HomeMy Public PortalAbout10) 7G Approval of Agreement for Graffti Removal ServicesAGENDA
ITEM 7.G.
MANAGEMENT SERVICES DEPARTMENT
MEMORANDUM
DATE: May21,201 9
TO: The Honorable City Council
FROM: Bryan Cook , City Ma nager
By: Bryan Ariizumi , Public Safety Supervisor
SUBJECT: APPROVAL OF AGREEMENT FOR GRAFFITI REMOVAL SERVICES
RECOMMENDATION:
The City Coun cil is requested to approve a three -year agreement for G raffiti Removal
Services (Agreement) with Graffiti Control Systems and authorize the City Manager to
execute the Agreement.
BACKGROUND:
1. On January 30 , 2019 , the Public Safety Division released a Request for Proposals
(RFP) fo r graffiti remova l services (Attachment "A ").
2 . A total of four (4) proposals were received by the due date of February 20 , 2019 .
ANALYSIS:
Graffiti Control Systems (GCS ) is the current contractor for graffiti removal services for
the City and has been since November 16 , 2010 . Thei r existing contract expires on
June 30 , 2019 . To ensure the City is receiv i ng the best qual ity service at a competitive
rate , the Public Safety Division developed and released an RFP for Graffiti Re moval
Services , beginning July 1, 2019 . The Scope of Services , as identified in the RFP , calls
for the contractor to provide all necessary personnel , materials and equipment for
graffiti remova l. The RFP was posted on the City 's webs ite and emailed to known
contractors .
City Council
May21 ,201 9
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T he City's RFP Eva luation Team (Pub lic Safety Superviso r Ariizumi and Deputy City
Clerk Nunez) reviewed and eva lu at ed each proposa l based on the following eva luati o n
criteria :
1. Qua lification of th e Firm
2 . Related Experience
3 . Comp leteness of Response
4 . Reasonableness of Cost and Price
Afte r a thorough revi ew of a ll proposals , staff recommends award in g a three-year
Agreement (Attac hm e nt "B") to Graffiti Control Sys t e ms . Based o n the evaluation
cr it eria , their proposal best matches th e needs of the City . Although the proposed
Agreement is for a three year period , Section 20 (a ) of the Agreement allows the City to
te rm inate the Ag reement at any time during its term with thirty days written notice .
CITY STRATEGIC GOALS :
Approval of the Agreement for Graffit i Removal Services with GCS will furthe r the City's
Strat egic Goa ls of Good Governance and Public Health and Safety.
FISCAL IMPACT:
The tables below show the existing and proposed costs fo r Graffiti Removal Services :
CURRENT COSTS ·
Type of Removal Minimum Cost Additional Cost
Sandbl asting $2 2.00 50 /sq. ft. $0.44 /sq. ft .
Wa ter Blasting $22 .00 100 /sq. ft . $0.22 /sq. ft .
Water Blasting w/Baking So da $25 .00 100 /sq . ft . $0 .25 /sq . ft .
Pai nting {Matching Paint) $15 .00 200 /sq . ft . $0 .08 /sq . ft .
Chem ical/Solvents $15 .00 50 /sq . ft . $0 .30 /sq . ft .
Other: High Graffiti (above 20') $125 .00 100 /sq . ft . $12 .50 /sq . ft .
Othe r: Protective Coatings By es timat e for each case
Type of Surface Cost per sq . ft . Charged in Increments Minimum Charge
per Location
Non -Porous $0.30 50 /sq. ft. $15.00
Pain ted $0 .08 200 /sq. ft . $15 .00
Po rous $0 .22 100 /sq . ft . $22 .00
Emergency Call-Out $75/hour -2 hour minimum
Loc ation Def initio n Any tag with in 50 feet of reported graffit i {same removal techn ique)
Separate Charge fo r Different Rem oval Meth ods Yes
Sidewalk Power Wash ing Cost Charged in Minimum Charge
. {sq. ft. or linar ft .) Increments of pe r Location
$0.15 I sq. ft. 500 sq. ft . $75 .00
City Council
May 21 , 201 9
Page 3 of 3
PROPOSED COSTS :
Type of Removal
Sandblasting
Water Blasting
Wate r Blasting w/Baking Soda
Pain tin g (Matching Pain t)
Che mi cal/So lvents
Other : High Graffiti (a bo ve 20 ')
Other: Protect ive Coatings
Type of Surface
Non-Porous
Painted
Porous
Emergency Call-Out
Minimum Cost Additional Cost
$25 .00 75 /sq. ft . $0 .33 /sq. ft .
$25 .00 125 /sq. ft . $0 .20 /sq . ft .
$25 .00 125 /s q. ft . $0 .20 /sq. ft .
$17.00 200 /sq. ft. $0.085 /sq . ft .
$19.00 100 /sq. ft . $0 .19 /s q. ft .
$50.00 50 /sq . ft . $1 .00 /s q. ft .
By est imate for each case
Cost per sq . ft . Charged in Increments Minimum Charge
. per Location
$0.19 100 /sq . ft . $19 .00
$0.085 200 /sq . ft . $17 .00
$0 .20 125 /sq. ft . $25.00
$75/hour-2 hour minimum
Location Defin ition Any tag within 50 feet of reported graffiti (same removal te chnique)
Separate Charge for Different Removal Methods Yes
Sidewalk Power Washing Cost Charged in Minimum Charge
(sq. ft . or linar ft.) Increments of per Location
$0 .20 I sq. ft . 500 sq . ft . $100.00
Funds have been incl ud ed in the proposed Fiscal Year (FY) 2019-20 City Budg et t o cover
the cost of th ese services .
ATTACHMENTS :
A. Request for P roposa ls for Graffiti Removal Services
B . Agreement for Graffiti Remova l Services
ATTACHMENT A
CITY OF TEMPLE CITY
NOTICE INVITING REQUEST FOR PROPOSALS (RFP)
FOR
GRAFFITI REMOVAL SERVICE
ISSUE DATE
January 30 , 2019
PROPOSAL SUBMITTAL
(5) printed copies and
(1) digital copy
PROPOSALS DUE
Wednesday , February 20, 2019
5:00p.m .
MARK ENVELOPE
PROPOSAL -Graffiti Removal Services
DELIVERY ADDRESS
City of Temp le City
Management Services Department
Public Safety Division
9701 Las Tunas Drive
Temple City , CA 91780
Attn : Bryan Ariizumi , Public Safety Supervisor
CONTACT INFORMATION
Bryan Ariizumi
Public Safety Supervisor
(626) 285-2171 , ext. 4342
bariizumi@templecity .us
City of Temple City
RFP -Graffiti Removal Services
Page 2 of 39
Table of Contents
INTRODUCTION ...................................................................................................... 3
SCOPE OF SERVICES .............................................................................................. 3
• Scope of Wo rk
G raffiti Remova l
Materials and Equipment
Schedu le of Work
R ight of Entry
Licenses
Public Relations and Safety
Air and Water Pollution
Compliance with Laws
Additiona l Services
NECESSARY QUALIFCATIONS ................................................................................... 5
• Pr ior Experience
• Staff Qualifications
• Contact Person
• Organization a nd St affing
GENERAL CONDITIONS ............................................................................................ 6
S UBMI TIAL FORMAT AND CONTENT ......................................................................... ?
EVALUATION AND SELECTION PROCESS ................................................................... 8
• Proposal Review
• Interview
• Agreement for Services
• Con tract Approval and Execution
ATIACHMENTS
• Attachment 1 -Sample Agreement for Services
• Attach ment 2 -Declaration
• Attachme nt 3 -Removal of Graffiti from Public Right -of-Way
• Attachment 4 -Quantity of Equipmen t Owned
• Attachment 5 -List of References
• Attachment 6-Schedule of Fees
• Attachment 7 -Removal of Graffiti from Private Property
City of Temp le C it y
RFP-Graffiti Remov al Services
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CITY OF TEMPLE CITY
REQUEST FOR PROPOSALS (RFP)
GRAFFITI REMOVAL SERVICES
INTRODUCTION :
The City of Temp le City is centrally located in the west San Gabriel Valley approximately five
miles southeast of Pasadena and 13 miles east of downtown Los Angeles. The City is
approximately 3 .85 square mi les and is surrounded by the cities of Arcadia , San Gabriel , El
Monte, Rosemead , and unincorporated portions of Los Ange les County. The most recent
Ca lifornia Department of Finance and H ousing esti mate ind icates a total pop ul ati on of 34 ,700 .
Temple City is predominantly a residentia l community with over 10 ,000 residential parcels.
SCOPE OF SERVICES :
The C it y of Temple City is accepting proposals for graffiti removal services on private and public
property within t he City limits .
T he work to be accomplished under these specifications is the removal of graffiti from various
su rfaces on private resid e nti a l, commercial , and industrial structures and City structures within
the C it y . The City's top goal is to have no g raffiti visible throughout th e City .
SCOPE OF WORK
1. Graffiti Removal. Contracto r sha ll furnish at his/her own expense, a ll labor, equipment
and m ateria ls necessary for the satisfactory performance of graffiti removal as set forth
herein . Contract or shall remove graffiti from all private residential , commercial , and
industrial structu res , up to forty (40') feet in height. Con tractor sha ll inspect all referrals
to determine th e m ethod to be used for t he graffiti remov al. Methods of removal may
include wate r blasting or other pressurized remova l systems , matching existing pa inted
su rfaces or oth e r eradication procedures as approved by the City . Contractor shall
determine the most effective method(s) fo r removal of the graffit i at each location . The
method (s) of removal will vary depending upon the type of graffiti and condition of the
surface. Contractor must use care to avoid damages t o existing improvements (e .g .,
buildings, windows , doors, wa ll s, etc.). Existing improvements damaged by the
Contract or shall be repaired at Contractor's sole expe nse to th e satisf acti on of the City .
2. Materials and Equipment.
a . Contractor shall properly prepare all stucco , masonry, meta l, wood , or other
exterior surfaces in a manner that will res ult in an acceptable bonding of the
appli ed paint and deter the vi sibility of graffiti.
b. Contractor shall provide any and all equipme nt as may be necessary to perform
graffiti removal.
City ofT emple City
RFP-Graffiti Remova l Services
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c . Co ntr acto r shall use new and/or recycled water based pa int. The City
encou rages the use of recyc led paint i n the City.
d . All work areas shall be c leaned of all debris, residue and excess paint
immediate ly after completion of work.
e. Contracto r shall match the existing surface color when pa i nting over or obscuring
graffiti whenever possible . Pa int shall be neatly feathered in all areas . If
reside nt s/businesses request a specifi c color, Contractor may prov ide labor as
long as pain t has been provided by the resident/business .
f . Contractor sha ll photograp hi ca l ly document all locations prior to remova l of
g raffiti and shall maintain said photographs . Photographs and locations of graffiti
sha ll be m ade available, through a web-based system , to identified personnel at
the Ci ty of Temple City and the Los Angeles County Sheriffs Department.
3 . Schedule of Work. Contractor shall mainta in regu lar operating or working hours
between 7 :30 a .m. and 5:30 p.m ., Monday through Friday . Contractor shall remove all
graffiti in accordance with requests f or service by t he City within 48 -hours notice or
approval from the C ity. Graffiti that is determ ined to be obscene or contains vulgarity or
profanity sha ll be removed w ith in 4 hours of the req uest fo r services. This emergency
service sha ll be avai lable at all ti mes , including and d uring non-reg ul a r wo rking hours .
Contractor sha ll provide the City w ith a specia l afte r-hours telephone number to report
said emerge ncies .
Contractor shall also survey the City for graffiti as specified by the City .
4 . Right of Entry .
a. Private Property . Authorization shall be secured from the property owner or
autho rized agent to enter onto private property and perform graffiti removal
services . The Contract or and/or City must ob ta in written approva l to enter and
release of liab ility prior to starting the graffiti removal.
b. P u blic Right -of-Way Prope rty . A uthorization shall be g iven by the Public
Safety Division for the removal of graffiti on public property .
c. Comme rcial S ignage . Graffiti found on commercia l s ignage shall on ly be
removed with the owner's/occupant's specific, written approval and with the
owner's/occupant's understanding that the Contracto r is not respons ible , under
th is con tract, for rep l aci ng any or iginal lette ri ng , pictures , etc., on a commercial
sign . Wi th the owne r's/occupant's approva l, the Contractor sha ll proceed with
di li gence to remove the gra ffit i with as l ittle damage to the commercial sign as
possib le .
5 . Lice nses . Contracto r is required to have in full force and affe ct all licenses and permits
requ ired by the appl ic able laws to perform graffiti removal services with in the Ci ty of
Temple City . Contractor must possess and ma intain a valid State of California C-33
Painting License and a State of Californ ia C-61 D38 Sand/Water Blasting Lic ense during
City of Temple City
RFP-Graffiti Removal Services
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the term of the contract. Contractor shall obta in a Temple Ci ty Bus i ness License during
the term of the contract.
6 . Public Relations and Safety. Contractor shall at all ti mes c onduct his/her services w ith
the utmost respect to the public. All employees of the Contractor shall wear c lean
c lothing in th e performance of th eir duties and equipment sha ll be cleaned and
maintained in a safe operating manner. All equipment shall be subject t o inspection by
the City at any time . All personne l shall wear appropriate safety gear at all times whi le
removing graffiti in Temp le City.
7 . A ir and Water Pollution . The Contractor shall be required to conform t o all current
regulations of th e South Coast Ai r Quality Management District (A QMD). The Contractor
is a lso required t o adhere to the provisi ons of the Federal Clean Water Act as regu lated
by the U .S. Environmental Prot ection Agency (EPA) in Code 40 , Code of Federa l
Regu lati ons (CFR) Parts 122 , 123, 124 , the Po rte r-Cologne Act (California Water Act),
and the National Pollutant Discharge Elimination System (NPDES) requirements .
Suitable Best Management Practi ces (BMPs) shall be appl ied to prevent any chemical ,
debris or any non-stormwater discharges from being entering the storm dra in system
(storm drains and gutters).
8. Compliance with Laws . Con tractor, it s agents , a nd employees shal l comp ly w ith all
laws , o rdinance s, rul es and regu lations of the Federa l, State , the County of Los An ge les ,
the City of T e mpl e C ity and all governing bod ies havi ng j urisdiction app lying to work
done under the ag reement.
9. Additional Services . Contracto r is requested to power wash all sidewa lks in the
commercial areas and sidewalks/wal kways around City Hall /Civic Center Complex, as
designated by th e C ity, on a quarterly basis . Power washing sha ll occu r during the early
morning hou rs, prior the businesses opening .
Con tractor shall be expected to expand on the above-noted tasks where appropriate, and
provide suggestions which might lead to efficiencies and enhan c e the services for graffiti
removal.
NECESSARY QUALIFICATIONS
In th e Contractor se le cti on process , Temple City seeks the follo wing qualifications :
1. Prior Experience . The selected fi rm must have demonstrated experience in provid i ng
the services described under the Scope of Services . Substantiation must be p ro vided
regarding the natu re of services provided to the client cit ies or agencies. At least three
references of c iti es served within t he past five (5) years must be provided .
2 . Staff Qualifications . Staff ass ign ed to comp lete th e Scope of Services must have
previous experience in providing th e necessary services as described under the Scope
of Services. All personnel assig ned to the work must possess appropria te cert ifi c ations ,
licenses , or registrations as required by State agenc ie s.
City of Temple City
RFP -Graffiti Remova l Services
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3. Contact Person. The selected firm will be required to identify the person who will be
the primary contact person who is authorized to assign the f irm 's staff to specific
projects . Other staff or sub-contractors may be identified as the speciali st i n the specific
areas or for specific tasks . These individual s must, within reasonable limitations , be
accessible to City staff during business hours (Monday through Friday, 7:30 a .m. to 6
p .m .).
4. Organization and Staffing . Proposing firms shall provide a description of key staff and
sub-contractors, if any , and their relati o nship with City operations. Specifically show how
the proposed organization and staffing will provide the City with the quantity and quality
of servi ce needed to meet the City's need s .
GENERAL CONDITIONS
1. The City of Temple City shall not be liable for any pre-contractual expenses incurred by
any contractor, nor shall any firm include su ch expenses as part of the proposed cost.
Pre-contractua l expenses include any expense incurred by a proposa l and negotiating
any terms with the City .
2. Th e City rese rves the right to withdraw thi s RFP at any t im e without prior notice and to
reject any and al l proposals submitted without indicating any reaso ns. Any award of
contract for services will be made to the firm best qua lified and responsive in the opinion
of the City .
3. Proposals may, at the City's option , be rejected if they contain any alterations, additions ,
conditional or alternatives , are incomplete , or contain erasures or irregularities of any
kind . The City reserves the rig ht to reject any and all proposals . The City expressly
reserves the right to postpone submittal opening for its own convenience and to reject
a ny and all submittals responding to this Request for Proposals.
4 . Contractor must agree to indemnify , hold harmless and defend the City, its officers ,
agents and assigns from any and all liability or loss re su lti ng from any suits, claims or
actions brought against the C ity whi ch result directly or indirectly from the wrongful or
negligent actions of the co nsultant in the performance of the contract.
5. Contractor, at its own cost and expense , shall procure and maintain in su rance as
provided in Exhibit C of the attached agreement for services (Attachme nt 2).
6. Contractor will be required to comply with all existing State and Federal labor laws
in c lud ing the applicable to equal opportunity employment provisions.
7 . Contra ctor is required to have in full force and affect all licenses and permits required by
applicable laws. Con tra ctor shall obtain a Temp le City Business License during the term
of the con tract.
8 . Contractor sha ll at all times provide services with the utmost respect to the public. All
employees of the Contractor shall wear clean c lothin g in the performance of their duties
and equipment shall be cleaned and maintained in a safe operating manner. A ll
equipment shall be subject to in spectio n by the City at any time . All Contractor
Ci ty of Temple C ity
RFP - G raffit i Removal Services
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personnel shall w ea r appropriate safety gear at all times while working in Temple City.
Contracto r shall provide satisf actory warning devices that meet the requ irements of the
Ca lifornia Occupational Safety and Health Act (Ca l-OSHA) for safe traffic control and
protection of workers when and wh e re required at all t imes in the performance of t his
co ntract.
9 . The Ci ty reserves the right to negotiate specia l requirem e nts and proposed service
leve ls usi ng the selected propos a l as a basis . Compensation for services w ill be
negotiated with th e selected firm .
10. The selecte d firm sha ll not sublet any portion of th e agreement with the City without
express written permi ssion of the City Manager or his designated representative .
11 . No discrimination shall be made in th e employme nt of persons because of the race ,
color, o r religion of such persons , and every bidde r in violation of this section is subject
t o all penalties imposed for a vi o lation of Chap ter 1 of Part VII , Divis ion 2 of the Labor
Code , in accordance with the provisions of Sectio n 1753 t hereof.
12. The Ci ty reserves th e right to revi ew and approve the qualifications of subcontracting
firm s or persons . Substitu ti o ns, which are not app rove d , are co nsidered sufficient
grounds for termin ati on of co ntrac t.
13. Th e C ity or any of its duly authorize d represe ntatives , sha ll have access to and the right
to exam ine , a udit, exce rpt , copy or tran sc rib e a ny pertinent transaction , activity , time and
work records, e mpl oymen t reco rd s o r oth er record s relating to employment. Such
material , including all pertine nt cost accounting , finan cial records and proprietary data ,
will be kept and maintained by the fi rm f or a period of at least four years after completion
of a firm 's performance unless th e City 's written pe rm ission is given t o dispose of same
prior t o that time .
14. All responses to thi s Request for Proposals (RFP) shall become the property of the City
of Temple C ity a nd will be retained or disposed of accordingly.
15. No a mend me nts, add iti ons , o r alte rn at es sha ll be accepted after the subm ission date
and time.
16 . A ll documents, re co rd s, designs , and specificatio ns developed by th e selected firm in the
co urse of providing services for th e C ity of Tem pl e C ity shall be the property of the City.
Anythin g cons idered to be proprietary sho uld be so designated by the firm .
17. Accepta nce by th e City of any proposal submitted pursuant to this Request for Proposal
shall not co nstitute any i mpl ied intent t o enter into a con t ract for services .
18. The C ity reserves the right to iss ue written notice t o all participating firms of any change
in the proposa l s ubm ission sc hed ul e should the City determine, in its sole discretion , that
such changes are necessary.
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City of Temple City
RFP -Graffiti Remova l Services
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SUBMITTAL FORMAT AND CONTENT
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1. The submitta l should be typed and as brief as possible while adequately describing the
qualificati ons of the firm .
2 . Proposals are to be submitted in a sealed package, clearly marked with the firm 's
name, address and phone number, and the words "PROPOSAL-Graffiti Removal
Services". On ly one submittal per firm will be considered .
3 . The proponent shall submit the following information with the package , inclu ding the
same information on subcontractors, in the following format:
a. Cover Letter. In no more than two (2) pages , the firm should provide the name ,
address and phone number of the consu ltant, the primary contact name and
phone number, any qua lifying statements or comments regarding the proposal
and ide ntification of any sub-consultants and their responsibilities . The signed
letter shou ld also include a paragraph stating that the firm is unaware of any
confli ct of interest in performing the proposed work.
b. Qualifications . This portion should include a description of the qual ifications of
the assigned staff and sub-contractors , relevant technical expe rience, and the
avai lability of the staff for the services provided. After selection of a firm by the
City , no substitution of key staff or sub-contractors may occur without the written
approva l of the City.
A list of related projects should be included with the name of the contact person
and the te lephone number for which the firm has recently or cu rrently provides
services as outlined under the Scope of Work .
c . Scope of Work. Proponents shall describe the proposed work by task , including
any tasks to be performed by sub-contractors .
d . Fees. Proponents must submit a proposal t hat in cludes a schedu le of time and
materia ls/reimbursable rates including relevant hourly rate for all levels of staff to
be uti lized , including sub-contractors if any. Proponents may also provide
alternative rate or fee proposals such as retainers and per case specific fees or
ranges. Examples of fee structures for similar client work would be helpful.
e. Acceptance of Conditions. This section will be a statement offering the firm 's
acceptance of all conditions liste d in the Request for Proposal document. Any
exceptions or suggested changes to the RFP or any contractual obligations ,
includ ing the suggested change, the reasons th erefore and the impact it may
have on cost or other co nsiderations on the firm's beha lf must be stated in the
proposal. Unless specifically noted by the firm , the City will assume that the
proposal is in compliance with all aspects of the RFP .
City of Temple City
RFP-Graffiti Remova l Services
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EVALUATION AND SELECTION PROCESS
Se lection will follow th ese steps:
1. Proposal Review : Each pro posal w ill be reviewed to determine if it meets the RFP
requiremen ts. Fa ilu re to meet the re qu irements of t he RFP will be cause fo r rejecti on .
2 . Interview : Aft e r t he proposa ls are evaluated , the Se lection Committee will determine
whether forma l presentations and interviews are necessary , and if so, which contractors
may be invited t o make a forma l presentation and/or sit for a panel interview with the
Selection Co mm ittee . The City may choose not t o require formal presentations or
interviews .
3 . Agreement for Services: The City Manager will request an agreement for services
subject to nego t iation of a specified work program or scope of services , terms of
payment and other City require ments from the proponent found to be most qualified.
Nothing in this R FP should imp ly a cont ractual obligati on for employment.
4 . Contract Approval and Ex ecution : The agreement will be presented to the City
Counci l for approval and execution by t he City Manager.
Please submit five (5) printed copies and on e (1) digital copy of the proposal no later than
5:00p.m. on Wednesday , February 20 , 2019 to:
City of Temple City
Management Services Department
Pub lic Safety Division
9701 Las Tunas Drive
Temple City , CA 91780
Attn : Bryan Ariiz u mi , Public Safety Superviso r
Postmarks will not be accepted .
City of Temple City
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RJV 14131-69~8-3880 v)
DRAFT 1127 1$
AGREEMENT FOR SERVICES
By and Between
THE CITY OF TEMPLE CITY,
a municipal corporation
-I -
ATTACHMENT 1
City of Temp le Ci ty
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AGREEMENT FOR SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
This Agreement for Services ("Agreement") is entered into as of this __ day of
____ , 20_ by and between the City of Temple City, a municipal corporation
("City') and a ("Service Provider").
City and Service Provider are sometimes hereinafter individually referred to as "Party"
and hereinafter collectively referred to as the "Parties."
RECITALS
A City has sought, by [describe process used, i .e. request for
qualfflcatlona, request for quotations, request for proposals, direct negotiation,
Informal quotes] the performance of the services defined and described particularly in
Section 2 of this Agreement.
B. Service Provider, following submission of a [proposal, quote, bid, etc.]
for the performance of the services defined and described particularly in Section 2 of
this Agree ment , was selected by the City to perform those serv ices.
C. Pursuant to the City of Temple City 's Municipal Code, City has authority to
enter into this Services Agreement and the City Manager has authority to execute this
Agreement
D. The Parties desire to formalize the selection of Service Provider for
performance of those services defined and described particularly in Section 2 of this
Agreement and desire that the terms of that performance be as particularly defined and
described herel n.
OPERATIVE PROVISIONS
NOW, THEREFORE , in considerat ion of the mutual promises and covenants
made by the Parties and contained here and other consideration, the va lue and
adequacy of which are hereby acknowledged , the Part ies agree as follows :
SECTION 1. TERM OF AGREEMENT.
Subject to the provisions of Section 20 "Term1nat1on of Agreemenr' of th1s
Agreement, the Term of this Agreement is for [_ years/months] commencing on the
date first ascribed above.
-I-
City of Temple City
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SECTION 2. SCOPE OF SERVICES & SCHEDULE OF PERFORMANCE.
(a) Scope of Services . Service Provider agrees to perform the services set
forth in Exhibit "A" "Scope of Services• (hereinafter, the "Services") and made a part of
this Agreement by this reference .
(b) Schedule of Performance. The Services shall be completed pursuant to
the schedule specified in Exh ibit "A ." Should the Services not be completed pursuant to
that schedule , the Service Prov ider shall be dee med to be in Default of this Agreement.
The City, in its sole discretion, may choose not to enforce the Default provisions of this
Agreement and may instead allow Service Provider to continue performing the Serv ices.
SECTION 3. ADDITIONAL SERVICES.
Service Provider shall not be compensated for any work rendered in connection
with its performance of th is Agreement that are in addition to or outside of the Services
unless such additional services are authorized in advance and in writing in accordance
with Section 26 "Administration and Implementation" or Section 28 "Amendment• of this
Agreement. If and when such additional work is authorized , such additional work shall
be deemed to be part of the Services.
SECTION4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay
Service Provider the amounts specified in Exhibit ·s· "Compensation• and made a part
of th is Agreement by this reference. The total compensation , including reimbursement
for actual expenses, shall not exceed dollars
($ , unless additional compensation is approved in writing in
accordance with Sect ion 26 "Administrat ion and Implementat ion" or Section 28
• Amendmenr of this Agreement..
(b) Each month Service Provider shall furnish to City an original invoice for all
work performed and expenses incurred during the preceding month. The invoice shall
detail charges by the following categories : labor (by sub-category), travel , materials,
equipment , supplies, and subcontractor contracts . Subcontractor charges shall be
detailed by the follow ing categories : labor, travel , materials , equ ipment and supplies . If
the compensation set forth in subsection (a) and Exhibit "B" include payment of labor on
an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor
category in each invo ice shall include detailed descriptions of task performed and the
amount of time incurred for or allocated to that task. City shall independently review
each invoice submitted by the Service Provi der to determ ine whether the work
performed and expenses incurred are in compliance with the provisions of this
Agreement. In the event that no charges or expenses are disputed , the invoice shall be
approved and pa id according to the terms set forth in subsection (c). In the event any
charges or expenses are disputed by City, the original invoice shall be returned by City
to Service Provider for correction and resubm ission .
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(c) Except as to any charges for work performed or expenses incurred by
Service Provider wh ich are disputed by City , City will use its bes t efforts to cause
Service Provider to be paid within forty-five (45) days of receipt of Service Provider's
correct and undisputed invoice.
(d) Payment to Service Provider for work performed pursuant to this
Agreement shall not be deemed to waive any defects in work performed by Serv ice
Provider.
SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Service Provider's work under this
Agreement, either during performance or when completed . City shall reject or finally
accept Service Provider's work within sixty (60) days after submitted to City. City shall
reject work by a timely written explanation, otherwise Service Prov ider's work shall be
deemed to have been accepted. City's acceptance shall be conclusive as to such work
except with respect to latent defects, fraud and such gross mistakes as amount to fraud.
Acceptance of any of Service Provider's work by City shall not constitute a waiver of
any of the provisions of this Agreement including , but not limited to , Section 16
"Indem nification" and Section 17 "Insurance :
SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models , designs , drawings , photographs , studies, surveys,
reports, data , notes , computer files , files and other documents prepared , developed or
discovered by Service Prov ider in the course of prov iding the Services pursuant to th is
Agreement shall become the sole property of City and may be used , reused or
otherwise disposed of by City without the permission of the Service Provider. Upon
completion , expirat ion or terminat ion of this Agreement , Service Provider shall turn over
to City all such origina l maps, models , designs , drawings , photographs , studies ,
surveys, reports , data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement
any maps , models , des igns, drawings, photographs , studies , surveys , reports , data ,
notes , computer files , files or other documents prepared , developed or discovered by
Service Provider in the course of provid ing the Services pursuant to this Agreement,
Service Provider's guarantees and warranties in Section 9 "Standard of Performance· of
this Agreement shall not extend to such use of the maps , models , des igns , drawings ,
photographs , stud ies , surveys, reports , data, notes, computer files , files or other
documents.
SECTION?. SERVICE PROVIDER'S BOOKS AND RECORDS.
(a) Service Provider shall ma intain any and all documents and records
demonstrating or relating to Service Prov ider's performance of the Services. Service
Provider shall maintain any and all ledgers , books of account , invoices, vouchers ,
canceled checks , or other documents or records evidencing or relating to work,
serv ices, expenditures and disbursements charged to City pursuant to this Agreemen t.
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Any and all such documents or records shall be maintained in accordance with
genera lly accepted accounting principles and shall be sufficiently complete and detailed
so as to permit an accu rate evaluation of the services provided by Service Provider
pursuant to this Agreement. Any and all such documents or records shall be
ma intained for three (3) years from the date of execution of this Agreement and to the
extent required by laws relat ing to audits of publi c agencies and their ex penditures.
(b) Any and all records or documents requ ired to be ma intained pursuant to
this section shall be made available for inspection , audit and copying , at any time during
regular business hours , upon request by City or its designated representat ive. Copies
of such documents or records shall be provided directly to the City for inspection , aud it
and copying when it is pract ical to do so ; otherwise , unless an alternative is mutually
agreed upon , such documents and records shall be made avai lable at Service
Provider's address indicated for receipt of notices in this Agreement.
(c) IJI.tlere City has reason to believe that any of the documents or records
required to be maintained pursuant to this section may be lost or discarded due to
dissolution or term ination of Service Provider's business , City may, by written request,
require that custody of such documents or records be given to the City. Access to such
documents and records shall be granted to City, as well as to its successors-in-interest
and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Serv ice Provider is and shall at all times remain a wholly independent
contractor and not an officer, employee or agent of City. Service Provider shall have no
authority to bind City in any manner, nor to incur any obligat ion , debt or liability of any
kind on behalf of or against City, whether by contract or otherwise, unless such authority
is expressly conferred under this Agreement or is otherwise expressly conferred in
writing by City.
(b) The personne l performing the Services under this Agreement on beha lf of
Service Provider shall at all times be under Service Provider's exclusive direction and
control. Neither City , nor any elected or appointed boards, officers , officials , employees
or agents of City , shall have control over the conduct of Service Prov ider or any of
Service Provider's officers , employees, or agents except as set forth in this Agreement.
Service Provider shall not at any time or in any manner represent that Service Prov ider
or any of Service Provide r's officers, employees, or agents are in any manner officials ,
officers, employees or agents of City.
(c) Neither Service Provider , nor any of Service Provider's officers,
employees or agents, shall obtain any rights to ret irement , health care or any other
benefits which may otherwise accrue to City's employees. Service Prov ider expressly
wa ives any claim Service Provider may have to any such rights.
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SECTION 9 . STANDARD OF PERFORMANCE.
Service Provider represents and warrants that it has the qualifications,
experience and facilities necessary to properly perform the Serv ices required under th is
Agreement in a thorough , competent and profess ional manner. Service Provider shall
at all times faithfully , competently and to th e best of its ability , experience and talent,
perform all Services . In meet ing its obligations under this Agreement , Service Prov ider
shall employ, at a min im um , generally accepted standards and pract ices utilized by
persons engaged in provid ing services similar to the Services required of Service
Provider under this Agreement. In add ition to the general standards of performance set
forth this section , addit iona l specific standards of performance and performance criteria
may be set forth in Ex hibit "A" "Scope of Work" tha t shall also be appl icable to Serv ice
Provider's work under th is Agreement. VVhere there is a conflict between a general and
a specific standard of performance or performance criteria , the specific standard or
criteria shall preva il over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND
UCENSES.
Service Provider shall keep itself informed of and comply w ith all applicable
federal , state and loca l laws , statutes , codes , ordinances , regulations and rules in effect
during the term of this Agreement. Service Provider shall obtain any and all licenses ,
permits and authorizations necessary to perform the Services set forth in th is
Agreement. Neither City, nor any elected or appo inted boards , officers, officials ,
employees or agents of City, shall be liable, at law or in equity, as a result of any fai lure
of Service Provider to comp ly w ith this section.
SECTION 11 . PREVAILING WAGE LAWS
It is the understanding of City and Service Provider that California prevailing
wage laws do not apply to th is Agreement because the Agreement does not involve any
of the following services subject to prevailing wage rates pursuant to the California
Labor Code or regulations promulgated thereunder: Construction , alteration , demolition ,
installation, or repair work performed on publi c buildings , faci lities, streets or sewers
done under contract and pa id for in whole or in part out of public funds . In this context ,
"construction" includes work performed during the des ign and preconstruction phases of
construction including , bu t not li mited to , inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Service Provider shall not discriminate , in any way , against any person on the
basis of race , color, religious creed , national origin , ancestry, se x, age , physical
handicap, medical condition or marita l status in connection with or related to the
performance of th is Agreement
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SECTION 13. UNAUTHORIZED ALIENS.
Service Provider hereby promises and agrees to comply with all of the provisions
of the Federal Immigration and Nationality Act, 8 U .S .C .A . §§ 1101 , et ~ .• as
amended, and in connection therewith, shall not employ unauthorized aliens as defined
therein . Should Service Provider so employ such unauthorized aliens for the
performance of the Services, and should the any liability or sanctions be imposed
against City for such use of unauthorized aliens, Service Provider hereby agrees to and
shall reimburse City for the cost of all such liabilit ies or sanctions imposed, together with
any and all costs , including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Service Prov ider covenants that neither it, nor any officer or principal of its
firm , has or shall acquire any interest, directly or indirectly , which would conflict in any
manner with the interests of City or which would in any way hinder Service Provider's
performance of the Services. Service Provider further covenants that in the
performance of this Agreement, no person having any such interest shall be employed
by it as an officer, employee, agent or subcontractor without the ex press written consent
of the C ity Manager. Service Provider agrees to at all times avoid conflicts of interest o r
the appearance of any conflicts of interest with the interests of City in the performance
of this Agreement.
(b) City understands and acknowledges that Service Prov ider is, as of the
date of execution of this Agreement, independently involved in the performance of non-
related services for ot her governmental agencies and private parties. Service Provider
is unaware of any stated position of City relative to such projects. Any future posit ion of
C ity on such projects shall not be considered a confl ict of interest for purposes of this
section.
(c) City understands and acknowledges that Service Prov ider will , perform
non-related services for othe r governmental agencies and private Parties following the
completion of the Services under this Agreement. Any such future service shall not be
considered a conflict of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION.
(a) All information gained or work product produced by Service Provider in
performance of thi s Agreement shall be cons idered confidential, unless such
information Is in the publ ic domain or already known to Service Provider. Service
Provider shall not release or disclose any such information or work product to persons
or entities other than City w ithout prior written authorization from the City Manager,
except as may be required by law.
(b) Service Provider, its officers, employees, agents or subcontractors, shall
n ot, without prior written authorization from the City Manager or unless requested by the
City Attorney of City, voluntarily provide declarations, letters of support, testimony at
depositions, response to interrogatories or other information concerning the work
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performed under this Agreement. Response to a subpoena or court order shall not be
considered "voluntary" provided Service Provider gives City notice of such court order or
subpoena .
(c) If Serv ice Provider, or any officer, employee , agent or subcontractor of
Service Provider, provides any informat ion or work product in violation of this
Agreement , then City shall have the right to reimbursement and indemn ity from Service
Provider for any damages, costs and fees , including attorneys fees , caused by or
incurred as a result of Serv ice Provider's conduct.
(d) Service Provider shall promptly notify City should Service Provider , its
officers , employees , agents or subcontractors be served with any summons, compla int ,
subpoena , notice of deposition, request for documents , interrogatories , request for
admissions or other discovery request, court order or subpoena from any party
regarding this Agreement and the work performed thereunder. City retains the right, but
has no obligation, to represent Service Provider or be present at any deposition , hearing
or similar proceed ing . Service Provider agrees to cooperate fully with City and to
provide City with the opportunity to review any response to discovery requests provided
by Service Provider. However, this right to review any such response does not imply or
mean the right by City to control , direct, or rewrite sa id response .
SECTION 16. INDEMNIFICA T10N .
(a) Indemnification for Professional Liability. 'Mlere the law establishes a
professional standard of care for Service Prov ider's services , to the fullest extent
permitted by law, Serv ice Provider shall indemnify, protect , defend and hold harmless
City and any and all of its officials, employees and agents ("Indemnified Parties") from
and against any and all liability (including liability for claims , suits , actions , arbitration
proceedings, administrative proceedings , regulatory proceedings , losses, expenses or
costs of any kind , whether actual, alleged or threatened , including attorneys fees and
costs, court costs , interest, defense costs , and expert witness fees) arise out of, are a
consequence of, or are in any way attributable to , in whole or in part , any negligent or
wrongful act , error or omission of Service Provider, or by any individual or entity for
wh ich Service Provider is legally liable , includ ing but not limited to officers , agents,
employees or sub-contractors of Service Provider , in the performance of professional
services under this Agreement.
(b) Indemnification for Other than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law , Serv ice
Provider shall indemnify, protect , defend and hold harm less City, and any and all of its
employees , officials and agents from and aga inst any liability (including liability for
claims, suits, actions , arbitration proceed ings, administrative proceed ings , regulatory
proceed ings, losses , expenses or costs of any kind , whether actual , alleged or
threatened , including attorneys fees and costs, court costs, interest, defense costs , and
expert witness fees), where the same arise out of, are a consequence of, or are in any
way attributable to , in whole or in part, the performance of this Agreement by Service
Provider or by any individual or entity for which Service Provider is legally liab le,
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including but not limited to officers , agents , employees or sub -contractors of Service
Provider.
(c) Indemnification from Subcontractors . Service Provider agrees to obtain
executed indemnity agreements with provis ions identical to those set forth in this
sect ion from each and every subcontractor or any other person or entity involved by, for,
wi th or on behalf of Serv ice Provider in the performance of this Agreement naming the
Indemnified Part ies as additional indemnitees. In the event Service Provider fails to
obtain such indemnity obligations from others as required herein, Service Provider
agrees to be fully responsible according to the terms of this section . Failure of City to
monitor compliance with these requirements imposes no additional obligat ions on City
and will in no way act as a waiver of any rights hereunder. This obligation to indemnify
and defend City as set forth herein is binding on the successors , assigns or heirs of
Service Provider and sha ll survive the termination of this Agreement or this section.
(d) Limitat ion of Indemnification . Notwithstanding any provision of this sect ion
to the contrary, design professionals are required to defend and indemnify the City only
to the extent perm itted by Civil Code Section 2782.8 , which limits the liab ility of a des ign
professional to claims , suits, actions , arbitration proceedings , adm inistrative
proceedings, regulatory proceedings, losses, expenses or costs that arise out of, pertain
to, or relate to the negligence, recklessness, or willful misconduct of the des ign
professional. The term "design professional ," as defined in Section 2782 .8 , is limited to
licensed architects , licensed landscape architects, reg istered profess ional engineers,
professional land surveyors, and the business entities that offer such services in
accordance with the applicable provisions of the Cal ifornia Business and Professions
Code.
(e) City's Negliaence. The provisions of th is section do not apply to claims
occurring as a result of City's sole negligence . The provisions of this section shall not
release City from liability arising from gross neg li gence or willful acts or om issions of
City or any and all of its officials , employees and agents .
SECTION 17. INSURANCE.
Service Provider agrees to obtain and mainta in in full force and effect during the
term of this Agreement the insurance policie s set forth in Exhibit ·c· "Insurance" and
made a part of this Agreement. All insurance policies shall be subject to approval by
City as to form and content. These requirements are subj ect to amendment or waiver if
so approved in writing by the City Manager. Service Provider agrees to provide Cit y
w it h copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expert ise and experience of Service Provider are material considerations for
this Agreement. City has an interest in the qualifications and capability of the persons
and entities who will fulfill the duties and obl igations imposed upon Service Provider
under this Agreement. In recognition of that interest, Service Provider sha ll not ass ign
or transfer this Agreement or any portion of this Agreement or the performance of any of
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Service Provider's duties or obligations under this Agreement without the prior written
consent of the City. Any attempted assignment shall be ineffective, null and void, and
shall constitute a material breach of this Agreement entitling City to any and all
remedies at law or in equity, including termination of this Agreement pursuant to Section
20 "Termination of Agreement.• City acknowledges, however, that Service Provider, in
the performance of its duties pursuant to this Agreement, may utilize subcontractors.
SECTION 19. CONTINUITY OF PERSONNEL
Service Provider shall make every reasonable effort to maintain the stability and
continuity of Service Provider's staff and subcontractors, if any, assigned to perform the
Services. Service Provider shall notify City of any changes in Service Provider's staff
and sub-contractors, if any, assigned to perform the Services prior to and during any
such performance.
SECTION 20. TERMINATION OF AGREEMENT.
(a) City may term inate this Agreement, w ith or without cause, at any time by
g iving thirty (30) days written notice of term ination to Service Provider. In the event
such notice is given, Service Provider shall cease immediately all work in progress.
(b) Service Provider may t erminate this Agreement for cause at any time
upon thirty (30) days written notice of termination to City.
(c) If either Service Provider or City fail to perform any material obligation
under this Agreelll,ent , then, in addition to any other remedies, either Service Provider,
or City may terminate this Agreement immediately upon written notice.
(d) Upon terminat ion of this Agreement by either Service Provider or City, all
property belonging exclusively to City which is in Service Provider's possession shall be
returned to City. Service Provider shall furnish to City a final invoice for work performed
and expenses incurred by Service Provider, prepared as set forth in Section 4
·compensation and Method of Payment" of this Agreement. This final invoice shall be
reviewed and paid in the same manner as set forth in Section 4 "Compensation and
Method of Payment" of this Agreement.
SECTION 21. DEFAULT.
In the event that Service Provider is in default under the terms of this Agreement ,
the City shall not have any obligation or duty to cont inue compensating Service Provider
for any work performed after the date of default. Instead, the City may give notice to
Service Provider of the default and the reasons for the default. The notice shall include
the timeframe in which Service Provider may cure the default. This timeframe is
presumptively thirty (30) days, but may be extended, though not reduced , if
circumstances warrant. During the period of time that Service Provider is in default, the
City shall hold all invoices and shall , when the default is cured , proceed with payment
on the invoices. In the alternat ive , the City may, in its sole discretio n , elect to pay some
or all of the outstanding invoices during the period of default. If Service Provider does
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not cure the default, the City may take necessary steps to terminate this Agreement
under Section 20 "Termination of Agreement.• Any failur e on the part of the City to give
notice of the Service Provider's default shall not be deemed to result in a waiver of the
City's legal rights or any rights arising out of any provision of this Agreement.
SECTION 22. EXCUSABLE DELAYS.
Service Provider shall not be liable for damages, including liquidated damages, if
any, caused by delay in performance or fa ilure to perform due to causes beyond the
control of Service Provider. Such causes include, but are not limited to, acts of God ,
acts of the public enemy, acts of federal , state or local governments, acts of City, court
orders, fires, f loods, epidemics, strikes, embargoes, and unusually severe weather. The
term and price of th is Agreement shall be equitably adjusted for any delays due to such
causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records , and maps as are existing and
available to City as public records , and which are necessary for carrying out the
Services shall be furnished to Service Prov ider in every reasonable way to facilitate ,
without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices requ ired or permitted to be given under th is Agreement shall be in
writing and shall be personally delivered, or sent by telecopier or certified mail, postage
prepaid and return receipt requested , addressed as follows :
To City: City of Tem ple City
Attn: City Manager
9701 Las Tunas Dr.
Temple City, CA 91780
To Service Provider:
Notice shall be deemed effective on the date personally delivered or transmitted
by facsi mi le or, if mailed, three (3) days after deposit of the same in the custody of the
Un ited States Postal Service.
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SECTION 26. AUTHORITY TO EXECUTE.
The person or persons executing th is Agreement on behalf of Service Provider
represents and warrants that he/she/they has/have the authority to so execute this
Agreement and to bind Service Provider to the performance of its obligations hereunder.
SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
Th is Agreement shall be administered and executed by the City Manager or his
or her designated representative. The City Manager shall have the authority to issue
interpretations and to make amendments to th is Agreement , includ ing amendments that
commit additiona l funds , consistent w ith Section 28 "Amendment• and the City
Manager's contracting authority under the Temple City Municipa l Code.
SECTION 27. BINDING EFFECT.
This Agreement sha ll be binding upon the heirs , executors , adm inistrators,
successors and assigns of the Parties.
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in
wri ting and approved by the Servi ce Provider and by the City. The City Manager shall
have the authority to approve any amendment to this Agreement if the total
compensation under this Agreement , as amended , would not exceed the City
Manager's contract ing authority under the Temple City Municipal Code . All othe r
amendments shall be approved by the City Council. The Parties agree that the
requirement for written modifications cannot be wa ived and that any attempted waiver
shall be void .
SECTION 29. WAIVER.
Wa iver by any Party to this Agreement of any term , condition , or covenant of this
Agreement shall not constitute a waiver of any other term , condition , or covenant
Waiver by any Party of any breach of the provisions of th is Agreement shall not
constitute a waiver of any other provision nor a waiver of any subsequent breach or
violation of any provis ion of this Agreement. Acceptance by City of any work or servi ces
by Service Provider shall not constitute a waiver of any of the provisions of this
Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement sha ll be interpreted , construed and governed according to the
laws of the State of California. In the event of litigation between the Parties , venue in
state trial courts shall lie exclusively in the County of Los Angeles , California. In the
event of litigation in a U.S. District Court, venue shall lie exclusively in the Central
District of California, in Los Angeles .
SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.
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In the event litigation or other proceeding is requ ired to enforce or interpret any
provision of this Agreement, the prevailing Party in such litigation or other proceeding
shall be entitled to an award of reasonable attorney's fees , costs and ex penses, in
addit ion to any other rel ief to which it may be entitled .
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Ex hibits "A" through "C", is the entire,
complete, final and exclusive expression of the Parties with respect to the matters
addressed therein and supersedes all other agreements or understandings, whether
oral or written, or entered into between Service Provider and City prior to the execution
of this Agreement. No statements, representations or other agreements, whether oral
or written, made by any Party w hich are not embodied herein shall be valid and binding.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by
any court of competent jurisdiction to be in valid, void or unenforceable, the remaining
provisions of this Agreement shall not be affected thereby and the Agreement shall be
read and construed without the invalid , void or unenforceable provision(s).
SECTION 34. CONFLICTING TERMS.
Except as otherwise stated herein, if the terms of this Agreement conflict with the
terms of any Exhibit hereto, or with the terms of any document incorporated by
reference into this Agreement, the terms of this Agreement shall control.
IN WITNESS WHEREOF, the Parties hereto have executed th is Agreement on
the date and year first-above written.
CITY OF TEMPLE CITY
Bryan Cook, City Manager
ATIEST: APPROVED AS TO FORM:
Peggy Kuo, City Clerk Eric S . Vail, City Attorney
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CONTRACTOR:
By ________ ~-------------
(Authorized Officer)
Na me: ___________________ _
Title:--------------
(~ signature required If Corporation, Incorporation or limited liability
Corporation)
By _________________ ~--~·
(Authorized Officer)
Name:---------=..,..--..:....,.-_.:..,::-'
NOTE : SERVICE PROVIDER'S'SIGNATURES SHALL BE DULY NOTARIZED,
AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY
BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION,
OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE
PROVIDER'S BUSINESS ENTITY.
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A notary public or other officer completing this certifiCate verifies only the identity of the Individual who
signed the document to which th is certificate is attached , and not the truthfulness, accuracy, or validity
of that document.
ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On -----,=--__.. . ..,2...,0'--, before me , _n:;:;:::n'"""".,.,.,:"'I"''..,....r:::::,..,.,..:::-r="""":::-""""~""""""'"'.----' Dale Na me Arid I die Of OffiCer (e.g. "Jane uoe, Notary Public )
personally appeared-----------------------------'
Name of Signer(s)
who proved to me on the basis of satisfactory ev idence to be the
person(s) whose name(s) is/are subscribed to the within
instrument and acknowledged to me that he/she/they executed
the same in his/her/their authorized capacity(ies), and that by
his/her/their slgnature(s) on the instrument the person(s), or the
entity upon behalf of which the person(s) acted, executed the
instrument
I certify under PENALTY OF PERJURY under the laws of the
State of Cal ifornia that the foregoing paragraph is true and
correct .
WITNESS my hand and official seal.
siQiliture ol NO!iry Pubioc
OPTIONAL
Though this section is optional, completing this information can deter alternation of the document or fraudulent
reattachment of this form to an unintended document.
CAPACIT(IES) CLAIMED BY SIGNER(S)
Signer's Name:
Individual
Corporate Officer
DESCRIPTION OF ATTACHED DOCUMENT
Tille(a) n te or Type of Doa.ment
Partner(s) Limited
Attorney-In-Fact
Trustee(s)
Guardian/Conservator
Other:
Signer is representing:
Name Of Ptraon(a) Or Ently(lts)
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General
Number Of Pages
Oatt Of Ooc:lnent
Signer( a) Other Than Named Abo••
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A notary public or other officer completing this certifiCate verifies only the identity of the Individual who
signed the document to which this certificate is attached , and not the truthfulness , accuracy, or validity
of that document.
ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On --------....,.,.,.--__ _. . ..62~0~, before me , -"""'=--r:=-r.rr.;:"'7"0,.,....."""'"""'"""""""'"'"'""""'"""'=-=-=="'r----' Dale Name Arid I rue Of OffiCer( e.g . "Jane DOe , Nota ry Pubhc )
personally appeared --------------------"rr'::=:-,...,==.---------------------------' Name of S~gner(s)
who proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) Is/are subscnbed to the withi n
instrument and acknowledged to me that he/she/they executed
the same in his/her/their authorized capaclty(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the
entity upon bef:lalt of which the person(s) acted, executed the
instrument.
I certify under PENAL TV OF PERJURY under the laws of the
State of California that the foregoing paragraph is true and
correct.
VIIITNESS my hand and official seal.
slijnature ol Nota ry PUbloc
OPTIONAL
Though this section is optional , completing this information can deter alternation of the document or fraudulent
reattachment of this form to an unintended document.
CAPACIT(IES) CLAIMED BY SIGNER(S)
Signer's Name:
Individual
Corporate Officer
DESCRIPTION OF ATIACHED DOCUMENT
Title(s) Tlae or Type or Document
Partner(s) Limited
Attorney-In-Fact
Trust ee(s)
Guardian/Conservator
Other.
Signer is representing :
Name Of Person(s) Or Ently(ies)
RJ V ~83U9~11-J8SO ••3
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General
Number Of Pa ges
Date Of Document
Slgner(s) Other Than Named A bove
r-----------------~----------
C ity of Temp le C it y
RFP -G raffi t i Re moval Services
P age 26 of 39
EXHIBIT "A "
SCOPE OF SERVICES
I . Service Provider will perform the following Services:
A.
B.
C.
D .
II. As part of the Services, Service Provider will prepare and deliver the following
tangible work products to the City:
A.
B.
C.
D.
Ill. During performance of the Services, Service Provider will keep the City
apprai sed of the st.atus of performance by delivering the following status reports:
A.
B.
c.
D .
IV. The tangible work products and status reports will be delivered to the City
pursuant to the followi ng schedule:
A.
B.
RI V N4&18-6958·3880 v)
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City of Temple City
RFP -Graffiti Removal Services
Page 27 of 39
C.
D.
v. Service Provider will utilize the following personnel to accomplish the
Services:
A.
B.
c.
D.
VI. Service Provider will utilize the following subcontractors to accomplish the
Services:
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City of Templ e C ity
RFP -Graffiti Removal Services
Page 28 of 39
EXHIBIT "B"
COMPENSATION
I. Service Provider shall use the following rates of pay In the performance of the
Services :
A [jQI;2] [hQurly rate]
B. [job] [hourly rate]
C. [job] [hourly rate]
D. [job] [hourly rate]
E. [job] !hourly rate)
11 . Service Provider may utilize subcontractors as indicated in this Agreement
The hourly rate for any subcontractor Is not to exceed $ per hour without
written authorization from the City Manager or his designee.
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RFP -Graffiti Removal Services
Page 29 of 39
EXHIBIT"C"
INSURANCE
A Insurance Requirements . Service Provider shall provide and maintain
insurance, acceptable to the City , in full force and effect throughout the tenn of this
Agreement, against cla ims for injuries to persons or damages to property which may
arise from or in connection with the performance of the Services by Service Provider, its
agents, representatives or employees. Insurance is to be placed with insurers with a
current A.M. Best's rating is an assigned policyholders' Rating of A (or higher) and
Financial Size Category Class VII (or larger).
Only the following "marked" requirements are applicable and Service Provider shall
provide the following scope and limits of insurance:
as :
1. Minimum Scope of Insurance. Coverage shall be at least as broad
Commercial General Liability . Insurance Services Office form Commercial
General Liab ility coverage (Occurrence Form CG 0001 ).
Automobile liability. Service provider shall maintain automob ile insurance at
least as board as Insurance Services Office fonn CA 00 01 covering bodily injury
and property damage for all activities of the Service Provider arising out of or in
connection with work to be perfonned under this Agreement, including coverage
for any owned , hired, non-owned or rented vehicles.
Workers' Compensation. Workers' Compensation Insurance (Statutory Limits)
and Employer's Liability Insurance as required by the Labor Code of State of
California covering all persons providing Services on behalf of the Service
Provider and all risks to such persons under this Agreement.
Professional tErrors and Omissions) Liab ilitv. Professional liability insurance
appropriate to the Service Provider's profession . Th is coverage may be written
on a "claims made" basis, and must include coverage for contractual liability.
The insurance must be maintained for at least three (3) consecutive years
following the completion of Service Provider's services or the termination of this
Agreement. During this additional three (3) year period , Serv ice Provider shall
annually and upon request of the City submit written evidence of this continuous
coverage .
Service Provider shall maintain professional liability insurance that covers the
Services to be performed in connection with this Agreement. Any policy
inception date, cont inuity date, or retroactive date must be before the effective
RJ V w.!SJU958·38SO vJ
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City of Temple City
RFP -Graffiti Removal Services
Pag e 30 of 39
date of this agreement and Service Provider agrees to ma intain continuous
coverage through a period of no less than three years after completion of the
services required by this agreement.
1. Minimum limits of Insurance. Service Provider shall ma intain lim its
of insurance no less than :
(1) Commercial Genera l liability. $1 ,000 ,000 pe r occurrence,
$2,000,000 gene ral aggregate for bodi ly injury, personal injury and property damage.
(2) Automobile liability. No less than $1 ,000 ,000 comb ined
single lim it fo r each accident.
(3) Workers' Comoensatjon . Workers' Compensation as
required by the Labor Code of the State of California of not less than $1 ,000,000 per
occurrence and Employer's Liability Insurance with limits of at least $1 ,000,000 .
(4) Professional Liability. $1 ,000,000 per claim and in the
aggregate.
B. Other Provisions . Insurance poli cies required by this Agreement shall
con tain the following provisions:
1. All Pol icies. Each insurance pol icy required by this Agreement shall
be endorsed and state the coverage shall not be suspended , voided, cancelled by the
insurer or either Party to this Agreement , reduced in coverage or in limits except after
30 days' prior written not ice by certified mail , return rece ipt requested , has been given to
City .
2. Commercial General liabil ity and Automob ile liability Coverages .
(1 ) City , and its respecti ve elected and appo inted officers,
officia ls, and employees and volunteers are to be covered as additional insureds as
respects : liability arising out of activities Service Provider performs ; products and
completed operations of Service Prov ider; premises owned , occupied or used by
Service Provider; or automobiles owned , leased, hired or borrowed by Service Provider.
The coverage shall contain no special lim ita tions on the scope of protection afforded to
City, and their respective elected and appointed officers, officials, or employees .
RJV •413&-69$8-3 880 ,-3
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RFP -Graffiti Removal Services
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(2) Service Provider'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.
(3) Requirements of specific coverage features or lim its
contained in this Section are not intended as a limitation on coverage, limits or other
requirements, or a wa iver of any coverage normally prov ided 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 insure d to be all inclusive, or to the
exclusion of other coverage, or a waiver of any type. If the Vendor maintains higher
limits than the minimums shown above , the Agency requires and shall be entitled to
coverage for the higher lim its maintained by the Vendor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage shall be
ava ilable to the Agency.
(4 ) Coverage provided by the CONTRACTOR shall be primary
and any insurance or self-insurance or maintained by Agency shalt not be required to
contribute to it. The lim its of insurance required herein may be satisfied by a
combination of primary and umbrella or excess insurance . Any umbrella or excess
insurance shall conta in or be endorsed to contain a provision that such coverage shall
also apply on a primary and non-contributory basis for the benefit of Agency before the
Agency's own insurance or self-insurance shall be called upon to protect is as a named
insured.
(5) Any failure to comply with the report ing or other provisions of
the insurance policies , including breaches of warranties , sha ll not affect coverage
provided to City, and its respective elected and appointed officers , offi cia ls, employees
or vo lunteers .
3. Wof1<ers' Compensation Coverage . Unless the City Manage r
otherwise agrees in writing, the insurer shall agree to wa ive all rights of subrogat ion
aga inst City, and its respective elected and appointed officers , offici als , employees and
agents for losses arising from work performed by Service Provider.
C. Other Requ irements . Service Provider agrees to depos it with City, at or
before the effective date of this Agreement, certificates of insurance necessary to satisfy
City that the insurance provisions of th is contract have been complied with. The City
may require that Service Provider furnish City with copies of original endorsements
effecting coverage required by this Exhibit ·c·. The certificates and endorsements are
to be signed by a person authorized by that insu re r to bind coverage on its behalf. City
reserves the right to inspect complete , certified copies of all required insurance policies ,
at any time.
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RFP - G raffiti Re moval Services
Page 32 of 39
1. Serv ice Provider shall furnish certificates and endorsements from
each subcontractor identi cal to those Service Provider provides .
2. Any deductibles or self-insured retentions must be declared to and
approved by City. At the opt ion of City , either the insurer shall reduce or elim inate such
deductibles or self-insured retent ions as respects City or its respect ive elected or
appointed officers , offici als , employees and volunteers or the Service Provider shall
procure a bond guaranteeing payment of losses and related investigat ions , claim
adm inistrat ion , defense ex penses and cla ims.
3. Th e procuring of such required pol icy or policies of insurance sha ll
not be construed to limit Service Provider's liability hereunder nor to fulfill the
indemnification provisions and requ irements of th is Agreement.
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RFP-Graffiti Removal Services
Page 33 of 39
PROPOSAL
GRAFFITI REMOVAL
DECLARATION
ATTACHMENT 2
Pursuant to the Notice inviting proposals for the above described work, the undersigned
as a Contractor, declares that he/s he has carefully examined the proposed described
work and that he/she has read and examined the contract documents and is familiar
with all proposal requirements and hereby proposed and agrees , if the proposal is
accepted by the City of Temple City, that within ten (1 0) days , excluding Saturdays ,
after written notice of aware of contract is mailed to Contractor, Contractor will execute
and deliver to the City Clerk the contract form provided in the contract documents , the
insurance certificates and the s pecial endorsements required therein in a form approved
by the City Attorney. Contractor will also furnish all labor, materials and services
necessary to perform and complete all work required by the contract documents and all
addenda thereto issued by the City of Temple City prior to the receipt of the proposals ,
for the above described work for the lump sum or unit price set forth in the proposals
schedule which is attached hereto and by this reference is incorporated here in .
Said Contractor further agrees to complete all work required under the contract within
the time stipulated in said contract documents and to accept in full payment therefore
the price in the Proposal Schedule .
Dated : _________ _
Name of Contractor --------------------------(Complete C orporate , Partnership , Fi ctit ious or Sole Proprietorship Na me)
By :
(Signature)
Name Printed : ---------------------------
Title: ______________________________ _
(Proof of auth o rit y to bind Contractor must be submitted with proposal)
Address: ------------------------------
Telephone : -----------------------------
City of Temple City
RFP -Graffiti Removal Services
Page 34 of 39
REMOVAL OF GRAFFITI FROM PUBLIC RIGHT OF WAY:
ATTACHMENT 3
Examples of items in the public right of way that could require removal of graffiti include
but are not l imited to utility control boxes , stop signs and other City-owned signage ,
tree , block walls , park benches , light standards/utility poles , utility bo xes , wooden
fences , curbs , waste co ntainers , traffic signs and guard rails . In addition , play
equipment at City parks may also be included.
Often several items are tagged within a short distance ; (example 3 signs w it hin 20 feet
of each .other). Please define for us what a location would be in terms of removal of
graffiti for your company, i.e ., so many items w ithin a lo cation or within so many feet of a
location .-----------------------------
If different methods are used within the same location , would separate location
minimums be charged for each method? 0 Yes 0 No
City of T emple City
RFP - Graffiti Removal Services
Page 35 of 39
LIST QUANTITY OF FOLLOWING EQUIPMENT OWNED:
Equipment Quantity
1. Sandblasters
2 . Airless Sprayer
3. Trucks
4. Water Blasting Equipment
Model of Water Blaster
PSI Temperature
Use Baking Soda o Yes o No
Use Sand D Y es D No
5. Others
ATTACHMENT 4
City of Temple City
RFP -Graffiti Removal Services
Page 36 of 39
CITY OF TEMPLE CITY
References
ATTACHMENT 5
SUBMIT SEPARATELY A LIST OF ALL CONTRACTS IN FORCE AS OF THIS DATE:
1. Ci~of ________________________________________________ __
Telephone ------------------------------------------------
Contact Person --------------------------------------------
Contract Amount $ ------------------------------------------
Check one box below :
o Annual Contract 0 Bid Project
2 . City of--------------------------------------------------
Telephone ------------------------------------------------
Contact Person --------------------------------------------
Contract Amount $ ------------------------------------------
Check one box below :
3.
4 .
5 .
o Annual Contract o Bid Project
City of--------------------------------------------------
Telephone ------------------------------------------------
Contact Person --------------------------------------------
Contract Amount $ -------------------------------------------
Check one box below :
0 Annual Contract 0 Bid Project
City of--------------------------------------------------Telephone _______________________________________________ _
Contact Person --------------------------------------------
Contract Amount $ ------------------------------------------
Check one box below:
0 Annual Contract 0 Bid Project
City of------------------------------------------------
Telephone -----------------------------------------------
Contact Person ------------------------------------------
Contract Amount $ ------------------------------------------
Check one box below :
0 Annual Contract 0 Bid Proj ect
C ity of Temple City
RFP -Graffiti Remova l Services
Page 37 of 39
SCHEDULE OF FEES
ATTACHMENT 6
Please provide a complete schedule of graffiti removal fees by all methods
available fo r use by the consultant including but not limited to sandblasting,
water blasting , painting, chem i cal/solvent removal , etc.
City of Temp le City
RFP -Graffiti Remova l Services
38 of 39 Page
AT TACHMENT 7
P lea se complete t he f o ll owing :
REM OVAL OF GRAFFITI FROM PRIVATE PROPERT Y :
Us in g the contractor's complete schedu le of graffiti removal fees, please enter the cost per
on for each of the following graffiti removal methods. locati
Addit ional Cost
Typt e~-------------------.~~~~~----------------,O~ve~r~M~i~ni~m~u~m~C~o~s~t ____ __ Min im um Cost
San db last ing
Wat er blas ting
Wat er blas ting wi t h baki ng soda
Pain t ing-"matching pai nt"
Che micai /Solvents
Oth er (describe):
Plea se com lete the fo ll owin
A. Non-Porous Surface
B .
C .
D .
$
$
$
$
$
$
schedu le of fees :
Cost per sq. ft.
For
For
For
For
For
For
sq . ft
sq . ft
sq . ft
sq .ft
sq . ft
sq .ft
Charged in
increments of
$
$
$
$
$
$
/sq . ft.
/s q. ft .
/sq . ft.
/sq . ft .
/sq . ft .
/sq . ft .
Minimum Charge per
location
Defin itions of the terms used above:
Non -Porous Surface
Pai nted Surface
ous Surface Por
Em
G lass windows , mirrors , metal , street signs , po les, baked enamel ,
traffic control boxes, etc.
Previously painted surfaces such as stucco, block walls , tilt ups,
fences , etc.
Natura l unpainted surfaces such as block wa ll s , concrete walls,
curbs , sidewa lks , etc.
Send in a work crew out of schedule .
Plea se com lete the f o ll owin schedule of fees for sidewalk ower wash in services:
c ost per square foot or C harged in Minimum cha rge
increments of er location Cost per linear foot
THIS PAGE INTENTIONALLY LEFT BLANK
RJV #4838 -6958-3880 v3
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AGREEMENT FOR SERVICES
By and Between
THE CITY OF TEMPLE CITY,
a municipal corporation
and
GRAFFITI CONTROL SYSTEMS
-I-
ATTACHMENT B
AGREEMENT FOR SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
GRAFFITI CONTROL SYSTEMS
This Agreement for Services ("Agreement") is entered into as of this 151 day of
July, 2019 by and between the City of Temple City , a municipal corporation ("City") and
Graffiti Control Systems , a corporation ("Service Provider"). City and Service Provider
are sometimes hereinafter individually referred to as "Party" and hereinafter collectively
referred to as the "Parties."
RECITALS
A. City has sought, by request for proposals the performance of the services
defined and described particularly in Section 2 of this Ag reement.
B . Service Provider, following submission of a proposal for the performance
of the services defined and described particularly in Section 2 of this Agreement, was
selected by the City to perform those services .
C . Pursuant to the City of Temple City's Municipal Code , City has authority to
enter into this Services Agreement and the City Manager has authority to execute this
Agreement.
D . The Parties desire to formalize the selection of Service Provider for
performance of those services defined and described particularly in Section 2 of this
Agreement and desire that the terms of that performance be as particularly defined and
described herein .
OPERATIVE PROVISIONS
NOW, THEREFORE , in consideration of the mutual promises and covenants
made by the Parties and contained here and other cons ideration , the value and
adequacy of which are hereby acknowledged , the Parties agree as follows :
SECTION 1. TERM OF AGREEMENT .
Subject to the provisions of Section 20 "Term ination of Agreement" of thi s
Agreement, the Term of this Agreement is for three (3) years commencing on July 1 ,
2019 ("Term "). The Agreement may be renewed for up to an additional two (2) years
upon mutual consent of the Parties .
RI V #4838-6958-3880 v3 -I -
SECTION 2. SCOPE OF SERVICES & SCHEDULE OF PERFORMANCE .
(a) Scope of Services . Service Provider agrees to perform the services set
forth in Exhibit "A" "Scope of Services" (hereinafter, the "Services") and made a part of
this Agreement by this reference .
(b) Schedule of Performance . The Services shall be comp leted pursuant to
the schedule specified in Exhibit "A." Should th e Services not be comple ted pursuant to
that schedule , the Serv ice Prov ider shall be deemed to be in Default of this Agreement.
The City , in its sole discretion , may choose not to enforce the Default provisions of this
Agreement and may instead allow Service Provider to continue performing the Services .
SECTION 3 . ADDITIONAL SERVICES.
Service Provider sha ll not be compensated for any work rendered in connection
with its performa nce of this Agreement that are in addition to or outside of the Services
unless such additional services are authorized in advance and in writing in accordance
with Section 26 "Administration and Implementation " or Section 28 "Amendment" of this
Agreement. If and when such additional work is authorized , such additional work shall
be deemed to be part of the Services .
SECTION 4 . COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any lim itations set forth in this Agreement, City agrees to pay
Service Provider the amounts specified in Exhibit "B" "Compensation" and made a part
of this Agreement by this reference . The total compensation , including reimbursement
for actua l expenses , shall not exceed the tota l price or "not to exceed" amount set forth
in Exhib it "C", un less additional compensat ion is approved in writ in g in accordance with
Section 26 "Administration and Implementation " or Section 28 "Ame ndme nt" of this
Agreement..
(b) Each month Service Provider shall furnish to City an original invoice for all
work performed and expenses incurred during th e preceding month . The invoice shall
detail charges by the following categories : labo r (by sub-category), travel , materials ,
equipment, supplies , and subcontractor contracts. Subcontractor charges shall be
detailed by the fo llowing categories : labor, travel , materials, equipment and supp lie s. If
the compensation set forth in subsection (a) and Exhibit "B" include payment of labor on
an hourly basis (as opposed to labor and materials being paid as a lump sum ), the labor
category in each invoice shall include deta iled descriptions of task performed and the
amount of time incurred for or allocated to that task. City s hall independent ly review
each invoice submitted by the Service Provider to determine whether the work
performed and expenses incurred are in compliance with the provisions of this
Agreement. In the event that no charges or expens es are disputed , the invoice shall be
approved and paid accord i ng to the terms set forth in subsection (c). In the event any
charges or expenses are d isputed by City , the original invo ice s hall be returned by City
to Service Provider for correction and re s ubm ission .
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(c) Except as to any charges for work performed or expenses incurred by
Service Provider which are disputed by City , City will use its best efforts to cause
Service Provider to be paid within forty -five (45) days of receipt of Service Provider's
correct and undisputed invoice .
(d) Payment to Service Provider for work performed pursuant to this
Agreement shall not be deemed to waive any defects in work performed by Service
Provider.
SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Service Provider's work under this
Agreement, either during performance or when completed . City shall reject or finally
accept Service Provider's work within sixty (60) days after submitted to City . City shall
reject work by a timely written explanation , otherwise Service Provider's work shall be
deemed to have been accepted . City's acceptance shall be conclusive as to such work
except with respect to latent defects , fraud and such gross m istakes as amount to fra ud.
Acceptance of any of Service Prov ider's work by City shall not constitute a waiver of
any of the provisions of th is Agreement i ncluding , but not limited to , Section 16
"Indemn ification " and Section 17 "Insurance ."
SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps , models , designs, drawings, photographs , studies , surveys ,
reports , data , notes, computer files , files and other documents prepared , developed or
discovered by Service Provider in the course of providing the Services pursuant to this
Agreement shall become the sole property of City and may be used , reused or
otherwise disposed of by City without the perm iss ion of the Service Prov ider. Upon
completion , expiration or termination of this Agreement, Serv ice Provider shal l turn over
to City all such original maps , models , designs, draw ings , photographs , studies ,
surveys , reports , data , notes , computer files , files and other documents .
If and to the extent that City utilizes for any purpose not related to this Agreement
any maps , models , designs , drawings , photographs , studies , surveys , reports , data ,
notes , computer files , files or other documents prepa red , developed or discovered by
Service Prov ider in the course of providing t he Services pursuant to this Agreeme nt ,
Service P rovider's guarantees and warranties in Section 9 "Standard of Perfo rmance" of
this Agreement shall not extend to such use of the maps , models , designs , d rawings ,
photographs , studies , surveys , reports , data , notes , computer files , fi les or other
documents .
SECTION 7. SERVICE PROVIDER'S BOOKS AND RECORDS .
(a ) Service Prov ider shall maintain any and all documents and re cords
demonstrating or relating to Service Provider's performance of the Services . Service
Provider sha ll maintain any and all ledgers , books of account, invoices , vouchers ,
cance led checks , or other documents or records eviden cing or relating to work,
services , expenditures and disbursements charged to City pursuant to this Agreement.
RIV #4838-6958-3880 v3 -3-
Any and all such documents or records shall be maintained in accordance with
generally accepted accounting principles and shall be sufficiently complete and detailed
so as to permit an accurate evaluation of the services provided by Service Provider
pursuant to this Agreement. Any and all such documents or records shall be
maintained for three (3) years from the date of execution of this Agreement and to the
extent required by laws relating to audits of public agencies and their expenditures .
(b ) Any and all records or documents required to be maintained pursuant to
this section shall be made available for inspection , audit and copying , at any time during
regular bus i ness hours, upon request by City or its designated representative . Copies
of such documents or records shall be provided directly to the City for inspection , audit
and copying when it is practical to do so ; otherwise , unless an alternative is mutually
agreed upon , such documents and records shall be made available at Service
Provider's address indicated for receipt of notices in this Agreement.
(c ) Where City has reason to believe that any of the documents or records
required to be maintained pursuant to this section may be lost or discarded due to
dissolution or termination of Service Provider's business , City may , by written request ,
require that custody of such documents or records be given to the City . Access to such
documents and records shall be granted to City , as well as to its successors-in-interest
and authorized representatives .
SECTION 8 . INDEPENDENT CONTRACTOR.
(a ) Service Provider is and shall at all t imes remain a wholly independent
contractor and not an officer, employee or agent of City . Service Provider shall have no
authority to bind City in any manner, nor to incur any obligation , debt or liab ility of any
kind on behalf of or against City , whether by contract or otherwise , unless such authority
is expressly conferred under this Agreement or is otherwise expressly conferred in
writing by City .
(b) The personnel performing the Services under this Agreement on behalf of
Service Provider shall at all t imes be under Service Provider's exclusive direction and
control. Ne ither City , nor any elected or appointed boards , officers , officials , employees
or agents of City, shall have control over the conduct of Service Provider or any of
Service Provider's officers , employees , or agents except as set forth in this Agreement.
Service Provider shall not at any time or in any manner represent that Service Provider
or any of Service Provider's officers , employees , or agents are in any manner officials ,
officers , employees or agents of City .
(c) Neither Service Provider , nor any of Service Provider's officers ,
employees or agents , shall obtain any rights to retirement , health care or any other
benefits which may otherwise accrue to City 's employees . Service Provider expressly
waives any claim Service Prov ider may have to any such rights .
RIV #4838-6958-3880 v3 -4 -
SECTION 9. STANDARD OF PERFORMANCE.
Service Provider represents and warrants that it has the qualifications ,
experience and facilities necessary to properly perform the Services required under this
Agreement in a thorough , competent and professional manner. Service Provider shall
at all times faithfully , competently and to the best of its ability , experience and talent ,
perform all Services. In meeting its obligations under this Agreement, Service Provider
shall employ , at a minimum , generally accepted standards and practices utilized by
persons engaged in provid ing services similar to the Services required of Service
Provider under this Agreement. In addition to the general standards of performance set
forth this section , additional specific standards of performance and performance criteria
may be set forth in Exhibit "A" "Scope of Work " that shall also be applicable to Service
Provider's work under this Agreement. Where there is a conflict between a general and
a specific standard of performance or performance criteria , the specific standard or
criteria shall prevail over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS ; PERMITS AND
LICENSES.
Service Provider shall keep itself informed of and comply with all applicable
federal , state and local laws , statutes , codes , ordinances , regulations and rules in effect
during the term of this Agreement. Service Provider shall obtain any and all licenses ,
permits and authorizations necessary to perform the Services set forth in this
Agreement. Neither City , nor any elected or appointed boards , officers , officials ,
employees or agents of C ity , shall be liable , at law or in equity , as a result of any fai lure
of Service Provider to comply with this section .
SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Service Provider that California prevailing
wage laws do not apply to this Agreement because th e Agreement does not involve any
of the following services subject to prevailing wage rates pursuant to the California
Labor Code or regulations promulgated thereunder: Construction , alteration, demolition ,
installation , or repair work performed on public buildings , facil it ies , streets or sewers
done under contract and paid for in whole or in part out of public funds . In th is context,
"construction " includes work performed during the design and preconstruction phases of
construction including , but not limi ted to , inspection and land surveying work .
SECTION 12. NONDISCRIMINATION.
Service Provider shall not discriminate , in any way , against any person on th e
basis of race , color, religiou s creed, national origin , ancestry , sex , age , physical
handicap , medical condit ion or marital status in co nnection with or related to the
performance of this Agreement.
RIV #4 83 8-6958-3880 v3 -5 -
SECTION 13. UNAUTHORIZED ALIENS.
Service Provider hereby promises and agrees to comply with all of the provisions
of the Federal Immigration and Nationality Act, 8 U .S.C.A. §§ 1101, et seq., as
amended , and in connection therewith, shall not employ unauthorized aliens as defined
therein . Should Service Provider so employ such unauthorized aliens for the
performance of the Services , and should the any liability or sanctions be imposed
against City for such use of unauthorized aliens, Service Provider hereby agrees to and
shall reimburse City for the cost of all such liabilities or sanctions imposed , together with
any and all costs, including attorneys' fees , incurred by City .
SECTION 14. CONFLICTS OF INTEREST.
(a) Service Provider covenants that neither it, nor any officer or principal of its
firm, has or shall acquire any interest, directly or indirectly, which would conflict in any
manner with the interests of City or which would in any way hinder Service Provider's
performance of the Services. Service Provider further covenants that in the
performance of this Agreement , no person having any such interest shall be employed
by it as an officer, employee , agent or subcontractor without the express written consent
of the City Manager. Service Provider agrees to at all times avoid conflicts of interest or
the appearance of any conflicts of interest with the interests of City in the performance
of this Agreement.
(b) City understands and acknowledges that Service Provider is , as of the
date of execution of this Agreement, independently involved in the performance of non-
related services for other governmental agencies and private partie s . Service Provider
is unaware of any stated position of City relative to such projects . Any future position of
City on such projects shall not be considered a conflict of interest for purposes of this
section.
(c) City understands and acknowledges that Service Provider will , perform
non -re lated services for other governmental agencies and private Parties following the
completion of the Services under this Agreement. Any such future service shall not be
considered a conflict of interest for purposes of this section .
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION.
(a) All information gained or work product produced by Service Provider in
performance of this Agreement shall be considered confidential, unless such
information is in the public domain or already known to Service Provider. Service
Provider shall not release or disclose any such information or work product to persons
or entities other than City without prior written authorization from the City Manager ,
except as may be required by law .
(b) Service Provider, its officers , employees, agents or subcontractors , shall
not , without prior written authorization from th e C ity Manager or unless reques ted by the
City Attorney of City, voluntar i ly provide declarations, letters of support , testimony at
depositions, response to interrogatories or other information concerning th e work
RIV #4838 -6958-3880 v3 - 6 -
performed under this Agreement. Response to a subpoena or court order shall not be
considered "voluntary" provided Service Provider gives City notice of such court order or
subpoena .
(c) If Service Provider, or any officer , employee , agent or subcontractor of
Service Provider, provides any information or work product in violation of this
Agreement , then City shall have the right to reimbursement and indemnity from Service
Provider for any damages , costs and fees , including attorneys fees , caused by or
incurred as a result of Service Provider's conduct.
(d) Service Provider shall promptly notify City should Service Provider , its
officers , employees , agents or subcontractors be served with any summons , complaint,
subpoena , notice of deposition , request for documents , interrogatories , request for
admissions or other discovery request, court order or subpoena from any party
regarding this Agreement and the work performed thereunder. City retains the right , but
has no obl igation , to represent Service Provider or be present at any depos ition , hea ring
or sim ilar proceeding . Service Provider agrees to cooperate fully with City and to
provide C ity with the opportunity to review any response to d isc overy requests provided
by Serv ice Provider. However, this right to review any such response does not imply or
mean the right by City to control , direct, or rewrite said response.
SECTION 16 . INDEMNIFICATION .
(a) Indemnification for Professional Liability. Where the law establ ishes a
professional standard of care for Service Provider's services , to the fullest extent
permitted by law, Service Prov ider shall indemnify, protect , defend and hold harmless
City and any and all of its officials , employees and agents ("Indemnified Parties ") from
and aga inst any and all liabil ity (incl uding liability for claims , suits , actions , arbitration
proceedings , adm i nistrative proceedings , regulatory proceedings , losses , expenses or
costs of any kind, whether actual , alleged or threatened , including attorneys fees and
costs , court costs , interest, defense costs , and expert witness fees ) arise out of, are a
consequence of, or are in any way attributable to , in whole or in part , any negligent or
wrongful act, error or omission of Service Provider, or by any individual or entity for
which Service Provider is legally liable , including but not limited to officers , agents ,
employees or sub -contractors of Service Provider, in the performance of professional
services under this Agreement.
(b) Indemnification for Other than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law , Service
Provider shall indemnify , protect, defend and hold harmless City , and any and all of its
employees , officials and agents from and aga inst any liability (including l iability for
claims , suits , actions , arb itration proceedings , admin istrative proceedings , regulatory
proceedings , losses, expenses or costs of any kind , whether actual , alleged or
threatened , including attorneys fees and costs , court costs , interest , defense costs , and
expert witness fees), where the same arise out of, are a consequence of, or are in any
way attributable to, in whole or in part, the performance of this Agreement by Service
Prov ider or by any individual or entity for which Service Provider is legally liable ,
RI V #4838-6958-3880 v3 -7 -
including but not limited to officers , agents , employees o r sub-contractors of Service
Provider .
(c) Indemnification from Subcontractors . Service Provider agrees to obtain
executed indemnity agreements with provisions identical to those set forth in this
section from each and every subcontractor or any other person or entity involved by , for,
with or on behalf of Service Provider in the performance of this Agreement naming the
Indemnified Parties as additional indemnitees . In the event Service Provider fails to
obtain such indemnity obligations from others as required herein , Service Provider
agrees to be fully responsible according to the terms of this section. Failure of City to
monitor compliance with these requirements imposes no additional obligations on City
and will in no way act as a waiver of any rights hereunder. This obligation to indemnify
and defend City as set forth herein is binding on the successors , assigns or heirs of
Service Provider and shall survive the termination of this Agreement or this section .
(d) Limitation of Indemnification . Notwithstanding any provision of this section
to the contrary , design professionals are required to defend and inde mnify the City only
to the extent permitted by Civ il Code Section 2782 .8 , which limits the liability of a design
professional to claims , suits , actions , arbitration proceedings , admin istrative
proceedings , regulatory proceedings , losses , expenses or costs that arise out of, pertain
to, or relate to the negligence , recklessness , or willful misconduct of the design
professional. The term "design professional ," as defined in Section 2782.8 , is limited to
licensed architects, licensed landscape architects, registered professional engineers ,
professional land surveyors , and the business entities that offer such services in
accordance with the applicable provisions of the California Business and Professions
Code .
(e) City 's Negligence. The provisions of this section do not apply to claims
occurring as a result of City's sole negligence . The provisions of this section shall not
release City from liability arising from gross negligence or willful acts or om issi ons of
City or any and all of its officials , employees and agents.
SECTION 17. INSURANCE.
Service Provider agrees to obtain and maintain in full force and effect during the
term of this Agreement the insurance policies set forth in Exhibit "C" "Insurance" and
made a part of this Agreement. All insurance policies shall be subject to approval by
City as to form and content. These requirements are subject to amendment or waiver if
so approved in writing by the City Manager. Service Prov ider agrees to provide City
with copies of required policies upon request.
SECTION 18 . ASSIGNMENT.
The expertise and experience of Service Provider are material considerations for
this Agreement. City has an interest in th e qualifications and capability of the persons
and entities who will fulfi ll the duties and obligations imposed upon Service Provider
under this Agree ment. In recognition of that interest, Service Provider shall not assign
or tran sfer this Agreement or any portion of this Agreement or the performance of any of
RJV #4838-6958-3880 v3 -8 -
Service Provider's duties or obligations under this Agreement without the prior written
consent of the C ity . Any attempted assignment shall be ineffective , null and void , and
shall constitute a material breach of this Agreement entitling City to any and all
remedies at law or in equity , inc luding termination of this Agreement pursuant to Section
20 "Termination of Agreement." City acknowledges , however, that Service Provider , in
the performance of its duties pursuant to this Agreement, may utilize subcontractors.
SECTION 19. CONTINUITY OF PERSONNEL.
Service Provider shall make every reasonable effort to maintain the stability and
continuity of Service Provider's staff and subcontractors , if any , assigned to perform the
Services . Service Provider shall notify City of any cha nges in Service Provider's staff
and sub-contractors, if any, assigned to perform the Services prior to and during any
such performance .
SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement , with or without cause , at any time by
giving thirty (30) days written notice of termination to Service Provider. In the event
such notice is given, Service Provider shall cease immediately all work in progress .
(b) Service Provider may terminate this Agreement for cause at any time
upon thirty (30) days written notice of termination to City .
(c) If either Service Provider or City fail to perform any material obligation
under this Agreement , then , in addition to any other remedies , either Service Provider,
or City may terminate this Agreement immediately upon written notice .
(d ) Upon termination of this Agreement by either Service Provider or City , all
property belonging exclusively to City which is in Service Provider's possession shall be
returned to City . Service Provider shall furnish to City a final invoice for work performed
and expenses incurred by Service Provider , prepared as set forth in Section 4
"Compensation and Method of Payment" of this Agreement. This final invoice shall be
reviewed and paid in the same manner as set forth in Section 4 "Compensation and
Method of Payment" of this Agreement.
SECTION 21. DEFAULT.
In the event that Service Provider is in default under the terms of th is Agreement ,
the City shall not have any obligation or duty to continue compensating Service Provider
for any work performed after the date of default. Instead, the City may give notice to
Service Provider of the default and the reasons for the default. The notice shall include
the timeframe in which Service Provider may cure the defau lt. This timeframe is
presumptively thirty (30) days , but may be exte nded , t ho ugh not reduced , if
circumstances warrant. During the period of time that Service Provider is in default, the
City shall hold all invoices and shall , when the default is cured , proceed with payment
on the invoices . In the alternative , the City may , in its sole discretion , elect to pay some
or all of the outstanding invoi ces during the period of default. If Service Provider does
RIV #483 8-6958-3880 v3 -9 -
-------
not cure the default, the City may take necessary steps to terminate this Agreement
under Section 20 "Termination of Agreement." Any failure on the part of the City to give
notice of the Service Provider's default shall not be deemed to result in a waiver of the
City's legal rights or any rights arising out of any provision of this Agreement.
SECTION 22. EXCUSABLE DELAYS.
Service Provider shall not be liable for damages, including liquidated damages, if
any, caused by delay in performance or fa ilure to perform due to causes beyond the
control of Service Provider. Such causes include , but are not limited to, acts of God,
acts of the public enemy, acts of federal, state or local governments , acts of City, court
orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The
term and price of this Agreement shall be equitably adjusted for any delays due to such
causes .
SECTION 23. COOPERATION BY CITY.
All public information, data , reports , records , and maps as are existing and
available to City as public records , and which are necessary for carrying out the
Services shall be furnished to Service Provider in every reasonable way to facilitate ,
. without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in
writing and shall be personally delivered , or sent by telecopier or certified mail, postage
prepaid and return receipt requested , addressed as follows :
To City:
To Service Provider:
City of Temple City
Attn: City Manager
9701 Las Tunas Dr.
Temple City, CA 91780
Graffiti Control Systems
Attn : Jeff Woods
7260 Atoll Avenue
North Hollvwood. CA 91605
Notice shall be deemed effective on the date personally delivered or transmitted
by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the
United States Postal Service.
RIV #4 838 ·6958-3880 v3 -10 -
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing th is Agreeme nt on behalf of Service Provider
represents and warrants that he/she/they ha s/have the authority to so execute this
Agreement and to bind Service Provider to the performance of its obligations hereunder.
SECTION 26 . ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manage r or his
or her designated representative . The City Manager shall have the authority to issue
interpretations and to make amendments to this Agreement , including amendments that
commit additional funds , consistent with Section 28 "Amendment" and the City
Manager's contracting authority under the Temple City Municipal Code .
SECTION 27 . BINDING EFFECT.
Th is Agreement shall be binding upon the heirs , executors , administrators ,
successors and assigns of the Parties .
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in
writing and approved by the Service Provider and by the City . The City Manager shall
have the authority to approve any amendment to this Agreement if the total
compensation under this Agreement , as amended , would not exceed the City
Manager's cont racting authority under the Temple City Municipal Code . All other
amendments shall be approved by the City Council. The Parties agree that the
requirement for written mod ifications cannot be waived and that any attempted waiver
shall be void .
SECTION 29. WAIVER.
Waiver by any Party to this Agreement of any term , condition , or covenant of this
Agreement shall not constitute a waiver of any other term , condition , or covenant.
Waiver by any Party of any breach of the provisions of this Agreement shall not
constitute a waiver of any other provision nor a waiver of any subsequent breach or
violation of any provision of this Agreement. Acceptance by City of any work or services
by Service Provider sha ll not constitute a waiver of any of the provisions of this
Agreement.
SECTION 30. LAW TO GOVERN; VENUE .
This Agreement shall be in terpreted , construed and governed according to the
laws of the State of California. In the event of litigation betwe en the Parties , venue in
state trial courts shall lie exclusively in the County of Los Angeles , California . In the
event of litigation in a U .S. District Court, venue shall lie exclusive ly in the Central
District of California, in Los Angeles .
SECTION 31. ATTORNEYS FEES , COSTS AND EXPENSES.
RIV #4838-6958-3880 v3 -II -
In the event litigation or other proceeding is required to enforce or interpret any
provision of this Agreement, the prevailing Party in such litigation or other proceeding
shall be entitled to an award of reasonable attorney's fees , costs and expenses , in
addition to any other relief to which it may be entitled .
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits "A" through "C", is the entire ,
complete , final and exclusive expression of the Parties with respect to the matters
addressed therein and supersedes all other agreements or understandings , whether
oral or written , or entered into between Service Provider and City prior to the execution
of this Agreement. No statements , representations or other agreements , whether oral
or written , made by any Party which are not embodied herein shall be valid and binding .
SECTION 33 . SEVERABILITY.
If any term , condition or covenant of thi s Agreement is declared or determined by
any court of competent jurisdiction to be invalid , void or unenforceable , the remaining
provisions of this Agreement shall not be affected thereby and the Agreement shall be
read and construed without the invalid, void or unenforceable provision(s).
SECTION 34 . CONFLICTING TERMS .
Except as otherwise stated herein , if the terms of this Agreement conflict with the
terms of any Exhibit hereto , or with the terms of any document incorporated by
reference into this Agreement, the terms of this Agreement shall control.
IN WITNESS WHEREOF , the Parties hereto have executed this Agreement on
the date and year first-above written .
CITY OF TEMPLE CITY
Bryan Cook , City Manager
ATTEST : APPROVED AS TO FORM:
Peggy Kuo , City Clerk Eric S . Vail , City Attorney
RIV #4838-6958-3880 v3 -12-
I
!
I
CONTRACTOR:
Name: Barry K. Woods
Title : Pres ident
(2"d signature required if Corporation, Incorporation or Limited Liability
Corporation)
By
(Authorized Officer)
Name: Diane W. Woods
Title: Sec retary
NOTE: SERVICE PROVIDER'S SIGNATURES SHALL BE DULY NOTARIZED,
AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY
BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION,
OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE
PROVIDER'S BUSINESS ENTITY.
RJV #4838-6958-3880 v3 -13 -
A notary public or other officer completi ng this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached , and not the truthfulness , accuracy , or validity
of that docum ent.
ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
)
)
On /'{cty· I J .2of~beforeme , ·:JusHu.A J. Wu ·~.Y.ft f'I'OTfl-'-'( Pv..;.u '--; f Date (2 Name And I tile Of Offrcer (e.g . 'Jane Doe, Notary Publtc")
personal~ appeared~~~-~~-~-L --~~~~-~~~-1_~-~~-~-~~~~-~~'-~-~_r_~-~~-~~~o~-~-5~~~~~~~
Name of Signer(s)
who proved to me on the basi s of satisfactory evidence to be the
person@ whose name~ ~ subscribed to the within
instrument and acknowledged to me that ey_ executed
the same in ~.@i~ authorized capacit ies , and that by
~ signatur~ on the instrumeJ!.l.!he perso~ or the
entity upon behalf of which the perso~cted , executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the
State of Californ ia that the foregoing paragraph is true and
correct.
WITNESS my hand and official seal.
Signature of Notary Pubhc
OPTIONAL
Though this section is optional, completing this in fo rmation can deter alternation of the doc ument or fraudulent
reattachment of this form to an unintended document.
CAPACIT(IES) CLAIMED BY SIGNER(S)
Signer's Name:
Individual
Corporate Officer
DESCRIPTION OF ATTACHED DOCUMENT
Title(s) Title or Type of Document
Partner(s) Limited
General
Attorney-In-Fact Number Of Pages
Trustee(s)
Guardian/Conservator
Other:
S igner is representing:
Name Of Person(s) Or Entity(ies)
RIV 1148 38-6958·388 0 v3
DRAFT 1127 /15
Date Of Document
Signer(s) Other Than Named Above
EXHIBIT "A"
SCOPE OF SERVICES
The work to be accomplished under these specifications is the removal of graffiti from
various surfaces on private residential , commercial , and industrial structures and City
structures within the City . The City 's top goal is to have no graffiti visible throughout the
City.
1. Graffiti Removal. Service Provider shall furnish at his/her own expense , all
labor, equipment and materials necessary for the satisfactory performance of
graffiti removal as set forth herein . Service Provider shall remove graffiti from all
private residential , commercial , and industrial structures , up to forty (40 ') feet in
height. Service Provider shall inspect all referrals to determine the method to be
used for the graffiti removal. Methods of removal may include water blasting o r
other pressurized removal systems , match ing existing painted surfaces or other
eradication procedures as approved by the City . Service Provider shall
determine the most effective method(s) for removal of the graffiti at each location .
The method(s) of removal will vary depending upon the type of graffiti and
condition of the surface . Service Provider must use care to avoid damages to
existing improvements (e .g ., buildings , windows , doors , walls , etc .). Existing
improvements damaged by the Service Provider shall be repaired at Service
Provider's sole expense to the satisfaction of the City .
2. Materials and Equipment.
a . Service Provider shall properly p repare all stucco , masonry, metal , wood ,
or other exterior surfaces in a manner that will result in an acceptable
bonding of the applied paint and deter the visibility of graffiti.
b . Service Provider shall provide any and all equipment as may be necessary
to perform graffiti removal.
c . Service Provider shall use new and/or recycled water based pa int. The
City encourages the use of recycled paint in the City .
d . All work areas shall be cleaned of all debris , residue and excess paint
immediately after completion of work.
e . Service Provider shall match the existing surface color when painting over
or obscuring graffiti whenever possible . Paint shall be neatly feathered in
all areas . If res idents/businesses request a specific color, Service
Provider may prov ide labor as long as paint has been provided by the
resident/business .
R IV #4838-6958-3880 v3
DRAFT 1127/15
A -I
f. Service Provider shall photograph ically document all locations prior to
removal of graffiti and shall mainta in said photographs . Photographs and
locations of graffiti shall be made available, through a web -based system ,
to identified personnel at the City of Temple City and the Los Angeles
County Sheriffs Department.
3. Schedule of Work. Service Provider shall maintain regular operating or working
hours between 7 :30 a .m . and 5 :30 p.m ., Monday through Friday . Service
Provider shall remove all graffiti in accordance with requests for service by the
City within 48-hours notice or approval from the City. Graffiti that is determined
to be obscene or contains vulgarity or profanity shall be removed within 4 hours
of the request for services . This emergency service shall be available at all
times , including and during non -regular working hours. Service Prov ider shall
provide the City w ith a special after-hours telephone number to report said
emergencies .
Service Provider shall also survey the City for graffiti as specified by the City .
4. Right of Entry.
a . Private Property. Authorization shall be secured from the property owner
or authorized agent to enter onto private property and perform graffiti
removal services. The Service Provider and /or City must obta in written
approval to enter and release of liab ility prior to starting the graffiti
removal.
b. Public Right-of-Way Property. Authorization shall be given by the Public
Safety Division for the removal of graffiti on public property .
c . Commercial Signage. Graffiti found on commercial signage shall only be
removed with the owner's/occupant's specific, written approval and with
the owner's/occupant's understanding that the Service Provider is not
responsible , under this contract , for replacing any original lettering,
pictures, etc ., on a commercial sign. With the owner's/occupant's
approval , the Service Provider shall proceed with diligence to remove the
graffiti with as little damage to the commercial sign as possible .
5. Licenses . Service Provider is required to have in full force and affect all licenses
and permits required by the applicable laws to perform graffiti removal serv ices
within the City of Temple City. Service Provider must possess and maintain a
valid State of California C-33 Painting License and a State of California C-61 D38
RJV #48 38-6958-3880 v3
DRAFT 1/27/15
A -2
Sand/Water Blasting License during the term of the contract. Service Prov ide r
shall obtain a Temple City Business License during the term of the contract.
6. Public Relations and Safety . Service Provider shall at all times conduct his /her
services with the utmost respect to the public . All employees of the Service
Provider shall wear clean clothing in the performance of their duties and
equipment shall be cleaned and maintained in a safe operating manner. All
equipment shall be subject to inspection by the City at any time. All personnel
shall wear appropriate safety gear at all times while removing graffiti in Temple
City .
7. Air and Water Pollution. The Service Provider shall be required to conform to
all current regulations of the South Coast Air Quality Management District
(AQ MD ). The Service Provider is also required to adhere to the provisions of the
Federal Clean Water Act as regulated by the U.S . Environmental Protection
Agency (EPA) in Code 40 , Code of Federal Regulations (CFR) Parts 122 , 123,
124 , the Porter-Cologne Act (California Water Act), and the National Pollutant
Discharge Elimination System (NPDES) requirements . Suitable Best
Management Practices (BMPs) shall be applied to prevent any chemical , debris
or any non -stormwater discharges from being entering the storm drain system
(storm drains and gutters).
8. Compliance with Laws . Service Provider, its agents , and employees shall
comply with all laws , ordinances , rules and regulations of the Federal , State , the
County of Los Angeles , the City of Temple City and all governing bodies having
jurisdiction applying to work done under the agreement.
9. Additional Services . Service Provider is requested to power wash all sidewalks
in the commercial areas and sidewalks/walkways around City Hall /Civic Center
Complex , as designated by the City , on a quarterly basis . Power washing shall
occur during the early morning hours , prior the businesses opening.
Service Provider shall be expected to expand on the above-noted tasks where
appropriate , and provide suggestions which might lead to efficiencies and enhance the
services for graffiti removal.
SERVICE PROVIDER 'S Scope of Work is attached hereto as Exhibit A.1 .
Rl V 114838-6958-3880 v3
DRAFT 1/27/15
A-3
EXHIBIT A.1.
3. SCOPE OF WORK
With the continuat ion of the City's Graffiti Removal Service program , Temple City recogn izes
the need to continue this vita l service to a vibran t bus iness and residential community. To
this end , Woods Maintenance Serv ices will cont inue its current work plan to maintain the
areas in a state of cleanliness and to offer concentrated , speedy and consistent serv ice
through the balance of the contract term . Since Woods Maintenance Services current ly has
the contract in the City, we are well acquainted with the specific needs, problems and
idiosyncrasies , and can quickly address them . At all t i mes during the execution of this work,
WMS will follow best management practices (BMPs) for all duties incorporated into th is
contract.
PROTOCOLS
As the current Contractor in the area , there will be no need to "ramp " up to bring the areas
into a clean or acceptable standard . Our trained crews will continue their da ily routine per
the contract specifications . This crew works Monday through Friday, and is always available
for emergencies , seven days a week. Upon arrival to the City, our crew will drive the lengths
of the main thoroughfares , known hot spots and the alleys looking for graffiti , and removing
it immediately, or noting its location for later removal due to vehicle obstructions , too many
pedestrains , or anything that would not allow for us to do the work safely and effectively.
Work orders that have come to us via phone call or email will be placed in the appropriate
order, allowing the crew to most effectively abate all incidents . Having removed graffiti in
the City for the past 8 years , we have the standard colors used most frequently pre-mixed
and ready to be applied. Once all the color matched paint out graffiti has been abated , the
crew will move on to the tags that require pressure washing. Finally, the technician will
handle all tags that require chemical removal. We have found, especially for this project,
with our 8 years of prior experience, that this work plan is the most effective and allows for
the most possible work to be done on a daily basis . Of course, if there is any racist , sexually
explicit, or vulgar graffiti found , those incidents will be immediately abated .
Woods Ma intenace Services , Inc. has sufficient equipment, as detailed on Attachment 4 ,
and should the need arise during the course of the contract to purchase or lease new
equipment or vehicles, we have the capital available to make said purchases very quickly .
In spite of the very infrequent use of either of our high lift bucket trucks during the course of
the 8 years we have worked in Temple City, both are available anyti me a graffiti tag would
require either of their use .
One of the important aspects of any graffiti program is having the knowledge and the right
equipment and experience to tackle the problem . Woods Maintenance Services/Graffiti
Control Systems uses a combination of methods to abate graffiti , starting with t he least
damaging process :
9
M th d & T h . e 0 s ec mgues
This will include all previously Color matched pa inti ng for
Painted Surfaces painted substrates such as wood , each specific site and custom
metal, block walls , stucco , bri ck, county co lors for county
curbs, chain link fencing . property
These w ill include glass windows , Treated primarily wi th eco-
Non Porous ceramic tile , road signs , t raffic friendly chemical washes ,
Surfaces control boxes , light standards pressure washing and the
judicious use of soda
bicarbonate blasting .
Included here will be natural Pressure wash with eco friendly
Porous Surfaces masonry substrates that have not chem ica ls, hot high pressure
already been painted , concrete waster blasting . We do not use
light standards , sidewalks , curbs, sand blasting UNLESS it is
poles , bus shelters and/or absolu tely necessary
benches .
SAFETY & QUALITY CONTROL
Great care will be taken in protecting surrounding areas, utilizing plastic sheeting and drop
cloths when required . If spraying pa int would risk overspray upon veh icles or property, either
the task shall wait for a more opportune time, or areas shall be hand painted to preclude
such damage . Sand , soda and any residue from cleaning and/or painting operations shall
be cleaned up immediately by Contractor, restoring the surface and area to its original
condition , and removing any potential liab ility problem or exposure . When necessary, the
technici an w i ll obtain signatures from property owners or managers on Release and Consent
Forms , a ll owing us legal access .
Our supervisors conduct weekly tailgate safety meetings every Monday before the week
begins to discuss the safety topics and listen to any suggestions on how to best approach
the work , to ensure that all safety measures are taken , and to make sure all crew members
are on the same page .
Should any Woods employee receive a complaint from a constituent , merchant , or City
employee , we immediately address it. Regardless of fault, we w i ll always effort to correct
the problem safely and efficiently first, and then will examine the facts of the issue . We have
found that no matter who or wha t is to blame , if we solve the problem first , trust between the
const ituent and Woods , and the City by impl ication , is ensured. When an issue takes place
in the field , we instruct our crews to make 2 important phone calls : the first is to the
immediate supervisor, and the second to the office . Of course, if there are any injuries
apparent, appropriate authorities are immediately called (911 , Fire Dept, Law Enfo rcement).
By calling the office immediately, and having the issue documented as close to its
occurrence as possible , many prob lems are avo ided . When and if the compla i nant calls to
follow up , we can accurately and professionally address their concerns , and cor rect anything
that needs to be corrected . We have found by speaking directly to the counterparty, we can
minimize further issues.
10
Safety is always the primary concern-not only for our employees , but for the public at large.
Every task we perform is done with safety as the paramount miss ion . All employees are
trained in safe and proper use and maintenance of all relevant equipment and tools , both in
the warehouse and in the field prior to working alone . Rest assured, when Woods
Maintenance Services, Inc. is working for you , the City is guaranteed crews that are skilled ,
safe , respons ible, and respectful.
Another important element to ensuing that the scope of work is performed successfully is to
have a v igourous quality assurance program . This is an extremely important element to our
work plan . To this end, all staff members must attend and pass a comprehens ive in-house
training program , prior to being qualified as a Woods Maintenance Services Technician .
Prio r to beg i nning work, and immed iately afte r hiring , the personnel record is examined to
substantiate all submitted facts and information . A voluntary drug test is administered and
forms are signed allowing random drug tests during employment. The driving record is
examined for any noticeable failings . Once the preliminary, administrative work is
completed, the employee is issued uniforms, gloves , safety goggles , hard hat, safety vest ,
rubber boo t s, an Employee Manual, and several guides to equipment and procedures .
Some of th is is "homework", and must be completed before formal t raining begins at our
offices , and then the job site. The training is usually broken down into six d istinct areas,
though there may be some overlapping :
1. Safety and operating procedures for high pressure washers
2 . Safety and operating procedures for gas powered spray equipment
3. Safe vehicle operating procedures and included emergency/safety equ ipment
4 . Graffiti removal techniques on 12 different types of surfaces
5. Use of chemicals , reading an MSDS , emergency procedures and BMPs
6 . Public relations, expected behavior, image and dealing w ith the pub li c
The training process , both i n the office with a veteran supervisor and out in the fi eld , takes
two weeks . Upon complet ion of this training period a new hire is allowed to work solo, but
still supervised .
Quality Control is one of the most important aspects to any successful company--and it is
no different fo r our firm . From t he initial training of all employees , the technic ians are
reminded over and over that it is the quality and not the quantity of work performed that sets
us apart from our competition . Both the Owner and General Manager of the company take
active roles in quality control as well as the immediate supervisors to protect the sta t us and
reputation that our firm has earned over the last 43 years . This feedback is imperat ive
because it helps us weed out the below par technic ians as well as promote and reward the
superior technicians . The safety and well being of all Contractors ' employees and the
citizens in general are our primary concern. All work undertaken conforms to all ru les,
regulations , o rdinances and statutes of the City , County, State and Federal Governmental
offices . All proper traffic control methods are utilized , as requ ired on the public right -of-way,
with flashing arrow boards, cones and barricades. The concern is also for the public at large ,
as we will be working closely w ith those affected by the trash and grime along the sidewalks
and alleys and the graffiti in the neighborhood as well , to see that their businesses are not
disrupted . Woods Maintenance Services has already developed , had approved , and has a
working module of the Safety Program as mandated by SB 198, which is available for review
11
by any public agency. All vehicles carry first aid kits , fire extinguishers , MSDS sheets , and
BMP protocols for the services we will be performing.
All employees are provided with uniforms and all necessary and required safety gear fo r
their protection . In addition , every employee , when hired, is photographed and given an
employee ID that they must carry with them at all times while working .
Our normal Quality Control formula is to spend approximately 2 hours per week per each
technician out in the field . This does not include the time spent by the senior superv isor or
the on -site supervisor in their regularly scheduled duties (i.e., overseeing the day-to-day
operations and work flow). Enrique Lopez , Senior Supervisor, will typically survey the
contracted areas twice to three times per week, though his schedule is flexible to insure that
he can attend to any concerns that may arise. For the past 8 years , he and Jeff Woods have
provided quality control for the Temple City Graffiti Removal contract.
All work orders and requests for service, whether they are emailed or called into our office ,
are imputed by our office support staff. Job orders are taken and entered into our proprietary
database and mobile application , Write On Right Off (WORO), and tracked through the
entire process , until completion . WORO is compatible with TAGRS and all work is
transferred seamlessly from our system into the TAGRS system used by the LASD . (See
Attachments for Write On Right Off samples). At month-end , all completed work orders are
compiled into an invoice and sent to City staff. Our billing follows universally accepted
protocols for accounting practices .
In addition to the "honor'' system , WMS has supervisors out in the field seven days per week.
These supervisors report to Memo Acosta , our firm wide Field Quality Supervisor. Guillermo
Acosta has worked on various crews during his 17+ year tenure with WMS , and knows how
to perform all tasks in which Woods Maintenance Services contracts , including the graffiti
removal services that are provided under this RFP . By having superv isors out surveying in
the field , WMS can verify that staff technicians are on the job, doing what they are contracted
to do and also allows us the time to do Quality Control. Supervisors are armed with printouts
of the prior days (weeks) work and have the opportunity to not only check current jobs, but
to verify the completion of previous assignments . When supervisors cannot make it to a
particular site that day, vehicles are equipped with in dash T -Mobile Sync Up Fleet, that
allow us to monitor the exact location of any of our fleet at any time . All quality control
reports, work orders, and requests are kept in a file in the office for easy access for any
interested party to inspect.
12
r--------------------------
Type of Removal
Sandb las ting
Water Blasting
Water Blast ing w/Bak ing Sod a
Pa in ti ng (Ma tching Paint)
Chemi ca l/Solvents
Oth er: High Graffiti (a bove 20 ')
Ot her: Protect ive Coating s
Type of Surface
Non-Poro us
Pai nted
Po ro us
Em erg ency Call-O ut
Location Definition
EXHIBIT "B"
COMPENSATION
Minimum Cost
$25.00 75
$25 .00 125
$25.00 125
$17 .00 200
$19.00 100
$5 0.00 50
Additional Cost
/sq . ft . $0 .33 /sq . ft .
/s q. ft . $0 .20 /sq . ft .
/sq . ft . $0 .20 /sq . ft .
/sq. ft . $0 .085 /sq . ft .
/sq. ft . $0.19 /sq . ft .
/sq. ft. $1.00 /sq . ft .
By esti ma te for each case
Cost per sq . ft. Charged in Minimum Charge
Increments per Location
$0.19 100 /s q. ft . $19 .00
$0.085 200 /s q. ft . $17.00
$0.20 125 /sq. ft . $25 .00
$75 /ho ur-2 hour minimu m
Any tag within 50 feet of repo rt ed graffiti (same remova l techn ique)
Separate Charge for Different Removal Methods Yes
Web -based Graffiti Tracking System
Cost Sidewalk Power Washing (sq . ft . or linar ft .)
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$0.20 I sq. ft .
B-1
Yes-WOROffAGRS
Charged in Minimum Charge
Increments of per Location
500 sq. ft . $100 .00
EXHIBIT "C"
INSURANCE
A. Insurance Requirements . Service Provider shall provide and maintain
insurance , acceptable to the City , in full force and effect throughout the term of this
Agreement, against claims for injuries to persons or damages to property which may
arise from or in connection with the performance of the Services by Service Provider, its
agents , representatives or employees . Insurance is to be placed with insurers with a
current A.M . Best's rating is an assigned policyholders ' Rating of A (or higher) and
Financial Size Category Class VII (or larger).
Only the following "marked " requirements are applicable and Service Provider shall
provide the following scope and limits of insurance :
1. Minimum Scope of Insuran ce . Coverage shall be at least as broad
as :
____x_ Commercial General Liability . Insurance Services Office form Commercial
General Liability coverage (Occurrence Form CG 0001 ).
X Automobile Liability . Service provider shall maintain automobile insurance at
least as board as Insurance Services Office form CA 00 01 covering bodily injury
and property damage for all activities of the Service Provider arising out of or in
connection with work to be performed under this Agreement, including coverage
for any owned , hi re d , non-owned or rented vehicles .
X Workers ' Compensation . Workers' Compensation Insurance (Statutory Limits)
and Employer's Liability Insurance as required by the Labor Code of State of
California covering all persons providing Services on behalf of the Service
Provider and all risks to such persons under this Agreement.
Professional (Errors and Omissions) Liability . Professional liability in surance
appropriate to the Service Provider's profession . This coverage may be written
on a "claims made " basis , and must include coverage for contractual liability.
The insurance must be maintained for at least three (3) consecutive years
following the completion of Service Provider's services or the termination of th is
Agreement. During this additional three (3) year period , Service Provider shall
annually and upon request of the City submit written evidence of this continuous
coverage .
Service Provider shall maintain professional liability insurance that covers the
Services to be performed in connection with this Agreement. Any policy
inception date , continuity date , or retroactive date must be before the effective
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date of this agreement and Service Provider agrees to maintain continuous
coverage through a period of no less than three years after completion of the
services required by th is agreement.
1. Minimum Lim its of Insurance . Service Provider shall maintain limits
of insurance no less than :
(1) Commercial General Liability . $1 ,000 ,000 per occurrence ,
$2 ,000 ,000 general aggregate for bodily injury , personal injury and property damage .
(2) Automobile Liability . No less than $1 ,000 ,000 combined
single limit for each accident.
(3) Workers' Compensation . Workers' Compensation as
required by the Labor Code of the State of California of not less than $1 ,000 ,000 per
occurrence and Employer's Liability Insurance with limits of at least $1 ,000 ,000.
(4) Professional Liability . $1 ,000 ,000 per claim and in the
aggregate .
B. Other Provisions . Insurance policies required by this Agreement shall
contain the following provisions :
1. All Policies . Each insurance pol icy required by this Agreement shall
be endorsed and state the coverage shall not be suspended , voided , cancelled by the
insurer or either Party to this Agreement , reduced in coverage or in limits except after
30 days' prior written notice by certified mail , return receipt requested , has been g iven to
City.
2 . Commercial General Liab ility and Automob ile Liability Coverages.
(1) City , and its respective elected and appointed officers ,
officials , and employees and volunteers are to be covered as additional insureds as
respects : liability arising out of activities Service Provider performs ; products and
completed operations of Service Provider ; premises owned , occupied or used by
Serv ice Provider ; or automobiles owned , leased , hired or borrowed by Service Provider.
The coverage shall contain no special limitations on the scope of protection afforded to
City , and their respective elected and appointed officers , officials , or employees .
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(2) Service Provider'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 .
(3) Requirements of specific coverage features or limits
contained in this Section are not intended as a limitation on coverage , limits or other
requirements , or a waiver of any coverage normally provided by any insurance. Specific
reference to a given coverage feature is for purposes of clarification only as it pertains
to a given issue and is not intended by any party or insured to be all inclusive , or to the
exclusion of other coverage , or a waiver of any type. If the Vendor maintains higher
limits than the minimums shown above , the Agency requires and shall be entitled to
coverage for the higher limits maintained by the Vendor. Any available insurance
proceeds in excess of the specified minimum limits of insurance and coverage shall be
available to the Agency.
(4) Coverage provided by the CONTRACTOR shall be primary
and any insurance or self-insurance or maintained by Agency shall not be required to
contribute to it. The limits of insurance required herein may be satisfied by a
combination of primary and umbrella or excess insurance. Any umbrella or excess
insurance shall contain or be endorsed to contain a provision that such coverage shall
also apply on a primary and non-contributory basis for the benefit of Agency before the
Agency 's own insurance or self-insurance shall be called upon to protect is as a named
insured .
(5) Any failure to comply with the reporting or other provisions of
the insurance policies , including breaches of warranties , shall not affect coverage
provided to City , and its respective elected and appointed officers , officials , employees
or volunteers .
3 . Workers ' Compensation Coverage . Unless the City Manager
otherwise agrees in writing , the insurer shall agree to waive all rights of subrogation
against City , and its respective elected and appointed officers , officials , employees and
agents for losses arising from work performed by Service Provider.
C. Other Requirements . Service Provider agrees to deposit with City , at or
before the effective date of this Agreement , certificates of insurance necessary to satisfy
City that the insurance provisions of this contract have been complied with . The City
may require that Service Provider furnish City with copies of original endorsements
effecting coverage required by this Exhibit "C". The certificates and endorsements are
to be s igned by a person authorized by that insurer to bind coverage on its behalf. City
reserves the right to inspect complete , certified copies of all required insurance policies ,
at any time .
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1. Service Provider shall furn ish certificates and endorsements from
each subcontractor identical to those Service Provider provides .
2 . Any deductibles or self-i nsured retentions must be declared to and
approved by C ity. At the option of City , either the insurer shall reduce or el imi nate such
deductibles or self-insured retentions as respects City or its respective ele cted or
appointed officers , officials , employees and volunteers or the Service Provider shall
procure a bond guarantee ing payment of losses and related investigations , cla im
administration , defense expenses and claims .
3 . The procuring of such required policy or policies of insurance shall
not be construed to limit Service Provider's liability hereunder nor to fulfill the
indemnification provisions and requirements of this Agreement.
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