HomeMy WebLinkAboutNeighborhood Industries Vendor Agreement 11.4.21 / y(2,oz(
VENDOR AGREEMENT
CITY OF FRESNO, CALIFORNIA
THIS AGREEMENT is made and entered into, effective 41 �Qz�
by and between the CITY OF FRESNO, a California municipal corporation (City), and
NEIGHBORHOOD INDUSTRIES, a California nonprofit corporation (Vendor).
RECITALS
WHEREAS, City desires to obtain professional litter removal services for the
Tower District Neighborhood (Project); and
WHEREAS, Vendor is engaged in the business of furnishing services as a litter
removal company 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
Director of Public Utilities (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 twelve months from the Effective Date, 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) Vendor's sole compensation for satisfactory performance of all
services required or rendered pursuant to this Agreement shall be a total fee of One
Hundred Twenty-Five Thousand Dollars ($125,000.00). Such fee includes all expenses
incurred by Vendor in performance of the services.
(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,
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which modification shall include an adjustment to Vendor's compensation. Any change
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 Majeure.
(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 any bankruptcy petition or petition for receiver commenced by a third party
against 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
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occurrence with 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), and from any and all claims,
demands and actions in law or equity (including reasonable attorney's fees and litigation
expenses) that arise out of, pertain to, or relate to the negligence, recklessness or willful
misconduct of Vendor, its principals, officers, employees, agents, or volunteers in the
performance of this Agreement.
If Vendor should subcontract all or any portion of the services to be performed
under this Agreement, 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.
This section shall survive termination or expiration of this Agreement.
7. 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
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California and rated no less than "A-VII" in the Best's Insurance Rating Guide, or (ii) as
may be authorized in writing by City's Risk Manager 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-Vendors 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,
Vendors, sub-Vendors, 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-Vendor
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-Vendor 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.
8. 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
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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.
9. 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:
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(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 from City's Solid Waste Management Division and by calling City
of Fresno Recycling Hotline at (559) 621-1111.
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.
10. 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.
11. 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
veteran of the Vietnam era. Subject to the foregoing and during the performance of this
Agreement, Vendor agrees as follows:
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(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.
12. 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 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.
13. 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.
14. 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.
15. Assignment.
(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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16. 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.
17. 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.
18. Governing Law and Venue. 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.
19. 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.
20. 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.
21. 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.
22. 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.
23. 23. Exhibits. Each exhibit and attachment referenced in this
Agreement is, by the reference, incorporated into and made a part of this Agreement.
24. 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
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expressed within the exhibit or attachment. Furthermore, any terms or conditions
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.
25. 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.
26. No Third Party Beneficiaries. The rights, interests, duties and obligations
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.
27. Extent 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,
California,the day and year first above written.
CITY OF FRESNO, NEIGHBORHOOD INDUSTRIES,
a California municipal corporation a Califor is nonprofit o_ration
y:By: �t
Michael Car ajal,
Director of Public Utilities Name: - a'I un)g
Title: - t3prli (
APPROVE TO ❑RM: (if corporation or LLC., Board Chair,
City me ' Ge Pres.or Vice Pres.)
By 0 ZZ By:
H. Calf Date
Senior Deputy City Attorney Name:—c nc�ppL -Ir i�
ATTEST: Title: � . p.k e
BRIANA PARKA, CMC (If corporation or LLC., CFO, Treasurer,
Interim ciyiler Secretary or Assistant Secretary)
Irv, kOZ40 11 e7 21 Any Applicable Professional License:
Number:
Name:
eputy --
Date of Issuance:
Addres,es:
City: Vendor:
City of Fresno Neighborhood Industries
Attention: Michael Carbajal, Attention: Ricky Bravo,
Director of Public Utilities Development Director
2600 Fresn Street, Room 4019 353 East Olive Avenue
Fresno, CA 93721 Fresno, CA 93728
Phone: (559) 621-8600 Phone: (559)498-0708
FAX: (559) FAX:
Attachments:
1. Exhibit A-Scope of Services
2, Exhibit B-Insurance Requirements
3, Exhibit G -Conflict of Interest Disclosure Form
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EXHIBIT A
SCOPE OF SERVICES
Vendor Service Agreement between City of Fresno (City)
and Neighborhood Industries (Vendor)
Tower District Litter Removal
[Describe Scope of Service]
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Page 1 of 1
s
neic
. ihborho
Educate. Employ. Empower.
City of Fresno
Solid Waste Division
Tower District Litter Removal &
Alley Maintainence Program
Revised
October 4, 2021
Table of Contents
Executive Summary & Benefits 1
Sco e of Work
Proposed Services 3
Cost Details & Evaluation 6
EXECUTIVE SUMMARY
Neighborhood Industries seeks to operate a litter abatement and alley way maintenance program that
will employ people living in neighborhoods of concentrated poverty.The proposed service area is The
Tower District Neighborhood,which is located at the border of District 1 and District 3. This program
of Neighborhood Industries will focus on gathering litter from 4 of the neighborhoods main streets, as
well as preassure washing the neighborhoods busy sidewalks: Olive Avenue,Van Ness,Wishon, and
Fulton.Additionally, Neighborhood Industries will provide bi-annually alley way maintenance to all
alleys between Blackstone and Weber, McKinley and Belmont.
This 12 month program will provide two primary benefits:The Tower District Neighborhood,which
regularly
attracts consitutuants from around the city, will be cleaner, and persons from low income
neighborhoods will be given the opportunity to establish work experience.
Along with tracking data related to cost, Neighborhood Industries will also seperate all
waste/recyclable materials, and track and provide data of the programs environmental impact.
Neighborhood Industries estimates it can complete the 12 month program for$125,000.00
BENEFITS
To The City
• Cleaner streets in a high trafficked neighborhood.
•Accurate environmental impact numbers for future use when reporting on the city's environmental
efforts.
Added Value
-Proposed program will create social impact by providing employment for persons from
neighborhoods of concentrated poverty.
Page 1
SCOPE OF WORK
Issue at hand
The Tower district is one of Freno's most highly foot trafficked neighborhoods, attracting
constituants from around the city on a regular basis. Many of these visitors do not have an
attachement to the neighborhood and often times leave litter behind, leaving business owners and
residents with the mess.Additioanlly while the Alleys are locked,they still attract illegal dumping,and
can become overgrown with dry grass, posing a fire hazard to the neighborhood.
Solution
Neighborhood Industries seeks to address the issues of litter and alleys with the proposed program.
Employing people from low income neighborhoods, Neighborhood Industries proposes to remove
litter from sidewalks and parking lots, maintain the sidewalk trashbins,and pressure wash the sidewalks,
and maintain the alleys in one of Fresno busiest neighborhoods.
Operation Details
• Neighborhood Industries will perform various services in the Tower District Neighborhood through-
out the duration of the 12 month program inlcluding:
- Maintaining trash cans daily
- Completting the litter abatement route weekly
- Completing the Pressure washing route monthly
- Servicing all Alley Ways bi-annually(in cleanup events that will take place over consecutive
weeks)
•Specific to the ally way cleanup,service will include:
- Removing litter
-Weed Whacking and clearing all vegetation on the ground
-Trimming back any trees/bushes growing over the fences into the ally ways
-Spraying weedkiller in affected areas
- Gathering all debris in center of ally way to be picked up by the city.
• Neighborhood Industries will maintain employment positions in the program specifically for folks
experiencing hornlessness,the precariously housed, and people living in neighborhoods of
concetrated poverty.
• All recyclable materials will be seperated as it is collected.
•Waste to be disposed of at a city collection site by Neighborhood Industries on a weekly basis.
• Neighborhood Industries will weigh all collected product and provide Tonnage statistics to the City.
(Statistics on product weight collected each week.)This will give the city accurate numbers reflecting
the positive environmental impact of the program.
• Laborers will be paid a prevailing wage of$14.00/hour pursuant to California Labor Code part 7,
Chapter 1,Article 2, Sections 1770, 1773 and 1773.1, Determination: NC-LML-2019-1 Craft:##
Landscape Maintenance Laborer(routine).The total hourly labor rate includes the prevailing wage
and all employer expenses associated with the proposed positions. page 2
Litter Removal & Trash Can Maintainence
Tower District
Linear Miles 4.5 Service days per Week 2
Hours 40hrs/week Total Service Hours 2080
Hours per Mile 4 Total Linear Miles 702
Cost Per Mile $106.83 Total 12-month project Cost $75,000
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Allev Clean-Up
Tower District
Lin gar Miles 14 Servi Frequency 2 tim s Vr
Hours per Mile 48 Total Service Hours 1,344
Cost Per Mile $1,428.57 Total Linear Miles 28
Price Per Service $20,000 Total 12-month project Cost $40,000
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Hours per Mile 4.57 Total Linear Miles m
Cos Per Mile $109.89 Total 12-month project Cost $0 000
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Cost Details
Budget
Role rate Qty. Units Total
Administration $35.00 107 hrs $3,745
Supervision $20.94 1175 hrs $24,605
Labor $17.94 3840 hrs $68,890
Equipment $234.00 52 weeks $12,168
Supplies $299.86 52 weeks $15,593
Total $125,000
Payment Terms
Payment terms are to be month to month; 12 equal payments of$10,416.66 shall be issued at the
conclusion of each month of service.
EVALUATION
Project success will be determined by the amount of waste and recyclables collected.These amounts
and weights will be gathered and maintained by Neighborhood Industries
Priject success will also be determined by the amount of linear miles of alley ways cleaned, and linear
miles of sidewalks pressure washed..
Neighborhood Industries will generate a monthly report from these amounts and figures to accuratly
track the programs development and success.
Page 6
EXHIBIT B
INSURANCE REQUIREMENTS
Vendor Service Agreement between City of Fresno (City)
and Neighborhood Industries (Vendor)
Tower District Litter Removal
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, agent, 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.
4. Professional Liability (Errors and Omissions) insurance appropriate to
Vendor's profession. Architect and engineer's coverage is to be endorsed
to include contractual liability.
MINIMUM LIMITS OF INSURANCE
Vendor, or any party the Vendor subcontracts with, shall maintain limits of liability of 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:
1. COMMERCIAL GENERAL LIABILITY:
0) $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,
ALL-B Vendor/01-2018/BMC:prn
Page 1 of 4
(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.
OR*
PERSONAL AUTOMOBILE LIABILITY insurance with limits of liability not
less than:
(i) $100,000 per person;
(ii) $300,000 per accident for bodily injury; and,
(iii) $50,000 per accident for property damage.
3. WORKERS' COMPENSATION INSURANCE as required by the State of
California with statutory limits.
4. EMPLOYER'S LIABILITY:
(i) $1,000,000 each accident for bodily injury;
(ii) $1,000,000 disease each employee, and,
(iii) $1,000,000 disease policy limit.
5. PROFESSIONAL LIABILITY (Errors and Omissions):
(i) $1,000,000 per claim/occurrence; and,
(ii) $2,000,000 policy aggregate.
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 deductibles or self-insured retentions must be declared on the
Certificate of Insurance, and approved by, the City's Risk Manager or designee. At the
option of the City's Risk Manager or designee, either:
(i) The insurer shall reduce or eliminate such deductibles or self-
insured retentions as respects City, its officers, officials, employees,
agents, and volunteers; or
(ii) Vendor shall provide a financial guarantee, satisfactory to City's
Risk Manager or 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 PROVISIONS/ENDORSEMENTS
The General LiabilitV and Automobile LiabilitV insurance policies are to contain, or be
endorsed to contain, the following provisions:
1. City, its officers, officials, employees, agents, and volunteers are to be
covered as additional insureds. Vendor shall establish additional insured
status for the City and for all ongoing and completed operations by use of
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 insurance company endorsement providing
additional insured status as broad as that contained in ISO Form
CG 20 10 11 85.
2. The coverage shall contain no special limitations on the scope of
protection afforded to City, its officers, officials, employees, agents, and
volunteers. Any available insurance proceeds in excess of the specified
minimum limits and coverage shall be available to the Additional Insured.
3. For any claims related to this Agreement, Vendor's insurance coverage
shall be primary insurance with respect to the City, its officers, officials,
employees, agents, and volunteers. Any insurance or self-insurance
maintained by the City, its officers, officials, employees, agents, and
volunteers shall be excess of Vendor's insurance and shall not contribute
with it. Vendor shall establish primary and non-contributory status by
using ISO Form CG 20 01 04 13 or by an executed manuscript insurance
company endorsement that provides primary and non-contributory status
as broad as that contained in ISO Form CG 20 01 04 13.
The Workers' Compensation insurance polic is to contain, or be endorsed to contain,
the following provision: Vendor and its insurer shall waive any right of subrogation
against City, its officers, officials, employees, agents, and volunteers.
If the Professional Liability Errors and Omissions insurance polic is written on a
claims-made form:
1. The retroactive date must be shown, and must be before the effective date
of the Agreement or the commencement of work by Vendor.
2. Insurance must be maintained and evidence of insurance must be
provided for at least five years after completion of the Agreement work or
termination of the Agreement, whichever occurs first, or, in the alternative,
the policy shall be endorsed to provide not less than a five-year discovery
period.
3. 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 the commencement of work by Vendor, Vendor must
purchase "extended reporting" coverage for a minimum of five years after
completion of the Agreement work or termination of the Agreement,
whichever occurs first.
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4. A copy of the claims reporting requirements must be submitted to City for
review.
5. These requirements shall survive expiration or termination of the
Agreement.
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
calendar days' written notice by certified mail, return receipt requested, has been given
to City. 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 calendar days prior to the expiration date of the expiring
policy.
VERIFICATION OF COVERAGE
Vendor shall furnish City with all certificate(s) and applicable endorsements effecting
coverage required hereunder. All certificates and applicable endorsements are to be
received and approved by the City's Risk Manager or 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
request of City, Vendor shall immediately furnish City with a complete copy 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.
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EXHIBIT C
DISCLOSURE OF CONFLICT OF INTEREST
Tower District Litter Removal
YES* NO
1 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 ❑
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 of Fresno, or in a business which is in litigation with the City of
Fresno?
5 Are you or any of your principals, 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 L�
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Date
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Name
Company_
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Address
o Additional page(s) attached. ' .r Q7� 1 ��
City, State Zip)