HomeMy Public PortalAbout06) 7C Agreement for Printing and Mailing ServicesDATE:
TO:
FROM:
MANAGEMENT SERVICES DEPARTMENT
MEMORANDUM
August 20 , 2019
The Honorable City Cou ncil
Bryan Cook, City Manager
Via : Brian Haworth , Ass istant to the City. Manager
By : Tinny Chan , Management Analyst
SUBJECT: AGREEMENT FOR PRINTING AND MAILING SERVICES
RECOMMENDATION:
AGENDA
ITEM 7.C.
The City Council is requested to authorize the City Manager to execute a three-year
professional services agreement with Axiom Designs & Printing to print and coordinate the
mailing of CONNECT and RecCONNECT at a cost not to exceed $161 ,055 .
BACKGROUND:
1. Since 2013 , the City has published CONNECT, an award-winning magazine and
recreation guide that engages and celebrates the Temple City community . Each
issue features timely , re lev ant and st im ulati ng original coverage of local projects ,
programs and events , keeping reade rs informed and ready to engage .
2 . Earl ier th is year, the C ity unveiled a full-scale revamp of CONNECT. While the
rebrand retained the 36-page magaz ine , it also yielded RecCONNECT-a
standalone 28-page guide that places recreational offerin gs at the forefront.
CONNECT is now released bia nnually (December and June) and RecCONNECT ,
triannually (December, June, and August).
3 . In June 2019, a Request for Proposals (RFP ) for CONNECT and RecCONNECT
printing and mailing services was posted to the city website and submitted to
industry bid boards (Attachment "A "). The solicitation specifically called for
proposals that addressed the ability to print and distribute 14,500 cop ies of the
publication using up-to-date UV printing technology (to prevent strong ink odors),
and within a quick turnaround time of 10 bus in ess days or less.
4 . In July 20 19 , 10 proposals were received by the stated deadline ; Attachment "B"
provides the list of respondents . Based on interviews with the top-qual ifying firms ,
City Council
August 20, 2019
Page 2 of 3
Ax iom Designs & Printing was selected based on a number of factors i ncluding
cost , completeness of proposal, project turnaround time , in-house bulk mail
management , and the use of UV printing technology.
ANALYSIS :
Based locally in Glendale , CA, Axiom Designs & Printing specializes in color offset and
digital printing . Among its clients : Caltech , YMCA , CBRE , Keller Will iams , and the c ities
of Glendale and Burbank .
As it relates to the City's identified needs , Axiom provides all services in-house with 40
employees and production shifts from 3 p .m. to midnight. These services-which
in clude final press, UV printing , binding , and bulk mail coordination-will allow for the
expedited printing and distribution of CONNECT and RecCONNECT within a period of
1 0 business days or less .
Provided as Attachment "C ", the proposed services agreement calls for a three-year
term with two , one-year extensions . As it relates to the former provision , this ensures
fixed printing costs (at $53,685 per year), and service continuity for the publications'
expedited production and distribution needs .
CITY STRATEGIC GOAL:
Actions contained in this report align with the City's strategic goals of Good
Governance , and Citizen Education and Communication .
FISCAL IMPACT:
The annual contractual printing cost for CONNECT and RecCONNECT is $53 ,685 ,
which exceeds this year's budgeted amount of $31 ,000 (Acct. 01-910-42-4231 ). The
upcoming first quarter budget amendment w ill request $22 ,685 for remaining costs .
A budget amendment for th is item was anticipated duri ng the FY 2019-20 budget
process . At that time , printing costs were unknown pending : (1) final des ign of the
inaugural CONNECT/RecCONNECT bundle for summer 2019 ; and (2) timing
associated with the RFP process for related printing and mail ing services .
Subsequent year funding amounts will be requested as part of the annual budget
process .
City Council
August 20, 2019
Page 3 of 3
ATTACHMENTS:
A. Request for Proposals
B. List of Respondents
C . Proposed Service Agreement
ATTACHMENT A
REQUEST FOR PROPOSALS
PROJECT: Pr intin g and Ma iling Services
PROJECT MANAGER: T inny Ch an, (626) 285-2 1 71, ext. 4122
ISSUE DATE: June 7, 20 19
PROPOSALS DUE : July 8, 20 19 , 5 p.m ., City Hall
The City of Temple City is sol iciting proposals from qualified f irms-in the greater Los Angeles
area-to pri nt and coordinate the mailing of its residential magazine and recreation guide; and
to provide on-call print ing se rvices for a range of external communi catio ns med ia.
T he successful firm will be awarded a three-yea r service contra ct w ith two one-year extension s.
BACKGROUND
T he City of Temple C it y is a contract city in the San Gabriel Valley, fourteen m i les east of Los
Angeles. As the community is characteriz ed by a growing senior popu lation and strong focus
on fami ly and civic engagement, the C ity's award-w innin g publications-CONNECT and
RecCONNECT-serve as a key com mun ications tool.
CONNECT, a 36-page res identi al magazin e, is published and distributed twice a year in May
and December to households in Temple City and adjacent unincorporated neighborh oods.
RecCONNECT, t he compan ion 28-page recreation guide, is published and distributed three
times a year (May, Au g ust and December) to t he same d istribution area. T h ese pub li cations are
availab le for revi ew at templeci ty.us/con ne ct.
NOTES:
CONNECT is bundle d and distributed with RecCONNECT, which is attached inside with a single staple.
RecCONNECT is mailed as a standa lone publication in August.
SPECIF ICATIONS
Please base you r proposal on the fol low in g specifications:
9701 LAS TUNAS DR . I TEMPLE CITY, CA 91780 I (626) 285-2171 I INFO@TEMPLECITY US I WWW.TEMPLECITY.US
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RFP : Pnntmg and Mailing Servtces
Issue Date: June 7, 2019
Page : 2 of 4
CONNECT (Magazine)
Size:
Page Count:
Paper:
Printing:
Finishing:
8 W'x 11"
36-page, self-cover
80# Pacesetter Opaque text (# 100 for front and back cover)
4 color offset
T rim, fold, saddle st itched on the 11 " si de
RecCONNECT (Recreation Guide)
Size :
Page Count:
Paper:
Printing:
Finishing:
l'Y..QI£:
5Y2"x11"
28-page, self-cover
80# Pacesetter Opaque text (#100 for front and back cover)
4 color offset
Tr im, fold, saddle stitched on the 11" side
The C1ty 1s open to other options for artachmg (or bundling) RecCONNECT to CONNECT.
Additionally, the successful firm will provide on-call printing services to further evolve, execute
and standardize the City's brand. Potential projects include:
• Event flyers • Invitations
• Print advertisements • Public meeting mailers
On-call services will be assigned at the City's discretion, each with a negotiated scope and not-
to-exceed amount.
SCOPE
The following provides the City's desired scope of work for graphic design services:
Content:
Schedule:
Printin g:
The City will provide high-resolution digital files.
May: CONNECT, RecCONNECT (bundled)
August: RecCONNECT (standalone)
December: CONNECT, RecCONNECT (bundled)
The City will provide content a minimum of 10 business days prior
to each drop date.
Services to also include folding, binding and stitching.
RFP :
Issue Date:
Page :
Pnntmg and Mai ling Serv ices
June 7, 2019
3 of 4
Services will requ ire one printed proof per production and up to
two print checks to be completed by the City prior to full
production .
As CONNECT and RecCONN ECT are printed on uncoated
paper, UV printing is preferred over traditional offset printing.
Distribution/Mailing: Represent t h e C ity's intere sts with USPS and mail de livery
personnel.
.tYQlli:
Mailing services shall include al l preparations fo r postal d iscounts,
pre-sort, t ie and tray.
Fo r each mailing, prepare CONNECT (bundled) or RecCONNECT
for distribution to 13,800 household and businesses (13,000
copies fo r Temple City zip co de 91780, and 800 copies for zip
codes in unincorporated areas). These copies must be delivered
for mail delivery to:
Sa n Gabriel USPS
120 S. Del Mar Ave .
San Gabriel, CA 91778
Distributi on must a ls o include b oxed copies to the f ollowing city
fa cilities during normal bus iness hours.
CONNECT (bundled):
200 copies (see note below)
City Hall
9701 Las Tunas Dr.
Temple City, CA 91780
RecCONNECT:
150 copies (standalone)
Live Oak Park Annex
10144 Bogue St.
Temple C ity, CA 91780
Final zip codes and carrier route numbers to be provided upon contract award.
Proposals should not include postage cost; City will use its bulk rate mail account.
As RecCONNECT is delivered as a standalone guide in August, deliver 100 copies to C ity Hall.
RFP :
Issue Date:
Pnntmg and Mailing Serv1ces
June 7, 2019
Page : 4 of 4
On-Call Services:
SUBM ITIAL
Provide other requested print services. Projects will be assigned
at the City's discretion, each with a negotiated scope and not-to-
exceed amount.
Should you or your firm b e interested in provi d ing a proposal for this project, please provide a
response to include the followin g :
• Professional qualifications of your firm with information on experience and capabil ities of
the proposed team, including any appl ica ble certifications, licenses, etc.
• At min imum, a li st of three representative projects undertaken by your f i rm in the last five
years . Identify the client names and contact information of the project manager. Please
provide printed copies of these projects, if availab le.
• A proposed and recommended project scope and schedule, including a fee schedule for
on-call services (fl ye rs, invitations, mailers, etc.); and, a not to exceed project cost for
services related to each issue of CONNECT and Re cC ONNECT to remain in effect until
June 30, 202 1. Please include pricing for traditional offset and UV printing, as well as costs
for additional drafts, if applic able.
• Acknowledgement of provisions in t he City's professional services agreement. including
any necessary contra ctual revisions should your firm be sele cted for work.
Proposa ls are due Fr iday, July 8 , 2019 by 5 p .m. to the project manager identified on the cover
page. Three hard copie s and one electron ic PD F version of your proposal are requested;
emailed or facsimile responses will not be accepted.
T he C ity's acceptance of any proposal subm itted to this solicitation shall not constitute any
implied intent to ente r into a contract for serv ices. Furthermore, there is no expressed or
implied obligation by th e City to reimbu rse respond in g proposers for any expenses incurred in
the preparation of proposals in respon se to th is request, includ ing travel and personne l costs.
Finally, prospective firms shall not contact City Council members about th i s sol icita tion, as
engaging with them may be grounds for disqua lification.
Please note t hat for tim ing purposes, the City wishes to co mple te its cons ultant selection
process no later than Monday, July 29, 2019 . Interviews are anticipated the week of Ju ly 22,
2019 with a formal contract award scheduled for Aug. 20 , 2019 .
-end-
PRINTING SERVICES RFP
PROPOSAL COMPARISONS
FIRM VALUE/PRICING
COLORNET PRESS BUNDLED: RECCONNECT STANDALONE:
$25,944 $10,806
ADVANTAGE INC. BUNDLED: RECCONNECT STANDALONE:
$24,137 .8 3 $10,106.84
DIRECT BUNDLED: RECCONNECT STANDALONE:
CONNECTION $23,905 $11,405
BANSKO BUNDLED: RECCONNECT STANDALONE:
$23,112.16 $10,015.65
CUROPRINT BUNDLED: RECCONNECT STANDALONE:
$29,908 $9,498
SOCAL GRAPHICS BUNDLED: RECCONNECT STANDALONE:
$28,61 2 $10,801
AXIOM BUNDLED: RECCONNECT STANDALONE:
$22,495 $8,695
LITHOGRAPH/X BUNDLED: RECCONNECT STAN DALONE:
$31 ,380 $11 ,700
PGI BUNDLED: RECCONNECT STANDALONE:
$16,951.70 $6,676.56
KACDESIGN BUNDLED: RECCONNECT STANDALONE:
$2 4,150 $9,060
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RFP
INSTRUCTIONS
YES
NO
NO
NO
YES
YES
YES
YES
YES
NO
TURNAROUND
11-15 DAYS
N /A
N/A
N /A
10 DAYS
10 DAYS
10 DAYS
12-15 WOR KING
DAYS
6 -8 WORKING
DAYS
10-15 WORKING
DAYS
UV INK?
YES
YES
NOT SPECIFIED
YES
NOT SPECIFIED
YES
YES
Y ES
NO
NOT SPEC IFIED ~
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RJV #4838-6958-3880 v3
DRAFT 112 7/15
AGREEMENT FOR SERVICES
By and Between
THE CITY OF TEMPLE CITY,
a municipal corporation
and
AXIOM PRINT, INC.,
a California corporation
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ATTACHMENT C
AGREEMENT FOR SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
AXIOM PRINT, INC.
This Agreement for Services ("Agreement") is entered into as of this 21th day of
August, 20 19 by and between the City of Temple C ity , a mun icipal corporation ("City")
and Axiom Pr i nt, Inc ., a Californ ia corporation ("Serv ice Prov ider") doing bus iness as
Ax iom Designs & Printing . City and Serv ice Provider are sometimes he reinafter
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 Agreement.
B . Service Provide r, following subm iss ion of a proposal for the performance
of the serv ices 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 Mun ic i pal Code , City has authority to
enter into th is Services Agreement and the C ity Manager has authority to execute th is
Agreement.
D . The Parties des ire to formal ize the selection of Service Prov ider for
performance of those services defined and described particularly in Section 2 of th is
Agreement and desire that the terms of that performance be as particularly defi ned and
descri bed herein .
OPERATIVE PROVISIONS
NOW, THEREFORE , i n considerat ion of the mutual prom ises and covenants
made by the Parties and contained here and other consideration, 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 "Termination of Agreement" of this
Agreement , the Term of th is Agreement is for three years commencing on the date first
ascribed above .
SECTION 2. SCOPE OF SERVICES & SCHEDULE OF PERFORMANCE.
(a ) Scope of Serv ices . Service Prov ider agrees to perform the services set
forth in Exhibit "A" "Scope of Services " (here inafter, the "Serv ices ") and made a part of
th is Agreement by this reference .
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------------------
(b) Schedule of Performance . The Services shall be completed pursuant to
the schedule specified in Exh ib it "A." Should the Services not be completed pursuant to
that schedule, the Service Provider shall be deemed to be in Default of this Agreement.
The C ity, in its sole discretion , may choose not to enforce the Default provisions of this
Agreement and may instead allow Service Provider to continue perform ing the
Services .
SECTION 3. ADDITIONAL SERVICES.
Service Provider shall not be compensated for any work rendered in connection
with its performance of this Ag reement that are in add it ion to or outside of the Services
unless such add itional services a re 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 l i mitations set forth in this Agreement , C ity agrees to pay
Servi ce Provider the amounts specified in Exh ib it "B" "Compensation" and made a part
of th is Agreement by th is reference . The tota l compensation , including re i mbursement
for actual expenses, shall not exceed one hund red s ixty-one thousand and fifty-five
dollars ($161 ,055), unless additional compensation is approved in writing in accordance
with Section 26 "Admin istration and Implementation " or Section 28 "Amendment" 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 i nvo ice shall
detail cha rges by the following categories: labor (by sub-category), trave l, materials,
equipment, supplies , and subcontractor contracts . Subcontractor charges shall be
detailed by the following categories : labor, travel , materials , equipment and supplies . If
the compensation set forth in subsection (a) and Exhibit "8 " 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 shall independently
rev iew each invoice subm itted by the Service P rovider to determine whether the work
performed and expenses incurred are in compliance w ith the provisions of this
Agreement. In the event that no charges or expenses are d isputed , the invoice shall be
approved and paid according to the terms set forth i n subsection (c). In the event any
charges or expenses are disputed by City, the original invoice shall be returned by City
to Service Provider fo r correction and resubm ission.
(c) Except as to any charges for work performed or expenses i ncurred by
Service Prov ider which are disputed by City, City will use its best efforts to cause
Service Provider to be paid with in forty-five (45) days of receipt of Service Provider's
correct and und isputed invoice .
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(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 Prov ider's work under th is
Agreement , either during performance or when completed . City shall reject or finally
accept Service Provider's work within sixty (60) days after subm itted 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 w ith respect to latent defects , fraud and such gross mistakes as amount to
fraud. Acceptance of any of Service Provider's work by C ity shall not constitute a
waiver of any of the provisions of this Agreement including , but not limited to , Section
16 "Indemn ification " and Section 17 "Insurance ."
SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps , models, designs , drawings , photographs , stud ies , 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 permiss ion of the Service Provider. Upon
complet ion , ex piration or term ination of this Agreement , Service Provider shall turn over
to City all such origina l maps , models , des igns, drawings , photog raphs , stud ies ,
surveys , reports , data , notes , computer files , files and other documents.
If and to the extent that City uti l izes for any purpose not related to th is
Agreement any maps , models , designs , drawings , photographs , studies , surveys,
reports , data , notes , computer files , files or other documents prepared , developed or
discovered by Service Provider i n the course of providing the Services pursuant to this
Agreement , Service Provider's guarantees and warranties i n Section 9 "Standard of
Performance " of this Agreement shall not extend to such use of the maps , models ,
designs, d rawi ngs , photographs , studies , surveys , reports , data , notes , comp uter f il es ,
files or other documents .
SECTION 7. SERVICE PROVIDER'S BOOKS AND RECORDS.
(a ) Service Provider shall maintain any and all documents and records
demonstrating or relating to Service Provider'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 relati ng to work,
services , expenditures and d isbursements charged to City pu rsuant to this Agreement.
Any and all such documents or records shall be maintained in accordance w ith
generally accepted accounting principles and shall be sufficiently complete and detailed
so as to perm it an accurate evaluation of the services provided by Serv ice Provide r
pursuant to th is Agreement. Any and all su c h documents or records s hall be
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mainta ined for three (3) years from the date of execution of this Agreement and to the
extent required by laws re latin g to audits of publ ic agencies and their expend itures .
(b ) Any and all records or documents required to be maintained pursuant to
this section shall be made ava ilable for inspection , audit and copying , at any t ime
during regu lar business hours , upon request by City or its des ignated representative .
Copies of such documents o r records shall be prov ided di rectly to the C ity 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 Prov ider's address ind icated for receipt of notices in this
Agreemen t.
(c) Where City has reason to bel ieve that any of the documents or records
requ i red to be maintained pursuant to this section may be lost or discarded due to
dissolution or termination of Service Prov ider's business , City may, by writte n request,
require that custody of such documents or records be given to the C ity. Access to such
documents and records shall be granted to C ity , as well as to its successors-in-i nterest
and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a ) Service Provider is and shall at all times rema in a wholly i ndependent
contractor and not an officer, employee or agent of City. Service Provider shall have no
authority to bi nd C ity in any manner, nor to i ncur any obligation , debt or li ab i lity of any
kind on behalf of or aga i nst City , whethe r by contract or otherwise , unless such
authority is expressly conferred under this Agreement or is otherwise e x pressly
conferred i n writing by City.
(b) The personne l performing the Servic es under th is Agreement on behalf of
Service Provider shall at all t i mes be under Service Prov ider's exclusive di rection and
control. Ne ither City , nor any elected or appointed boards, officers , officials , employees
or agents o f City , shall have control over the conduct of Service Prov ider or any of
Serv ice 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 Provider's officers , employees , or agents are in any manner officials ,
officers , employees or agents of City .
(c ) Ne ither Service Provider, nor any of Serv ice Prov ider's office rs ,
employees or agents , shall obta i n 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 Provider may have to any such rights .
SECTION 9. STANDARD OF PERFORMANCE.
Service Provider represents and warrants that it has the qualifications,
experience and facil ities necessary to properly perform the Services requ i red under th is
Agreement i n a thorough , competent and prof ess ional manner. Service Prov id er shall
at all t imes faithfully , competently and to the best of its ability, ex perience and talent,
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perform all Services. In meeting its obligations under th is Agreement , Service Prov ider
shall employ , at a min imum , generally accepted standards and practices util ized by
persons engaged in providing 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 Exh ibit "A" "Scope of Work" that shall also be applicable to Service
Provider's work under th is 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 Prov ider shall obtain any and all l icenses ,
permits and authorizations necessary to perform the Services set forth i n this
Agreement. Neither City , nor any elected or appointed boards, officers , officials,
employees or agents of City , shall be liable , at law or in equ ity , as a result of any failure
of Service Provider to comply w ith th is section.
SECTION 11 . PREVAILING WAGE LAWS
It is the understanding of City and Service Provider that Cal ifornia prevailing
wage laws do not apply to th is Agreement because the Ag reement does not i nvolve any
of the following services subject to prevailing wage rates pursuant to the California
Labo r Code or regulations promulgated thereunder : Construction , alteration, demolition ,
installation , or repair work performed on public buildings , facil ities , streets or sewers
done under contract and pa id for in whole or in part out of public funds . In th is context ,
"construction" includes work performed du ring the design and preconstruction phases
of construction including , but not limited 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 , sex , age , physical
handicap , medical condition or marital status in connect ion with or related to the
performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Service Provider hereby promises and agrees to comply with all of the provisions
of the Federal Immigration and Nationa lity 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 Prov ider so employ such unauthorized aliens for the
performance of the Serv ices , and should the any liability or sanctions be imposed
against City for such use of unauthorized al iens , Service Pro v ider hereby agrees to and
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shall reimburse City for the cost of all such liabilities or sanctions imposed , together
with any and all costs , includ ing attorneys ' fees , i ncurred by City .
SECTION 14. CONFLICTS OF INTEREST.
(a) Service Provider covenants that neither it, nor any officer o r principal of its
firm , has or shall acquire any i nterest, directly or i ndirectly, which would conflict i n any
manner with the interests of City or which wou ld i n any way hinder Service Provider's
perfo rmance of the Service s . Service Provider further covena nts that in the
performance of this Agreement , no person hav ing 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 ti mes avo id conflicts of
interest or the appearance of any conflicts of interest with the interests of City i n the
performance of this Agreement.
(b) City understands and acknowledges that Service Provide r i s , as of the
date of execution of th is Ag reement, independently i nvolved in the performance of non-
related services for other governmental agencies and private parties. Service Provider
is unaware of any stated pos it ion of City relat ive to such projects . Any future pos ition of
City on such projects shall not be cons idered a confl ict of interest for purposes of this
section.
(c) City understands and acknowledges that Service Provide r w ill , perform
non-related services for other governmental agencies and private Parties follow i ng the
completion of the Services under this Ag reement. Any such future serv ice shall not be
cons idered a co nflict 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 d isclose any such information or work product to persons
or entities other than C ity 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, withou t prior written authorization from the City Manager or unless requested by
the C ity Attorney of City , voluntarily provide declarations , letters of support, testimony at
depositions , response to interrogatories or other information concern i ng the work
performed under this Agreement. Response to a subpoena or court order shall not be
considered "voluntary" provided Service Prov ider gives City notice of such court order
or subpoena .
(c) If Service Provider, or any officer, employee , agent or subcontracto r of
Service Provider, provides any i nformation or work product in vio lation of th is
Agreement , then City shall have the right to reimbursement and indemnity from Servi ce
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Provider for any damages , costs and fees, including attorneys fees , caused by or
incurred as a resu lt of Se rvice 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 Ag reement 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 rev iew any response to discovery requests
provided by Service Provider. However, th is r ight to rev iew 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 Profess ional Liability . Where the law establishes a
professional standard of care for Service Provider's services , to the fullest extent
permitted by law, Service Provider shall indemnify , protect, defend and hold harm less
City and any and all of it s offi cials, employees and agents ("Indemnified Parties") from
and against any and all liabi li ty (including liab ility 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 , i nterest , 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 neg li gent or
wrongful act , error or omiss ion of Service Provider, or by any individual or entity for
which Service Provider is legally liable , includ ing but not limited to officers , agents ,
employees or sub-contractors of Servi ce Provider, in the performance of professiona l
services under this Agreement.
(b) Indemnification for Other than Professional Liab il ity. Other than in the
performance of professional services and to the full extent permitted by law, Service
Provider shall inde mnify, protect, defend and ho ld harmless City, and any and all of its
employees, officials and agents from and aga inst any liability (including liability for
claims , suits , actions , arb itrat ion proceedings , administrative proceedings , regulatory
proceed i ngs , losses, expenses or costs of any kind, whether actual , alleged or
threatened , including attorneys fees and costs , court costs , i nterest , defense costs , and
expert w itn ess 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 l iable ,
including but not limited to officers , agents , employees or sub-contractors of Service
Provi der.
(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 o r entity involved by ,
for, with o r on behalf of Se rvice Provider in the performance of th is Agreement nam ing
the Indemn if ied Parties as additional indemn itees . In the event Service Provider fails to
-7-
obtain such indemnity obl igations from others as requ i red here in , Serv ice Provider
agrees to be fully responsible according to the terms of th is section . Fa ilure of C ity to
monitor comp liance with these requirements imposes no additional obligations on City
and w ill in no way act as a wa iver of any rights hereunder. This obl igation to indemnify
and defend City as set forth herein is binding on the successors , assigns or heirs of
Serv ice Provider and shall survive the term i nation of this Agreement or th is section .
(d) Limitation of Indemnification . Notwithstand ing any prov ision of t hi s
section to the contrary , des ign professionals a re requ ired to defend and in de mni fy the
City only to the extent pe rm itted by Civil Code Section 2782 .8 , wh ich limits the li abi lity
of a design professional to claims , suits , actions , arb itration proceed ings , adm inistrative
proceed ings , regulatory proceed i ngs , losses , e xpenses or costs that a ri se out of,
perta in to , or relate to the negligence , recklessness , or willful misconduct of the design
professional. The term "des ign professional ," as defined in Section 2782 .8 , is lim ited to
licensed a rchitects , licensed landscape architects , registe red professional enginee rs ,
professiona l land survey ors , and the business entities that offer such services in
accordance w ith the applicable provisions of the Cal iforn ia Business and Profess ions
Code .
(e) City's Negl igence . The provis ions of this section do not app ly to cla ims
occurring as a result of City's sole negligence. The provisions of this section shall not
release C ity from liability arising from gross negligence or willful acts o r omiss ions of
City or a ny and all of its officials , employees and agents.
SECTION 17. INSURANCE.
Se rv ice Provider agrees to obta in and ma i nta in in full f orce and effect du ri ng t he
term of t his Agreement the i nsurance pol ic ies set forth in Ex hi bit "C" "Insu ran ce" and
made a part of th is Agreement. All insurance pol ic ies shall be subject to app roval by
C ity as to form and content. T hese requirements are subject to amendment or wa iver if
so approved in writing by the City Manager. Service Provider ag rees to provide City
with cop ies of required pol ic ies upon request.
SECTION 18. ASSIGNMENT.
The ex pertise and ex perience of Service Provider are material considerati ons for
this Agreement. City has an interest in the quali fi cations and capabil ity o f the persons
and entit ies who will fulfill the duties and ob li gations imposed upon Se rv ice Provider
under th is Agreement. In recognition of that inte rest, Service Prov ider shall not assign
or transfer th is Agreement or any portion of this Agreement or the performance of any
of Service Provider's duties or obligations unde r this Agreement without the prior w ritten
consent of the City. Any attempted assignment shall be i neffective , null and vo id , and
shall constitute a material breach of th is Ag reement entitling City to any and all
remed ies at law or in equ ity, includ ing term ination of th is Agreem ent pursuant to
Section 20 "Termination of Agreement." C ity acknowledges , however, th at Service
Provider, i n the performance of its duti es pursua nt to thi s A g reemen t , m ay utili z e
subcontracto rs .
- 8 -
SECTION 19. CONTINUITY OF PERSONNEL.
Service Provider shall make every reasonab le effort to maintai n the stab il ity and
con t inuity of Service Pro vider's staff a nd subcontractors, if any, ass igned to perform the
Services . Service Prov ide r shall notify City of any chang es i n Service Provider's staff
and sub-contr actors , if any, ass igned to perfo r m the Services prior to and during any
such performance .
SECTION 20. TERMINATION OF AGREEMENT.
(a ) C ity may term i nate this Agreement, w ith or without cause , at any t ime by
g iv ing th irty (30 ) days writte n notice of termination to Se rv ice Provider . In the event
such notice is g iven , Se rv ice Provider shall cease immediately all work in progress .
(b ) Service Pro vi de r may term inate th is Agreement for cause at any time
upon th irty (3 0 ) days written notice of term i nation to City .
(c) If e ither Service Provider or C ity fail to perform any material obl igation
under this Agreemen t , then , i n addit ion to any other remedies , e ither Serv ice Provider,
or City may terminate th is Agreement immed iate ly upon written notice .
(d ) Upon te rm i nation of this Agreement by either Service Provider or City, a ll
propert y be longing exclusive ly to City which is in Service Prov ider's possession shall be
returned to City. Service Provider shall furn ish to City a f i nal invo ice for work performed
and expenses i ncurred by Service Prov ider , prepared as set forth in Section 4
"Compensation and Method of Payment" of th is Agreement. T his fina l i nvo ice shall be
rev iewed a nd pa id in th e same manner as se t forth i n Se ction 4 "Compensation and
Method of Payment" of th is Agreement.
SECTION 21 . DEFAULT.
In th e event that Serv ice Provider is in de fault unde r the terms of this Agree ment ,
the City sha l l no t have any obl igation or duty to conti nue compensati ng Service
Prov ide r fo r any wo rk pe rformed after the date of default. Instead , the C ity may g ive
not ice to Serv ice Prov ider of the defau lt and the reasons for the default. The notice
shall incl ude the timeframe in w hi ch Se rv ice Provider may cure the defau lt. This
t i meframe is presumptively th irty (30) days , but may be extended , though not red uced ,
if circumstances warrant. Du ri ng the period of time that Serv ice Provider is in defau lt,
the City shall hold all i nvo ices and shal l , when the default is cured , p roceed wi th
payment on the invoices . In the alte rn ative , the City may, in its sole discretion , elect to
pay some or all of the outstandi ng invoices during the period of default. If Service
Prov ider does not cure the default, the City may take necessary steps to term i nate this
Agreemen t u nder Section 20 "Termination of Agreement." Any fa il ure on the part of the
C ity to give notice of the Service Prov ider's default shall not be deemed to resu lt in a
waiver of the City's legal r igh ts or a ny r ights arisi ng out of any pro v ision of this
Agreement.
- 9 -
SECTION 22 . EXCUSABLE DELAYS .
Service Provider shall not be liable for damages, includ ing liquidated damages , if
any, caused by delay in performance or failure to perform due to causes beyond the
control of Serv ice Provider. Such causes include , but are not l imited to , acts of God ,
acts of the publ ic enemy , acts of federa l, state or local governments , acts of City , court
orders , f ires , floods, ep idem ics , strikes , embargoes, and unusually severe weather .
The term and price of this Agreement sha ll be equitab ly adjusted for a ny delays due to
such causes .
SECTION 23 . COOPERATION BY CI T Y.
All publ ic information , data, reports, records , and maps as are existi ng and
avai lable to City as publ ic records , and wh ich are necessary for carrying ou t the
Services shall be furnished to Service Provider in every reasonable way to fac ilitate ,
w ithout undue delay, the Services to be performed under th is Agreement.
SECTION 24. NOTICES .
All notices required or pe rmitted to be given under this Agreement s hall be in
writ ing and shal l be personally del ive red, or sent by te lecop ier or certified ma il , postage
prepaid and return receipt requested, addressed as fol lows:
To City:
To Service Prov ider:
City of Temple City
Attn : City Manager
9701 Las T u nas Dr .
Temple City, CA 91780
Axiom Des ign & Print
Attn: Dave Ka lmus
513 State St.
Glendale , CA 91203
Notice shal l be deemed effective o n t he date pe rsonal ly delivered or tra nsmitted
by facsim i le or, if mai led , three (3) days after deposit of the same in the custody of the
U nited States Postal Service .
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing th is Agreement on behalf of Service Provider
represe nts and wa r ran ts that he/she/they has/have the authority to so execute th is
Agreement and to bi nd Servi ce Prov ide r to the performance of its ob ligations
hereunder.
- I 0 -
SECTION 26 . ADMINISTRATION AND IMPLEMENTATION .
This Agreement shall be administered and executed by the City Manager or his
or her designated representat ive. The City Manager shall have the authority to issue
interpretations and to make amend me nts to this Ag reement, includ i ng amendments
tha t commit additional funds , consis tent 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 , adm i ni strators ,
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 Prov ider and by the City . T he City Manager
sha ll have the authority to approve any amendment to th is Agreement if the total
compensation under th is Agreement , as amended , wou ld not exceed the City
Manager's contracting authority under the Temple C ity Mun i cipal Code . All other
amendments sha ll be approved by the City Counc il. The Part ies agree that the
req u irement for wri tte n modificatio ns cannot be waive d and that any attempted waiver
sha ll be void .
SECTION 29. WAIVER.
Wa iver by any Party to th is Agreement of any term , cond ition , or covenant of this
Agreement shall not constitute a waiver of any other term , cond ition , o r covenant.
Waiver by any Party of any breach of the provisions of th is Agreement shall not
constitute a wa iver of any other provisio n nor a waiver of any subsequent breach or
violation of any provision of th i s Agreement. Acceptance by City of any wor k or
services by Service Provider shall no t constitute a waiver of any of the prov isions of th is
Agreement.
SECTION 30. LAW TO GOVERN ; VENUE.
Th is Agreement shall be i nterpre ted , construed and governed acco rding to the
laws of the State of Californ ia . In the event of l itigation between the Parties , venue in
state trial courts shall lie exclusively in the County of Los Angeles , Cal iforn ia . In the
event of l it igation in a U.S. District Court , venue shall lie exclus ive ly i n the Central
Dis tr ict of Californ ia, in Los Angeles.
SECTION 31 . ATTORNEYS FEES , COSTS AND EXPENSES.
In the event litigation or other proceed ing is requ i red to enforce or interpret any
provis ion of th is Agreement , the prevail i ng Party in such li t igation or other proceed ing
shall be entitled to an award of reasonable attorney's fees , costs and expenses , in
addi tion to any other relief to which it may be entitled .
-II -
SECTION 32. ENTIRE AGREEMENT.
Th is Agreement, i nclud ing the attached Exh ib its "A" through "C", is the entire ,
comp lete , final and exclus ive expression of the Parties w ith respect to the matters
addressed the re i n and supersedes all other agreements or understand i ngs , whether
oral o r w ri tten , or en te red i nto between Se rvi ce Provider and C ity p ri or to the e xecution
of this Agreement. No state ments , representat io ns or othe r agreements , w hethe r ora l
or written , made by any Party which are not embodied here in shall be va lid and bi nding .
SECTION 33. SEVERABILITY.
If any term, cond it ion or covenant of th is Agreement is declared or determ ined
by any court of competent jurisdiction to be i nvalid , vo id or unenforceable , the
rema i ni ng provis ions of th is Agreement shall not be affected thereby and the
Agreement shall be read and construed w ithout the inva li d , void or unenforceable
provision(s ).
SECTION 34. CONFLICTING TERMS.
Ex cept as otherwise stated herein , if the terms of this Agreement confl ict with the
terms of any Exhibit hereto , or with the terms of any document incorporated by
reference into th is Agreement , the terms of th is Agreement shal l control.
IN WITNESS WHEREOF , the Parties hereto have e xe cuted th is Agreement on
the date and year f irst-above w ri tten.
CITY OF TEMPLE CITY
Bryan Cook , City Manager
ATTEST: APPROVED AS TO FORM:
Peggy Kuo , City Clerk Gregory Murphy, City Attorney
-12 -
SERVICE PROVIDER:
By ______________________ _
(Authorized Officer)
Name: ____________________ __
T itl e : ____________________ _
(2"d signature required if Corporation , Incorporation or Limi ted Liability
Corporation)
By ______________________ _
(Authorized Officer)
Na me : ____________________ __
T it le : ----------------------
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.
-13 -
A notary public or other officer completing this certificate verifies only the identity of the in div idual who
sig ned the document to which this certificate is attached, and not the truthfulness, accuracy, or v al idity
of that document.
A LL-PURPOSE ACKNOWLEDG MENT NOTARY FOR CALI FO RNIA
STATE OF CALIFORNIA
COUN TY OF LOS ANG ELES
On -----..,.....,.,.,......---'--'' 2:::.0::::.__, before me , ----r==--~-r.Tr::-r'<T"7'=:-:-:-~,---.,-==--r<:::-::--rr.:=,.,.,.,.=~--Date Nam e And I 1tle Of Off1cer (e.g. "Jane Doe , Notary Pubhc")
pe rsonally appeared-------------------------------
Name of Signer (s)
w ho proved to me on the basis of satisfactory evidence 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 (i es ), and that by
hi s/he r/t hei r signature(s) on the instrument the person (s), o r the
entity u pon behalf of which the person(s) acted , executed the
ins trum ent.
I certify unde r PENALTY OF PERJURY under the laws of the
Stat e of California t hat the foregoing paragraph is true and
correct.
WI T NESS my hand and officia l sea l.
Signature of Notary Public
OPTIONAL
Though this section is optional , completing th is information can deter alternation of the document or fraudulent
reattachment of this form to an u nintended doc ument.
CAPACIT{IES) CLAIMED BY SIGNER(S)
Signer's Name :
Individua l
Corporate Officer
DESCRIPTION OF ATTACHED DOCUMENT
TiUe(s) TiUe or Type of Document
Partner(s) Lim ited
Attorney-In-Fact
Trustee(s)
Gua rdian/Conservator
Other:
Signer is representing:
Name Of Person(s) Or Entity(ies )
RJV 114838-6958-3880 v3
DRAfl 1127 /15
General
Nu mber Of Pages
Date Of Document
Signer(s) Other Than Named Above
A notary publ ic or other officer complet ing this certifi cate v erifies o nly the identity of the ind ivi dual w ho
signed the document to which th is c ertificate is attached , and not the truthfu l ness , accura cy, or v ali dity
of that document.
ALL-PUR POSE ACKNOWLE D GMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On ----~=~---1·-=2=0'---, before me , ---.-=~-;;-;:r"T":T::~T"'T'''=::7r.~......-r.:="'!"''';;":::;--"';=~r:r.:'l'=r---Date Na me An d I iti e Of Officer (e .g. "Jane Doe, Nota ry Pubhc ")
personally appeared -------------,.=;-;::-;::rt::""==cr---------------Nam e of Sign er(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 with in
instrument and acknowledged to me that he /she/they executed
the same in his/her/their authorized capa ci ty (i es ), and that by
his/her/t heir signature(s) on the instrument the person (s), or the
entity upon behalf of wh ich the person(s ) acted , executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the
State of California that the foregoing paragraph is true and
correct.
WITNESS my hand and official sea l.
Signature of Notary Public
OPTIONAL
Though this section is optional , completing th is information can deter alternation of the document or fraudu lent
reatta chment of th is fo rm to an unintended document.
CAPACIT (IE S) C LAIMED BY SIGNER(S)
Signer's Name:
Indivi dual
Corporate Officer
DES CRIPTION OF ATTACHED DOCU MENT
Title(s) Title or Type of Document
Partner(s ) Lim ited
Attorney-In-Fact
Trustee(s)
Guardian/Cons ervator
Other:
Signer is represent ing :
Name Of Person(s) Or Entity(ies)
RI V 114838-6958-3880 d
DRAFT 112 7/15
General
Number Of Pages
Date Of Document
Signer(s) Other Than Named Above
EXHIBIT "A"
SCOPE OF SERVICES
Service Provider shall provide the following general services:
1. Standard complete turnaround on print jobs shall be 7 working days , maximum
turnaround on any one project would be no more than 1 0 business days from
receipt of digital mechanical to delivery . In case for rush jobs, Service Provider
shall tum around the job in 72 hours or less .
2. Produce , deliver or accept files from the following software: Adobe Creative
Suite 5 (i.e ., Photoshop, Illustrator, inDesign ) and high-resolution PDF .
3 . Provide 1-to 6-color li thograph ic and UV printing; and fold ing , bind i ng and
stitch ing services .
4. Mailing services such as mail preparation , processing , and delivery to the US
Post Office (i.e ., Bulk Rate Distribution Center in the City of Industry, CA) of
pr i nted publications with in the Service Provide r 's requi red time frame.
5. Communication with the City's graphics team during the entire production and
delivery of the printed publ ication .
In the case for CONNECT Magazine and RecCONNECT guide , Service Prov ider shall
produce the publications per the following schedule and specifications:
Specifications :
CONNECT (Magazine)
Size: 8 ~"x 11 "
Page Count: 36-page , self-cover
Paper: 80# Pacesetter Opaque text (#1 00 for front and back cover)
Printing: 4-color offset
Finish ing : Trim , fold , saddle stitched on the 11 " side
RecCONNECT (Recreation Guide)
Size: 5 ~"x 11 "
Page Count: 28-page, self-cover
Paper : 80# Pacesetter Opaque text (#1 00 for front and back cover)
Pr inting : 4-color offse t
Finish ing : Trim , fold , saddle stitched on the 11 " side
A -1
-------~-· --
Note : Service Provider shall provide on printed proof per production and up to two print checks to be
completed by the City prior to full production.
Schedule:
May :
August:
CONNECT , RecCONNECT (bundled)
RecCONNECT (s tandalone)
CONNECT , RecCONNECT (bundled) December:
Note: "Bundled" means CONNECT is bundled and distributed with RecCONNECT, which is attached
inside with a single staple .
Service Prov ider shall also provid e the follow ing mailing and distribution serv i ces:
• Rep resent the City 's interests with USPS and mail delivery personnel.
• Mail i ng services shall include all preparations for postal discounts, pre-sort , tie and
tray .
• For each mailing, prepare CONNECT (bundled) or RecCONNECT for distribution
to 13 ,800 household and businesses (13 ,000 cop ies for Temple C ity zi p code
91780 , and 800 cop ies for zip codes in un incorporated areas ). These copies must
be del ivered for ma il delivery to :
San Gabriel USPS
120 S . Del Mar Ave.
San Gabriel, CA 91778
• Distribution must also include boxed copies to the follow ing city fac il ities during
normal business hou rs.
CONNECT (bundled , 200 copies):
City Hall
970 1 Las Tunas Dr .
Temple City, CA 91780
RecCONNECT (standalone, 150 copies):
Live Oak Park Anne x
10144 Bogue St.
Temple City, CA 9 1780
Note : As RecCONNECT is delivered as a standalone guide in August, delive r 100 copies to City
Hall.
A-2
---------
EXHIBIT "8"
COMPENSATION
City shall compensate Serv ice Provider for the Services performed upon the completion
of tasks ide ntified in the Scope of Services per the following schedule :
Aug .2019
Dec.2019
May 2020
Aug .2020
Dec.2020
May 2021
Aug .2021
De c.2021
May 2022
RecCONNECT
Bundled CONNECT
Bundled CONNECT
RecCONNECT
Bundled CONNECT
Bundled CONNECT
RecCONNECT
Bundled CONNECT
Bundled CONNECT
$8 ,695
$22,495
$22,495
$8 ,695
$22,495
$22,495
$8 ,695
$22,495
$22,495
Total compensation for the Serv ices shall not exceed $161 ,055 as provided in Se ction
4 of this Agreement.
B-1
EXHIBIT "C"
INSURANCE
A . Insurance Requirements . Service Provide r 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 propert y which may
arise from or in connection w ith the performan ce of the Serv ices by Service Provider , its
agents , represen tatives or employees . Ins urance is to be placed with insurers with a
current A.M . Best's rat i ng is an assigned policyholders ' Rating of A (or higher) and
Financial Size Category Class VII (or la rger).
Only the followi ng "marked " requirements are applicable and Service Provider shall
provide the following scope and l imits of insurance:
as :
1. Min imum Scope of Insurance . Coverage shall be at least as broad
Commercial General Liability. Insurance Services Office form Commercial
General Liabil ity coverage (Occurrence Form CG 0001 ).
Automob ile 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 , includ i ng coverage
for any owned, hired , non-owned or rented vehicles.
Workers' Compensation . Workers' Compensation Insurance (Statutory Limits)
and Employer's Liab il ity Insurance as required by the Labor Code of State of
California covering all persons providing Serv ices on behalf of the Service
Provider and all risks to such persons under this Agreement.
Professional (Errors and Omiss ions) Liability. Professional liability i nsurance
appropriate to the Service Provider's profession. This coverage may be written
on a "claims made" bas is, a nd must include coverage for contractual liability.
The i nsurance must be maintained for at least three (3) consecutive years
following the complet ion of Servi ce Provider's serv ices or the term i nat ion of th is
Agreement. During th is additional th ree (3) year period , Service Prov ider shall
annually and upon request of the City submit written evidence of this continuous
coverage .
Service Provider shall maintain professional liabil ity insura nce that covers the
Se rv ices to be performed in connection with th is Agreement. Any policy
inception date , cont in uity date, or retroactive date must be before the effective
date of this agreement and Service Provider agrees to maintain cont inuous
C-1
coverage t hro ugh a period of no less than three years after complet ion of the
services required by th is agreement.
1. Minimum Limits of Insurance. Service Provider shall maintain l imits
of insurance no less than :
(1) Commercial General Liabi l ity. $1 ,000,000 per occurrence ,
$2,000 ,000 genera l aggregate for bodi ly i njury , 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 Californ ia of not less than $1 ,000,000 per
occurrence and Em plo yer's Liability Insurance with limits of at least $1 ,000 ,000.
(4) Professional Liab ili ty . $1 ,000 ,000 per claim and i n the
aggregate.
B . Other Provisions . Insurance policies required by this Agreement shall
contain the following provisions:
1. A ll Polic ies . Each insurance policy requ ired 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 C ity.
2 . Commerci al General Liabil ity and Automobile 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 opera t io ns of Service Provider; premises owned , occupied or used by
Service Prov ider; or automob il es owned , leased , hired or borrowed by Service Provider.
The coverage shall conta in no special limitations on the scope of protection afforded to
City, and their respective elected and appo inted officers , officials , or emp loyees .
(2) Service Provider's insurance shall apply separately to each
insured aga inst whom cla im is made or su it is brought , except w ith respect to the limits
of the i nsurer's liability .
C-2
(3) Requirements of specific coverage features or limits
contained i n 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 ma inta ins higher
limits than the minimums shown above , the Agency requires and shall be entitled to
coverage for the higher l imits maintained by the Vendor . Any availab le 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 i nsurance or self-insurance or ma intained by Agency shall not be required to
contribute to it. The limits of insurance required here in 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 provis ion 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 ca lled upon to protect is as a named
ins ured .
(5) Any failure to comply with the reporting or other provisions of
the insurance policies , includ ing breaches of warranties , shall not affect coverage
provided to City, and its respect ive 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 C ity, and its respect ive elected and appointed offi cers , officials , employees and
agents for losses arising from work performed by Service Provider .
C . Other Requirements. Service Provider agrees to deposit with C ity , at or
before the effective date of this Agreement , certificates of insurance necessary to
satisfy City that the i nsurance provisions of th is contract have been compl ied with . The
City may requ ire that Serv ice Provider furnish City w ith cop ies of original endorsements
effecting coverage required by this Exhibit "C". The certificates and endorsements are
to be signed 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 i nsurance policies ,
at any time .
1. Service Provider shall furn ish certificates and endorsements from
each subcontractor identical to those Service Provider provides .
2 . Any deductibles or se lf-insu red retentions must be declared to and
approved by City. At the option of City , either the insurer shall reduce or eliminate such
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deductibles or self-insured retentions as respects City or its respective elected or
appo inted officers , officials , employees and volunteers or the Service Prov ider shall
procure a bond guaranteeing payment of losses and related investigations , claim
admin istration , defense e xpenses and claims .
3. The procuring of such required policy or policies of insurance shall
not be construed to l imit Service Prov ider's liability hereunder nor to f ulfill the
indemn ifi cat ion provisions and req uirements of this Agreement.
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