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HomeMy WebLinkAboutARC MID-CITIES 2A -2013INSURANCE ON FILE WORK MAY PROCEED N-2013-113 UNTIL INSURANCE EXPIRES CLERK OF COUNCIL AGREEMENT FOR GRAFFITI DATE:. cL 1 $ Q013 PW4 2 REMOVAL SERVICES ® 1) Qhe)1 fAerc?THIS AGREEMENT, made and entered into this I' day of July, 2013 by and between Are Mid-Cities - Orange County, a California not for profit corporation (hereinafter "Contractor"), 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 Contractor having special skill and knowledge in the field of graffiti removal, to supervise removal in the City of Santa Ana. B. Contractor represents that Contractor is able and willing to provide such services to the City through its vocational training program. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor 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 Contractor shall provide workers, materials and transportation to provide graffiti removal, as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, a monthly fee of $1,350.00. The total sum to be expended under this Agreement shall not exceed $16,200.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 July 1, 2013 and terminate on June 30, 2014, unless terminated earlier in accordance with Section 12, below. 4. INDEPENDENT CONTRACTOR Contractor 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 Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor 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, Contractor 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 which 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, $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 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, Contractor, if Contractor 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, Contractor 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 Contractor pursuant to this section: G) Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) 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. e. If Contractor 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 Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor 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 Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, Contractors, special counsel, and representatives from liability 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 Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. CONFIDENTIALITY If either party receives from the other party information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, the receiving party 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 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. 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified tinder 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 manner 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 copy to: Executive Director of Public Works City of Santa Ana Attn: Danell Mercado 220 South. Daisy Santa Ana, California 92703 telefacsimile (714) 647-3345 To Contractor: Are Mid-Cities - Orange County Attn: Rick Robison - Senior Contract Manager 1277 S. Lyon Street, Suite 501 Santa Ana, California 92705 Telefacsimile (714) 285-2649 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, 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, 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. Contractor, 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 Contractor. 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 Contractor 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 Contractor, Contractor 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 Contractors retained by City. 12. TERMINATION This Agreement may be terminated by either parry upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination. 13. DISCRIMINATION Contractor 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. Contractor 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. PROFESSIONAL LICENSES Contractor shall, throughout the term of this Agreement, maintain all necessary certifications, 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. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such certifications, permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herehibelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify 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. ATTEST: MARIA D. HUIZAR ? Clerkof the Council CITY SANTA ANA V KEVIN O'ROURIZE Acting City Manager APPROVED AS TO FORM: 4ta"A- 2f ura Shee y Assistant City Attorney RECOMMENDED FOR APPROVAL: Edwin "William" Galvez, F. Interim Executive Director Public Works Agency ARC MID-CITIES, ORANGE Director Rick Robison - Sr. Contract Mgr. Orange and Los Angeles County EXHIBIT A SCOPE OF SERVICES Contractor shall provide graffiti removal services through its vocational training program as follows: • Contractor will provide one (1) on-site job coach and three (3) workers to perform graffiti removal three days per week • Contractor will assign one (1) 100% Direct Quality Working Control Job Coach, who shall be qualified as defined in Welfare and Institution Code §4512, including approval through the California Highway Vehicle Safety Course. • Training and supervision of the workers will be provided by Contractor, on the assigned work sites from 8:30 am to 12:00 pm Monday, Wednesday and Friday • Contractor's supervisor will receive training and information regarding required work skills, rules, regulations and procedures. The Supervisor shall convey the information to Contractor's workers assigned to provide services, on an individual basis and in daily safety group meetings for the first two weeks of this agreement. Thereafter, the information will be reviewed monthly. • Contractor will conduct sample inspections for quality control on all work performed on a daily basis. Supervisors will conduct a site visit at least once a week during the first two months of this agreement, and monthly thereafter. • Contractor shall observe the following paid holidays: New Year's Eve New Year's Day Martin Luther King Day President's Day Memorial Day Independence Day Labor Day Thanksgiving Day The Friday after Thanksgiving Christmas Eve Christmas Day CITY RESPONSIBILITIES • City shall train Contractor's supervisor regarding work skills, rules and regulations, procedures and interpersonal skills necessary to successfully perform this Agreement. • City shall provide paint, paint rollers, pans and gloves necessary to perform this Agreement. • City shall conduct on-going job related training sessions for Contractor's supervisors. 09/25/2012 11:39 3103489525 PAGE 02 sac"R CERTIFICATE OF LIABILITY INSURANCE 9/23/2012 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the cortlRcato holder Is an ADDITIONAL INSURED, the pollry(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the torma and conditions of tho policy, certain policies may require an endorsemCm. A statement an this c rtIfla to does not Confer rights to the certificate holder In Ileu of such endomament(a). PRODUCER NAME STEPHANIE ROCKWELL-MERCHANT - CAIQUO INSURANCE AGENCY P NE Y /VC NDEXIn 1310) 348--9936 fA,r;,NP1,(310) 34B°9525 8939 3 Supulvada Blvd Ste 410 A'DRESS: rockwas 1 @ nationwide . Com Los Angeles, CA 90045 aveTD,MEBJPtEA40029790 License#:040029790 MSURER(A AFFORDING COVERAGE NA106 INSURED ARC MID CITIES INSURERA?PHILADELPHIA INDEMNITY INS, CO 18058 INSURER a ? 14208 Towne Avenue INSURER C: Los Angeles, CA 90061-2653 INSURER D: INSURER E : INSURER F COVERAGES CERTIFICATE NUMBER:ARCM101a REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY 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, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITSSHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, I?IF TYPE OF INSURANCE INSR woo POLICY NUMBER M / U MIwOOY rffYY) LAP LIMITS GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 GOMMF.RCIAI. GENERAL LIABILITY PREMISES Ea onCUrconEd S 100 , 000 CLAIMS-MADE CI oCCUR MED VP (Any one person) S 5 , 000 A PHPK896661 7/19/2012 7/19/2013 PERSONAL d ADV INJURY S / / GENERAL AGGREGATE Il 1000 / COWL AGGREGATE LIMIT APPLIES PER: PRODUCTS • COMPIOP AGO / 777 I PRO LOr POLICY F $ AUT _ _ OMOBILE LIABILITY COMBINED $INGL@ LIMIT $ - (En Accident) ANYAUTO 90DILY INJURY (Per perm) S A ALL OWNED AUTOS PHPKB24273 9/23/2012 9/23/2013 DODILY INJURY (Per epddanl) D 2,000,000 . _ SCHEDULED AUTOS PROPERTY DAMAGE S 8 HIRED AUTOS IPnr AccldAnl) X NON-OWNED AUTOS $ 3 }( UMBRELLA LIAR x OCCUR EACH OCCURRENCE $ 2,000,000 p EXCESS LIAB CLAIMS-MADE PHUS390722 07/19/2012 07/19/2013 AGGREGATE 'F DEDUCTIBLE APPROVED AS 0 BJ. - - $ RETENTION $ $ WO RKERS COMPENSATION ' T OV LIM TS OIH- LIABILITY AND EMPLOYERS YIN E /F?(RCVTIVB ANY PRb P .. E. L. EACH ACCIDENT NOER DER EXCLUDED? ? N/A dUCtl ?(' C SI L bedY onr10 ftnd IMnedMOry In NHI . E.L. DISEASE - EA EMPLOYEE $ Ifyc9 tloocrlba under DESGrRIPTION Or OPERATIONS below A,SS1SUARL City ttOraCJ E.L. DISEASE -POLICY LIMIT $ 1.)1?ROLnE83SONAL ABILITY PHPK696661 /19/2012 -7/19/2013 $3,000,000 A 2,)SEXUAL MISCONDUCT PHPK896661 7/19/2012 7/19/2013 $1,000,000/$2,000,000 DESCRIPTION Or OPERATIONS / LOCATIONS ( VEHICLES (Attach ACORD 101, Addlllpnal Remark, Schodule, If more apace Is requlrad) THE CITY OF SANTA ANA, ITS OFFICERS, EMPLOYEES, AGENTS, VOLUNTEERS AND REPRESENTATIVES ARENAMEDAS ADDITIONAL INSURED($).KAIVER OF SUBROGATION IS IN FAVOR OF THE CITY OF SANTA ANA, ITS OFFICERS, EMPLOYEES, AGENTS, AND THEIR RESPECTIVE INSURERS. CERTIFICATE HOLDER CANCELLATION CITY OF SANTA ANA SHOULD ANY OF TILE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 220 S. DAISY AVENUE TH EXPI ION DATE THEREOF, NOTICE WILL BE DELIVERED IN SANTA ANA, CA. 9270 •' ACCO ANDE TH THE POLICY PROVISIONS, DANELL MERCADO AUTHORI2 REPRP,SE ATIVR -- - ®1988-2009 ACORD CORPORATION, All rights reserved. ACORD25(2009/09) The ACORD name and logo are registered marks of ACORD CERTIFICATE OF WORKERS' COMPENSATION COVERAGE Do, 020, 2012 PRODUCER THIS CERTIFICATE IS ISSUED AS MATTER OF INFORMATION ONLY Nonprofits' United Workers' Compensnuon Group AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. 431 1 Street, Suite 200 THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE Sacramento, CA 95814 Phone: (916) 868-6231 COVERAGE AFFORDED BY THE POLICIES BELOW Fax(916)890-5251 Arthur J. Gallagher Risk Management Services One Market Plaza, Spear Street'Power, Suite 200 INSURERS AFFORDING COVERAGE San Francisco, CA 94105 INSURED INSURER A: Nonprofits' United Workers' Compensation Group Association for Retarded Citizens Mid-Cities INSURER B: Safety Natl Cas Corp [NAIL d 151051 14208 Towne Ave. -- Los Angeles, CA 90061 INSURER C: INSURER D: INSURER E: COVERAGES This Certificate is not intended to specify all endorsement s, coverages, terms, conditions and exclusions of the policies shown. THE POLICIES OF COVERAGE LISTED BELOW HAVE BEEN ISSUED TO THE AFFILIATE MEMBER NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING OR CONDITION OF ANY CONTRACTOR OTHER DOCU TERM ANY REQUIREMENT MENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE , , COVERAGE 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. INSR LTR TYPE OF COVERAGE POLICYNUMBER POLICY EFFECTIVE DATE POLICY EXPIRATIONDATE LIMITS GENERAL LIABILITY EACH OCCURRENCE $ COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (Any one fire) $ CLAIMS MADE OCCUR MED EXPENSE (Any one person) $ GEN ERAL AGGREGATE LIMIT APPLIES PER; PERSONAL B AOV INJURY $ POLICY PROJECT LOC GENERAL AGGREGATE $ PRODUCTS-COMPIOP AGO $ L TY COMBINED SINGLE LIMIT $ AUT OMOBILE LIABI I h.ecke t E ANY AUTO ac n ( $ ALL OWNED AUTOS BODILY INJURY $ SCHEDULED AUTOS (Par person) $ HIREDAUTOS BODILY INJURY dd $ NON-OWNED AUTOS i Fwae $ PROPERTY DAMAGE d $ (Perac i $ WC STAT LIMITS X OTHER WORKERS' COMPENSATION U 1/1/14 :.L. EACH ACCIDENT $ 500,000 A AND EMPLOYERS LIABILITY E.L. DISEASE-Ea EMPLOYEE $500,000 t E.L. DISEASE-VFRAGE LIMIT $500,000 13 COVER GBCCSS Workers' Compensation 1/1/14 $100,000,000 X $500,000 WC $2,000,000 x $500,000 EL DESCRIPTION OF OPERATIONSILOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENTISPECIALIPROVISIONS Bvicienec of Workers' Compensation Coverage: Waiver of SU6rogation provided by Endorsement No. NPUWCG-ARCMIDC-035 CERTIFICATE HOLDER ADDITIONAL INSURED; INSURER LETTER : CANCELLATION APP OV?,D D SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLE BEFORE THE EXPIRATION DATE THEREOF NOTICE WILL BE DELIVERED i Ana City ? IN ACCORDANCL WITH THE POLICY PROVISIONS. O f le C Clerk of the City Council ?...>? - eedY i , tt 20 Civic Center Plaza Laura St PO Box 1988 Assistant City, Attorney CA9„702-1983 SanhrAna ,? - , Based on ACORD 25 (2009109)