HomeMy WebLinkAboutEMPIRE PIPE CLEANING INC 1-2004 >, City of Santa Ana h" Clerk of the Council
r_. COTC Office Use Only i
eit AGREEMENT TERMINATION FORM �,
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Please complete this form when the attached agreement and all
amendments (if any) are no longer in effect. ,, r,- c A° :; l.
Note: If your agreement is grant related,please ensure that all grant retention requirements I r i �1 : I
have been satisfied prior to signing the termination form.
Return form to the Clerk of the Council Office (M-30).
Call 647-1520 if you have any questions.
The agreement with . M i)(RC ? K- C v (
No. ! -()C' V '- 0 ( *2) was completed on /6 . a1-6 and final payment has been made.
(List all amendments. Use space below if needed.) /�ff/IkJ
Department: ` UCJ fi — bS(
Phone/Ext.: X S-0 f 7
Signature: i ,...._ ,
Date: 7/4/8
Revised:01-07-16
,
, INSUR'ANCE ON FILE
WORK MAY PROCEED
UNTIL INSURANCE EXPIRES
Lr ' Î ,C 't
CLERK OF. COUNCIL
DATE; lk¡-e4
C/: {)\tJrl-
CHÒt£.d
A-2004-013
CONSULTANT AGREEMENT
THIS AGREEMENT, made and entered into this .:?O~day of ...JMuttr.fL., 2004 by
and between Empire Pipe and Cleaning Equipment, Inc., a California corporation (hciemafter
"Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and
existing under the Constitution and laws of the State of California (hereinafter "City").
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field of
catch basis cleaning as required by the City's National Pollution Discharge Elimination
System (NPDES) permit.
B. Consultant represents that Consultant is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1.
SCOPE OF SERVICES
Consultant shall perform those services as set forth in Exhibit A to this Agreement.
2.
COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services,
the rates and charges identified in Exhibit A. The total sum to be expended under this
Agreement shall not exceed $55,000.00 during the term of this Agreement.
b. Payment by City shall be made within thirty days following receipt of proper invoice
evidencing work performed, subject to City accounting procedures. Payment need not be made
for work which fails to meet the standards of performance set forth in the Recitals which may
reasonably be expected by City.
3.
TERM
This Agreement shall commence on the date first written above and terminate on October
31,2005, unless terminated earlier in accordance with Section 12, below. The term of this
Agreement may be extended upon a writing executed by the Executive Director of the Public
Works Agency and the City Attorney.
4.
INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee of the City. This Agreement is not intended nor
shall it be construed to create an employer-employee relationship, a joint venture relationship, or
to allow the City to exercise discretion or control over the professional manner in which
Consultant performs the services which are the subject matter of this Agreement; however, the
services to be provided by Consultant shall be provided in a marmer consistent with all
applicable standards and regulations governing such services. Consultant shall pay all salaries and
wages, employer's social security taxes, unemployment insurance and similar taxes relating to
employees and shall be responsible for all applicable withholding taxes.
5.
INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection against
claims arising from bodily and personal injury, including death resulting therefrom and damage
to property, resulting from any act or occurrence arising out of Consultant's operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting therefrom, and property damage, in the total
amount of $1 ,000,000 per occurrence. Consultant shall supply City with a fully executed
additional insured endorsement in substantially the form attached hereto as Exhibit B upon
execution ofthis Agreement and shall be approved in form by the City Attorney.
b. Business automobile liability insurance, or equivalent form, with a combined single
limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for
owned, hired and non-owned automobiles.
c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against
liability for worker's compensation or to undertake self-insurance. Prior to commencing the
performance of the work under this Agreement, Consultant agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
d. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
2
(ii)
Consultant shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved in form by the City Attorney.
Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
(i)
(iii)
e. If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to forthwith
terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its
time and materials expended prior to notification of termination. Consultant waives the right to
receive compensation and agrees to indemnify the City for any work performed prior to approval
of insurance by the City.
6.
INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, consultants, special counsel, and representatives from liability: (I) for personal
injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims
for personal injury, including health, and claims for property damage, which may arise from the
direct or indirect operations of the Consultant or its contractors, subcontractors, agents,
employees, or other persons acting on their behalf which relates to the services described in
section I of this Agreement; and (2) from any claim that personal injury, damages, just
compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects
arising from this Agreement. This indemnity and hold harmless agreement applies to all claims
for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to
have been suffered, by reason of the events referred to in this Section or by reason of the terms
of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold
harmless, and pay all costs for the defense of the City, including fees and costs for special
counsel to be selected by the City, regarding any action by a third party challenging the validity
of this Agreement, or asserting that personal injury, damages, just compensation, restitution,
judicial or equitable relief due to personal or property rights arises by reason of the terms of, or
effects arising from this Agreement. City may make all reasonable decisions with respect to its
representation in any legal proceeding.
7.
CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Consultant agrees
that it shall not use or disclose such information except in the performance of this Agreement,
and further agrees to exercise the same degree of care it uses to protect its own information of
like importance, but in no event less than reasonable care. "Confidential Information" shall
include all nonpublic information. Confidential information includes not only written
3
information, but also information transferred orally, visually, electronically, or by other means.
Confidential information disclosed to either party by any subsidiary and/or agent of the other
party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure
shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is,
through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful
possession of the Consultant without an obligation of confidentiality; (d) is required to be
disclosed by operation of law; or (e) is independently developed by the Consultant without
reference to information disclosed by the City.
8.
CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests, direct
or indirect, which would conflict in any marmer with performance of services specified under
this Agreement.
9.
NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the marmer provided in this Section, to the following persons:
To City:
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
telefacsimile (714) 647-6956
With courtesy copies to:
Executive Director ofthe Public Works Agency
City of Santa Ana
20 Civic Center Plaza (M-36)
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-5635
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-6515
4
To Consultant:
Empire Pipe Cleaning and Equipment, Inc.
P.O. Box 8035
Anaheim, CA 92812
Telefacsimile (714) 283-8578
Attn:
Leroy Thomas, Vice President
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, any notice, tender, demand, delivery, or other
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or
other communication shall be effective or deemed to have been given twenty-four (24) hours
after the time set forth on the transmission report issued by the transmitting facsimile machine,
addressed as set forth above. For purposes of calculating these time frames, weekends, federal,
state, County or City holidays shall be excluded.
10.
EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Consultant, and supersedes any and all other agreements, oral or written, between the parties. In
the event of a conflict between the terms of this Agreement and any attachments hereto, the
terms of this Agreement shall prevail. This Agreement may not be modified except by written
instrument signed by the City and by an authorized representative of Consultant. The parties
agree that any terms or conditions of any purchase order or other instrument that are inconsistent
with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor
the City. Each party to this Agreement acknowledges that no representations, inducements,
promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
behalf of any party, which are not embodied herein.
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement
shall be construed to limit the City's ability to have any of the services which are the subject to
this Agreement performed by City personnel or by other consultants retained by City.
12.
TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of termination,
subject to the following conditions:
5
a. As a condition of such payment, the Executive Director may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall be
the property of the City unless prohibited by law, and Consultant consents to the City's use thereof
for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13.
DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
other employment related activities. Consultant affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
14.
JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
15.
COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS
Consultant shall carry out all services pursuant to this Agreement in substantial
conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and
decrees of the United States, the State of California, the County of Orange, the City, and of any
other political subdivision, agency, or instrumentality exercising jurisdiction over the City,
including all applicable federal, state, and local occupation, safety and health laws, rules,
regulations and standards, applicable state and labor standards, prevailing wage requirements, the
City zoning and development standards, City permits and approvals, building, plumbing,
mechanical and electrical codes, as they map apply, and all other provisions of the City and its
Municipal Code (as they may apply), and all applicable disabled and handicapped access
requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. §
12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51
et seq.
The parties agree that this is not a prevailing wage contract. Consultant agrees to and
shall indemnify and hold harmless, the City from any third party claims that this project is a
public work project requiring the payment of prevailing wages.
6
16.
PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services
hereunder and required by the laws and regulations of the United States, the State of California,
the City of Santa Ana and all other governmental agencies. Consultant shall notify the City
immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals,
waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
17.
MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indenmify City fully, including reasonable costs and attorney's fees, for any injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year
first above written.
ATT~ST: /
c(~ -'~": /~ -Þ!,'
PATRICIA E.HEAL Y 'x::J ~
Clerk of the Council
DAVIDN. REA
City Manager
APPROVED AS TO FORM:
JOSEPH W. FLETCHER
City Attorney
By: . '7!f~ uoJil Oßíly
Laufu Sheedy
Assistant City Attorney
E OY OMAS
Vice President
Tax ID# c¡S--- ().qqt, 1J- CJ
7
CCT- 7-03 MON 4:45 PM
EMPIRE PIFE C~EANING
FAX NQ, . 1 714 283 8S~-!f
P 1
lI!P'.-lo:J:~:;~(\~~~~ ~"'i-' .
. . :.,'" , ..
CQNT(lAC'tOR'S LlCf;NCE NO. 36mB
Empire Pipe Cleaning and Equipment, Inc.
P,Q. Box 8035 . Ana".im. CA 92812
(714) 639.$352. FAX (714) 283-8578
October 7, 2003
Mr. Joe Parco
City of Santa Ana
Sent via Fax 714.647.5635
RE: Propos¡¡} for Catch Basin Cleaning
We received your scope ofworIc for the inspection and cleaning of catch bMins
located in your cily. Since we have experience with cleaning your catch basin, in
previous yeus, we feel we have a good estimate of the time required to comp1cte
this project.
The foHowing is the procedure we wiJIU5e to inspect and clean the catch basins:
1. Set up proper traffic controls to inspect catch basin.
2. Remove manhole covers/grates to visually inspect catch basins for debris.
3. Maohole covers that are locked, stuck, or broken wiH be recorded as "not
able to ope¡¡" and 8.SIiistance will be requested ftoro the City. A JiS! of
these catch bilSins will be doc\Uncoted and submitted to the City.
4. Record observations on inspection log providcd by the City.
5. If debris level is in excess of the limit set by the City (20 %?), catch basins
wiH be cleaned utilizing CombinâtiQD. Cleaning I Vacuwning Trucks.
6. Combination Trucks will use a combination of high pressure water fUld
power.(h] vacuum syslem to remove the debris and dirt from the calcl)
basins.
7. Amount of removal and additîonal observations will be recorded 011 the
Inspection Log provided by the City.
8. l>ebris removed trom the catch basiJ:\5 will be transported in the
combination truck and transported to an appropriate facì1ity for dLUnpjng.
. .
: '.'
&XHIBfT A ,4
DCT- 7-03 MON 4:45 PM
EMPIRE PIPE C~EANING
FAX 118.
1 714 283 8573 P. 2
"-~~"'~~h~.,J,
,I,.
The pdce fN this quotation will be in two parts: one for inspection and one for
cleaning. Cleaning price includes insp~tion costs and costs of disposal.
Inspe~tion of Manholes:
Cleaning and vacuuming price:
$15,00 I Catch Basin
$74.00/ Catch Basin.
If you have any questions concerning this quotation, please (eel free to cot\li¡cI
01e.
Regards,
~~
Çraig Van Thyne
Empire Pipe Cleaning and Equipment, Inc.
' ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DDIYYYY)
CSR DS I 04/08/04
EMPIR-D
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIO
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
CROSBY INS., INC. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
P.O. BOX 31150 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW
ANAHEIM CA 92809
Phone: 714-221-5200 Fax:714-221-5210 INSURERS AFFORDING COVERAGE NAIC#
INSURED A -;).004- 013 INSURER A starnet Insurance Company
INSURER B State Compensation Ins Fund
~;re Pipe Cleaning & INSURER c'
E~J.P!!'E'nté Inc.
P.O. Box 035 INSURER D.
Anahei.m CA 92812 --
INSURER E
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
POLICY NUMBER C IVE POLlC 0 LIMITS
L TR NSR TYPE OF INSURANCE DATE MM/DDIYY DATE MMIDDIYY
GENERAL LIABILITY EACH OCCURRENCE $1,000,000
A X COMMERCIAL GENERAL LIABILITY 2SMCC4CGL006304 04/07/04 04/07/05 PREMISES (Ea occurence) $ 300,000
CLAIMS MADE ~ OCCUR MED EXP (Anyone person) $10,000
X XCU PERSONAL & ADV INJURY $ 1,000,000
GENERAL AGGREGATE $ 2,000,000
PRODUCTS - COMPIOP AGG $2,000,000
LOC
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
A X ANY AUTO 2SMCC4BAU009404 04/07/04 04/07/05 (Eaaccident) $1,000,000
ALL OWNED AUTOS BODilY INJURY
SCHEDULED AUTOS (Per person)
X HIRED AUTOS BODILY INJURY
$
X NON-OWNED AUTOS (Per accident)
X Comp/Co11 PROPERTY DAMAGE
Ded $1,000 (Per accident)
GARAGE LIABILITY AUTO ONLY - EA ACCIDENT
ANY AUTO OTHER THAN EA ACC $
AUTO ONLY. AGG $
EXCESS/UMBRELLA LIABILITY 113 EACH OCCURRENCE $
OCCUR D CLAIMS MADE pdS AGGREGATE $
$
DEDUCTIBLE $
RETENTION $
WORKERS COMPENSATION AND ER
B EMPLOYERS' LIABILITY 1578253-04 04/01/04 04/01/05 $ 1,000,000
ANY PROPRIETOR/PARTNER/EXECUTIVE EL EACH ACCIDENT
OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYE $1,000,000
If yes, descJibeunder
SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $1,000,000
OTHER
DESCRIPTION OF OPERATIONS / LOCATIONS 'VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS
City of Santa Ana, its officers, employees, agents, representatives and
volunteers and Environmental Engineering Contracting are named as Additional
Insureds. *10 Days Notice of Cancellation for Non-Payment of Premium. (xx)
CERTIFICATE HOLDER
CANCELLATION
SANTA12 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
Ci.ty of Santa Ana DATE THEREOF, THE ISSUING INSURER WIL.L. 1AIL *30 DAYS WRITTEN
Attn: Clerk of the Ci.ty NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, L
Council
P,O. Box 1988 '-.,. ./ ")
Santa Ana CA 92702-1988
AUTHORIZED REPRESENTATIV.5.-
ACORD 25 (2001/08)
@ACORD CORPORATION
(W~
.
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED. the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer. and the certificate holder, nor does it
affirmatively or negatively amend. extend or alter the coverage afforded by the policies listed thereon.
~¿13
ACORD 25 (2001/08)
,
POLICY NUMBER: 2SMCC4CGLOO6304
Empire Pipe Cleaning & Equipment Inc.
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS (FORM B)
THIS ENDORSEMENT MODIFIES INSURANCE PROVIDED UNDER THE FOLLOWING:
COMMERCIAL LIABILITY COVERAGE PART.
SCHEDULE
NAME OF PERSON OR ORGANIZATION
Blanket As Required by Written Contract
(If uo entity appears above, infonnatiou required to complete this endorsement will be shown in the
Declarations as applicable to this endorsement.)
WHO IS AN INSURED (SECTION II) is amended to include as an insured the person or organizatiou
shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or
for you.
It is agreed that such insurance as is afforded by this policy for the benefit
of the additional insured shown shall be primary insurance, and any other
insurance maintained by the additional insured(s) shall be excess and
uon-contributory, but only as respects any claim, loss or liability arising out
of the operations if claim, loss or liability is determiued to be solely the
negligeuce or respousibility of the named insured."
L-3470
COPYRIGHT, INSURANCE SERVICES OFF]CE, ]NC. ]984
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