HomeMy WebLinkAboutOlympic Property Services - Chinatown Area Clean-Up - CD 7 - 2020 VENDOR AGREEMENT
CITY OF FRESNO, CALIFORNIA
THIS AGREEMENT is made and entered into, effective 813/2020, by and between
the CITY OF FRESNO, a California municipal corporation (City), and Olympic Property
Services, LLC., a California Limited Liability Company (Vendor).
RECITALS
WHEREAS, City desires to obtain cleanup services for illegal dumping sites in
District 7 (Project); and
WHEREAS, Vendor is engaged in the business of furnishing services as a cleanup
services provider and hereby represents that it desires to and is professionally and legally
capable of performing the services called for by this Agreement; and
WHEREAS, Vendor acknowledges that this Agreement is subject to the
requirements of Fresno Municipal Code Section 4-107; and
WHEREAS, this Agreement will be administered for City by its Councilmember
Nelson Esparza (Administrator) or designee.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing and of the covenants,
conditions, and premises hereinafter contained to be kept and performed by the
respective parties, it is mutually agreed as follows:
1. Scope of Services. Vendor shall perform to the satisfaction of City the
services described in Exhibit A, including all work incidental to, or necessary to perform,
such services even though not specifically described in Exhibit A.
2. Term of Agreement and Time for Performance. This Agreement shall be
effective from the date first set forth above (Effective Date)and shall continue in full force
and effect through January 31, 2021, subject to any earlier termination in accordance with
this Agreement. The services of Vendor as described in Exhibit A are to commence
upon the Effective Date and shall be completed in a sequence assuring expeditious
completion, but in any event, all such services shall be completed prior to expiration of
this Agreement and in accordance with any performance schedule set forth in Exhibit A.
3. Compensation.
(a) The Consultant's sole compensation for satisfactory performance of
all services required or rendered pursuant to this Agreement shall be a total fee not to
exceed $15,000, paid on the basis of the rates set forth in the schedule of fees and
expenses contained in Exhibit A.
(b) Detailed statements shall be rendered monthly for services
performed in the preceding month and will be payable in the normal course of City
business.
(c) The parties may modify this Agreement to increase or decrease the
scope of services or provide for the rendition of services not required by this Agreement,
which modification shall include an adjustment to Vendor's compensation. Any change
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in the scope of services must be made by written amendment to the Agreement signed
by an authorized representative for each party. Vendor shall not be entitled to any
additional compensation if services are performed prior to a signed written amendment.
4. Termination remedies and Force Mameure.
(a) This Agreement shall terminate without any liability of City to Vendor
upon the earlier of: (i) Vendor's filing for protection under the federal bankruptcy laws, or
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Vendor; (ii) seven calendar days' prior written notice with or without cause by City to
Vendor; (iii) City's non-appropriation of funds sufficient to meet its obligations hereunder
during any City fiscal year of this Agreement, or insufficient funding for the Project; or(iv)
expiration of this Agreement.
(b) Immediately upon any termination or expiration of this Agreement,
Vendor shall (i) immediately stop all work hereunder; (ii) immediately cause any and all
of its subcontractors to cease work; and (iii) return to City any and all unearned payments
and all properties and materials in the possession of Vendor that are owned by City.
Subject to the terms of this Agreement, Vendor shall be paid compensation for services
satisfactorily performed prior to the effective date of termination. Vendor shall not be paid
for any work or services performed or costs incurred which reasonably could have been
avoided.
(c) In the event of termination due to failure of Vendor to satisfactorily
perform in accordance with the terms of this Agreement, City may withhold an amount
that would otherwise be payable as an offset to, but not in excess of, City's damages
caused by such failure. In no event shall any payment by City pursuant to this Agreement
constitute a waiver by City of any breach of this Agreement which may then exist on the
part of Vendor, nor shall such payment impair or prejudice any remedy available to City
with respect to the breach.
(d) Upon any breach of this Agreement by Vendor, City may (i) exercise
any right, remedy (in contract, law or equity), or privilege which may be available to it
under applicable laws of the State of California or any other applicable law; (ii) proceed
by appropriate court action to enforce the terms of the Agreement; and/or (iii) recover all
direct, indirect, consequential, economic and incidental damages for the breach of the
Agreement. If it is determined that City improperly terminated this Agreement for default,
such termination shall be deemed a termination for convenience.
(e) Vendor shall provide City with adequate written assurances of future
performance, upon Administrator's request, in the event Vendor fails to comply with any
terms or conditions of this Agreement.
(f) Vendor shall be liable for default unless nonperformance is caused
by an occurrence beyond the reasonable control of Vendor and without its fault or
negligence such as, acts of God or the public enemy, acts of City in its contractual
capacity, fires, floods, epidemics, quarantine restrictions, strikes, unusually severe
weather, and delays of common carriers. Vendor shall notify Administrator in writing as
soon as it is reasonably possible after the commencement of any excusable delay, setting
forth the full particulars in connection therewith, and shall remedy such occurrence with
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all reasonable dispatch, and shall promptly give written notice to Administrator of the
cessation of such occurrence.
5. Confidential Information and Ownership of Documents.
(a) Any reports, information, or other data prepared or assembled by
Vendor pursuant to this Agreement shall not be made available to any individual or
organization by Vendor without the prior written approval of the Administrator. During the
term of this Agreement, and thereafter, Vendor shall not, without the prior written consent
of City, disclose to anyone any Confidential Information. The term Confidential
Information for the purposes of this Agreement shall include all proprietary and
confidential information of City, including but not limited to business plans, marketing
plans, financial information, materials, compilations, documents, instruments, models,
source or object codes and other information disclosed or submitted, orally, in writing, or
by any other medium or media. All Confidential Information shall be and remain
confidential and proprietary in City.
(b) Any and all writings and documents prepared or provided by Vendor
pursuant to this Agreement are the property of City at the time of preparation and shall
be turned over to City upon expiration or termination of the Agreement. Vendor shall not
permit the reproduction or use thereof by any other person except as otherwise expressly
provided herein.
(c) If Vendor should subcontract all or any portion of the services to be
performed under this Agreement, Vendor shall cause each subcontractor to also comply
with the requirements of this Section 5.
(d) This Section 5 shall survive expiration or termination of this
Agreement.
6. Indemnification. To the furthest extent allowed by law, Vendor shall
indemnify, hold harmless and defend City and each of its officers, officials, employees,
agents and volunteers from any and all loss, liability, fines, penalties, forfeitures, costs
and damages (whether in contract, tort or strict liability, including but not limited to
personal injury, death at any time and property damage) incurred by City, Vendor or any
other person, and from any and all claims, demands and actions in law or equity(including
attorney's fees and litigation expenses), arising or alleged to have arisen directly or
indirectly out of performance of this Contract. Vendor's obligations under the preceding
sentence shall apply regardless of whether City or any of its officers, officials, employees,
agents or volunteers are passively negligent, but shall not apply to any loss, liability,fines,
penalties, forfeitures, costs or damages caused by the active or sole negligence, or the
willful misconduct, of City or any of its officers, officials, employees, agents or volunteers.
If Vendor should subcontract all or any portion of the work to be performed under this
Contract, Vendor shall require each subcontractor to indemnify, hold harmless and
defend City and each of its officers, officials, employees, agents and volunteers in
accordance with the terms of the preceding paragraph.
7. This section shall survive termination or expiration of this Contract.
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8. Insurance.
(a) Throughout the life of this Agreement, Vendor shall pay for and
maintain in full force and effect all insurance as required in Exhibit B, which is
incorporated into and part of this Agreement, with an insurance company(ies) either
(i) admitted by the California Insurance Commissioner to do business in the State of
California and rated no less than "A-VII" in [lie Best's Insurance Rating Guide, or (ii) as
may be authorized in writing by City's Risk Manaqer or designee at any time and in his/her
sole discretion. The required policies of insurance as stated in Exhibit B shall maintain
limits of liability of not less than those amounts stated therein. However, the insurance
limits available to City, its officers, officials, employees, agents, and volunteers as
additional insureds, shall be the greater of the minimum limits specified therein or the full
limit of any insurance proceeds to the named insured.
(b) If at any time during the life of the Agreement or any extension,
Vendor or any of its subcontractors/sub-consultants fail to maintain any required
insurance in full force and effect, all services and work under this Agreement shall be
discontinued immediately, and all payments due or that become due to Vendor shall be
withheld until notice is received by City that the required insurance has been restored to
full force and effect and that the premiums therefore have been paid for a period
satisfactory to City. Any failure to maintain the required insurance shall be sufficient
cause for City to terminate this Agreement. No action taken by City pursuant to this
section shall in any way relieve Vendor of its responsibilities under this Agreement. The
phrase "fail to maintain any required insurance" shall include, without limitation,
notification received by City that an insurer has commenced proceedings, or has had
proceedings commenced against it, indicating that the insurer is insolvent.
(c) The fact that insurance is obtained by Vendor shall not be deemed
to release or diminish the liability of Vendor, including, without limitation, liability under the
indemnity provisions of this Agreement. The duty to indemnify City shall apply to all claims
and liability regardless of whether any insurance policies are applicable. The policy limits
do not act as a limitation upon the amount of indemnification to be provided by Vendor.
Approval or purchase of any insurance contracts or policies shall in no way relieve from
liability nor limit the liability of Vendor, its principals, officers, agents, employees, persons
under the supervision of Vendor, vendors, suppliers, invitees, consultants, sub-
consultants, subcontractors, or anyone employed directly or indirectly by any of them.
(d) If Vendor should subcontract all or any portion of the services to be
performed under this Agreement,Vendor shall require each subcontractor/sub-consultant
to provide insurance protection, as an additional insured, to the City and each of its
officers, officials, employees, agents, and volunteers in accordance with the terms of this
section, except that any required certificates and applicable endorsements shall be on file
with Vendor and City prior to the commencement of any services by the subcontractor.
Vendor and any subcontractor/sub-consultant shall establish additional insured status for
City, its officers, officials, employees, agents, and volunteers by using Insurance Service
Office (ISO) Form CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01 or by an
executed manuscript company endorsement providing additional insured status as broad
as that contained in ISO Form CG 20 10 11 85.
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9. Conflict of Interest and Non-Solicitation.
(a) Prior to City's execution of this Agreement, Vendor shall complete a
City of Fresno conflict of interest disclosure statement in the form as set forth in Exhibit
C. During the term of this Agreement, Vendor shall have the obligation and duty to
immediately notify City in writing of any change to the information provided by Vendor in
such statement.
(b) Vendor shall comply, and require its subcontractors to comply, with
all applicable (i) professional canons and requirements governing avoidance of
impermissible client conflicts; and (ii)federal, state and local conflict of interest laws and
regulations including, without limitation, California Government Code Section 1090 et.
seq., the California Political Reform Act (California Government Code Section 87100 et.
seq.)and the regulations of the Fair Political Practices Commission concerning disclosure
and disqualification (2 California Code of Regulations Section 18700 et. seq.). At any
time, upon written request of City, Vendor shall provide a written opinion of its legal
counsel and that of any subcontractor that, after a due diligent inquiry, Vendor and the
respective subcontractor(s) are in full compliance with all laws and regulations. Vendor
shall take, and require its subcontractors to take, reasonable steps to avoid any
appearance of a conflict of interest. Upon discovery of any facts giving rise to the
appearance of a conflict of interest, Vendor shall immediately notify City of these facts in
writing.
(c) In performing the work or services to be provided hereunder, Vendor
shall not employ or retain the services of any person while such person either is employed
by City or is a member of any City council, commission, board, committee, or similar City
body. This requirement may be waived in writing by the City Manager, if no actual or
potential conflict is involved.
(d) Vendor represents and warrants that it has not paid or agreed to pay
any compensation, contingent or otherwise, direct or indirect, to solicit or procure this
Agreement or any rights/benefits hereunder.
(e) Neither Vendor, nor any of Vendor's subcontractors performing any
services on this Project, shall bid for, assist anyone in the preparation of a bid for, or
perform any services pursuant to, any other contract in connection with this Project unless
fully disclosed to and approved by the City Manager, in advance and in writing. Vendor
and any of its subcontractors shall have no interest, direct or indirect, in any other contract
with a third party in connection with this Project unless such interest is in accordance with
all applicable law and fully disclosed to and approved by the City Manager, in advance
and in writing. Notwithstanding any approval given by the City Manager under this
provision, Vendor shall remain responsible for complying with Section 9(b), above.
(f) If Vendor should subcontract all or any portion of the work to be
performed or services to be provided under this Agreement, Vendor shall include the
provisions of this Section 9 in each subcontract and require its subcontractors to comply
therewith.
(g) This Section 9 shall survive expiration or termination of this
Agreement.
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10. Recycling Program. In the event Vendor maintains an office or operates a
facility(ies), or is required herein to maintain or operate same, within the incorporated
limits of the City of Fresno, Vendor at its sole cost and expense shall:
(i) Immediately establish and maintain a viable and ongoing recycling
program, approved by City's Solid Waste Management Division, for each office
and facility. Literature describing City recycling programs is available hum City's
Solid Waste Management Division and by calling_ City of Fresno Recycling Hotline
at(559) 621-1111.
(ii) Immediately contact City's Solid Waste Management Division at
(559) 621-1452 and schedule a free waste audit, and cooperate with such Division
in their conduct of the audit for each office and facility.
(iii) Cooperate with and demonstrate to the satisfaction of City's Solid
Waste Management Division the establishment of the recycling program in
paragraph (i) above and the ongoing maintenance thereof.
11. General Terms.
(a) Except as otherwise provided by law, all notices expressly required
of City within the body of this Agreement, and not otherwise specifically provided for, shall
be effective only if signed by the Administrator or designee.
(b) Records of Vendor's expenses pertaining to the Project shall be kept
on a generally recognized accounting basis and shall be available to City or its authorized
representatives upon request during regular business hours throughout the life of this
Agreement and for a period of three years after final payment or, if longer, for any period
required by law. In addition, all books, documents, papers, and records of Vendor
pertaining to the Project shall be available for the purpose of making audits, examinations,
excerpts, and transcriptions for the same period of time. If any litigation, claim,
negotiations, audit or other action is commenced before the expiration of said time period,
all records shall be retained and made available to City until such action is resolved, or
until the end of said time period whichever shall later occur. If Vendor should subcontract
all or any portion of the services to be performed under this Agreement, Vendor shall
cause each subcontractor to also comply with the requirements of this paragraph. This
Section 11(b) shall survive expiration or termination of this Agreement.
(c) Prior to execution of this Agreement by City, Vendor shall have
provided evidence to City that Vendor is licensed to perform the services called for by this
Agreement(or that no license is required). If Vendor should subcontract all or any portion
of the work or services to be performed under this Agreement, Vendor shall require each
subcontractor to provide evidence to City that subcontractor is licensed to perform the
services called for by this Agreement (or that no license is required) before beginning
work.
12. Nondiscrimination. To the extent required by controlling federal, state and
local law, Vendor shall not employ discriminatory practices in the provision of services,
employment of personnel, or in any other respect on the basis of race, religious creed,
color, national origin, ancestry, physical disability, mental disability, medical condition,
marital status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or
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veteran of the Vietnam era. Subject to the foregoing and during the performance of this
Agreement, Vendor agrees as follows:
(a) Vendor will comply with all applicable laws and regulations providing
that no person shall, on the grounds of race, religious creed, color, national origin,
ancestry, physical disability, mental disability, medical condition, marital status, sex, age,
sexual orientation, ethnicity, status as a disabled veteran or veteran of the Vietnam era
be excluded from participation in, be denied the benefits of, or be subject to discrimination
under any program or activity made possible by or resulting from this Agreement.
(b) Vendor will not discriminate against any employee or applicant for
employment because of race, religious creed, color, national origin, ancestry, physical
disability, mental disability, medical condition, marital status, sex, age, sexual orientation,
ethnicity, status as a disabled veteran or veteran of the Vietnam era. Vendor shall ensure
that applicants are employed, and the employees are treated during employment, without
regard to their race, religious creed, color, national origin, ancestry, physical disability,
mental disability, medical condition, marital status, sex, age, sexual orientation, ethnicity,
status as a disabled veteran or veteran of the Vietnam era. Such requirement shall apply
to Vendor's employment practices including, but not be limited to, the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising;
layoff or termination; rates of pay or other forms of compensation; and selection for
training, including apprenticeship. Vendor agrees to post in conspicuous places,
available to employees and applicants for employment, notices setting forth the provision
of this nondiscrimination clause.
(c) Vendor will, in all solicitations or advertisements for employees
placed by or on behalf of Vendor in pursuit hereof, state that all qualified applicants will
receive consideration for employment without regard to race, religious creed, color,
national origin, ancestry, physical disability, mental disability, medical condition, marital
status, sex, age, sexual orientation, ethnicity, status as a disabled veteran or veteran of
the Vietnam era.
(d) Vendor will send to each labor union or representative of workers
with which it has a collective bargaining agreement or other contract or understanding, a
notice advising such labor union or workers' representatives of Vendor's commitment
under this section and shall post copies of the notice in conspicuous places available to
employees and applicants for employment.
(e) If Vendor should subcontract all or any portion of the services to be
performed under this Agreement, Vendor shall cause each subcontractor to also comply
with the requirements of this Section 12.
13. Independent Contractor.
(a) In the furnishing of the services provided for herein, Vendor is acting
solely as an independent contractor. Neither Vendor, nor any of its officers, agents or
employees shall be deemed an officer, agent, employee, joint venturer, partner or
associate of City for any purpose. City shall have no right to control or supervise or direct
the manner or method by which Vendor shall perform its work and functions. However,
City shall retain the right to administer this Agreement so as to verify that Vendor is
performing its obligations in accordance with the terms and conditions thereof.
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(b) This Agreement does not evidence a partnership or joint venture
between Vendor and City. Vendor shall have no authority to bind City absent City's
express written consent. Except to the extent otherwise provided in this Agreement,
Vendor shall bear its own costs and expenses in pursuit thereof.
(c) Because of its status as an independent contractor, Vendor and its
officers, agents, and employees shall have absolutely no right to employment rights and
benefits available to City employees. Vendor shall be solely liable and responsible for all ry
payroll and tax withholding and for providing to, or on behalf of, its employees all
employee benefits including, without limitation, health, welfare and retirement benefits. In
addition, together with its other obligations under this Agreement, Vendor shall be solely
responsible, indemnify, defend and save City harmless from all matters relating to
employment and tax withholding for and payment of Vendor's employees, including,
without limitation, (i) compliance with Social Security and unemployment insurance
withholding, payment of workers' compensation benefits, and all other laws and
regulations governing matters of employee withholding, taxes and payment; and (ii) any
claim of right or interest in City employment benefits, entitlements, programs and/or funds
offered employees of City whether arising by reason of any common law, de facto, leased,
or co-employee rights or other theory. It is acknowledged that during the term of this
Agreement, Vendor may be providing services to others unrelated to City or to this
Agreement.
14. Notices. Any notice required or intended to be given to either party under
the terms of this Agreement shall be in writing and shall be deemed to be duly given if
delivered personally, transmitted by facsimile followed by telephone confirmation of
receipt, or sent by United States registered or certified mail, with postage prepaid, return
receipt requested, addressed to the party to which notice is to be given at the party's
address set forth on the signature page of this Agreement or at such other address as the
parties may from time to time designate by written notice. Notices served by United
States mail in the manner above described shall be deemed sufficiently served or given
at the time of the mailing thereof.
15. Binding. Subject to Section 16, below, once this Agreement is signed by all
parties, it shall be binding upon, and shall inure to the benefit of, all parties, and each
parties' respective heirs, successors, assigns, transferees, agents, servants, employees
and representatives.
16. Assianment.
(a) This Agreement is personal to Vendor and there shall be no
assignment by Vendor of its rights or obligations under this Agreement without the prior
written approval of the City Manager or designee. Any attempted assignment by Vendor,
its successors or assigns, shall be null and void unless approved in writing by the City
Manager or designee.
(b) Vendor hereby agrees not to assign the payment of any monies due
Vendor from City under the terms of this Agreement to any other individual(s),
corporation(s) or entity(ies). City retains the right to pay any and all monies due Vendor
directly to Vendor.
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17. Compliance With Law. In providing the services required under this
Agreement, Vendor shall at all times comply with all applicable laws of the United States,
the State of California and City, and with all applicable regulations promulgated by federal,
state, regional, or local administrative and regulatory agencies, now in force and as they
may be enacted, issued, or amended during the term of this Agreement. Vendor shall be
solely responsible for determining whether payment of prevailing wage is required.
Vendor shall indemnify, hold harmless, and defend (with counsel acceptable to City) the
City against any claim for damages, compensation, fines, penalties, or other amounts
arising out of the failure or alleged failure of any person or entity (including Vendor, its
contractors and subcontractors) to pay prevailing wages as required by law or to comply
with other applicable provisions of Labor Code Sections 1720 et seq. and the
implementing regulations of the Department of Industrial Relations.
18. Waiver. The waiver by either party of a breach by the other of any provision
of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent
breach of either the same or a different provision of this Agreement. No provisions of this
Agreement may be waived unless in writing and signed by all parties to this Agreement.
Waiver of any one provision herein shall not be deemed to be a waiver of any other
provision herein.
19. Governing Law and Ventic. This Agreement shall be governed by, and
construed and enforced in accordance with, the laws of the State of California, excluding,
however, any conflict of laws rule which would apply the law of another jurisdiction. Venue
for purposes of the filing of any action regarding the enforcement or interpretation of this
Agreement and any rights and duties hereunder shall be Fresno County, California.
20. Headings. The section headings in this Agreement are for convenience and
reference only and shall not be construed or held in any way to explain, modify or add to
the interpretation or meaning of the provisions of this Agreement.
21. Severability. The provisions of this Agreement are severable. The
invalidity, or unenforceability of any one provision in this Agreement shall not affect the
other provisions.
22. Interpretation. The parties acknowledge that this Agreement in its final form
is the result of the combined efforts of the parties and that, should any provision of this
Agreement be found to be ambiguous in any way, such ambiguity shall not be resolved
by construing this Agreement in favor of or against either party, but rather by construing
the terms in accordance with their generally accepted meaning.
23. Attorney's Fees. If either party is required to commence any proceeding or
legal action to enforce or interpret any term, covenant or condition of this Agreement, the
prevailing party in such proceeding or action shall be entitled to recover from the other
party its reasonable attorney's fees and legal expenses.
24. Exhibits. Each exhibit and attachment referenced in this Agreement is, by
the reference, incorporated into and made a part of this Agreement.
25. Precedence of Documents. In the event of any conflict between the body
of this Agreement and any exhibit or attachment hereto, the terms and conditions of the
body of this Agreement shall control and take precedence over the terms and conditions
expressed within the exhibit or attachment. Furthermore, any terms or conditions
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contained within any exhibit or attachment hereto which purport to modify the allocation
of risk between the parties, provided for within the body of this Agreement, shall be null
and void.
26. Cumulative Remedies. No remedy or election hereunder shall be deemed
exclusive but shall, wherever possible, be cumulative with all other remedies at law or in
equity.
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defined within this Agreement are intended for the specific parties hereto as identified in
the preamble of this Agreement. Notwithstanding anything stated to the contrary in this
Agreement, it is not intended that any rights or interests in this Agreement benefit or flow
to the interest of any third parties.
28. xtent_of Agreement. Each party acknowledges that they have read and
fully understand the contents of this Agreement. This Agreement represents the entire
and integrated agreement between the parties with respect to the subject matter hereof
and supersedes all prior negotiations, representations or agreements, either written or
oral. This Agreement may be modified only by written instrument duly authorized and
executed by both City and Vendor.
[Signatures follow on the next page.]
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IN WITNESS WHEREOF, the parties have executed this Agreement at Fresno,
Califomia, the day and year first above written,
CITY OF FRESNO, Olympic Property Services, LLC
a California municipal corporation a California limite Viability company
By: _ ., _. By: .,2
Nelson Esparza,
Fresno City Councilmember N rme:
Title: e r.
APPROVED AS TO FORM: (If corporafi n LC-,Board Chair,
DOUGLAS T. SLOAN Pres.or Vice Pres.)
City Att By:
By: Name:
randon Collet. Date
Senior Deputy City Attorney Title:
(If corporation or LLC.,CFO,Treasurer,
AT IEST: Secretary or Assistant Secretary)
YVONNE SPENCE, CRM MMC
City Clerk Any Applicable Professional License:
Number:
By:u r Name:
�11 c rl o },,r Date of Issuance:
Deputy I'�1261.1
Addresses:
City: Vendor:
City of Fresno Olympic Property Services, LLC.,
Attention: [Name], Attention: Jim Verros,
[Title] [Title]
[Street Address] P.O, Box 11729
Fresno, CA[Zip] Fresno, CA 93775
Phone: (559)[#] Phone: (248)785-7053
FAX: (559)[#] FAX: [area code and #]
Attachments:
1. Exhibit A-Scope of Services
2. Exhibit B - Insurance Requirements
3. Exhibit C - Conflict of Interest Disclosure Form
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EXHIBIT A
SCOPE OF SERVICES
Consultant Service Agreement between City of Fresno (City)
and Olympic Property Services, LLC. (Vendor)
District 7 illegal dumninq clearlu
Olympic Property Services (OPC) an approved vendor of the City of Fresno,will removing
illegal dumping and waste from the following locations on a monthly basis:
1. Median by Sam's Deli (Clinton &Cedar)
2. On Effie St.behind Walmart on Ashlan &Blackstone Ave.
3. Romain Park(Around Park&41)
4. Tyler Ave.from First Ave.to N.Cedar Ave.
5. N.Barton Ave. (Olive&E.Floradora Ave.—Near 41)
6. San Joaquin Memorial(On Floridora Ave)
7. N.Effie from Blackstone Ave.through Griffith Way)
8. Belmont Ave.median from Chestnut Ave.to N.Fresno St.
9. Near Webster Elementary(N. August St.to E.Tyler Ave to N.Augusta to E.Lewis
10.Fort Miller Middle School on E.Garland Ave from Blackstone to N.Maroa Ave.
11.Canal area near Cedar and Dakota through Millbrook Ave.&E.Fountain Way.
These locations will be serviced on an approved cyd10 and as needed.Collected waste disposal
cost are included with the exception of appliances,and!hazardous material.Before and after
photos will be provided.
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Page 1 of 1
EXHIBIT B
INSURANCE REQUIREMENTS
Consultant Service Agreement between City of Fresno (City)
and Olympic Property Services, LLC. (Vendor)
District 7 illegal dumping cleanup
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. The most current version of Insurance Services Office (ISO) Commercial
General Liability Coverage Form CG 00 01, providing liability coverage
arising out of your business operations. The Commercial General Liability
policy shall be written on an occurrence form and shall provide coverage for
"bodily injury," "property damage" and "personal and advertising injury"with
coverage for premises and operations (including the use of owned and non-
owned equipment), products and completed operations, and contractual
liability (including, without limitation, indemnity obligations under the
Agreement) with limits of liability not less than those set forth under
"Minimum Limits of Insurance."
2. The most current version of ISO *Commercial Auto Coverage Form CA 00
01, providing liability coverage arising out of the ownership, maintenance or
use of automobiles in the course of your business operations. The
Automobile Policy shall be written on an occurrence form and shall provide
coverage for all owned, hired, and non-owned automobiles or other licensed
vehicles (Code 1- Any Auto). If personal automobile coverage is used, the
CITY, its officers, officials, employees, agents and volunteers are to be
listed as additional insureds.
3. Workers' Compensation insurance as required by the State of California
and Employer's Liability Insurance.
MINIMUM LIMITS OF INSURANCE
EXHIBIT A
VENDOR shall procure and maintain for the duration of the contract, and for 5 years
thereafter, insurance with limits of liability not less than those set forth below. However,
insurance limits available to CITY, its officers, officials, employees, agents and volunteers
as additional insureds, shall be the greater of the minimum limits specified herein or the
full limit of any insurance proceeds available to the named insured:
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1. COMMERCIAL GENERAL LIABILITY
(i) $1,000,000 per occurrence for bodily injury and property damage;
(ii) $1,000,000 per occurrence for personal and advertising injury;
(iii) $2,000,000 aggregate for products and completed operations; and,
(iv) $2,000,000 general aggregate applying separately to the work
performed under the Agreement.
2. COMMERCIAL AUTOMOBILE LIABILITY
$1,000,000 per accident for bodily injury and property damage.
3. Workers' Compensation Insurance as required by the State of California
with statutory limits and EMPLOYER'S LIABILITY with limits of liabil_itY
not less than:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee; and,
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UMBRELLA OR EXCESS INSURANCE
In the event VENDOR purchases an Umbrella or Excess insurance policy(ies) to meet
the"Minimum Limits of Insurance,"this insurance policy(ies) shall "follow form" and afford
no less coverage than the primary insurance policy(ies). In addition, such Umbrella or
Excess insurance policy(ies) shall also apply on a primary and non-contributory basis for
the benefit of the CITY, its officers, officials, employees, agents and volunteers.
DEDUCTIBLES AND SELF-INSURED RETENTIONS
VENDOR shall be responsible for payment of any deductibles contained in any insurance
policy(ies) required herein and VENDOR shall also be responsible for payment of any
self-insured retentions. Any self-insured retentions must be declared on the Certificate
of Insurance, and approved by, the CITY'S Risk Manager or his/her designee. At the
option of the CITY'S Risk Manager or his/her designee, either;
(i) The insurer shall reduce or eliminate such self-insured retentions as
respects CITY, its officers, officials, employees, agents and volunteers; or
(ii) VENDOR shall provide a financial guarantee, satlsfactory to CITY'S Risk
Manager or his/her designee, guaranteeing payment of losses and related
investigations, claim administration and defense expenses. At no time shall
CITY be responsible for the payment of any deductibles or self-insured
retentions.
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OTHER INSURANCE PROVISION WEN DORSEMENTS
(i) All policies of insurance required herein shall be endorsed to provide that
the coverage shall not be cancelled, non-renewed, reduced in coverage or
in limits except after thirty (30) calendar days written notice has been given
to CITY, except ten (10)days for nonpayment of premium. VENDOR is also
responsible for providing written notice to the CITY under the same terms
and conditions. Upon issuance by the insurer, broker, or agent of a notice
of cancellation, non-renewal, or reduction in coverage or in limits, VENDOR
shall furnish CITY with a new certificate and applicable endorsements for
such policy(ies). In the event any policy is due to expire during the work to
be performed for CITY, VENDOR shall provide a new certificate, and
applicable endorsements, evidencing renewal of such policy not less than
fifteen (15) calendar days prior to the expiration date of the expiring policy.
(ii) The Commercial General and Automobile Liability insurance policies shall
be written on an occurrence form.
(iii) The Commercial General and Automobile Liability insurance policies shall
be endorsed to name City, its officers, officials, agents, employees and
volunteers as an additional insured. VENDOR shall establish additional
insured status for the City and for all ongoing and completed operations
under the Commercial General Liability policy by use of ISO Forms or an
executed manuscript insurance company endorsement providing additional
insured status. The Commercial General endorsements must be as broad
as that contained in ISO Forms: GC 20 10 11 85 or both CG 20 10 & CG 20
37.
(iv) The Commercial General and Automobile Liability insurance shall contain,
or be endorsed to contain, that the VENDORS' insurance shall be primary
to and require no contribution from the City. The Commercial General
insurance policy is required to include primary and non contributory
coverage in favor of the City for both the ongoing and completed operations
coverage. These coverages shall contain no special limitations on the scope
of protection afforded to City, its officers, officials, employees, agents and
volunteers. If VENDOR maintains higher limits of liability than the
minimums shown above, City requires and shall be entitled to coverage for
the higher limits of liability maintained by VENDOR.
(v) Should any of these policies provide that the defense costs are paid within
the Limits of Liability, thereby reducing the available limits by defense costs,
then the requirement for the Limits of Liability of these polices will be twice
the above stated limits.
(vi) For any claims related to this Agreement, VENDOR'S insurance coverage
shall be primary insurance with respect to the CITY, its officers, officials,
ALL-0 Vendor Not to Exceedl01-2002
Page 3 of 5
agents, employees and volunteers. Any insurance or self-insurance
maintained by the CITY, its officers, officials, agents, employees and
volunteers shall be excess of the VENDOR'S insurance and shall not
contribute with it.
(vii) The Workers' Compensation insurance policy shall contain, or be endorsed
to contain, a waiver of subrogation as to CITY, its officers, officials, agents,
employees and volunteers.
(viii) The Commercial General and Automobile Liability insurance policies shall
contain, or be endorsed to contain, a waiver of subrogation as to CITY, its
officers, officials, agents, employees and volunteers.
PROVIDING OF DOCUMENTS-VENDOR shall furnish CITY with all certificate(s)
and applicable endorsements effecting coverage required herein All certificates
and applicable endorsements are to be received and approved by the CITY'S
Risk Manager or his/her designee prior to CITY'S execution of the Agreement
and before work commences. All non-ISO endorsements amending policy
coverage shall be executed by a licensed and authorized agent or broker. Upon
ram mct of('ITV \/F-mnc)R shall immp-Hintaly fi irnich ('ITY with a nomnlAtA cnnv of
any insurance policy required under this Agreement, including all endorsements,
with said copy certified by the underwriter to be a true and correct copy of the
original policy. This requirement shall survive expiration or termination of this
Agreement. All subcontractors working under the direction of VENDOR shall also
be required to provide all documents noted herein.
CLAIMS-MADE POLICIES - If any coverage required is written on a claims-made
coverage form:
(i) The retroactive date must be shown, and must be before the effective date
of the Agreement or the commencement of work by VENDOR.
(ii) Insurance must be maintained and evidence of insurance must be provided
for at least five (5) years after completion of the work or termination of the
Agreement, whichever first occurs.
(iii) If coverage is canceled or non-renewed, and not replaced with another
claims-made policy form with a retroactive date prior to the effective date of
the Agreement, or work commencement date, VENDOR must purchase
'/extended reporting" period coverage for a minimum of five (5) years after
completion of the work or termination of the Agreement, whichever first
occurs.
(iv) A copy of the claims reporting requirements must be submitted to CITY for
review.
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(v) These requirements shall survive expiration or termination of the
Agreement.
SUBCONTRACTORS - If VENDOR subcontracts any or all of the services to be
performed under this Agreement, VENDOR shall require, at the discretion of the CITY
Risk Manager or designee, subcontractor(s)to enter into a separate Side Agreement with
the City to provide required indemnification and insurance protection. Any required Side
Agreement(s) and associated insurance documents for the subcontractor must be
reviewed and preapproved by CITY Risk Manager or designee. If no Side Agreement is
required,VENDOR will be solely responsible for ensuring that it's subcontractors maintain
insurance coverage at levels no less than those required by applicable law and is
customary in the relevant industry.
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EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
District 7 Illegal dumging cleanup
YES* 1 NO
Are you currently in litigation with the City of Fresno or any of its ❑ ❑
agents?
2 Do you represent any firm,organization,or person who is in litigation
with the City of Fresno? _
3 Do you currently represent or perform work for any clients who do [ 1 ❑
business with the City of Fresno?
4 Are you or any of your principals, managers, or professionals,
owners or investors in a business which does business with the City ❑ F [
of Fresno, or in a business which is in litigation with the City of
Fresno?
5 Are you or any of your p0nuipals, managers, or professionals,
related by blood or marriage to any City of Fresno employee who ❑ ❑
has any significant role in the subject matter of this service?
6 Do you or any of your subcontractors have, or expect to have, any
interest, direct or indirect, in any other contract in connection with
this Project?
* If the answer to any question is yes, please explain in full below.
Explanation
Signature
Date
(name)
(company)
(address)
o Additional page(s) attached.
(city state zip)