HomeMy WebLinkAboutC-4208 - On-Call RSA for On-Call Oil Well Servicesc -q?a06
ON -CALL REPAIR SERVICES AGREEMENT WITH
HARBOR RESOURCES, INC. FOR
ON -CALL OIL WELL REPAIRS
THIS AGREEMENT is made and entered into as of this 26th day of May, 2009,
by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"),
and HARBOR RESOURCES, INC., a California Corporation, whose address is 12340
Seal Beach Blvd. # 13333, Seal Beach, California 90740 ( "Contractor "), and is made
with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now
being conducted under the statutes of the State of California and the Charter of
City.
B. City has a need for on -call repair services for the oil production wells at the City's
Oil Fields.
C. City desires to engage Contractor to perform on -call repair services on an as
needed basis for down -hole well servicing and well improvements at the City's
Oil Fields ( "Project").
D. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Contractor for purposes of Project shall be Mike
Sliwoski.
F. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
Parties as follows:
1. TERM
The term of this Agreement shall commence on the above written date, and shall
terminate on the 30'h day of June, 2010, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
Exhibit "A." Upon verbal or written request from the Project Administrator,
Contractor shall provide a letter proposal for services requested by the City
(hereinafter referred to as the "Letter Proposal'). The Letter Proposal shall
include the following:
(a) A detailed description of the services to be provided;
(b) The position of each person to be assigned to perform the services,
and the name of the individuals to be assigned, if available;
(c) The estimated number of hours and cost to complete the services;
(d) The time needed to finish the specific project.
No services shall be provided until the Project Administrator has provided written
acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall
diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Contractor to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
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 to the other party so that all delays can be addressed.
3.1 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Contractor's control.
3.2 For all time periods not specifically set forth herein, Contractor shall
respond in the most expedient and appropriate manner under the
circumstances, by telephone, fax, hand - delivery or mail.
4. COMPENSATION TO CONTRACTOR
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.
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No rate changes shall be made during the term of this Agreement without the prior
written approval of the City. Contractor's compensation for services performed in
accordance with this Agreement, including all reimbursable items and
subconsultant fees, shall not exceed the fees identified in the Letter Proposal, as
approved by the Project Administrator. Any Letter Proposal that sets forth fees in
excess of Thirty Thousand Dollars and No Cents ($30,000.00) shall require a
separate Repair Services Agreement approved by per Council Policy F -14.
4.1 Contractor shall submit monthly invoices to City describing the work
performed the preceding month. Contractor's bills shall include the name
of the person and/or classification of employee who performed the work, a
brief description of the services performed and/or the specific task in the
letter proposal 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) days after approval of the monthly invoice by City
staff.
4.2 City shall reimburse Contractor only for those costs or expenses
specifically approved in the Letter Proposal. Unless otherwise approved,
such costs shall be limited and include nothing more than the following
costs incurred by Contractor:
A. The actual costs of subconsultants for performance of any of the
services that Contractor agrees to render pursuant to this
Agreement and the Letter Proposal, which have been approved in
advance by City and awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Contractor in the
performance of this Agreement.
4.3 Contractor shall not receive any compensation for Extra Work 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 Letter
Proposal and which the parties did not reasonably anticipate would be
necessary. Compensation for any authorized Extra Work shall be paid in
accordance with the Schedule of Billing Rates set forth in Exhibit B.
5. PROJECT MANAGER
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
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times during the Agreement term. Contractor has designated Mike Siiwoski to
be its Project Manager. Contractor shall not remove or reassign the Project
Manager 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.
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. Ed Burt shall
be the Project Administrator and shall have the authority to act for City under this
Agreement. The Project Administrator or his/her authorized representative shall
represent City in all matters pertaining to the services to be rendered pursuant to
this Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Contractor in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. 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.
B. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. By
delivery of completed work, Contractor certifies that the work conforms to
the requirements of this Agreement and all applicable federal, state and
local laws and the professional standard of care.
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8.2 Contractor represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Contractor to practice its profession.
Contractor further represents and warrants to City that Contractor shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Contractor to practice its profession.
Contractor shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 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, or 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. HOLD HARMLESS
To the fullest extent permitted by law, Contractor shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
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 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).
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 attorney's 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 the Contractor.
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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. Nothing in this Agreement shall be deemed to constitute approval
for Contractor or any of Contractor's employees or agents, to be the agents or
employees of City. Contractor shall have the responsibility for and control over
the means of performing the work, provided that Contractor is in compliance with
the terms of this Agreement. Anything in this Agreement that may appear to give
City the right to direct Contractor as to the details of the performance 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 the
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 and/or his/her
duly authorized designee informed on a regular basis regarding the status and
progress of the work, activities performed and planned, and any meetings that
have been scheduled or are desired.
14. INSURANCE
Without limiting Contractors 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, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Contractor shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
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City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City's at all times during the term of this Agreement.
B. Sianature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. 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.
D. Coverage Requirements.
1. Workers' Compensation Coverage. Contractor shall maintain
Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Contractor shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (10 calendar days written notice of non-
payment of premium) prior to such change. The insurer shall agree
to waive all rights of subrogation against City, its officers, agents,
employees and volunteers for losses arising from work performed
by Contractor for City.
2. General Liability Coverage. Contractor shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
3. Automobile Liability Coverage. Contractor shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Contractor arising out of or in connection with
work to be performed under this Agreement, including coverage for
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any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
4. Professional Errors and Omissions Insurance. Contractor shall
maintain professional errors and omissions insurance, which
covers the services to be performed in connection with this
Agreement in the minimum amount of one million dollars
($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
1. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Contractor.
2. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Contractor's operations or services
provided to City. Any insurance maintained by City, including any
self - insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
3. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
4. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
5. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
6. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (10 calendar days
written notice of non - payment of premium) written notice has been
received by City.
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F. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Contractor's performance under this Agreement.
G. Additional 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.
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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays
and overtime work for each craft or type of workman needed to execute the work
contemplated under the Agreement shall be paid to all workmen employed on the
work to be done according to the Agreement by the Contractor and any
subcontractor. In accordance with the California Labor Code (Sections 1770 et
seq.), the Director of Industrial Relations has ascertained the general prevailing
rate of per diem wages in the locality in which the work is to be performed for each
craft, classification, or type of workman or mechanic needed to execute the
Agreement. A copy of said determination is available by calling the prevailing
wage hotline number (415) 703 -4774, and requesting one from the Department of
Industrial Relations. The Contractor is required to obtain the wage determinations
from the Department of Industrial Relations and post at the job site the prevailing
rate or per diem wages. It shall be the obligation of the Contractor or any
subcontractor under him/her to comply with all State of California labor laws, rules
and regulations and the parties agree that the City shall not be liable for any
violation thereof.
17. SUBCONTRACTING
City and Contractor agree that subcontractors may be used to complete the work
as described in the Statement of Qualifications provided the Contractor obtains
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City approval prior to the subcontractor performing any work. Contractor shall be
fully responsible to City for all acts and omissions of the subcontractors. Nothing
in this Contract shall create any contractual relationship between City and
subcontractor nor shall it create any obligation on the part of City to pay or to see
to the payment of any monies due to any such subcontractor other than as
otherwise required by law.
18. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Contractor, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Contractor or any other party. Contractor shall, at Contractor's
expense, provide such Documents to City upon written request.
Documents, including drawings and specifications, prepared by Contractor
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed documents
for other projects and any use of incomplete documents without specific written
authorization from Contractor will be at City's sole risk and without liability to
Contractor. Further, any and all liability arising out of changes made to
Contractors deliverables under this Agreement by City or persons other than
Contractor is waived against Contractor and City assumes full responsibility for
such changes unless City has given Contractor prior notice and has received
from Contractor written consent for such changes.
19. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes the release of information.
20. RECORDS
Contractor shall keep records and invoices in connection with the work 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 to this Agreement. All such records shall be
clearly identifiable. Contractor shall allow a representative of City to examine,
audit and make transcripts or copies of such records during regular business
hours. Contractor shall allow inspection of all work, data, documents,
IL;
proceedings and activities related to the Agreement for a period of three (3)
years from the date of final payment under this Agreement.
21. WITHHOLDINGS
City may withhold payment 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 designee with respect to
such disputed sums. Contractor shall be entitled to receive interest on any
withheld sums at the rate of return that City earned on its investments during the
time period, from the date of withholding of any amounts found to have been
improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Contractor which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Contractor, the additional design, construction and /or
restoration expense shall be borne by Contractor. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
24. CONFLICTS OF INTEREST
The Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act"), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
If subject to the Act, Contractor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for 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.
25. NOTICES
All notices, demands, requests or approvals 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
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hereinafter provided. All notices, demands, requests or approvals from
Contractor to City shall be addressed to City at:
Ed Burt, Operations Manager
City of Newport Beach, Utilities Department
3300 Newport Boulevard
Newport Beach, CA, 92658 -8915
Phone: 949 - 644 -3011
Fax: 949 - 646 -5204
All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Mike Sliwoski
Harbor Resources
12340 Seal Beach, Blvd., #6333
Seal Beach, CA 90740
Phone: (714) 220 -0420
Fax: (714) 220 -0410
26. TERMINATION
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, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provision, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
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 and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
27. 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,
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county, state and federal laws, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28. 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.
29. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the Parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
30. 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.
31. 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.
32. 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.
33. 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.
34. 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.
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35. 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, religion, color, national origin, handicap, ancestry, sex or age.
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed on the day and year first written above.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY:
By: Vrneyvp'
M �nette . BeaAssistant City At
ATTEST:
By:
Leilani Brown,
City Clerk
Attachments:
CITY OF
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/0.By:
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Mayor
CONTRACTOR
HARBOR RESOURCES, INC.:
By: 1 'mac.
^^ np (Corporate Officer)
Title: D� PiE�S
Print NameA-A E� �cv�oSk�
By: -AA-
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Title:—L ED
Print Name
Exhibit A - Statement of Qualifications
Exhibit B - Schedule of Billing Rates
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HHarbor Resources `-
Statement of Qualifications
El(IIIBIT "A"
1.0 The Company
Harbor Resources performs down -hole well servicing and well improvements for
corporations, governments and individuals in the Southern California region. Harbor
Resources has an excellent reputation for providing unsurpassed service at competitive
rates.
2.0 The Employees
Harbor Resources has the best well service employees in Southern California. All
supervisors have a minimum of 15 years of experience in a supervisory role. Each
supervisor heads a team of 3 or 4 employees. Each employee has a normal job
description but is cross trained so that every employee is trained to work in any job
capacity that may be needed. This allows the team to continue to function properly when
a team member is off work for vacation or illness. Employees are required to have a
valid California Drivers License, pass a pre - employment drug screening exam and must
pass an extensive training program.
12340 Seal Beach Blvd., # B333
Seal Beach, California 40740
p:(714)220-0420 f:(714)220-0410
e: harbor.resourcesgsbcglobal.nel
HHarbor Resources in'-
3.0 The Equipment
Harbor Resources has the newest and best maintained fleet of well service equipment in
Southern California. All of the equipment operated by Harbor Resources was built
between 2007 and 2009. The mobile well service rigs and the circulation pumps were
designed and built specifically for work in California. The height, weight, length and
emission standards all meet standards required by California Department of
Transportation and the California Air Resources Board.
4.0 The Ownership
Harbor Resources was established as a California Corporation in 2006 to provide well
services in Southern California. Harbor Resources is owned equally by Mike Sliwoski
and Andy Magness. Mike Sliwoski and Andy Magness have decades of experience as
owners and managers in the Well Service industry and the Oil Production industry.
5.0 The Training
Harbor Resources only hires the best and the brightest in the industry. Most new hires
already have extensive experience in the Well Service industry. Harbor Resources
provides classroom and non - classroom safety training and requires that employees
become RSO / Passport Certified (Refinery Safety Orientation). In order to obtain an
RSO / Passport Certificate an employee must master the following topics. 12340 Seal Beach Blvd., 4 B333
Seal Beach, California 90740
p:(714)220-0420 f.(714)220-0410
e: harbor.resources@sbcglobal.oet
Harbor Resources'
A) First Aid / CPR / AED for the Workplace
B) Heat Stress
C) Hazard Communication
D) Proper Rigging
E) Hot Work Procedures
F) Confined Space Entry
G) Personal Protective Equipment
H) Hydrogen Sulfide
I) Lockout / Tagout
.n California Oil Producers Contractor Safety Orientation
Furthermore, all Harbor Resources employees have passed the orientation program
required to work for Oxy Long Beach, Inc. Harbor Resources is approved to work both
onshore and offshore for Oxy Long Beach, Inc.
12340 Seal Beach Blvd., # B333
Seal Beach, California 90740
p:(714)220 -0420 F(714)220-0410
EXHIBIT VI
H
Harbor Resources""
City of Newport Beach - Rate Schedule
Effective April 1, 2009 -June 30, 2010
Contact Information: Dave Hopkins, Tool Pusher Rig 1 (562) 343 -4136
Hector Aroche, Tool Pusher Rig 2 (562) 343 -0368
Mike Sliwoski, Owner (310) 345 -1354
Rigs & Crews
Double Rig, Supervision ................................ ...............................
$
405.00
Per Hour
Overtime Surcharge (Described Below) ............
............................... $
140.00
Per Hour
Doublet me SurchaFge ( Described Below) ......:.........::.............
... ... $
280 00
Per Hour
FuelSurcharge ........................................... ...............................
$
No Charge
Per Day
Standby Rig (Without Crew) ............................
............................... $
No Charge
Per Day
Sandline..................................................... ...............................
$
100.00
Per Day
Rod Fishing Tools ...................................... ...............................
$
No Charge
Travel Time to Job Site ..................................
............................... $
175.00
Per Hour
ExtraMan .................................................. ...............................
$
50.00
Per Hour
Extra Supervision... . ..............................................
..................... $
800.00
Per Day
Miscellaneous Equipment
4 x 5 Triplex Rock Over Pump, 120 BBL Tank w/ Linear Shaker ...........
$
1,000.00
Per Day
Standby Rate when Pump is Not Used ............. ...............................
$
No Charge
Baker Production Swivel ............................... ...............................
$
85.00
Per Day
CirculatingHead .......................................... ...............................
$
35.00
Per Day
80 BBL Tanks ............................................. ...............................
$
85.00
Per Day
LightPlant ................................................ ...............................
$
No Charge
Steel Support Plates ..................................... ...............................
$
No Charge
No Charge for Rod Fishing Tools unless the tools are damaged because of well conditions.
Repairs and replacement parts for damaged tools will be charged at actual cost.
A minimum of four (4) hours will be charged for rigs not cancelled before showing up at a job site.
Overtime Surcharge will be charged for the following:
- Any time after 12 Hours worked in a single day.
- The first 8 hours worked on any of the following holidays - January 1st, Good Friday, Memorial Day,
4th of July, Labor Day, Thanksgiving Day, Friday following Thanksgiving Day, Christmas Day.
Doubletime Surcharge will be charged for the following:
- Anytime after the first 8 hours worked on any of the following holidays - January 1 st, Good Friday,
Memorial Day, 4th of July, Labor Day, Thanksgiving Day, Friday following Thanksgiving Day,
Christmas Day.
A 15% handling charge will be added for any operator costs that are billed through Harbor.
12340 Seal Beach Blvd., 4 B333
Seal Beach, California 90740
p:(714)220-0420 f:(714)220-0410
e: harbor.resources ®sbcglobal.net
• i
CITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 3
May 26, 2009
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Utilities Department
Cindy Asher, Administrative Manager
949 - 644 -3010 or casher(a)city.newport- beach.ca.us
SUBJECT: ON -CALL REPAIR SERVICES FOR OIL PRODUCTION WELLS —
APPROVAL OF REPAIR SERVICES AGREEMENTS WITH HARBOR
RESOURCES, INC. AND ALLENCO
RECOMMENDATION:
Approve On -Call Repair Services Agreements with Harbor Resources, Inc. and AIIenCo
for on -call repair services for City s oil production wells and authorize the Mayor and
City Clerk to execute the Agreements.
DISCUSSION:
Background:
On -call agreements allow staff to retain specialized services that are regularly required
for various repairs of the City's oil production wells. The scope of work for the on -call
repair services agreements would include the following services: repair of oil and gas
casing, tubing, sucker rods and down hole oil production pumps at the City's Oil Fields.
Harbor Resources, Inc. (HRI) was established as a California Corporation in 2006 to
provide well services in Southern California, however they have decades of experience
in the Well Service industry and the Oil Production industry. All of the equipment
operated by Harbor Resources was built between 2007 and 2009. Their mobile well
service rigs and circulation pumps were designed and built specifically for work in
California, as the equipment meets standards required by California Department of
Transportation, Air Quality Management District (AQMD) and California Air Resources
Board (CARE).
AIIenCo has been in business since 1994 in the Signal Hill area. AIIenCo is one of
several companies that has provided emergency repair services in the past for the
City's oil production wells. AIIenCo has over 100 years of experience in Project
• •Repair of Oil Production Wells
�— s — Approval of On -Call Repair Services Agreements
'' `-1 fl,` I 1 May 26, 2009
JO'Nu Page t
planning and bidding. AIIenCo is in the process of upgrading all equipment and engines
to meet AQMD and CARB requirements by 2010.
Both companies require their employees to be RSO/Passport Certified (Refinery Safety
Orientation), which includes the following topics:
First Aid /CPR/AED for the Workplace; Heat Stress; Hazard Communication; Proper
Rigging; Hot Work Procedures; Confined Space Entry; Personal Protective
Equipment; Hydrogen Sulfide; Lockout/Tagout; and California Oil Producers
Contractor Safety Orientation.
According to the City's oil management firm, there are very few firms in the State that
provide this type of maintenance and repair work and fewer that are located in Southern
California. With the addition of AIIenCo and Harbor Resources, Inc., this will bring the
number of oil production well repair companies with on -call agreements to three. Listed
below is a comparison of the typical per hour charge for a rig and a four man crew.
Oil Well Service Co.
Drive -In Rig
& Four Man Crew
1 $495
per hour
AIIenCo
Drive-in Rig
& Four Man Crew
$500
er hour
Harbor Resources, Inc.
Double Ri
, 5u ervision Four Man Crew
$405
per hour
Staff is recommending that Harbor Resources, Inc. and AIIenCo be included as on -call
contractors for oil well repair services.
Environmental Review:
This action requires no environmental review, as it is not a project pursuant to CEQA.
Funding Availability:
Funding is available in Maintenance and Repair 5400 -8160.
Prepared by:
01"
Cindy Ashe , "administrative Manager
Submitted by:
eo e M rdoch, Utilities Director
Attachments: On -Call Repair Services Agreement with Harbor Resources, Inc.
On -Call Repair Services Agreement with AIIenCo
ON -CALL REPAIR SERVICES AGREEMENT WITH
HARBOR RESOURCES, INC. FOR
ON -CALL OIL WELL REPAIRS
THIS AGREEMENT is made and entered into as of this 26"' day of May, 2009,
by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"),
and HARBOR RESOURCES, INC., a California Corporation, whose address is 12340
Seal Beach Blvd. # B333, Seal Beach, California 90740 ( "Contractor"), and is made
with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now
being conducted under the statutes of the State of California and the Charter of
City.
B. City has a need for on -call repair services for the oil production wells at the City's
Oil Fields.
C. City desires to engage Contractor to perform on -call repair services on an as
needed basis for down -hole well servicing and well improvements at the City's
Oil Fields ( "Project ").
D. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Contractor for purposes of Project shall be Mike
Sliwoski.
F. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
Parties as follows:
1. TERM
The term of this Agreement shall commence on the above written date, and shall
terminate on the 30"' day of June, 2010, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
3.
4.
! •
Contractor shall provide "On -Call' down -hole oil well services and well
improvements as described in the Statement of Qualifications attached as
Exhibit "A." Upon verbal or written request from the Project Administrator,
Contractor shall provide a letter proposal for services requested by the City
(hereinafter referred to as the "Letter Proposal "). The Letter Proposal shall
include the following:
(a) A detailed description of the services to be provided;
(b) The position of each person to be assigned to perform the services,
and the name of the individuals to be assigned, if available;
(c) The estimated number of hours and cost to complete the services;
(d) The time needed to finish the specific project.
No services shall be provided until the Project Administrator has provided written
acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall
diligently perform the duties in the approved Letter Proposal.
TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Contractor to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
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 to the other party so that all delays can be addressed.
3.1 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable. delays that are beyond
Contractor's control.
3.2 For all time periods not specifically set forth herein, Contractor shall
respond in the most expedient and appropriate manner under the
circumstances, by telephone, fax, hand - delivery or mail.
COMPENSATION TO CONTRACTOR
City shall pay Contractor for the services on
basis, in - accordance with the provisions of
Billing Rates attached hereto as Exhibit
reference.
a time and expense not -to- exceed
this Section and the Schedule of
"B" and incorporated herein by
OA
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No rate changes shall be made during the term of this Agreement without the prior
written approval of the City. Contractors oompensabon for services performed in
accordance with this Agreement, including all reimbursable items and
subconsultant fees, shall not exceed the fees identified in the Letter Proposal, as
approved by the Project Administrator. Any Letter Proposal that sets forth fees in
excess of Thirty Thousand Dollars and No Cents ($30,000.00) shall require a
separate Repair Services Agreement approved by per Council Policy F -14.
4.1 Contractor shall submit monthly invoices to City describing the work
performed the preceding month. Contractor's bills shall include the name
of the person and /or classification of employee who performed the work, a
brief description of the services performed and /or the specific task in the
letter proposal 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) days after approval of the monthly invoice by City
staff.
4.2 City shall reimburse Contractor only for those costs or expenses
specifically approved in the Letter Proposal. Unless otherwise approved,
such costs shall be limited and include nothing more than the following
costs incurred by Contractor:
A. The actual costs of subconsultants for performance of any of the
services that Contractor agrees to render pursuant to this
Agreement and the Letter Proposal, which have been approved in
advance by City and awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Contractor in the
performance of this Agreement.
4.3 Contractor shall not receive any compensation for Extra Work 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 Letter
Proposal and which the parties did not reasonably anticipate would be
necessary. Compensation for any authorized Extra Work shall be paid in
accordance with the Schedule of Billing Rates set forth in Exhibit B.
5. PROJECT MANAGER
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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 Mike Sliwoski to
be its Project Manager. Contractor shall not remove or reassign the Project
Manager 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.
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. Ed Burt shall
be the Project Administrator and shall have the authority to act for City under this
Agreement. The Project Administrator or his /her authorized representative shall
represent City in all matters pertaining to the services to be rendered pursuant to
this Agreement.
7. CITY'S RESPONSIBILITIES
In .order to assist Contractor in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. 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.
B. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. By
delivery of completed work, Contractor certifies that the work conforms to
the requirements of this Agreement and all applicable federal, state and
local laws and the professional standard of care.
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8.2 Contractor represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Contractor to practice its profession.
Contractor further represents and warrants to City that Contractor shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Contractor to practice its profession.
Contractor shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 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, or acts of God, or the failure of City
to furnish timely information or to approve or disapprove Contractors work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
8. HOLD HARMLESS
To the fullest extent permitted by law, Contractor shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
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, attorney's 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 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).
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 attorney's 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 the Contractor.
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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. Nothing in this Agreement shall be deemed to constitute approval
for Contractor or any of Contractor's employees or agents, to be the agents or
employees of City. Contractor shall have the responsibility for and control over
the means of performing the work, provided that Contractor is in compliance with
the terms of this Agreement. Anything in this Agreement that may appear to give
City the right to direct Contractor as to the details of the performance 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 the
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 and /or his /her
duly authorized designee informed on a regular basis regarding the status and
progress of the work, 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, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A.• Certificates of Insurance. Contractor shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
M
9 •
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City's at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. 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.
D. Coverage Requirements.
1. Workers' Compensation Coverage. Contractor shall maintain
Workers' Compensation Insurance and Employees Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Contractor shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employees Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (10 calendar days written notice of non-
payment of premium) prior to such change. The insurer shall agree
to waive all rights of subrogation against City, its officers, agents,
employees and volunteers for losses arising from work performed
by Contractor for City.
2. General Liability Coverage. Contractor shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
3. Automobile Liability Coverage. Contractor shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Contractor arising out of or in connection with
work to be performed under this Agreement, including coverage for
7
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
4. Professional Errors and Omissions Insurance. Contractor shall
maintain professional errors and omissions insurance, which
covers the services to be performed in connection with this
Agreement in the minimum amount of one million dollars
($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
1. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Contractor.
2. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Contractor's operations or services
provided to City. Any insurance maintained by City, including any
self - insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
3. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
4. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
5. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
6. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (10 calendar days
written notice of non - payment of premium) written notice has been
received by City.
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F. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Contractor's performance under this Agreement.
G. Additional 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.
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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays
and overtime work for each craft or type of workman needed to execute the work
contemplated under the Agreement shall be paid to all workmen employed on the
work to be done according to the Agreement by the Contractor and any
subcontractor. In accordance with the California Labor Code (Sections 1770 et
seq.), the Director of Industrial Relations has ascertained the general prevailing
rate of per diem wages in the locality in which the work is to be performed for each
craft, classification, or type of workman or mechanic needed to execute the
Agreement. A copy of said determination is available by calling the prevailing
wage hotline number (415) 703 -4774, and requesting one from the Department of
Industrial Relations. The Contractor is required to obtain the wage determinations
from the Department of Industrial Relations and post at the job site the prevailing
rate or per diem wages. It shall be the obligation of the Contractor or any
subcontractor under him/her to comply with all State of California labor laws, rules
and regulations and the parties agree that the City shall not be liable for any
Violation thereof.
17. SUBCONTRACTING
City and Contractor agree that subcontractors may be used to complete the work
as described in the Statement of Qualifications provided the Contractor obtains
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City approval prior to the subcontractor performing any work. Contractor shall be
fully responsible to City for all acts and omissions of the subcontractors. Nothing
in this Contract shall create any contractual relationship between City and
subcontractor nor shall it create any obligation on the part of City to pay or to see
to the payment of any monies due to any such subcontractor other than as
otherwise required by law.
18. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Contractor, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Contractor or any other party. Contractor shall, at Contractor's
expense, provide such Documents to City upon written request.
Documents, including drawings and specifications, prepared by Contractor
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed documents
for other projects and any use of incomplete documents without specific written
authorization from Contractor will be at City's sole risk and without liability to
Contractor. Further, any and all liability arising out of changes made to
Contractors deliverables under this Agreement by City or persons other than
Contractor is waived against Contractor and City assumes full responsibility for
such changes unless City has given Contractor prior notice and has received
from Contractor written consent for such changes.
19. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes the release of information.
20. RECORDS
Contractor shall keep records and invoices in connection with the work 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 to this Agreement. All such records shall be
clearty identifiable. Contractor shall allow a representative of City to examine,
audit and make transcripts or copies of such records during regular business
hours. Contractor shall allow inspection of all work, data, documents,
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proceedings and activities related to the Agreement for a period of three (3)
years from the date of final payment under this Agreement.
21. WITHHOLDINGS
City may withhold payment 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 designee with respect to
such disputed sums. Contractor shall be entitled to receive interest on any
withheld sums at the rate of return that City earned on its investments during the
time period, from the date of withholding of any amounts found to have been
improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Contractor which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Contractor, the additional design, construction and/or
restoration expense shall be borne by Contractor. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
24. CONFLICTS OF INTEREST
The Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
If subject to the Act, Contractor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for tennination 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.
25. NOTICES
All notices, demands, requests or approvals 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
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hereinafter provided. All notices, demands, requests or approvals from
Contractor to City shall be addressed to City at:
Ed Burt, Operations Manager
City of Newport Beach, Utilities Department
3300 Newport Boulevard
Newport Beach, CA, 92658 -8915
Phone: 949 -644 -3011
Fax: 949 -646 -5204
All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Mike Sliwoski
Harbor Resources
12340 Seal Beach, Blvd., #13333
Seal Beach, CA 90740
Phone: (714) 220 -0420
Fax: (714) 220 -0410
26. TERMINATION
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, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provision, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
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 and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
27. 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,
12
• •
county, state and federal laws, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28. 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.
29. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the Parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
30. 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.
31. 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.
32. 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.
33. 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.
34. 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.
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35. 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, religion, color, national origin, handicap, ancestry, sex or age.
14
i t
AUENCO
CA.uc 0704111
WeH Servicing 8c Abandonment
R316 aN.D ENT
Drive4n Rig 90796' Mast (per hour) $ 118.00
Four plan Crew (per hour) $ 382.00
Three Man Crew w/ Supervisor (per hour) $ 262.00
Double Time Surcharge (after 12 hours) $ 120.00
Duplex circulating Pump w/ two hoses (daily)
Backhoe w/ Operator (per hour)
Compaction. Wheel (daily)
Hydraulic Hammer 750 ft. lb (per hour)
Vacuum Truck 70 bbl.
Trucking/Transportation
Prices will remain In place thru June 201
p/ -a9
$ 750.00
$ 125.00
$ 200.00
$ 161.00
$ 85.0€}
$ 87.00
2109 Gbr4mr Avwue, SrGRAt HILL, Co. 90755 -3517
PH: (562) 989 -6100 FAx: (562) 989 -6104
0 0
CA. Uc. #704111
Our Clients:
Our clients are a mixture from Major Oil companies, School Districts, Oil Refineries, and Small Business to
independent Property developers.
• ARB
• BP
• Brea Cannon Oil Company
• Breitburn
• Bridgemark Energy
• Division of Oil and Gas and Geothermal Resources
• Doty Bros.
• Elliot and Tenack
• L.A. Unified School District
• Matrix
• Oil Operators
• Oil Well Service (Signal Hill)
• Ormat Nevada
• Pacific Energy Resources
• Plains Resources (PXP)
• Port of Long Beach
• Saint James Oil Company
• Termo Oil Company
• Warren E &P
Respectfully,
Tim Parker "
Vice President
ARENCO
2109 GUWDRY AVENUE, SIGNAL Hui, CA. 90755 -3517
PH: (562) 989 -6100 FAx: (562) 989 -6104
Ca Lic #704111
QULIFICATIONS
AilenCo
OIL WELL SERVICING & SPECIALIZING WELL ABANDONMENT and well servicing Operations
AIIenCo has been in business since 1994 in the Signal Hill area. We are a licensed California
Contractor LIC. # 704111
Executive Summary
The Company Founder and President is C.E. (Peter) Allen
The Companies Vice President is Tim Parker
The Companies Operations Manager is Mick Beyer
The Team
AIIenCo has over 100 years of experience In Project planning and bidding. We can offer a wide
range of ideas as well as on the job services. Our Supervisors are experienced in each facet of
the industry. Each Supervisor is capable to lead and operate safely.
Safety
The company employs only safety- trained personnel. All of our employees are PASSPORT
trained and certified. Each year we are re- certified. Our personnel exceed OSHA
requirements.
Specialties
• Oil rig work
• Rig Operations
• Mud Mixing
• Oil Well Services
• Pipe Line Abandonment
• Professional Consulting
• Pump Rentals
• Trucking and Hauling
• Vent Cone Installation
• Well Abandonment
• Construction Labor & Backhoe Work
• Vacuum Trucking
2109 GUNDRY AVENUE, SIGNAL HILL, CA. 90755 -3517
PH: (562) 989 -6100 FAx: (562) 989 -6104
r�
u
L
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By:
ette .Bea np,
Assistant City A om ey
ATTEST:
Leilani Brown,
City Clerk
CITY OF NEWPORT BEACH
A Municipal Corporation
By:
Edward Selich,
Mayor
CONTRACTOR:
ALLENCO:
LIM
(Corporate Officer)
Title: President
Print Name: C. E. Allen
By:
(Financial Officer)
Title: Vice President
Print Name: Tim Parker
Attachments: Exhibit A — Statement of Qualifications
Exhibit B — Schedule of Billing Rates
14
29.
30.
31.
32.
33.
34.
35.
• •
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.
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.
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.
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.
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.
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.
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, religion, color, national origin, handicap, ancestry, sex or age.
191
All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Tim Parker
AIIenCo
2109 Gundry Avenue
Signal Hill, CA 90755
Phone: (562) 989-6100
Fax: (562) 989 -6104
26. TERMINATION
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, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provision, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
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 and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
27. 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, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28. 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.
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time period, from the date of withholding of any amounts found to have been
improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Contractor which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Contractor, the additional design, construction and /or
restoration expense shall be borne by Contractor. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
24. CONFLICTS OF INTEREST
The Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
If subject to the Act, Contractor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for 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.
25. NOTICES
All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from
Contractor to City shall be addressed to City at:
Ed Burt
Utilities Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA, 92658 -8915
Phone: 949 - 644 -3011
Fax: 949 - 646 -5204
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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 written request.
Documents, including drawings and specifications, prepared by Contractor
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed documents
for other projects and any use of incomplete documents without specific written
authorization from Contractor will be at City's sole risk and without liability to
Contractor. Further, any and all liability arising out of changes made to
Contractor's deliverables under this Agreement by City or persons other than
Contractor is waived against Contractor and City assumes full responsibility for
such changes unless City has given Contractor prior notice and has received
from Contractor written consent for such changes.
19. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes the release of information.
20. RECORDS
Contractor shall keep records and invoices in connection with the work 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 to this Agreement. All such records shall be
clearly identifiable. Contractor shall allow a representative of City to examine,
audit and make transcripts or copies of such records 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 under this Agreement.
21. WITHHOLDINGS
City may withhold payment 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 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
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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. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California, not less
than the general prevailing rate of per diem wages including legal holidays and overtime
work for each craft or type of workman needed to execute the work contemplated under
the Agreement shall be paid to all workmen employed on the work to be done according to
the Agreement by the Contractor and any subcontractor. In accordance with the California
Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has ascertained
the general prevailing rate of per diem wages in the locality in which the work is to be
performed for each craft, classification, or type of workman or mechanic needed to
execute the Agreement. A copy of said determination is available by calling the prevailing
wage hotline number (415) 703 -4774, and requesting one from the Department of
Industrial Relations. The Contractor is required to obtain the wage determinations from
the Department of Industrial Relations and post at the job site the prevailing rate or per
diem wages. It shall be the obligation of the Contractor or any subcontractor under
him/her to comply with all State of California labor laws, rules and regulations and the
parties agree that the City shall not be liable for any violation thereof.
17. SUBCONTRACTING
City and Contractor agree that subcontractors may be used to complete the work
as described in the Statement of Qualifications provided the Contractor obtains
City approval prior to the subcontractor performing any work. Contractor shall be
fully responsible to City for all acts and omissions of the subcontractors. Nothing
in this Contract shall create any contractual relationship between City and
subcontractor nor shall it create any obligations on the part of City to pay or to
see to the payment of any monies due to any such subcontractor other than as
otherwise required by law.
18. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Contractor, its officers, employees, agents and subcontractors, in the course of
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• •
covers the services to be performed in connection with this
Agreement in the minimum amount of one million dollars
($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Contractor.
2. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Contractor's operations or services
provided to City. Any insurance maintained by City, including any
self - insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
3. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
4. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
5. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (10 calendar days
written notice of non - payment of premium) written notice has been
received by City.
F. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Contractor's performance under this Agreement.
G. Additional 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.
C. 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.
D. Coverage Requirements.
1. Workers' Compensation Coverage. Contractor shall maintain
Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Contractor shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractors
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (10 calendar days written notice of non-
payment of premium) prior to such change. The insurer shall agree
to waive all rights of subrogation against City, its officers, agents,
employees and volunteers for losses arising from work performed
by Contractor for City.
2. General Liability Coverage. Contractor shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
3. Automobile Liability Coverage. Contractor shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Contractor arising out of or in connection with
work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
4. Professional Errors and Omissions Insurance. Contractor shall
maintain professional errors and omissions insurance, which
7
Agreement. Nothing in this Agreement shall be deemed to constitute approval
for Contractor or any of Contractor's employees or agents, to be the agents or
employees of City. Contractor shall have the responsibility for and control over
the means of performing the work, provided that Contractor is in compliance with
the terms of this Agreement. Anything in this Agreement that may appear to give
City the right to direct Contractor as to the details of the performance 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 worts to be performed. City agrees to cooperate with the
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 and /or his /her
duly authorized designee informed on a regular basis regarding the status and
progress of the work, 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, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Contractor shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City's at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
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its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Contractor to practice its profession.
Contractor shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 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, or 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. HOLD HARMLESS
To the fullest extent permitted by law, Contractor shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
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, attorney's 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 work performed or
services provided under this Agreement including, without limitation, defects in
workmanship or materials or Contractors 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).
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 attorney's 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 the Contractor.
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
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prior written consent of City. City's approval shall not be unreasonably withheld
with respect to the removal or assignment of non -key personnel.
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. Ed Burt shall
be the Project Administrator and shall have the authority to act for City under this
Agreement. The Project Administrator or his/her authorized representative shall
represent City in all matters pertaining to the services to be rendered pursuant to
this Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Contractor in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. 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.
B. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. By
delivery of completed work, Contractor certifies that the work conforms to
the requirements of this Agreement and all applicable federal, state and
local laws and the professional standard of care.
8.2 Contractor represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Contractor to practice its profession.
Contractor further represents and warrants to City that Contractor shall, at
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subconsultant fees, shall not exceed the fees identified in the Letter Proposal, as
approved by the Project Administrator. Any Letter Proposal that sets forth fees in
excess of Thirty Thousand Dollars and No Cents ($30,000.00) shall require a
separate Professional Service Agreement approved by per Council Policy F -14.
4.1 Contractor shall submit monthly invoices to City describing the work
performed the preceding month. Contractor's bills shall include the name
of the person and /or classification of employee who performed the work, a
brief description of the services performed and/or the specific task in the
letter proposal 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) days after approval of the monthly invoice by City
staff.
4.2 City shall reimburse Contractor only for those costs or expenses
specifically approved in the Letter Proposal. Unless otherwise approved,
such costs shall be limited and include nothing more than the following
costs incurred by Contractor:
A. The actual costs of subconsultants for performance of any of the
services that Contractor agrees to render pursuant to this
Agreement and the Letter Proposal, which have been approved in
advance by City and awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Contractor in the
performance of this Agreement.
4.3 Contractor shall not receive any compensation for Extra Work 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 Letter
Proposal and which the parties did not reasonably anticipate would be
necessary. Compensation for any authorized Extra Work shall be paid in
accordance with the Schedule of Billing Rates set forth in Exhibit B.
5. PROJECT MANAGER
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 Tim Parker to be
its Project Manager. Contractor shall not remove or reassign the Project
Manager or assign any new or replacement personnel to the Project without the
K
0
(hereinafter referred to as the "Letter Proposal "). The Letter Proposal shall
include the following:
(a) A detailed description of the services to be provided;
(b) The position of each person to be assigned to perform the services,
and the name of the individuals to be assigned, if available;
(c) The estimated number of hours and cost to complete the services;
(d) The time needed to finish the specific project.
No services shall be provided until the Project Administrator has provided written
acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall
diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Contractor to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
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 to the other party so that all delays can be addressed.
3.1 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Contractor's control.
3.2 For all time periods not specifically set forth herein, Contractor shall
respond in the most expedient and appropriate manner under the
circumstances, by telephone, fax, hand - delivery or mail.
4. COMPENSATION TO CONTRACTOR
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.
No rate changes shall be made during the term of this Agreement without the prior
written approval of the City. Contractor's compensation for services performed in
accordance with this Agreement, including all reimbursable items and
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ON -CALL REPAIR SERVICES AGREEMENT WITH
ALLENCO FOR ON -CALL OIL WELL REPAIRS
THIS AGREEMENT is made and entered into as of this 26th day of May, 2009,
by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"),
and C. E. ALLEN COMPANY, INC., a California Corporation doing business as,
ALLENCO, whose address is 2109 Gundry Avenue, Signal Hill, California 90755
( "Contractor"), and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now
being conducted under the statutes of the State of California and the Charter of
City.
B. City has a need for on -call repair services for the oil production wells.
C. City desires to engage Contractor to perform on -call repair services on an as
needed basis for oil & gas casings, tubing, sucker rods and down hole oil
production pumps at the City's Oil Fields ( "Project ").
D. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Contractor for purposes of Project shall be Tim Parker.
F. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
Parties as follows:
1. TERM
The term of this Agreement shall commence on the above written date, and shall
terminate on the 30h day of June, 2010, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
Contractor shall provide "On -Call" oil well down -hole oil well services and well
improvements as described in the Statement of Qualifications attached as
Exhibit "A." Upon verbal or written request from the Project Administrator,
Contractor shall provide a letter proposal for services requested by the City
i
•
Harbor Resources 1—
City of Newport Beach - Rate Schedule
Effective April 1, 2003 -June 30, 2010
Contact Information: Dave Hopkins, Tool Pusher Rig 1
Hector Aroche, Tool Pusher Rig 2
Mike Sliwoski, Owner
Rigs & Crews
EXHIBIT "B"
(562) 343 -4136
(562) 343 -0368
(310) 345 -1354
Double Rig, Supervision ................................ ...............................
$
405.00
Per Hour
Overtime Surcharge (Described Below) ............ ...............................
$
140.00
Per Hour
Deubletime Surcharge (Described Below) .......... ...............................
$
280 -00.
Per Hour
Fuel Surcharge ........................................... ...............................
$
No Charge
Per Day
Standby Rig (Without Crew) ............................. ...............................
$
No Charge
Per Day
Sandiine..................................................... ...............................
$
100.00
Per Day
Rod Fishing Tools ...................................... ...............................
$
No Charge
`
Travel Time to Job Site. _._ .........................................................
$
175.00
Per Hour
ExtraMan .................................................. ...............................
$
50.00
Per Hour
Extra Supervision... _ ............................... ...............................
$
800.00
Per Day
Miscellaneous Equipment
4 x 5 Triplex Rock Over Pump, 120 BBL Tank wl Linear Shaker ...........
$
1,000.00
Per Day
Standby Rate when Pump is Not Used ............. ...............................
$
No Charge
Baker Production Swivel ............................... ...............................
$
85.00
Per Day
Circulating Head .......................................... ...............................
$
35.00
Per Day
80 BBL Tanks ............................................. ...............................
$
85.00
Per Day
LightPlant ................................................ ...............................
$
No Charge
Steel Support Plates ..................................... ...............................
$
No Charge
No Charge for Rod Fishing Tools unless the tools are damaged because of well conditions.
Repairs and replacement parts for damaged tools will be charged at actual cost.
A minimum of four (4) hours will be charged for rigs not cancelled before showing up at a job site.
Overtime Surcharge will be charged for the following:
- Any time after 12 Hours worked in a single day.
- The first 8 hours worked on any of the following holidays - January 1 st, Good Friday, Memorial Day,
4th of July, Labor Day, Thanksgiving Day, Friday following Thanksgiving Day, Christmas Day.
Doubletime Surcharge will be charged for the following:
- Anytime after the first 8 hours worked on any of the following holidays - January 1 st, Good Friday,
Memorial Day, 4th of July, Labor Day, Thanksgiving Day, Friday following Thanksgiving Day,
Christmas Day.
A 15% handling charge will be added for any operator costs that are billed through Harbor.
12340 Seal Beach Blvd., # 8333
Seal Beach, California 90740
p:(714)220-0420 E(714)220-04I0
e: harbor.resources @sbcglobal.net
Harbor]
A)
B)
C)
D)
E)
F)
G)
H)
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First Aid / CPR / AED for the Workplace
Heat Stress
Hazard Communication
Proper Rigging
Hot Work Procedures
Confined Space Entry
Personal Protective Equipment
Hydrogen Sulfide
Lockout / Tagout
California Oil Producers Contractor Safety Orientation
Furthermore, all Harbor Resources employees have passed the orientation program
required to work for Oxy Long Beach, Inc. Harbor Resources is approved to work both
onshore and offshore for Oxy Long Beach, Inc.
12340 Seat Beach Blvd., # B333
Seal Beach, California 90740
p:(7t4)220 -0420 £:(714)220-0410
e: harbor.resources ®sbeglobal.net
Harbo-Resources'°`
3.0 The Equipment
Harbor Resources has the newest and best maintained fleet of well service equipment in
Southern California All of the equipment operated by Harbor Resources was built
between 2007 and 2009. The mobile well service rigs and the circulation pumps were
designed and built specifically for work in California. The height, weight, length and
emission standards all meet standards required by California Department of
Transportation and the California Air Resources Board.
4.0 The Ownership
Harbor Resources was established as a California Corporation in 2006 to provide well
services in Southern California. Harbor Resources is owned equally by Mike Sliwoski
and Andy Magness. Mike Sliwoski and Andy Magness have decades of experience as
owners and managers in the Well Service industry and the Oil Production industry.
5.0 The Training
Harbor Resources only hires the best and the brightest in the industry. Most new hires
already have extensive experience in the Well Service industry. Harbor Resources
provides classroom and non - classroom safety training and requires that employees
become RSO / Passport Certified (Refinery Safety Orientation). In order to obtain an
RSO / Passport Certificate an employee must master the following topics. 12340 seal Beach Blvd., k B333
Seal Beach, California 40740
p:(714)220 -0420 f(714)22M410
e: harbor.resources0sbcglobatn -t
1.
Harb:or Resources
i "`
Statement of Qualifications
1.0 The Company
Harbor Resources performs down -hole well servicing and well improvements for
corporations, governments and individuals in the Southern California region. Harbor
Resources has an excellent reputation for providing unsurpassed service at competitive
rates.
2.0 The Employees
Harbor Resources has the best well service employees in Southern California. All
supervisors have a minimum of 15 years of experience in a supervisory role. Each
supervisor heads a team of 3 or 4 employees. Each employee has a normal job
description but is cross trained so that every employee is trained to work in any job
capacity that may be needed. This allows the team to continue to function properly when
a team member is off work for vacation or illness. Employees are required to have a
valid California Drivers License, pass a pre - employment drug screening exam and must
pass an extensive training program.
;2340 Seal Beach Blvd., # B333
Sea] Beach, California 90740
p:(714)220 -0420 f:(714)220 -0410
e: harbonresourcesOsbcglobai.rcc
0
0
IN WITNESS WHEREOF, the Parties have caused this Agreement to be
executed on the day and year first written above.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY:
By:
My ette a uc p,
Assistant City Attor y
ATTEST:
A
Leilani Brown,
City Cl*k
CITY OF NEWPORT BEACH
A Municipal Corporation
Edward Selich,
Mayor
CONTRACTOR
HARBOR RESOURCES, INC.:
(Corporate Officer)
Title:
Print Name:
By:
(Financial Officer)
Title:
Print Name:
Attachments: Exhibit A — Statement of Qualifications
Exhibit B — Schedule of Billing Rates
1 r .....__ -._._J