacon lighting visible from behind the vehicle will be installed on vehicles
working along City streets and alleyways.
12. WATER
An on -board City water meter (provided at no -charge to the Contractor), with pre -arranged
times for reading and billings between the Contractor and City Utilities Department. The
Contractor shall include in their monthly billing the amount of water used during that month
for their sweeping operation. (City water meter remains the property of the City throughout
the term of the Agreement and shall be returned to the City within (ten) 10 business days of
Agreement termination. City reserves the right to withhold payment of the Contractor's final
invoice until all water meters provided to Contractor are returned to the City. City will pay for
the water.
13. DISPOSAL
a. The Contractor shall utilize the sweeper dumping bin at the Municipal
Operations Corporation Yard, located at 592 Superior Avenue, Newport
Beach, CA to dispose of sweepings or such other refuse in bins as provided
by the City. Said dumping shall occur between the hours of 7:30AM and
3:30PM Monday through Friday only. The City shall be responsible for
disposal. Contractor shall furnish records of material collected and disposed
of at the Municipal Operations Corporation Yard on a monthly basis to the
City.
b. Washout will be permitted only in the designated area of Municipal
Operations Corporation Yard.
14. RECORDS
a. The Contractor shall keep accurate records concerning all of his/her
employees or agents. The Contractor shall provide this information in an
organizational chart as changes in staffing occur. Additionally, the
Contractor shall provide the City with names and telephone numbers of
emergency contact employees.
b. The Contractor shall complete a monthly maintenance report indicating
work performed and submit this completed report to the Project
Administrator. This report should also contain a description, including man-
hours, equipment, and any additional work which the Contractor deems to
be beyond the scope of the Agreement and which has been approved by the
City in accordance with the Agreement. Payment for any extra work will not
be authorized unless the additional work, and costs thereof are first
approved in writing by the City in accordance with the Agreement.
i. The Contractor shall submit a phone log of all calls from the Utilities Department
and the City of Newport Beach Police Department to the Contractor, whether or
not those calls require a request for services, and a description of the action taken
from the City call.
ii. The Contractor shall, within fifteen (15) days of the effective date of an executed
agreement, prepare and submit a written annual maintenance calendar to the
Project Administrator. This maintenance calendar shall clearly indicate all of the
park maintenance tasks required by this agreement and the months of the year
they are scheduled to be performed. If it is necessary to make periodic revisions
to this maintenance schedule, a modified calendar must be submitted to the
Project Administrator for approval prior to the date the changes are to take effect.
iii. The Contractor shall permit the City to inspect and audit its books and records
regarding City -provided services during regular business hours.
15. EMERGENCY SERVICES
a. The Contractor will provide the City with names and telephone numbers of
at least two (2) qualified persons who can be called by City representatives
when emergency maintenance conditions occur during hours when the
Contractor's normal work force is not present in the City of Newport Beach.
These Contractor representatives shall respond to said emergency within
thirty (30) minutes of receiving notification.
16. CONTRACTOR'S OFFICE
a. Contractor is required to maintain an office within a one (1) hour response
time of the job site and provide the office with phone service during normal
working hours. During all other times, a telephone answering service shall
be utilized and the answering service shall be capable of contacting the
Contractor by cell phone or pager. Contractor shall have a maximum
response time of thirty (30) minutes to all emergencies. There will be no on-
site storage of equipment or materials. Contractor will have full
responsibility for maintaining their own offices and a facility to keep and
maintain their sweeping vehicles.
17. SCHEDULES
a. Annual Schedule
■ The Contractor shall work with the City to meet current alley sweeping
schedules.
■ The Contractor shall complete the schedule for each functional area in a
manner which shall correspond to the twice per month schedule.
■ The annual schedule shall be submitted for City approval within fifteen (15)
calendar days after effective date of the Agreement.
■ The Contractor shall submit revised schedules when actual performance
differs substantially from planned performance.
b. Monthly Schedule
■ Monthly schedule forms shall be provided by the Contractor indicating the
major items of work to be performed in accordance with the performance
requirements and further delineate the time frames for accomplishment
by day of the week and by morning and afternoon.
■ The Contractor shall complete the schedule for each item of work and each
area of work.
■ The initial schedule shall be submitted one week prior to the effective date
of the Agreement. Thereafter, it shall be submitted monthly on the first
Monday of the month for City approval, prior to scheduling work for the
upcoming month.
■ Changes to the schedule shall be received by the Project Administrator at
least twenty-four (24) hours prior to the scheduled time for the work.
■ Failure to notify of a change and/or failure to perform an item of work on
a scheduled day may result in deduction of payment for that date or week.
■ The Contractor shall adjust the schedule to compensate for all holidays.
Schedule work shall be completed on all holidays, unless otherwise
indicated by the City.
c. Civic Center Parking Structure
■ Detail and sweep the three floor/level parking structure with 450 parking
spaces at 100 Civic Center Drive, Newport Beach. The structure measures
158,155 square feet.
■ Service and blow off three interior stairwells, two exterior stairwells, and
bamboo planters.
■ Work shall be completed between the hours of 5:00 a.m. and 7:00 a.m. in
order to minimize disruption as people arrive for work.
■ Schedule and frequency of work will be determined by the Project
Administrator and may occur on an as -needed basis. Currently, this service
is performed weekly.
d. Performance on Schedule
■ The Contractor has been provided the maximum latitude in establishing
work schedules, which correspond to its manpower and equipment
resources. The Contractor has also been provided the opportunity and
procedure for adjusting those schedules to meet special circumstances.
Therefore, all work shall be completed on the day scheduled, as shown on
the weekly schedule.
18. PERFORMANCE DURING INCLEMENT WEATHER
a. During the periods when inclement weather hinders normal operations, the
Contractor shall adjust its work force in order to accomplish those activities
that are not affected by weather.
b. Failure to adjust the work force to show good progress on the work shall
result in deduction of payments to reflect only the work actually
accomplished.
c. The Contractor shall immediately notify the Project Administrator when the
work force has been removed from the job site due to inclement weather or
other reasons.
19. SAFETY REQUIREMENT
a. All work performed under this Agreement shall be performed in such a
manner as to provide maximum safety to the public and where applicable,
comply with all safety standards required by CAL -OSHA. The Project
Administrator reserves the right to issue restraint or cease and desist orders
to the Contractor when unsafe or harmful acts are observed or reported
relative to the performance of the work under this Agreement. All contractor
vehicles shall have a "W.A.T.C.H." Work Area Traffic Control Manual at all
times.
The Contractor shall maintain all service areas free of hazards to persons
and/or property resulting from his/her operations. Any hazardous condition
noted by the Contractor, which is not a result of his/her operations, shall be
immediately reported to the Project Administrator.
20. ADVERTISING
No advertising of any kind or description, bill posters, printed, painted, or by the use of any
other method application legible to human sight, shall appear on any equipment, buildings,
structures, fences, canopies, posts, or signs except valid and authorized legal notices required
to be placed thereon and except as may be specifically authorized in these general conditions.
21. MAINTENANCE AND TECHNICAL RESPONSIBILITIES
All Street sweepers shall have operational directional traffic control devices mounted on the
rear of vehicle's hopper. Additionally, a 360 -degree, LED light safety beacon of comparable
traffic safety light is required to be placed on roof of truck cap or atop hopper. Sweeper
equipment operators shall wear protective clothing, equipment, and a current ANSI/ ISEA
safety vest at all times.
Maintenance
Equipment shall be maintained both visually and operationally. Paint and body of street
sweeper shall be maintained in good condition with no visible rust or body damage. Vehicle
engines shall be routinely maintained as to ensure a high level of service during street
sweeping operations and must comply with all State or California Department of Motor
Vehicles CAL -OSHA and all other applicable codes required by the State, County and City.
The street sweepers or any relief sweeper used shall:
A. Be a Tymco 210 cabover regenerative air sweeper, or industry equivalent, with
dual gutter brooms, left and right. A vacuum style sweeper may be used with City's
approval.
B. Age of Equipment —1) All sweepers shall be no more than two years old at the
start of the Agreement.
C. Be maintained in top running condition, including arriving clean for each daily
schedule.
D. The Contractor shall allocate a minimum of one (1) relief sweeper to perform
the Work in the event the primary street sweeper is unavailable.
E. The Contractor will not be permitted to drain, washout, or clean hopper into
any gutter, storm drain, public street, alley or City owned parking lot.
The street sweepers or any relief sweeper shall be equipped with the following:
A. Amber/ LED dome lights.
B. DMV night traveling amber/LED side, rear, and top lights.
C. An on -board City water meter (provided at no -charge to the Contractor), with
pre -arranged times for reading and billings between the Contractor and City
Utilities Department. The Contractor shall include in their monthly billing the
amount of water used during that month for their sweeping operation. (City water
meter remains the property of the City throughout the term of the Agreement and
shall be returned to the City within (ten) business days of Agreement termination.
City reserves the right to withhold payment of the Contractor's final invoice until
all water meters provided to Contractor are returned to the City.) City will pay for
the water.
D. Dual side gutter brooms having no less than five (5)inch long bristles. Keep Pick -
Up head curtain functional.
E. A set of road trouble fluorescent triangles
F. A mechanically attached sign on each street sweeper reading:
"Contracted to Serve the City of Newport Beach
Alley Sweeping— (949) 644-3011"
i. The Contractor is to provide the decal(s) for each of
their Alley Sweepers assigned to the City of Newport Beach
and place one decal on the driver side and one on
passenger side doors. Contractor is to submit the decal for
City review and approval prior to attaching decals on
sweeper.
G. The sweeper shall also be identifiable with the company name on each side
along with Contractor's office telephone number.
H. All street sweepers shall conform to the most current AQMD regulations.
I. Adequate water systems for dust control. The Contractor is required to utilize
water for all sweeping operations under this Agreement. When using water, all
nozzles, depending upon conditions and as needed to mitigate dust control, will
be operational and in use. 102.5 -gallon tank preferred.
J. Automatic vehicle location device (vehicle location and management system
[e.g., global positioning system]).
K. Every street sweeper shall have back-up camera(s), collision avoidance
technology and front facing camera(s), or other technology for similar safety
measures if available by equipment manufacturer at the time of purchase. If after-
market technology safety equipment is to be used, Contractor shall get City
approval for such equipment.
L. Loss of Hydraulic Pressure — All street sweepers shall have the ability to detect
a drop in hydraulic oil loss pressure with an on -board automatic shut-off device.
a. Each alley shall be swept clean to the adjacent property line. "Swept clean"
means minimal debris residual or tailings. Any sweeper utilized must not blow
debris onto private property.
■ Sweeper will not leave behind any debris, sand, and gravel in alley.
■ Alley sweeping may require multiple passes by the sweeper to ensure
maximum coverage.
■ A sweeper vehicle will not sweep more than five miles an hour in alleys.
■ One pass on each side of the alley.
b. Sweeper will be washed out daily and the exterior of the sweeper will be kept
clean for a professional appearance.
c. If a vehicle(s) is blocking an alley, the operator is required to return to see if the
vehicle has moved and the alley can be swept.
22. GLOBAL POSITIONING EQUIPMENT AND SOFTWARE
A. The Contractor shall provide automatic vehicle location device (vehicle location
and management system [e.g., GPS]) on all street sweeper units, including
subcontractors. This device shall be placed on all sweeping equipment at the
Contractor's cost.
B. The Contractor shall provide associated software programs, which will report all
street sweeping activity. The associated software shall be provided at no cost to the
City including monthly monitoring charges. The Contractor shall provide software
and licensing for two work stations and all associated IT services required to install,
maintain, and update this software. Software shall be capable of being operated on
computers utilizing the Microsoft Windows 10 operating system as well as any newer
version Microsoft Windows operating system.
C. Software shall be capable of demonstrating real-time location, speed and path of
travel of equipment equipped with GPS systems. Software shall be capable of
recording and printing daily activity logs indicating actual miles traveled, ground
speed of equipment, the location of equipment at any given time and any other
information that is suitable for documenting actual work performed by the
Contractor under this Agreement.
D. The Contractor shall provide adequate training on an annual basis for City staff in
the operation and use of this system and allow City of Newport street sweeping
division employees access to log -in from City offices.
E. Should any device fail, or need repair, the Contractor shall immediately report that
the GPS is inoperative to City. If the Contractor's software or monitoring website fails,
the Project Administrator shall immediately notify the Contractor. The Contractor
shall repair any non -operational portion of the system within two (2) business days
or liquidated damages may be deducted from payments due the Contractor for each
twenty-four (24) hour period, or portions thereof, that the system is unavailable to
the City. Should vendor or web -based system related issues outside of Contractor's
control occur, then the Contractor shall notify City upon receiving notice from vendor
about such issues which may or may not result in the suspension of deductions.
F. The GPS equipment and web -based system or related software shall be installed
on Contractor's sweepers within sixty (60) days of the Agreement start date.
Contractor is responsible for all costs associated with the purchase and installation
of the GPS equipment and web -based system or related software onto the sweepers.
EXHIBIT B
SCHEDULE OF BILLING RATES
AGO Industries, Inc., DBA So Cal Property Services Page B-1
ALLEY SWEEPING SCHEDULE OF BILLING RATES
NUMBER OF SWEEPS PER YEAR 24, UNLESS WHERE NOTED
LOCATIONS
ANNUAL COST PER LOCATION
AREA 1 (Santa Ana River Jetty to
$8,330.63
Newport Pier/ Cannery Area)
AREA 2 (Newport Heights/ Dover
$10,224.84
Area/ Newport Shores/West Newport)
AREA 3 (Newport Pier to The Wedge)
$10,224.84
AREA 4 (Balboa Island)
$10,224.84
AREA 4A (Marine Avenue Alley - 200
- 300 blocks, both alleys bordering
$4,148.52
Marine Avenue (Weekly Sweeping - 52
Sweeps)
AREA 5 (Corona Del Mar)
$8,330.63
AREA 6 (Corona Del Mar)
$10,224.84
East Coast Highway between
Jamboree and Avocado (Eastbound
$1,062.00
bike lane
Civic Center Parking Lot Structure
AND Marina Park 32nd Street Lot
$9,211.56
(Weekly Sweeping, 52 Sweeps EACH
LOT
**Total Annual Cost for 1st Year
71 982.72
(June 12021 to May 31, 2022)
FUNCTION UNIT OF MEASURE
Alley Sweeping $ 38.00 /mile of alley swept
_- Annual cost Adjustment of 4% effective
June 1st each year following 1st year of
service (June 1, 2022 first effective date)
EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE/RE PAIR/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
AGO Industries, Inc., DBA So Cal Property Services Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
D. Umbrella or Excess Liability Insurance. Contractor shall obtain and
maintain an umbrella or excess liability insurance policy with limits of not
less than four million dollars ($4,000,000) that will provide bodily injury,
personal injury and property damage liability coverage at least as broad as
the primary coverages set forth above. Such policy or policies shall include
the following terms and conditions:
• A drop down feature requiring the policy to respond in the event that
any primary insurance limits are exhausted by paid claims;
• Pay on behalf of wording as opposed to reimbursement;
• Concurrency of effective dates with primary policies;
• Policies shall "follow form" to the underlying primary policies; and
• Insureds under primary policies shall also be insureds under the
umbrella or excess policies.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions.-
A.
rovisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Contractor or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Contractor hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subcontractors.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess liability, pollution liability, and
automobile liability, if required, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
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.
AGO Industries, Inc., DBA So Cal Property Services Page C-2
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Contractor shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. The
certificates and endorsements for each insurance policy shall be signed by
a person authorized by that insurer to bind coverage on its behalf. At least
fifteen (15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Contractor shall, within ten (10) days after receipt of written notice
of such cancellation or reduction of coverage, file with the City evidence of
insurance showing that the required insurance has been reinstated or has
been provided through another insurance company or companies. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Contractor 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,
AGO Industries, Inc., DBA So Cal Property Services Page C-3
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
F. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
G. City Remedies for Non -Compliance. If Contractor or any 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.
AGO Industries, Inc., DBA So Cal Property Services Page C-4