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HomeMy WebLinkAboutC-2786 - Helicopter Maintenance (See C-2845)CITY OF NEWPORT BEACH OFFIF THE CITY. CLERK P.O. BOX 1768, _ T BEACH, CA 92658 -8915 644- TO: FINANCE DIRECTOR 7 FROM: CITY CLERK DATE: December 27, 1989 SUBJECT: Contract No. C- 2786(A) Description of Contract Aircraft Hangaring License Agreement (hangar facilities) for Helicopter Effective date of Contract December 14, 1989 Authorized by Minute Action, approved on December 11, 1989 Contract with South Coast Associates Address 17702 Mitchell North Street Irvine, CA 92714. Amount of Contract (See Agreement) 6e Al�d4e Wanda E. Raggio City Clerk WER:pm Attachment 4-2211-1 DARRYL YOULE . SERGEANT POLICE DEPARTA4ENT e70 SANTA 6ARGARA OR.. NEWPORT BEACH. CA 52660 (714) 644-3717 3300 Newport Boulevard, Newport Beach CITY OF NEWPORT BEACH OFFICE OF THE CITY ATTORNEY P.O. BOX 1768, NEWPORT BEACH, CA 92659 -1768 (714) 644 -3131 May 8, 1990 San Diego Helicopter Service, Inc. Attention: Michael Z. Zolezzi, President 7025 Manya Circle San Diego, CA 92154 Re: Amendment to Helicopter Maintenance Agreement Dear Mr. Zolezzi: Enclosed please find a copy of the above - referenced Agreement. I noticed that the date was not been filled in on our original and I am assuming the date was not filled in on your original. Please insert the date of April 25, 1990 on your original. Thank you. If you have any questions, please do not hesitate to contact me. Very truly yours, Maureen Lewis Legal Secretary I MLLJm enclosure cc: Wanda Raggio, City Clerk Bill Brown, Risk Manager 3300 Newport Boulevard, Newport Beach .' ' 9 c'-- 7 ,PL(A) ADDENDUM TO HANGARING LICENSE This Addendum is entered into between South Coast Associates ( "Licensor ") and the City of Newport Beach, a. California municipal corporation, ( "Licensee ") with reference to the Aircraft Hangaring License Agreement, effective the /yam of December, 1989, for property described as Hangar #6 Lease Parcel #PM 1121 - 152.02 at John Wayne Airport, ( "Premises ".) By this Addendum the parties have agreed that the Aircraft Hangaring License Agreement shall be aemded as follows: 1. Consent is hereby given by Licensor for Licensee to construct and install improvements upon the premises in connection with the hangaring of the Licensee's helicopters. Licensee agrees that at such time as the Agreement is terminated and Licensee vacates the premises, if requested by Licensor, Licensee will remove all improvements or other structures as is necessary to leave twenty feet (20') wide area in the center of the rear area of the premises free of obstruction or improvements. 2. Helicopter maintenance and service shall not be limited to performance by Licensee or its full -time employees. Licensee may arrange for performance of helicopter maintenance and service within the premises only upon aircraft identified in the Agreement. Except as otherwise provided'for in this Addendum, all other terms and conditions of the Aircraft Hangaring License Agreement remain in full force and effect. IN WITNESS WHEREOF, Licensor and Licensee have executed this instrument on this day of December, 1989. ATTEST: 11471 0 V!/j � MF% "21. r4 =1 M LICENSOR: SOUTH COAST ASSOCIATES Y: LICENSEE: CITY OF NEWPORT BEACH, a municipal corporation BY: Ma r 0 AMENDMENT TO HELICOPTER MAINTENANCE AGREEMENT Th 1S �Amendment Hel'copter Maintenance Agreement, dated as of this � 5 — day of , 1990, is by and between the City of Newport Beach, a municipal corporation ( "Newport ") , and San Diego Helicopter Service, Inc., a California corporation ( "Contractor "), and is made with reference to the following facts, the materiality and existence of which is stipulated by the parties: WHEREAS, Newport and Contractor entered into that certain Helicopter Maintenance Agreement dated January 4, 1990 (the "Agreement "), and WHEREAS, paragraph VII. B.(2)(b) of the Agreement requires Contractor to carry and maintain comprehensive general liability insurance, including contractual liability and products /completed operations liability, in the amount of not less than Five Million Dollars ($5,000,000.00) per occurrence, combined single limit, no annual aggregate, and WHEREAS, Contractor has obtained the insurance required by the Agreement, in the amount of Ten Million Dollars ($10,000,000.00), and WHEREAS, Newport and Contractor desire to amend the Agreement, NOW, THEREFORE, for valuable consideration, receipt of which is hereby acknowledged, Newport and Contractor agree as follows: 1. That Paragraph VII. B.(2)(b) of said Agreement shall be modified to read as follows: "(b) Comprehensive General Liability insurance, including Contractual Liability, and Products and Completed Operations Liability, in an amount of not less than Ten Million Dollars ($10,000,000.00) bodily injury and property damage, combined each occurrence, and in the aggregate for the policy term ". 2. Nothing contained herein shall be deemed or construed to waive, reduce, or diminish any of the other terms, conditions, or provisions of said Agreement, or any rights of Newport or Contractor thereunder. IN WITNESS WHEREOF, the parties hereto have caused this Amendment to Helicopter Maintenance Agreement to be executed on the dates set forth below. CITY OF NEWPORT BEACH SAN DIEGO HELICOPTER SERVICES, INC. a Mu 'cipal corp tion a California corporatio By �� V Major P dent "Newport" p "Contract ' Attest: Approvei as to form and content: City Clerk C s• `p City Attorne yJ City of Newport Be C/Fa I AIRCRAFT HANGARING LICENSE AGREEMENT THIS AGREEMENT is entered into between SOUTH COAST ASSOCIATES and hereinafter calledi respectively, Licensor and Licensee. Licensed Premises Licensor grants to Licensee a license to occupy, for a period of one year, and to use for aircraft storage only, the following described premises: Hangar No. 6 of Lease Parcel 'IPM 1121 - 152.02 at John Wayne Airport, Orange County, California. (19051 Airport Way South, Santa Ana, California) This license shall commence on and shall continue until terminated as provided herein. Rental Rate Licensee shall pay in advance to Licensor or his order for this license $2,310.00 per month, on the first day of each month without prior notice for the term of this Agreement. Payment for terms beginning other than on the first day of the calendar month shall require advance payment on an apportioned daily basis to the first day of the next calendar month. Security Deposit. Licensee shall pay in advance to Licensor for this license an amount equivalent to one month's rent as a seeurity deposit, which shall be applied toward Licensee's lost month's rent. Holding Over Any holding over after the expiration of the term stated in this Agreement, with the consent of the Licensor, shall be construed to be a tenancy from month to month, at a rental rate which may be increased depending on operational costs and property taxes after the initial term has expired. Said rental will continue on a monthly basis and shall otherwise be on the terms and conditions herein specified. Use of the Premises The premises shall be used for aircraft storage only and shall be kept clean and orderly. No alterations may be made upon the premises without prior consent of . Licensor, nor shall Licensee sublicense the premises or any part thereof without the express written consent of Licensor. Licensee may not construct improvements upon, cause signs to be posted, nor shall business be conducted from the licensed premises, or any activity conducted in violation of this license or any statute, regulation, order or ordinance of any governmental agency having jurisdiction over the licensed premises. No storage of combustible material or spray painting of aircraft is permitted. The only maintenance or service of aircraft allowed shall be in accordance with Federal Aviation Regulations, Part 43, and Licensee shall comply with oil applicable legislation, regulations, and ordinances of the County Page 2 of Orange, the State of California, and John Wayne Airport. Aircraft mainten- ance or service shall be performed only upon the aircraft identified in this Agree- ment, and is limited to performance by the aircraft owner or his full -time employee. License Subject to Master Lease All provisions of the Master Lease entered into by Licensor and the County of Orange are incorporated herein by this reference, and,. whenever applicable, are binding upon Licensee. A copy of the Master Lease can be inspected at the offices of the Licensor during normal business hours. Utilities Licensor shall pay al I charges incurred with respect to water, sewer and refuse re- moval furnished in connection with the leased premises. Licensee shall pay prior to delinquency all the charges for electricity for his premises (each unit being metered separately), telephone and all similar charges which may accrue with respect to the licensed premises during the term hereof. Maintenance and Repairs Licensor shall, at its own expense, do all things necessary to maintain the roof, structural exterior walls, hangar doors and basic structural floors of the licensed premises in good condition. Except as provided above in this paragraph, Licensor shall not be obligated or required to make any changes, additions, alterations, improvements, or repairs in,or about the licensed premises or any part thereof, during the term of this license. At all times during the term hereof, Licensee shall be obligated, at its own cost and expense, to provide normal janitorial service to keep and maintain the interior of the licensed premises in good order and repair, and in a clean, sanitary, orderly and attractive condition. Taxes All real property taxes and assessments against the licensed premises (but not against personal property or trade fixtures) shall be paid by Licensor. Licensee shall pay prior to delinquency any and all taxes and assessments against all personal property or fixtures in the licensed premises, and should licensee fail to pay any such tax or assessment which may become a lien on Licensor's property, Licensor shall have the right, without affecting any other rights of Licensor here- under, to pay any or all such taxes or assessments, and the amount thereof so paid by Licensor shall immediately become due by Licensee to Licensor as addi- tional rent and shall bear interest at the maximum legal rate until paid. Liability Insurance Licensee agrees to provide and keep in full force and effect during the term of this Agreement, a policy of Public Liability Insurance covering any and all claims for injuries to persons or property arising out of its use of the premises with the following minimum limits: Page 3 lk E 25,000,000 for injury or death arising from any one accident or occurrence; and $ 25,000,000 for property damage. The Licensor is to be named an oaditional insured, and the Certificate of insurance shall be forwarded to him by Licensee. This insurance policy shall have a provision that such policy may not be cancelled or materially changed or altered except upon notice to Licensor in writing at least thirty -five days prior to cancellation or change. Hold Harmless Licensor shall not be liable or responsible in any way for injury to any person, or for loss of, or damage to, any property of any person, and Licensee agrees to defend and hold Licensor harmless from any claim or liability arising out of, during, or connected with Licensee's use or occupancy of the premises. Licensor's Right to Access Licensee shall permit Licensor and /or its agents to enter into and upon said premises with the purpose of inspecting the same or determining whether or not the agreements herein contained are being complied with, or for the purpose of maintaining the building in which said premises are situated, or for the purpose of making necessary repairs or alterations, which Licensor may desire to make, or for the purpose of showing the premises to prospective tenants, purchasers, mortgagees and /or bene- ficiaries under deeds of trust. Termination Licensee may terminate this Agreement at any time without regard to payment periods by giving written notice to Licensor thirty days prior to the termination date . Should Licensee fail to pay or cause to be paid any insurance premium, I ier, claim, charge or demand herein provided to be paid or cause. to be paid by Licensee at the times and in the manner herein provided; or should Licensee default in the payment of any installment of rent or any other sum when due as herein provided; or should Licensee default in the performance of or breach any other covenant, condi- tion or restriction of this Agreement herein provided to be kept or performed by Licensee; and if any such default or breach'sholl continue uncured for a period of ten (10) days from and after service upon Licensee of written notice thereof by Licensor, then, in any such event, Licensor may, at Licensoes option, without further notice or demand, enter upon the licensed premises and take possession thereof and remove all persons therefrom, with or without process of low, and should Licensor elect to re -enter and take possession of said property, Licensor may, at Licensors option, either terminate this Agreement and recover all damages caused by the breach hereof, or Lieensor may re -let said premises. No re -entry of said licensed premises by Licensor as herein provided shall be construed as an election on Licensoes part to terminate this Agreement unless written notice to that effect is given by Licensor. Attorney's. Fees In the event that any action sholI be instituted by Licensor for the enforcement of its rights or remedies in and under this Agreement, Licensee agrees to pay to Page 4 U Licensor all costs incurred by Licensor in said action, including reasonable attorneys' fees to be fixed by the Court therein. waiver of Subrogation Licensor and Licensee agree that insurance carried by either of them against loss or damage by fire or other casualty shall contain a clause whereby the insurer waives its rights to subrogation against the other party. Upon re- quest, each party agrees to furnish evidence of such waiver to the other party. Successors This Agreement shall be binding upon and.inure to the benefit of the parties hereto, their representatives, successors in interest, and assigns. Notices All notices under this license shall be in writing and shall be effective upon personal delivery to Licensor or Licensee or upon being sent by registered or certified mail, postage fully prepaid, and addressed to the respective parties as follows: To Licensor: South Coast Associates - 17702 Mitchell North Street Irvine, California 92714 To Licensee: City;of Newport.B'each Newport Beach Police Department 870 Santa Barbara Drive Newport Beach, CA 92663 IN WITNESS WHEREOF, Licensor and Licensee have executed this instru- ment as of the day and year first above written. LICENSOR: SOUTH COAST ASSOCIATES LICENSEE: ✓ CITY OF NEWPORT BEACH By: Its Mayor McDonnell- Douglas 500D 5283C Aircraft to McDonnell - Douglas 500E 374E be Hangared: Hughes, 300 9627F Make Model N *KNMW or serial number PPP,OVED AS TO FORM: City Attorney CITY OF NEWPORT BEACH OFFICE OF THE CITY CLERK P.O. BOX 1768, NEWPORT BEACH, CA 92658 -8915 (714) 6443005 TO: FINANCE DIRECTOR FROM: CITY CLERK (fy /j, (yGVyv�tJ DATE: January 12, 1990 SUBJECT: Contract No. C -2786 Description of Contract Helicopter Maintenance Agreement Effective date of Contract January 4. 1990 Authorized by Minute Action, approved on December 11, 1989 Contract with San Diego Helicopter Service, Inc. Address 7025 Manya Circle San Diego, CA 92154 Attn: Michael A. Zolezzi Amount of Contract (See Agreement) 6e 4e Wanda E. Raggio City Clerk WER:pm Attachment 3300 Newport Boulevard, Newport E 0 0 c - 2-7Z 1 HELICOPTER MAINTENANCE AGRFJOEE T 2 3 THIS AGREEMENT, dated, for purposes of identification only, this day of t � 5 1990 , by and between the 4 ity of Newport Beach, a municipal corporation, ( "Newport "), and 6 an Diego Helicopter Service, Inc., a California Corporation, 7 ( "Contractor "), is made with reference to the following facts, 8 he materiality and existence of which is stipulated by the parties. 9 10 A. Newport, during the term of this Agreement, will use it two (2) helicopters in connection with its police and law nforcement activities; and 12 13 B. Newport desires to have its helicopters serviced, 14 maintained and inspected in accordance with Federal Aviation 15 dministration (FAA) regulations and McDonnell Douglas 16 elicopter Corporation (MDHC) Maintenance Instruction requirements; and 17 18 C. Contractor is equipped to perform the services 19 required of it pursuant to this Agreement and possesses a 20 License, in good standing, as a Federal Aviation Administration 21 elicopter Repair Station. 22 NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 23 I 24 . 25 TERM 26 The term of this Agreement shall be for one (1) year 27 ommencing December 19, 1989 and terminating December 18, 1990. 28 1 M 1 2 3 4 5 6 7 8 9 11 13 14 15 16 17 19 20 21 22 23 24 25 26 27 28 0 II. 0 SERVICES TO BE PROVIDED BY CONTRACTOR A. General: Contractor will provide Newport with routine and emergency inspection, maintenance, and service required to keep two (2) helicopters airworthy and ready to fly at all times. Each aircraft is estimated to log approximately sixteen hundred (1600) annual flight hours. All necessary and required service, maintenance and inspections shall be performed in accordance with MDHC recommendations and in compliance with FAA egulations. Contractor will provide in -field repairs as B. Facilities /Eauioment: (1) Newport will provide facilities for Contractor vices at 19051 Airport Way South, Hangar #6, Santa Ana, ifornia. All costs pertaining to the facility, such as lities, upkeep, maintenance and janitorial services shall be ne by Newport. (2) Newport shall provide, for Contractor's use, following equipment: Chadwick, battery machine, cleaning hine, compressor washer, engine stand, large compressor, st for helicopters, ladder stands, jacks for helicopter, ban , drill press, bearing press and vice. This equipment will ain the property of Newport. C. arts: (1) Contractor shall maintain an inventory of horized parts adequate to support day -to -day maintenance. 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 (3) Notwithstanding (a) and (b) above, Contractor 20 3hall have mechanics available, on a call out basis, for 21 3cheduled and unscheduled maintenance, service and repair 22 twenty-four (24) hours day, seven (7) days a week, including 23 iolidays, with a response time of no longer than one (1) hour. 24 E. Contractor Tools: 25 Except as provided in subsection B(2), Contractor hall be equipped with all tools necessary to perform all nspection, servicing, maintenance and repair procedures in (2) Replacement parts may be purchased from ontractor upon Newport's prior approval. All parts purchased y Newport from Contractor shall be billed at Contractor's cost lus ten percent (10 %). (3) Contractor will act as Newport's agent for iscussions or negotiations with the manufacturer of parts urchased through Contractor with respect to warranties and elated matters. D. Manpower: (1) Contractor will make a mechanic available, on- ite, eight (8) hours a day from approximately 8:00 a.m. to 5:00 .m., five (5) days per week. All personnel shall be properly rained, acceptable to Newport, and possess all required licenses. (2) Contractor will make one (1) additional nic available on an as needed basis for up to eight (8) a day from approximately 8:00 a.m, to 5:00 p.m. five (5) per week. 3 0 1 ccordance with the MDHC directives and recommendations and FAA 2 regulations. 3 F. Extent of Service: 4 Contractor shall service and maintain all components 5 f the helicopter except communications equipment. 7 III. 8 COMPENSATION 9 Newport will compensate Contractor as follows: 10 A. Forty -Five Dollars ($45.00) per hour for the on -site 11 mechanic available forty (40) hours per week. 12 B. Forty Dollars ($40.00) per hour for the additional 13 mechanic available, as needed, for on -site maintenance. 14 C. Eighty Dollars ($80.00) per hour for each mechanic 15 called out after 7:00 p.m., on weekdays and on weekends and 16 holidays. 17 D. The minimum time charge for each call out shall be 18 Dne (1) hour. 19 E. Contractor will bill Newport monthly. Payment will 20 be due within thirty (30) days after receipt of an invoice 21 letailing all charges. 22 F. Eighty dollars ($80.00) for all overtime labor -hours 23 after 7:00 p.m., weekdays, weekends and holidays. 24 25 IV. 26 RECORDREEPING AND INVOICING 27 Maintenance records shall be of sufficient detail to 28 ermit evaluation of services and any charges with respect to 4 1 2 3 4 5 6 7 8 9 10 it 12 13 14 15 16 17 18 19 20 21 23 24 25 26 27 28 9 0 s, costs and expenses that are related to the performance of ices under this Agreement. The records shall be available inspection and audit by Newport during regular business s. Contractor agrees to retain all such records for a od of not less than three (3) years. V. Newport and Contractor shall each have the right to terminate is Agreement, without cause, by giving the other thirty (30) ys' written notice of its intent to do so. In the event of a terial breach, the nonbreaching party, in addition to the medies provided by law, shall have the right to terminate this reement, and a demand to cure the default if, after ten (10) ys' written notice of the breach, the party in default fails remedy the breach. VI. INDEPENDENT CONTRACTOR Contractor is an independent contractor and shall not, in way, be considered an officer, agent or employee of Newport. civil service status or other right of employment will be uired by virtue of Contractor's services. None of the efits provided by Newport to its employees, including, but limited to, unemployment insurance, workers' compensation, ation and sick leave are available to Contractor, its or agents. 5 F-] 1 2 0 VII. AND INSURANCE 3 A. Indemnity: 4 Contractor agrees to indemnify, defend and hold 5 harmless Newport, its City Council, boards, commissions, 6 officers and employees, for damage to property and injury to or 7 leath of any person, and from all claims, demands, purported 8 liability, or consequential damages of any kind or nature 9 arising out of or in any way related to the services provided by 10 ontractor with respect to this Agreement. 11 B. Insurance: 12 (1) Contractor shall carry and maintain during the 13 ourse of this Agreement the following insurance coverage with 14 limits as specified for each type of insurance: 15 (2) Insurance: Worker's Compensation Insurance as 16 required by State of California statutes; 17 (b) Comprehensive General Liability including 18 ontractual Liability, and Products /Completed Operations 19 iability in the amount of not less than Five Million Dollars 20 $5,000,000.00) per occurrence, combined single limit, no annual 21 ggregate; 22 (3) Newport shall provide hangar keepers insurance 23 overage for its heliport and related facilities in the minimum 24 imount of five hundred thousand dollars ($500,000.00) per 25 iircraft and two million dollars ($2,000,000.00) per occurrence 26 C. Proof of Insurance: 27 (1) Contractor: Prior to commencing any work 28 nder this Agreement, Contractor shall deliver to Newport a 0 i 1 Certificate of Insurance confirming the coverage required by 2 this Agreement and providing a thirty (30) days' notice, to 3 Newport, of cancellation or termination. The City of Newport 4 Beach, its officers, agents, and employees, shall be named as 5 additional insureds on the above - referred comprehensive general 6 liability coverage. The endorsement(s) shall be signed by an authorized representative of the insurance company and shall be $ delivered to Newport within thirty (30) days of the execution 9 late of this Agreement. 10 (2) Prior to commencing any work under this 11 greement, Newport shall deliver to Contractor a Certificate of 12 insurance confirming the coverage required by this Agreement and 13 providing a Thirty (30) Day Notice of Cancellation or 14 rermination. Also, by endorsement, San Diego Helicopter, Inc., 15 Its officers, agents and employees shall be named as additional 16 insureds in the above - referenced coverage. The endorsements(s) 17 shall be signed by an authorized representative of the insurance 18 ompany and shall be delivered to Contractor within thirty (30) 19 ays of the execution date of this Agreement. 20 21 VIII. 22 AMENDMENT 23 The terms of this Agreement can only be amended by 24 #ritten Agreement between the parties hereto. 25 IX. 26 GOVERNING LAW 27 This Agreement shall be governed by the laws of the 28 tate of California. If any portion of this Agreement is held 7 1 2 3 4i 5 6 7 8 9 1111 13 14 15 16 17 18 20 lJ 0 under any applicable statute or rule of law, then such only shall be deemed invalid. X. ENTIRE AGREEMENT This Agreement constitutes the entire Agreement and rstanding between the parties hereto, and supersedes all osals, oral or written, and all other communications between parties with respect to the subject matter of this XI. CONTRACTOR QUALIFICATIONS Contractor will obtain and maintain during the term of is Agreement and any extension, all appropriate permits, censes and certificates that may be required in connection th the performance of services under this Agreement. Contractor agrees to immediately advise Newport of the piration, suspension or termination of any license required to rform the services required of this Agreement. 21 XII. 22 ASSIGNMENT 23 24 Neither Contractor nor Newport may assign or transfer 25 his Agreement, or any part hereof, without the written consent 26 f the other party. 27 28 L, 1 2 3 4 5 M Flip 13 14 15 16 17 18 21 23 25 26 27 9 0 XIII. REPRESENTATIVE OF NEWPORT The Police Chief, or his designated representative, 11 represent Newport in all matters pertaining to the service be rendered under this Agreement and shall be responsible for oversight and administration of this Agreement. XIV. LIENS Contractor recognizes that Newport's helicopters are d in police investigation, surveillance, patrol, and pursuit ivities and are thereby vital to the health and safety of port and its citizens. Contractor therefore specifically ves, releases, relinquishes, and agrees not to claim or ert any lien rights or claims Contractor may enjoy under any , state or federal, in Newport's helicopters, parts or any port property. Contractor further agrees at any time ediately upon demand of Newport to deliver to Newport any and of Newport's property including the helicopters, parts and equipment in possession of Contractor and /or Contractor's contractors. Newport does not consent to the creation of any n rights in Newport's property which may arise in favor of tractor or any other person or entity. I XV. 2 FEES • 3 If legal action is necessary to enforce or interpret any 4 provision of this Agreement, the prevailing party shall be 5 antitled to all costs and expenses, including attorneys' fees, 6 is a court may adjudge to be reasonable. 7 8 xVI. 9 NOTICES 10 All notices, demands, requests or approvals to be given 11 inder this Agreement shall be given in writing and shall be 12 leemed served when delivered, personally or on the third 13 usiness day after deposit in the U.s. Mail, postage prepaid, 14 addressed as follows: 15 EWPORT: 16 ity of Newport Beach ttention: Chief of Police 17 370 Santa Barbara Drive ewport Beach, CA 92663 18 ONTRACTOR: 19 an Diego Helicopter Service, Inc. 20 7025 Manya Circle an Diego, CA 92154 21 ttention: Michael A. Zolezzi 22 23 24 XVII. 25 EFFECTIVE DATE 26 27 23. The effective date of this Agreement shall be the 28 . tatest date of execution hereinafter set forth opposite the 10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 17 18 19 20 21 22 23 24 25 26 27 28 es of the signator(s) hereto. In the event Contractor fails set forth a date of execution opposite the name(s) of .tractor's signator(s) as the date said Agreement, as executed Contractor, is received by Newport. IN WITNESS WHEREOF, the parties hereto have caused this -eement to be executed on the dates hereinafter respectively forth. / -9�-ya OF NEWPORT PROVED AS TO FORM: PY A ORNEY: "Newport" CITY OF NEWPORT BEACH, a municipal corporation BY: a 1 Lw� MAYOR "CONTRACTOR" SAN DIEGO HELICOPTER SERVICES, INC., a California �corporation � TITLE: �/�S( htt 11 i FREDRIC J. GREENBLATT BRENTON L HORNER CHRISTINE C. LVDEN MARK S. BLACKMAN January 8, 1990 GREENBLATT AND HORNER• ATTORNEYS AT LAW 22151 VENTURA BOULEVARD, SUITE 2DO WOODLAND HILLS, CALIFORNIA 91369 -1600 Robert H. Burnham, City Attorney City of Newport Beach P. 0. Box 1768 Newport Beach, California 92659 -1768 RE: Helicopter Maintenance Agreement By and Between San Diego Helicopter Service. Inc. and City of Newport Beach Dear Mr. Burnham: TELEPHONE: (818)992 -1188 TELECOPIER: (818) 992 -7687 FILE NUMBER: S40215 ,�Ei£1YED � �lTY Aif331"EY i i . i 9990+ CITY OF C NE4' 7; G '.K C` Consistent with our agreement, I am enclosing an original executed Helicopter Maintenance Agreement. Please obtain the signatures of the Mayor, City Clerk and yourself and return a fully executed copy to me for my files. Thank you for your continuing courtesy and cooperation. Very truly yours, GREENBLATT AND O R Attor �Ws t w DRIC GREENBLATT FJG /pap Enclosure S40215- 3.LTR /C5 cc: Mr. Michael A. Zolezzi San Diego Helicopter Service Inc. • CITY OF NEWPORT BEACH POLICE DEPARTMENT December 1, 1989 TO: City Manager FROM: Police Department SUBJECT: HELICOPTER MAINTENANCE CONTRACT • o3 COUNCR AGENDA N0. F -3(c) CY F' "•IiY i:OUNCIL DEC 111989 7S9 ;? 7,6 (A) This is to recommend that the City terminate the helicopter maintenance contract with Tallmantz Aviation on December 18, 1989, and enter into a contract with San Diego Helicopter (maintenance) and South Coast Hangar (hangar facilities). Our present contract with Tallmantz is due to terminate on December 18, 1989. Since 1971, the City has contracted with Tallmantz Aviation for helicopter maintenance. Until recently, the police department has been largely satisfied with the quality and timeliness of the maintenance. In February of this year, Tallmantz filed for bankruptcy. There have been a series of contract violations and parts availability problems that have had negative impact on our helicopter program. In addition, Tallmantz Aviation entered into bankruptcy (Chapter 11) in February and is now in Chapter 7. The above recommended change will provide the City with a viable service, in- cluding a contract and cost savings superior to our contract with Tallmantz. The City helicopters fly an average of 3,200 hours a year. If Tallmantz were to continue to provide services, their fee for the 1990 -91 fiscal year would cost $538,112.00. The cost for contracting with San Diego Helicopter /South Coast Hangar for the same period would be $468,152.00. This is a net savings of approximately $70,000.00 annually. The 1989 -90 fiscal year helicopter budget is $490,000.00, with a present balance of $231,476.00. The projected cost for remaining with Tallmantz through this fiscal year is $203,000.00. The projection for contracts with San Diego Helicopter /South Coast for the same period is $198,687.00. This would include the purchase of the necessary tools and equipment to set up the maintenance shop within the hangar as well as the purchase of a portable office module. The tools, equipment, and office module would be the property of the City. The $198,687.00 cost breakdown is approximated as follows: Tallmantz billings December 1st through 18th - $13,500.00; South Coast Hangar rental - $16,170.00; electric bill - $700.00; fuel and oil- $39,998.00; scheduled parts replacement - $12,646.00; maintenance contract - $63,873.00; shop tools and equipment - $35,000.00; portable office module - $15,000.00. Page 2 • City Manager HELICOPTER CONTRACT The South Coast Hangar is located near Campus and Bristol at the southeast quadrant of the Orange County Airport. The hangar was constructed eight years ago and is in excellent condition. The City will be the sole tenant, and only City owned aircraft will be housed and maintained at the hangar. San Diego Heli- copter will do all the maintenance at the hangar. The company mechanics have many years of experience in working on the type of helicopters the City uses. San Diego Helicopter is fully insured and maintains an excellent reputation within the industry. The proposed change will result in improved service to the City, in addition to an annual cost savings. A. Villa, Captain Patrol Division Commander L I „EW�oRr NEWPORT BEACH POLICE DEPARTMENT o� • P.O. BOX 7000, NEWPORT BEACH, CA 92658 -7000 j (714) 644 -3724 r C1 (,FpgNh October 18, 1989 Mr. Charles C. Seven President, Tallmantz Aviation John Wayne Airport 19461 Airport Way South Santa Ana, CA 92707 -5288 Re: Helicopter Maintenance Agreement - Notice of Termination Dear Mr. Seven, APB CAMPBELL Chief of Police This letter constitutes written notice of the City's intention to terminate the Heli- copter Maintenance Agreement on November 18, 1989. This notice is given pursuant to the provisions of Paragraph 5 of the Helicopter Maintenance Agreement and should not be considered a waiver of any right to terminate the Agreement in the event of a material breach occurring prior to the effective date of termination. The Helicopter Maintenance Agreement requires the City to pay Tallmantz for actual work performed prior to the date of termination and requires Tallmantz to return "all parts purchased and money set aside for engine overhaul and replacement of limited life items that have not been committed as of the date of termination...” The City intends to comply with the spirit and letter of this provision. We expect Tallmantz to do the same. We are in the process of computing the "TBO" monies that should have been set aside pursuant to the Agreement and will provide you with those figures as soon as available. The City is also evaluating the extent to which TBO funds should have been paid to the City when helicopters crashed and were replaced by new equipment. In our opinion, TBO funds accumulated in anticipation of major repairs to airships destroyed in crashes should have been paid to the City or, at the very least, shown as a credit against the cost of repair of the replacement helicopter. Again, we will provide you with figures once they are available. We regret the need to take this action and appreciate the service you have provided over the years. V trul urs, Arb Campbell Chief of Police ®R 870 Santo Barbaro Drive, Newport PANn ►h NEWPOR -REACH POLICE DEPARTIENT C - Z 133 P.O. BOX 7000, NeNPORT BEACH, CA 92658 -7000 ARB CAMPBELL (714) 644 -3701 Chlef of Police Mr. Charles C. Seven President, Tallmantz Aviation John Wayne Airport 19461 Airport Way South Santa Ana, CA 92707 -5288 November 17, 1989 Re: Extension of Termination Date for Helicopter Maintenance Agreement Dear Mr. Seven: By this letter reference is made to the 1988 Helicopter Maintenance Agreement between Tallmantz Aviation, Inc. and the City of Newport Beach for the storage, service, maintenance and inspection of the City's helicopters, (the "Agreement ".) Pursuant to that Agreement, the City, through its Chief of Police, gave Notice on October 18, 1989 of its intent to terminate the Agreement effective November 18, 1989. Due to changed circumstances, the City wishes to continue to store its helicopters and receive service and maintenance from Tallmantz for an additional thirty (30) days. You have agreed to the thirty (30) day extension. This letter will serve to memorialize your agreement that the effective date of termination of the Helicopter Maintenance Agreement is extended an additional thirty (30) days to and including December 18, 1989. The extension shall be pursuant to the terms and conditions of the Agreement and by this extension the City has not waived its rights under the Agreement including the need for an evaluation and accounting of "TBO Monies." If you agree to the foregoing, please indicate such agreement in the signature block indicated below. %Helic 4rSeac urs, e io n Sergeant DJY /mll � rrrr����n / The undersigned, on this � day of November, 1989, agrees to the foregoing. TALLMANTZ AVIATION, INC. harles C. v i, President ®R 870 Santa Barbara Drive, Newport Beach CASt.E ADDRESS "GVSANCO^ TEr.sx. 340863 GTTTANCO SPO 0 0 E. E. GUT-MANN & CO. INSURwx(:E ANn RS.II` SXTRANCE LLoyn'8. LONDON 0011RE51PONDENTS CITY OF NEWPORT BEACH TO: 870 SANTA BARBRA DR NEWPORT BEACH, CA 92663 ATTEN: CHEIF OF POLICE CERTIFICATE OF INSURANCE CERTIFICATE NO. 2 444 MARKET STREL^t SAN FRANCISCO. CALIF. 94111 TS<.SPBoN 4415) 781 -7755 FEBRUARY 16, 1990 THIS IS TO CERTIFY that the Assured [tamed below is at this date insured (subject to all the terms, conditions and warranties of the Certificate) by NATIONAL UNION FIRE INSURANCE COMPANY under the Cen:ficate described below: ASSURED: SAN DIEGO HELICOPTER SERVICE, INC. 7025 MANYO CIRCLE OF: SAN DIEGO, CA 92154 CERTIFICATE NO.: AP538 -8570 BRIEF DESCRIPTION OF COVERAGE: COMPREHENSIVE GENERAL LIABILITY, INCLUDING CONTRACTUAL LIABILITY AND PRODUCTS AND COMPLETED LIMIT OF LLABII.I'I7': OPERATIONS LIABILITY. $5,000,000.00 BODILY INJURY AND PROPERTY DAMAGE COMBINED EACH OCCURRENCE, AND IN THE AGGREGATE FOR THE POLICY TERM. SPECIAL PROVISIONS: AGREE TO INCLUDE CITY OF NEWPORT BEACH ITS OFFICERS, AGENTS AND EMPLOYEES AS ADDITIONAL ASSUREDS HEREUNERD WITH THIRTY (30) DAYS NOTICE IN EVENT.OF CANCEL:.ATION OR TERMINATION. EFFECTIVE: JANUARY 4, 1990 TO OCTOBER 18, 1990 Nothing contained in the above Certificate of Insurance shall be deemed to extend coverage beyond the terms and provisions of the above numbered Certificate, referred to therein, nor is the said Certificate of Insurance to be deemed as creating any liability whatsoever upon the undersigned or upon B. E. Gutman .@ Co. You are referred to the above Certificate for details, terms, conditions and limitations is said coverage. This r.ce tnf es nnttanaouf cat�� inn• niter the ct',vc ntran Vin' ^ att' Y the Se,ticas tfdted herein. iiut:a ilh <;::nciing car.: req'M. en:ca. :_••'1, . ..:,,,.� car map nr coc nine a(:ni eo:.tnmt c: -other dncn:ncrt :•ith rt.'.Z`�t "'r: rich this eert�ti.:::, .,r rera�e:,;i:,:, �r i„�.,r:,n�� ,:,:,: i;•: ,_. B. R GcTSf�w & CO. this cn, the ir.::urance :afordcd. by the policies uescni>;;: ^ereia is «abject to all the term,, ezciusiu,vi and ambitions of such ppii::iel. By FORM t:9 Norman L. White