HomeMy WebLinkAboutC-5105 - MSA for Balboa Island Algae AbatementMAINTENANCE SERVICES AGREEMENT
.n WITH BARRON HURLBUT DBA SOUTHLAND LANDSCAPE MAINTENANCE
FOR BALBOA ISLAND ALGAE ABATEMENT
1 THIS MAINTENANCE SERVICES G.REEMENT ( "Agreement ") is made and
entered into as of this 5 "day f Feb u��r
y � ry, '2012 ( "Effective Date ") by and between
the CITY OF NEWPORT BEACH, a California municipal corporation and charter city
( "City "), and BARRON HURLBUT, a sole proprietor doing business as (DBA)
SOUTHLAND LANDSCAPE MAINTENANCE ( "Contractor "), whose principal place of
business is PO Box 11437, Costa Mesa, CA 92627 and is made with reference to the
following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Contractor to perform maintenance services for the
abatement of algae around the Grand Canal beaches of Balboa Island
( "Project ").
C. Contractor has examined the location of all proposed work, carefully reviewed
and evaluated the specifications set forth by the City for the Project, and is
familiar with all conditions relevant to the performance of services and has
committed to perform all work required for the price specified in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 30, 2012, unless terminated earlier as set forth herein.
2. SCOPE OF WORK
2.1. City and Contractor acknowledge that the above Recitals are true and
correct and are hereby incorporated by reference into this Agreement. Contractor shall
perform all the work described in the Scope of Work attached hereto as Exhibit A and
incorporated herein by this reference ( "Services" or "Work "). As a material inducement
to the City entering into this Agreement, Contractor represents and warrants that
Contractor is a provider of first class work and Contractor is experienced in performing
the Work contemplated herein and, in light of such status and experience, Contractor
covenants that it shall follow the highest industry standards in performing the Work
required hereunder and that all materials will be of good quality. For purposes of this
Agreement, the phrase "highest industry standards" shall mean those standards of
practice recognized by one or more first -class firms performing similar work under
similar circumstances.
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2.2. Contractor shall perform all Work required to be performed, and shall
provide and furnish all the labor, materials, necessary tools, expendable equipment and
all utility and transportation services necessary for the Project.
3. TIME OF PERFORMANCE
3.1. Time is of the essence in the performance of Services under this
Agreement and Contractor shall perform the Services in accordance with the schedule
included in Exhibit A. The failure by Contractor to strictly adhere to the schedule may
result in termination of this Agreement by City.
3.1.1. 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 within two (2) calendar days of the
occurrence of the delay so that all delays can be addressed.
3.2. Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator (as defined in Section 6 below) not later than two
(2) calendar days after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant reasonable time
extensions for unforeseeable delays that are beyond Contractor's control.
3.3. For all time periods not specifically set forth herein, Contractor shall
respond in the most expedient and appropriate manner under the circumstances, by
fax, hand - delivery or mail.
4. COMPENSATION
4.1. City shall pay Contractor for the Services on a time and expense not -to-
exceed basis, in accordance with the provisions of this Section and the Schedule of
Rates included within Exhibit A. No rate changes shall be made during the term of this
Agreement without the prior written approval of the City. Contractor's total
compensation for Services performed in accordance with this Agreement, including all
reimbursable items, shall not exceed Five Thousand Eight Hundred Eighty Dollars
and 001100 ($5,880.00) without written amendment to the Agreement.
4.2. 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 from the Scope of Work attached hereto 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.
4.3. City shall reimburse Contractor only for those costs or expenses
specifically approved in the Scope of Work and Schedule of Rates attached hereto.
Unless otherwise approved, such costs shall be limited and include nothing more than
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the 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.
4.4. 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 the Project Administrator to be necessary for the proper completion of
the Project, but which is not included within the Scope of Work and which the City and
Contractor did not reasonably anticipate would be necessary. Compensation for any
authorized Extra Work shall be paid in accordance with the Schedule of Rates set forth
in Exhibit B.
5.1. Contractor shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Contractor has designated Barron Hurlbuyt to be its
Project Manager. Contractor shall not remove or reassign the Project Manager or any
key personnel listed in Exhibit A or assign any new or replacement personnel to the
Project without the prior written consent of City. City's approval shall not be
unreasonably withheld with respect to the removal or assignment of non -key personnel.
5.2. Contractor, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Contractor warrants this it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. Shannon
Levin, Harbor Resources Supervisor, or his /her designee shall be the Project
Administrator and shall have the authority to act for City under this Agreement. The
Project Administrator or his /her designee shall represent City in all matters pertaining to
the Services to be rendered pursuant to this Agreement.
7. TYPE AND INSTALLATION OF MATERIALS /STANDARD OF CARE
7.1. Contractor shall use only the standard materials described in Exhibit A in
performing Services under this Agreement. Any deviation from the materials described
in Exhibit A shall not be installed or utilized unless approved in advance and in writing
by the Project Administrator.
7.2. All of the Services shall be performed by Contractor or under Contractors
supervision. Contractor represents that it possesses the personnel required to perform
the Services required by this Agreement, and that it will perform all Services in a
manner commensurate with highest industry standards. All Services shall be performed
by qualified and experienced personnel who are not employed by City. By delivery of
completed Work, Contractor certifies that the Work conforms to the requirements of this
Agreement and all applicable federal, state and local laws and the industry standard.
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7.3. Contractor represents and warrants to City that it has, shall obtain and
shall keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
7.4. Contractor shall not be responsible for delay, nor shall Contractor be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, 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.
8. • RESPONSIBILITY FOR DAMAGES OR INJURY
8.1. City and all officers, employees and representatives thereof shall not be
responsible in any manner for any loss or damage to any of the materials or other things
used or employed in performing the Project or for injury to or death of any person as a
result of Contractor's performance of the Services required hereunder; or for damage to
property from any cause arising from the performance of the Project by Contractor, or
its subcontractors, or its workers, or anyone employed by either of them.
8.2. Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's Work on the Project, or the
Work of any subcontractor or supplier selected by the Contractor.
8.3. To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees (collectively, the "Indemnified Parties ") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
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 breach of the terms and conditions of this
Agreement, any Work performed or Services provided under this Agreement including,
without limitation, defects in workmanship or materials or 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).
8.4. Notwithstanding the foregoing, nothing herein shall be construed to
require Contractor to indemnify the Indemnified Parties from any Claim arising from the
sole negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of 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
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limits do not act as a limitation upon the amount of indemnification to be provided by the
Contractor.
8.5. Contractor shall perform all Work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original
condition and former usefulness as soon as possible, and to protect public and private
property. Contractor shall be liable for any private or public property damaged during
the performance of the Work by Contractor or its agents.
8.6. To the extent authorized by law, as much of the money due Contractor
under and by virtue of the Agreement as shall be considered necessary by City may be
retained by it until disposition has been made of such suits or claims for damages as
aforesaid.
8.7. The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
9. INDEPENDENT CONTRACTOR
It is understood that City has retained Contractor as an independent contractor
and neither Contractor nor its employees are to be considered employees or agents of
the 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
express terms of this Agreement. No civil service status or other right of employment
shall accrue to Contractor or its employees. Nothing in this Agreement shall be deemed
to constitute approval for Contractor or any of Contractor's employees or agents, to be
the agents or employees of the City. Contractor shall have the responsibility for and
control over the means of performing the Work, provided that Contractor is in
compliance with the terms of this Agreement. Anything in this Agreement that may
appear to give City the right to direct Contractor as to the details of the performance of
the Work or to exercise a measure of control over Contractor shall mean only that
Contractor shall follow the desires of City with respect to the results of the Services.
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.
11. CITY POLICY
Contractor shall discuss and review all matters relating to policy and Project
direction with the 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.
12. 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
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of the Project, activities performed and planned, and any meetings that have been
scheduled or are desired.
13. INSURANCE
13.1. Without limiting Contractors indemnification of tiity, and prior to
commencement of Work, Contractor shall obtain, provide and maintain at its own
expense during the term of this Agreement, policies of insurance of the type and
amounts described below and in a form satisfactory to City. The cost of such insurance
shall be included in Contractor's bid.
13.2. Coverage and Limit Requirements.
13.2.1. Workers' Compensation. Contractor shall maintain Workers'
Compensation Insurance providing statutory benefits and employer's liability insurance
with limits of at least one million dollars ($1,000,000) each type for Contractor's
employees in accordance with the laws of the State of California, Section 3700 of the
Labor Code. 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, Section 3700 for all of the
subcontractor's employees. The insurer issuing the Workers' Compensation insurance
shall amend its policy by endorsement to waive all rights of subrogation against City, its
elected or appointed officers, agents, officials, employees and volunteers. Contractor
shall submit to City, along with the required certificate of insurance, a copy of such
waiver of subrogation endorsement.
13.2.2. General Liability. Contractor shall maintain commercial general
liability insurance in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) General Aggregate and two million dollars
($2,000,000) Products and Completed Operations Aggregate for bodily injury, personal
injury, and property damage, including without limitation, blanket contractual liability.
Coverage shall be at least as broad as that provided by Insurance Services Office form
CG 00 01. None of the policies required herein shall be in compliance with these
requirements if they include any limiting endorsement that has not been first submitted
to City and approved in writing.
13.2.3. Automobile Liability. 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 accident.
13.2.4. Builders Risk. For Agreements or Contracts with
Construction /Builders Risk property exposures, Contractor shall maintain Builders Risk
insurance or an installation floater as directed by City, covering damages to the Work
for "all risk" or special form causes of loss with limits equal to one hundred percent
(100 %) of the completed value of contract, with coverage to continue until final
acceptance of the Work by City. At the discretion of City, the requirement for such
coverage may include additional protection for Earthquake and /or Flood. City shall be
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included as an insured on such policy, and Contractor shall provide the City with a copy
of the policy.
13.3. Other Insurance Provisions or Requirements.
13.3.1. Evidence of Insurance. Contractor shall provide certificates of
insurance to City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and an additional
insured endorsement for general liability. Insurance certificates and endorsements
must be approved by City's Risk Manager prior to commencement of performance or
issuance of any permit. Current evidence of insurance shall be kept on file with City at
all times during the term of this Agreement. All of the executed documents referenced in
this Agreement must be returned within ten (10) working days after the date on the
"Notification of Award," so that the City may review and approve all insurance and bond
documentation. City reserves the right to require complete, certified copies of all
required insurance policies, at any time.
13.3.2. General liability insurance provisions. Primary and excess or
umbrella liability policies are to contain, or be endorsed to contain, the following
provisions:
13.3.2.1. City, its elected or appointed officers, agents, officials,
employees, and volunteers are to be covered as additional insureds as respects: liability
arising out of activities performed by or on behalf of Contractor, including the insured's
general supervision of Contractor; products and completed operations of Contractor;
premises owned, occupied or used by Contractor. The coverage shall contain no
special limitations on the scope of protection afforded to City, its elected or appointed
officers, officials, employees, agents or volunteers. Contractor shall submit to City a
copy of the additional insured endorsement along with the required certificates of
insurance.
13.3.2.2. Contractor's insurance coverage shall be primary
insurance and /or primary source of recovery as respects City, its elected or appointed
officers, agents, officials, employees and volunteers as respects to all claims, losses, or
liability arising directly or indirectly from the Contractor's operations or services provided
to the City. Any insurance or self- insurance maintained by City, its officers, officials,
employees and volunteers shall be excess of the Contractor's insurance and shall not
contribute with it.
13.3.2.3. Contractor's insurance shall apply separately to each
insured against whom claim is made or suit is brought, except with respect to the limits
of the insurer's liability.
13.4. 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.
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13.5. Notice of Cancellation. Contractor agrees to oblige its insurance broker
and insurers to provide to City with 30 days notice of cancellation (except for
nonpayment for which 10 days notice is required) or nonrenewal of coverage for each
required coverage except for builder's risk insurance. The builder's risk policy will
contain or be endorsed to contain a provision providing for 30 days written notice to City
of cancellation or nonrenewal, except for nonpayment for which 10 days notice is
required.
13.6. Self- Insured Retentions. Contractor agrees not to self- insure or to use any
self- insured retentions on any portion of the insurance required herein and further
agrees that it will not allow any indemnifying party to self- insure its obligations to City. If
contractor's existing coverage includes a self- insured retention, the self- insured
retention must be declared to City. City may review options with the contractor, which
may include reduction or elimination of the self - insured retention, substitution of other
coverage, or other solutions. Contractor agrees to be responsible for payment of any
deductibles on their policies.
13.7. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of any claim made or suit instituted arising out of or resulting from Contractor's
performance under this agreement.
13.8. Waiver. All insurance coverage maintained or procured pursuant to this
agreement shall be endorsed to waive subrogation against City, its elected or appointed
officers, agents, officials, employees and volunteers, or shall specifically allow
Contractor or others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Contractor hereby waives its
own right of recovery against City, and shall require similar written express waivers and
insurance clauses from each of its subcontractors.
13.9. Enforcement of Agreement Provisions. Contractor acknowledges and
agrees that any actual or alleged failure on the part of the City to inform Contractor of
non - compliance with any requirement imposes no additional obligations on the City nor
does it waive any rights hereunder.
13.10. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage, limits or
other requirements, or a waiver of any coverage normally provided by any insurance.
Specific reference to a given coverage feature is for purposes of clarification only as it
pertains to a given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type.
13.11. City's Remedies. City shall have the right to order the Contractor to stop
Work under this Agreement and /or withhold any payment(s) that become due to
Contractor hereunder until Contractor demonstrates compliance with the requirements
of this article. In the alternative, City may purchase the required coverage and charge
Contractor the cost of the premiums or deduct the cost from Contractor's payments.
13.12. Coverage not Limited. All insurance coverage and limits provided by
contractor and available or applicable to this agreement are intended to apply to the full
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extent of the policies. Nothing contained in this agreement or any other agreement
relating to the city or its operations limits the application of such insurance coverage.
13.13. Coverage Renewal. Contractor will renew the coverage required here
annually as long as Contractor continues to provide any Services under this or any
other contract or agreement with the City. Contractor shall provide proof that policies of
insurance required herein expiring during the term of this Agreement have been
renewed or replaced with other policies providing at least the same coverage. Proof that
such coverage has been ordered shall be submitted prior to expiration. A coverage
binder or letter from Contractors insurance agent to this effect is acceptable. A
certificate of insurance and /or additional insured endorsement as required in these
specifications applicable to the renewing or new coverage must be provided to City
within five days of the expiration of the coverages.
14. 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.
15. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Contractor shall be fully responsible to City for all acts and
omissions of any subcontractors. Nothing in this Agreement shall create any
contractual relationship between City and any subcontractor nor shall it create any
obligation on the part of City to pay or to see to the payment of any monies due to any
such subcontractor other than as otherwise required by law. The City is an intended
beneficiary of any Work performed by the subcontractor for purposes of establishing a
duty of care between the subcontractor and the City. Except as specifically authorized
herein, the Services to be provided under this Agreement shall not be otherwise
assigned, transferred, contracted or subcontracted out without the prior written approval
of City.
16. OWNERSHIP OF DOCUMENTS
Each and every report, draft, 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
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any other party. Contractor shall, at Contractor's expense, provide such Documents to
City upon prior written request.
17. CONFIDENTIALITY
All Documents, including drafts, notes and communications that result from the
Services in this Agreement, shall be kept confidential unless City expressly authorizes
in writing the release of information.
18. RECORDS
Contractor shall keep records and invoices in connection with the Services to be
performed under this Agreement. Contractor shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Contractor under this Agreement. All such records and invoices shall be clearly
identifiable. Contractor shall allow a representative of City to examine, audit and make
transcripts or copies of such records and invoices during regular business hours.
Contractor shall allow inspection of all Work, data, Documents, proceedings and
activities related to the Agreement for a period of three (3) years from the date of final
payment to Contractor under this Agreement.
19. WITHHOLDINGS
City may withhold payment to Contractor of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or his /her designee with respect to such disputed
sums. Contractor shall be entitled to receive interest on any withheld sums at the rate of
return that City earned on its investments during the time period, from the date of
withholding of any amounts found to have been improperly withheld.
20. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
21. CONFLICTS OF INTEREST
21.1. 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.
21.2. 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 immediate
termination of this Agreement by City. Contractor shall indemnify and hold harmless
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City for any and all claims for damages resulting from Contractor's violation of this
Section.
22. NOTICES
22.1. All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
to City by Contractor 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:
Attn: Shannon Levin, Harbor Resources Supervisor
Public Works Department
City of Newport Beach
3300 Newport Blvd.
PO Box 1768
Newport Beach, CA 92658
Phone: 949 - 644 -3041
Fax: 949 - 723 -0589
22.2. All notices, demands, requests or approvals from City to Contractor shall
be addressed to Contractor at:
Attn: Barron Hurlbut
Barron Hurlbut DBA Southland Landscape Maintenance
PO Box 11437
Costa Mesa, CA 92627
Phone: 949 - 515 -4588
Fax: 949 - 515 -4733
23. NOTICE OF CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under the Agreement, Contractor shall submit to City, in
writing, all claims for compensation under or arising out of this Agreement. Contractor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for
payment. The Contractor and the City expressly agree that in addition to all claims filing
requirements set forth in the Agreement, the Contractor shall be required to file any
claim the Contractor may have against the City in strict conformance with the Tort
Claims Act (Govt. Code §§ 900 et seq.).
24. TERMINATION
24.1. In the event that either party fails or refuses to perform any of the
provisions of this Agreement at the time and in the manner required, that party shall be
deemed in default in the performance of this Agreement. If such default is not cured
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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.
24.2. Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than thirty (30) 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 materials purchased and Documents created in
performance of this Agreement.
25. 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.
26. LABOR
26.1. Contractor shall conform with all applicable provisions of State and
Federal law including, but not limited to, applicable provisions of the Federal Fair Labor
Standards Act ( "FLSA ") (29 USCA § 201, et seq.).
26.2. Whenever Contractor has knowledge that any actual or potential labor
dispute is delaying or threatens to delay the timely performance of this Agreement,
Contractor shall immediately give written notice to City, and provide all relevant
information.
26.3. Contractor represents that all persons working under this Agreement are
verified to be U.S. citizens or persons legally authorized to work in the United States.
Southland Landscape Maintenance Page 12
26.4. To the fullest extent permitted by law, the Contractor shall indemnify,
defend, and hold harmless the City, its City Council, boards and commissions, officers,
agents, volunteers, and employees from loss or damage, including but not limited to
attorney's fees, and other costs of defense by reason of actual or alleged violations of
any applicable Federal, State and local labor laws or law, rules, and /or regulations. This
obligation shall survive the expiration and /or termination of the Agreement.
27. STANDARD PROVISIONS
27.1. 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.
27.2. Waiver. A waiver by City of any term, covenant, or condition in the
Agreement shall not be deemed to be a waiver of any subsequent breach of the same
or any other term, covenant or condition.
27.3. 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 Contract or implied covenant shall be held to vary the provisions
herein.
27.4. Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Exhibits attached hereto, the terms of
this Agreement shall govern.
27.5. Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
27.6. Effect of Contractor's Execution. Execution of this Agreement by
Contractor is a representation that Contractor has visited the Project Site, has become
familiar with the local conditions under which the Work is to be performed, and has
taken into consideration these factors in submitting its Project proposal and Scope of
Work.
27.7. Controlling Law and Venue. The laws of the State of California shall
govern this Agreement and all matters relating to it and any action brought relating to
this Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
27.8. 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, age or any other impermissible basis under law.
27.9. 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
Southland Landscape Maintenance Page 13
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
27.10. Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
27.11. No AttomeVs Fees. In the event of any dispute or legal action arising
under this Agreement, the prevailing party shall not be entitled to attorney's fees.
27.12. Counterparts. This Agreement may be executed in two or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Southland Landscape Maintenance Page 14
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: 3 /,S /!v
By: l �a
CITY OF NEWPORT BEACH,
A Califojmii nicipal corporation
Date: Z r
Aaron C. HaO * /_.,81ep G. Badum
City Attorney Pub' Works Director
ATTEST: CONTRACTOR: BARRON HURLBUT
Date: / /J� DBA SOUTHLAND LANDSCAPE
MAINTENANCE,
Date:
y:_
B ' aaZje�
Le6h'i I.43rown Barron Hurlbut
City Clerk -Presie#erjt-
Date:
�� qr
u
�+�,FaR�,� rt
Treasurer _
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Work, Rates
Al2- 00146M1appsV.at %cycomXwpdocstd024W x14100003333.doc
Southland Landscape Maintenance Page 15
Southland
Landscape Maintenance & Installation
P.O. Box 11437
Costa Mesa, CA. 92627
Office: 949.515 -4588
Fax: 949. 515.4733
Vendor#: 1665
Date: January 16, 2012
City of Newport Beach
Harbor Resources Division
Work Detail Grand Canal Balboa Island:
The description will be the removal of the green algaelmoss along the sand areas on both sides of
Grand Canal.
The crew will utilize landscape rakes to collect the majority of the moss on the sand's surface.
The moss will then be loaded into sacks or containers and transported into a company truck. Company—
owned ladders will be used during this work and private stairways will not be utilized. The removal work will
be undertaken during minus tide levels to maximize collection efforts. During the moss collection work, the
medium sized rock" that exists within the collection areas, will also be collected and disposed of or
transported to a different location as directed by the City. All moss collected will be hauled to the City's
yard on Superior and disposed of in the area specified.
The crew will use caution to avoid collection of Eel Grass as directed by Shannon Levin, Harbor Resources
Supervisor.
Total Amount for all above work: ............................................................................ $5,880.00
Medium sized rock weighing approximately 40lbs. or less, ie. rock will be collected by hand.
CERTIFICATE OF INSURANCE
CHECKLIST
City ®f Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach. *
Date Received: 3 -19 -12 Dept. /Contact Received From: Rachel]
Date Completed: 4 -5 -12 Sent to: Rachel[ By: Joel
Company /Person required to have certificate: Southland Landscaping
Type of contract: All Other
1. GENERAL LIABILITY
EFFECTIVE /EXPIRATION DATE: 1- 18- 12/1 -18 -13
EFFECTIVE/EXPIRATION DATE: 8 -13- 10/8 -13 -12
A.
INSURANCE COMPANY: Colony Insurance Company
A.
B.
AM BEST RATING (A-: VII or greater): A: XII
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
❑ Yes S No
D.
LIMITS (Must be $1M or greater): What is limit provided?
1,000,000
E.
ADDITIONAL INSURED ENDORSEMENT— please attach
N Yes ❑ No
F.
PRODUCTS AND COMPLETED OPERATIONS (Must
include): Is it included? (completed Operations status does
UM, $2M min for Waste Haulers): What is limits provided?
1,000,000
not apply to Waste Haulers or Recreation)
N Yes ❑ No
G.
ADDITIONAL INSURED FOR PRODUCTS AND
COMPLETED OPERATIONS ENDORSEMENT (completed
N/A
Operations status does not apply to Waste Haulers)
® Yes ❑ No
H.
ADDITIONAL INSURED WORDING TO INCLUDE (The City
Haulers only):
its officers, officials, employees and volunteers): Is it
❑ No
G.
included?
S Yes ❑ No
I.
PRIMARY & NON- CONTRIBUTORY WORDING (Must be
NOTICE OF CANCELLATION:
❑ N/A S Yes
included): Is it included?
N Yes ❑ No
J.
CAUTION! (Confirm that loss or liability of the named insured
is not limited solely by their negligence) Does endorsement
include "solely by negligence' wording?
❑ Yes S No
K.
ELECTED SCMAF COVERAGE (RECREATION ONLY):
N N/A ❑ Yes ❑ No
L.
NOTICE OF CANCELLATION:
❑ N/A N Yes ❑ No
IL AUTOMOBILE LIABILITY
EFFECTIVE/EXPIRATION DATE: 8 -13- 10/8 -13 -12
A.
INSURANCE COMPANY: The Hartford
B.
AM BEST RATING (A-: VII or greater) A: XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California?
S Yes
❑ No
D.
LIMITS - If Employees (Must be $1 M min. BI & PD and $500,000
UM, $2M min for Waste Haulers): What is limits provided?
1,000,000
E
LIMITS Waiver of Auto Insurance / Proof of coverage (if individual)
(What is limits provided ?)
N/A
F.
PRIMARY & NON- CONTRIBUTORY WORDING (For Waste
Haulers only):
N N/A ❑ Yes
❑ No
G.
HIRED AND NON -OWNED AUTO ONLY:
❑ N/A ❑ Yes
N No
H.
NOTICE OF CANCELLATION:
❑ N/A S Yes
❑ No
III. WORKERS' COMPENSATION
EFFECTIVE /EXPIRATION DATE: 1 -01- 12/1 -01 -13
A. INSURANCE COMPANY: State Fund
B. AM BEST RATING (A-: VII or greater): Not Rated
C. ADMITTED Company (Must be California Admitted):
D. WORKERS' COMPENSATION LIMIT: Statutory
E. EMPLOYERS' LIABILITY LIMIT (Must be $1M or greater)
F. WAIVER OF SUBROGATION (To include): Is it included?
G. SIGNED WORKERS' COMPENSATION EXEMPTION FORM:
H. NOTICE OF CANCELLATION:
ADDITIONAL COVERAGE'S THAT MAYBE REQUIRED
IV. PROFESSIONAL LIABILITY
V POLLUTION LIABILITY
V BUILDERS RISK
Approved:
4 -05 -2012
Agent of Alliant Insurance Services Date
Broker of record for the City of Newport Beach
® Yes ❑ No
® Yes ❑ No
1,000,000
❑ Yes ® No
® N/A ❑ Yes ❑ No
❑ N/A ® Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A ❑ Yes ❑ No
® N/A [-]Yes ❑ No
RISK MANAGEMENT APPROVAL REQUIRED (Non- admitted carrier rated less than _
Self Insured Retention or Deductible greater than $ 1 ❑ N/A ❑ Yes ❑ No
Reason for Risk Management approval /exception /waiver:
Approved:
Risk Management Date
* Subject to the terms of the contract.
CERTIFICATE OF LIABILITY INSURANCE
DATE(nn.UDD1YYYY)
03/16/2012
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
UUNIA
NAME
pHON a (714) 538 -2112 'FAX, INa, (714) 53e -2119
B. SANDOVAL INSURANCE AGENCY
714 - 538 -2112 FAX 719- 538 -2118
nooaess:bsandlOBB @aol.com
P.O. BOX 715
PRODUCER ERIDN
LIST
INSURERS AFFORDING COVERAGE
NAICN
ORANGE CA 92856
INSURED
INSURERA:COLONY INSURANCE COMP.
PERSONAL B AOV INJURY
wsURERB:TRE HARTFORD
INSURERC:
S 2,000,000
SOUTHLAND LANDSCAPE MAINTENANCE
INSURER D:
PRODUCTS - COMP /OP AGG
P.O. BOX 11437
NSURER E :
S
B
INSURER F:
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON- OWNEDAUTOS
COSTA ME $A CA 92627
GUVERAUt5 OtK I IHL;A It NUMULK: H FVI81UN NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
ttPE OF INSURANCE
DDL
I
SUER
POLICY NUMBER
POLICY EFF
MMA)OM'W
FOUCY EXP
NMND
LIMRS
A
GENERALIABIUTY
X COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE a OCCUR
L 3929049
1/18/2012
1/18/2013
EACH OCCURRENCE
S 1,000 000
PREMISES Ea ce
$ 100,000
MED EXP (Any one man)
S 5,000
PERSONAL B AOV INJURY
$ 1,000,000
GENERALAGGREGATE
S 2,000,000
GENT AGGREGATE
POLICY
UNIT APPLIES PER:
PRO- LOC
PRODUCTS - COMP /OP AGG
S 1,000,000
S
B
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON- OWNEDAUTOS
2 DEC J01705
8/13/2010
6/13/2012
COMBINED SINGLE LIMIT
(Es aeddem)
S 1,000,000
BODILY INJURY (Per person)
S
X
X
X
BODILY INJURY (Per mmiderd)
S
PROPERTY AGE
(Per ecdderl) tlenl)
S
S
S
UMBRELLA LIAB
EXCESSLIAB
OCCUR
CWMSWADE
EACH OCCURRENCE
S
AGGREGATE
S
DEDUCTIBLE
RETENTION $
S
S
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY YIN
ANY PROPRIETOWARTNERIEXECUTIVE
OFFICERIMEMaER EXCLUDED?
(Mandatoryin NHl
U yes, describe under
DESCRIPTION OF OPERATIONS belmv
NIA
WCSTATU- I 0TH-
E.L. EACH ACCIDENT
S
E.L. DISEASE - EA EMPLOYE
$
E.L. DISEASE - POLICY LIMIT
I S
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 40L Addlllonal Remarks Schedule, it more space Is required)
CITY OF NEWPORT BEACH IS ADDED AS AN ADDITIONAL INSURED PER ENDORSEMENT U156. THOSE USUAL TO THE INSUREDS OPERATIONS.
E —NAIL: rwilfert @newportbeachca.gov
(949) 644 -3010 (949) 650 -0747
ATTN: GENERAL SERVICES
CITY OF NEWPORT BEACH
3300 NEWPORT BLVD.
NNWPORT BEACH CA 92658-
ACORD 25 (2009109)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
W1
1988 -2009 ACORD
IN UZS (200909) 1 Ile rl VMV name anU IU90 are reylslereU mares UI r. UMU
Fax Server 3/15/2012 11:40:02 AM PAGE 2/002 . Fax Server _
CERTHOLDER COPY
P.O. BOX 420807, SAN FRANCISCO,CA 94142 -0807
CERTIFICATE OF WORKERS' COMPENSATION INSURANCE
ISSUE DATE: 03 -15 -2012
CITY OF NEWPORT BEACH SG
GENERAL SERVICES DEPT
3300 NEWPORT BLVD
NEWPORT BEACH CA 02663 -3816
GROUP:
POLICY NUMBER 0794138 -2012
CERTIFICATE ID: 32
CERTIFICATE EXPIRES: 01 =01 -2013
01 -01- 2012/01- 01 -2013
This Is to certify that we have issued a valid Workers' Compensation insurance policy In a form approved by the
California Insurance Commissioner to the employer named below for the policy period Indicated,
This policy is not subject to cancellation by the Fund except upon 30 days advance written notice to the employer.
We will also give you 30 days advance notice should this policy be cancelled prior to Its normal expiration.
This certificate of insurance is not an insurance policy and does not amend. extend or alter the coverage afforded
by the policy listed herein Notwithstanding any requirement term or condition of any contract or other document
with respect to which this certificate of insurance may be issued or to which it may pertain, the Insurance
afforded by the policy described heroin is subject to all the terms, e)xclusions - and conditions, of such policy.
Authorized Representative President and CEO
UNLESS INDICATED OTHERWISE BY ENDORSEMENT, COVERAGE UNDER THIS POLICY EXCLUDES THE FOLLOWING:
THDSE NAMED IN THE POLICY DECLARATIONS AS AN INDIVIDUAL EMPLOYER OR A HUSBAND AND WIFE EMPLOYER;
EMPLOYEES COVERED ON A COMPREHENSIVE PERSONAL LIABILITY INSURANCE POLICY ALSO AFFORDING
CALIFORNIA WORKERS' COMPENSATION BENEFITS; EMPLOYEES EXCLUDED TINDER CALIFORNIA WORKERS'
COMPENSATION LAW.
EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: 41,000,000 PER OCCURRENCE.
ENDORSEMENT N20BS ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 01 -01 -1994 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY.
EMPLOYER
HURLBUT. dANCE R. AND HURLBUT. BARRON W. DBA:.
SOUTHLAND LANDSCAPE MAINTENANCE
281 WALNUT ST
COSTA MESA CA 92627
1EV3,CM
PRINTED : 03 -15 -2012
(REV.8 -2010)
SG
Fax Serve'r'
ISTAT
co 5vvus.n
xyt;nnn
FUN'I
ISSUE DATE: 03 -26 -2012
3/26/2012 3:53:01 PM PAGE 2/003 Fax Server
POLICYHOLDER COPY
P.O. BOX 420807, SAN FRANCISCO,CA 94142 -0807
CERTIFICATE OF WORKERS' COMPENSATION INSURANCE
CITY OF NEWPORT BEACH
3300 NEWPORT BLVD
NEWPORT BEACH CA 92883-3818
GROUP:
POJCY NUMSER: 0784135 -2012
CERTIFICATE ID: 33
CERTIFICATE EXPIRES: 01 -01 -2013
01-01- 2012/01 -01 -2013
This Is to certify that we have issued a vdid Workers' Comsensation insurance policy In a form approved by the
Cdifornia Insurance Commissloner to the employer named below for the policy period mdicated
This policy is not subject to cancellation by the Fund except upon 30 says advance written notice to the employer.
We will Atso give you 30 days advance notice should eon policy be cancelled prior to its normal expiration.
This certificate of insurance is not an Insurance policy and does not amend extend or alter the coverage afforded
by the policy listed heron Nohvithstanaing any requ'vemimL term or condition of any contract or other document
wah respect to which this oerUHlcate of Insurance may be Issued or to which 1; may pertain, the msurance
afforded by the policy described herein is subject to all the terms,
/ ,ee exclusions. and conditions. of such policy.
0 •,0° L
Autnorired Repr6senta President and CEO
UNLESS INDICATED OTHERWISE BY ENDORSEMENT, COVERAGE UNDER THIS POLICY EXCLUDES THE FOLLOWING:
THOSE NAMED IN THE POLICY DECLARATIONS AS AN INDIVIDUAL EMPLOYER OR A HUSBAND AND WIFE EMPLOYER;
EMPLOYEES COVERED ON A COMPREHENSIVE PERSONAL LIABILITY INSURANCE POLICY ALSO AFFORDING
CALIFORNIA WORKERS' COMPENSATION BENEFITS; EMPLOYEES EXCLUDED UNDER CALIFORNIA WORKERS'
COMPENSATION LAW.
EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: S1,CD0,000 PER OCCURRENCE.
ENDORSEMENT #2085 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 01 -01 -1984 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY.
ENDORSEMENT #2570 ENTITLED WAIVER OF SUBROGATtON EFFECTIVE 2012-03-28 IS
ATTACHED TO AND FORMS A PART OF THIS POLICY. THIRD PARTY NAME:
_ CITY OF NEWPORT BEACH
EMPLOYER
HURLBUT, JAMCE R. AND HURLBUT, BARRON W. DBA:
SOUTHLAND LANDSCAPE NAINTENAME
28t WALNUT ST
COSTA MESA CA 92627
[OCS.csl
(FEV.a -2:toi PRINTED : 03 -28 -2012
so