Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
All City Management Services, Inc. - ACMS - 2007-08-06
Council/Agency Meeting Held: S//°6/a red/Continued to: 7Approved ❑ Conditionally Approved ❑ Denied - City Clerk's Signat _ Council Meeting Date: 8/6/07 Department ID Number: PD-07-004 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS SUBMITTED BY: PENELOPE CULBRETH-GRAFT, DPA, City Administrator PREPARED BY: KENNETH W. SMALL, Chief of Police Ke .4 SUBJECT: CONTRACT WITH ALL CITY MANAGEMENT SERVICES, INC. TO ASSUME RESPONSIBILITY AND MANAGEMENT OF THE CROSSING GUARD PROGRAM Statement of Issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Statement of Issue: Should the City approve a three-year contract with All City Management Services, Inc. (ACMS), to assume management of the Crossing Guard Program? Currently, the Police Department manages the program. Funding Source: Sufficient funds are available in the crossing guard program budget for the remainder of the 06/07 fiscal year. If the contract is approved, the 07/08 fiscal year crossing guard budget will need to be increased to $371,630 from the proposed amount of $348,757. Recommended Action: Motion to: 1. Approve and authorize the Mayor and City Clerk to execute a three-year contract with All City Management Services, Inc., to assume total responsibility of the Crossing Guard Program beginning on August 30, 2007. Alternative Action(s): Do not approve a three-year contract with All City Management Services, Inc., and maintain the current Crossing Guard Program at a cost of $348,757 for the 07/08 fiscal year. Analysis: The overall management and supervision of the current Crossing Guard Program is performed by the Police Department. A Coordinator is responsible for recruiting, hiring, training, staffing, equiping, scheduling, supervising, and managing the UAMy Documents\Traffic Aero\Crossing guard RCA.doc -2- � L� REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 8/6/07 DEPARTMENT ID NUMBER: PD-07-004 crossing guards. The Coordinator also evaluates each crossing guard's performance, handles public inquiries and complaints, and maintains daily payroll records. There is a current staff of 37 crossing guards available to work 36 assigned street crossing locations. The unusual work hours, the exposure to weather, and the physical and mental demands of the job, makes it difficult for the police department to recruit new crossing guards. Due to staffing shortages, frequently no substitute crossing guards are available to cover absences. Without a substantial reserve of trained alternate guards, the Crossing Guard Coordinator and parking control officers are often reassigned as temporary crossing guards. Under the current Crossing Guard Program, the City is responsible for the acts, errors or omissions by the crossing guards in the performance of their duties and is also responsible for worker's compensation costs. In order to maintain a successful Crossing Guard Program, the Police Department recommends contracting with All City Management Services, Inc. (ACMS), to assume management of the Crossing Guard Program. ACMS has proposed a three-year contract to take over the program. The contract requires a general liability insurance policy, worker's compensation coverage, and a hold harmless agreement. All of the existing crossing guard locations will be maintained. The City reserves the right to alter, add or delete locations based on future needs. ACMS has over 20 years experience operating crossing guard services. They currently provide crossing guard services to over 125 government entities in California, including 24 in Orange County. These include the cities of; Aliso Viejo, Brea, Costa Mesa, Cypress, Dana Point, Fountain Valley, Fullerton, Garden Grove, La Palma, Laguna Niguel, Laguna Hills, Lake Forest, Mission Viejo, Newport Beach, Placentia, Rancho Santa Margarita, San Clemente, San Juan Capistrano, Santa Ana, Stanton, Tustin, and Yorba Linda. Each of the cities contacted offered positive referrals for ACMS. Because of the number of trained crossing guards ACMS employs, they are able to maintain a large pool of reserve crossing guards who can fill planned and unplanned absences. ACMS has agreed to offer employment to all of the current crossing guards. The proposal will cost the City $371,630 a year for the first two years. This is $22,873 more than the proposed costs for a City managed Crossing Guard Program. The third year has an increase based on the CPI Index or 5%, whichever is lower. Although contracting with ACMS increases budget costs, there is a savings of other associated costs. Personnel services such as recruitment, testing, background investigations, as well as payroll services, worker's compensation costs, and the backfill of vacancies are not calculated into the cost of the current program and are included in the cost of the proposed ACMS contract. The recommended three-year contract with All City Management Services was prepared utilizing contractual agreements maintained by other public agencies, therefore no bid solicitation process was conducted. U:\My DocumentsUraffic Aero\Crossing guard RCA.doc -3- 7/20/2007 11:26 AM REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 8/6/07 DEPARTMENT ID NUMBER: PD-07-004 Strategic Plan Goal: C-2 Approving a contract with ACMS to provide crossing guard services supports the city services goal. Environmental Status: Not Applicable Attachment(s):. Contract Agreement with All City Management Services, Inc. U:\My Documents\Traffic Aero\Crossing guard RCA.doc -4- 7/20/2007 11:26 AM ATTACHMENT# 1 AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND ALL CITY MANAGEMENT SERVICES, INC. FOR CROSSING GUARD SERVICES THIS AGREEMENT ("Agreement") is made and entered into this 6th day of August 2007, by and between the CITY OF HUNTINGTON BEACH a municipal corporation, hereinafter called the "City," and ALL CITY MANAGEMENT SERVICES, INC., hereinafter referred to as "Contractor." WHEREAS, City desires to engage the services of a Contractor to provide crossing guard services. WITNESSETH The parties hereto have mutually covenanted and agreed as follows: 1. SCOPE OF SERVICES Contractor shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometime hereinafter be referred to as the "Project." Contractor hereby designates Baron Farwell who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. CITY STAFF ASSISTANCE The City's representative in dealing with the Contractor shall be designated by the City of Huntington Beach Police Department. 3. TERM: TIME OF PERFORMANCE The services of Contractor are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date"). This Agreement shall expire three (3) years from the Commencement Date, unless sooner terminated as provided therein. All tasks specified in this Agreement shall be completed no later than three (3) years from the Commencement Date of this Agreement. This schedule may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. 4. COMPENSATION In consideration of the performance of the services described therein, City agrees to pay Contractor on a time and materials basis at the rates specified in Exhibit `B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed One Million One Hundred Thirty Three Thousand Four Hundred Eighty Seven Dollars ($1,133,487.00). 07-1090/12480 1 5. EXTRA WORK In the event City requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. METHOD OF PAYMENT Contractor shall be paid pursuant to the terms of Exhibit `B." 7. HOLD HARMLESS Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers, elected or appointed officials, employees, agents, and volunteers from and against any and all, claims, damages, losses, expenses, judgments, demands defense costs, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. City shall be reimbursed for all costs and attorney's fees incurred by City in enforcing this obligation. This indemnity 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 Contractor. 8. WORKERS COMPENSATION INSURANCE Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 07-1090/12480 2 9. INSURANCE In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the Project, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self -insured retention, or a "deductible" in excess of Five Thousand Dollars ($5,000) or any other similar form of limitation on the required coverage, without the prior written consent of City. 10. CERTIFICATES OF INSURANCE; ADDITIONAL INSURED ENDORSEMENTS Prior to commencing performance of the work hereunder, Contractor shall furnish to City certificates of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverages as required by this Agreement; the certificates shall: 1. provide the name and policy number of each carrier and policy; 2. state that the policy is currently in force; and 3. promise to provide that such policies will not be canceled or modified without thirty (30) days' prior written notice of City. Contractor shall maintain the foregoing insurance coverages in force until the work under this Agreement is fully completed and accepted by City. The requirement for carrying the foregoing insurance coverages shall not derogate from the Contractor's defense, hold harmless and indemnification obligations as set forth under this Agreement. City or its representative shall at all times have the right to demand the original or a copy of all the policies of insurance. Contractor shall pay, in a prompt and timely manner, the premiums on all insurance hereinabove required. Contractor shall provide a separate copy of the additional insured endorsement to each of Contractor's insurance policies, naming City, its officers, elected and appointed officials, employees, agents and volunteers as Additional Insureds, to the City Attorney for approval prior to any payment hereunder. 07-1090/12480 3 11. INDEPENDENT CONTRACTOR Contractor is, and shall be, acting at all times in the performance of this Agreement as an independent Contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT Either party shall have the right to cancel this Agreement by giving ninety (90) days written notice to the other. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by Contractor to any other person or entity without the prior express written consent of City. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subcontractors must satisfy the insurance requirements as set forth in this Agreement. 14. CITY EMPLOYEES AND OFFICIALS Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 15. NOTICE Except as otherwise provided herein, all notices required this Agreement shall be in writing and delivered personally or by first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices may be sent by either facsimile or U.S. Mail. Notices shall be deemed received upon receipt of same or within 3 days of deposit in the U.S. Mail, whichever is earlier. Notices sent by facsimile shall be deemed received on the date of the facsimile transmission. TO CITY: City of Huntington Beach Police Department Attn: Sergeant Steve Bushhousen 2000 Main Street Huntington Beach, CA 92648 TO CONTRACTOR: All City Management Services, Inc. Attn: Baron Farwell 1749 S. La Cienega Blvd. Los Angeles, CA 90035 07-1090/12480 4 16. CONSENT When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 17. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. IMMIGRATION Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 20. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 07-1090/12480 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. "CONTRACTOR" All City Managemenj Services, Inc By: print name ITS: (circle one) Chairma esid Vice President AND `AL- lam - print name ITS: (circle one ecreta Chief Financial Officer/Asst. Secretary -Treasurer "CITY" CITY OF HUNTINGTON BEACH, a municipal corporation of the Sate of California qP*Aj City Clerk APPROVED AS TO FORM 7, k 7 r--- City Attorney REVIEWED AND APPROVED: INI ejD APPROVED: A=d-� - J � f% lCity Administrator 9"111-6e, �r /Chief All City Mgmt Svcs Agreement 6 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) CONTRACTOR shall provide crossing guard services for the City of Huntington Beach. B. CONTRACTOR'S DUTIES AND RESPONSIBILITIES: 1. The Contractor will provide personnel equipped and trained in appropriate procedures for crossing pedestrians in marked crosswalks. Such personnel shall be herein referred to as a Crossing Guard. The Contractor is an independent Contractor and the Crossing Guards to be furnished by it shall at all times be its employees and not those of the City. 2. If, at any time during the contract period, the City questions the meaning of any item of this Agreement, the City may contact the Contractor for interpretation of that item. 3. The City shall have the right to determine the hours and locations when and where Crossing Guards shall be furnished by the Contractor. The Contractor shall notify the City in writing of any changes which may need to occur in hours of work or locations. 4. The Contractor shall provide supervisory personnel to see that Crossing Guard activities are taking place at the required places and times, and in accordance with all items of this Agreement. 5. The Contractor shall maintain adequate reserve personnel to be able to furnish alternate Crossing Guards in the event that any person fails to report for work at the assigned time and location. 6. The Contractor shall provide personnel properly trained as herein specified for the performance of duties of Crossing Guards. In the performance of their duties the Contractor and employees of the Contractor shall conduct themselves in accordance with the conditions of this Agreement and the laws and codes of the State of California and the City of Huntington Beach. 7. Persons provided by the Contractor as Crossing Guards shall be trained in the laws and codes of the State of California and the City of Huntington Beach pertaining to general pedestrian safety and school crossing areas. 8. Crossing Guard Services shall be provided by the Contractor at the designated locations and at the designated hours on all days on which the designated schools in the City of Huntington Beach, are in session. 9. The Contractor shall provide all Crossing Guards with apparel by which they are readily visible and easily recognized as Crossing Guards. Such apparel shall be uniform for all persons performing the duties of Crossing Guards and shall be worn at all times while performing said duties. This apparel must be appropriate for weather conditions. The Contractor shall also provide all Crossing Guards with hand held Stop signs and any other safety equipment which may be necessary. 10. The Contractor shall conduct background investigation of all applications being considered for hire. Contractor shall provide investigative results to the City of Huntington Beach Police Department prior to employment of crossing guard. 11. Contractor will seek to retain the current crossing guards for employment under ACMS. C. CITY'S DUTIES AND RESPONSIBILITIES: The City of Huntington Beach will provide to the contractor the locations of existing legally designated crossing guard locations. jmp/contracts group/exA/7/12/07 1 of 3 EXHIBIT "A" 2. The City of Huntington Beach will provide to the contractor the locations and names of school and events requiring the presence of crossing guards. 3. The City of Huntington Beach will provide to the contractor timely notification of the addition or deletion of designated crossing locations. D. WORK PROGRAM/PROJECT SCHEDULE: Contractor shall follow the Work Program or Project Schedule shown in this exhibit. Changes made to the Work Program or Project Schedule shall be made only if authorized in writing by a City representative. CROSSING GUARD LOCATIONS DIST LOCATION SCHOOL FV BUSHARD / WOODLAWN R1 OKA / TALBERT FV BUSHARD / WOODLAWN R2 OKA / TALBERT FV GARFIELD / SUVA GISLER FV MAGNOLIA / PIONEER NEWLAND FV YORKTOWN / BRIGANTINE OKA FV YORKTOWN / HONEYWOOD TALBERT FV YORKTOWN / WINDWARD NEWLAND / TALBERT HB 12TH / MAIN DWYERS / SMITH HB 14TH / CREST 1 DWYER / SMITH HB 14TH / CREST 2 DWYER / SMITH HB 17TH / PALM R1 DWYER / SMITH HB 17TH / PALM R2 DWYER / SMITH HB BANNING/BUSHARD EADER HB BANNING / MALIBU EADER HB BUSHARD /CASTLEGATE SOWERS HB GARFIELD /COLCHESTER PERRY HB GARFIELD / EDWARDS SEACLIFF HB GARFIELD / SADDLEBACK SEACLIFF HB INDIANAPOLIS / ALISA SOWERS / HAWS HB INDIANAPOLIS / COHASSET SOWERS HB INDIANAPOLIS / FARMSWORTH PETERSON HB INDIANAPOLIS / MAGNOLIA NE SOWERS / MOFFETT HB INDIANAPOLIS / MAGNOLIA SW SOWERS / MOFFETT HB NEWLAND / NORFOLK R1 SOWERS / MOFFETT HB NEWLAND / NORFOLK R2 SOWERS / MOFFET OV ALGONQUIN / PEARCE HARBOUR VIEW OV EDWARDS / DOWN CIRCLE VIEW OV EDWARDS/EL CORTIJO OV HEIL/BRADBURY REMARKS SCHOOL LOCATION FV MESA VIEW LIGHTS SPRING V / ST BONA LIGHTS jmp/contracts group/exA/7/12/07 2 of 3 EXHIBIT "A" OV HEIL / MONROE WESTMONT OV HEIL / NEWLAND R1 WESTMONT OV HEIL / NEWLAND R2 WESTMONT OV HEIL / REDLANDS COLLEGE VIEW OV HEIL / SILVER SUN VIEW OV HEIL / TRUDY SPRING VIEW LIGHTS OV SAYBROOK / BRANFORD R1 HARBOUR VIEW OV SAYBROOK / BRANFORD R2 HARBOUR VIEW OV SLATER / CORDOBA MESA VIEW OV SLATER / GERALDINE R1 LAKE VIEW OV SLATER / GERALDINE R2 LAKE VIEW WM EDWARDS / CORNER LIGHTS WM SPRINGDALE / CROUPIER STACEY LIGHTS CROSSING GUARD LOCATION SCHEDULE DIST LOCATION SCHEDULE] SCHEDULE2 SCHEDULE3 MOD SCHI MOD SCH2 FV BUSHARD/WOODLAWN 07:40-08:40 02:30-03:30 07:40-08:4 12:40-01:4 FV GARFIELD/SUVA 07:30-08:30 02:10-03:15 07:30-08:3 12:40-01:2 FV MAGNOLIA/PIONEER 08:00-09:00 02:25-03:25 08:00-09:0 01:20-01:5 FV YORKTOWN/BRIGANTINE 07:30-08:30 02:00-03:10 07:30-08:3 12:40-01:1 FV YORKTOWN/HONEYWOOD 07:40-08:40 02:40-03:25 07:40-08:4 01:10-01:4 FV YORKTOWNNVINDWARD 07:50-08:50 02:25-03:25 07:50-08:5 01:20-01:5 HB 12TH/MAIN 07:45-08:45 02:25-03:20 07:45-08:4 01:10-02:1 HB 14TH/CREST 1 07:45-08:45 02:25-03:20 07:45-08:4 01:10-02:0 HB 14TH/CREST 2 07:45-08:45 02:25-03:20 07:45-08:4 01:10-02:0 HB 17TH/PALM 07:45-08:45 02:25-03:20 07:45-08:4 01:10-02:0 HB BANNING/BUSHARD 08:05-08:50 02:30-03:30 08:05-08:5 01:30-02:2 HB BANNING/MALIBU 08:05-08:50 02:30-03:30 08:05-08:5 01:30-02:2 HB BUSHARD/CASTLEGATE 07:45-08:45 02:35-03:15 07:45-08:4 01:10-01:4 HB GARFIELD/COLCHESTER 07:30-08:10 01:45-03:00 07:30-08:1 12:45-01:4 HB GARFIELD/EDWARDS 07:30-08:15 01:55-02:50 07:30-08:1 01:00-01:4 HB GARFIELD/SADDLEBACK 07:30-08:15 01:55-02:50 07:30-08:1 01:00-01:4 HB INDY/ALISA 07:45-08:45 02:20-03:20 07:45-08:4 01:10-02:0 HB INDY/COHASSET 07:45-08:45 02:35-03:15 07:45-08:4 01:10-01:4 HB INDY/FARMSWORTH 08:00-09:00 02:30-03:30 08:00-09:0 01:30-02:2 HB INDY/MAGNOLIA NE 07:40-08:40 02:15-03:15 07:40-08:4 01:00-01:4 HB INDY/MAGNOLIA SW 07:40-08:40 02:15-03:15 07:40-08:4 01:00-01:4 HB NEWLANDMORFOLK 07:30-08:30 02:00-03:15 07:40-08:4 01:00-01:4 OV ALGONQUIN/PEARCE 07:45-08:45 02:10-03:40 07:45-08:4 12:40-01:3 OV EDWARDS/DOWN 07:15-08:15 01:40-03:10 07:15-08:1 12:10-01:0 OV EDWARDS/EL CORTIJO 07:00-08:00 02:00-02:45 08:15-09:15 07:00-08:0 12:00-12:4 OV HEIUBRADBURY 07:00-08:00 02:05-03:05 08:15-09:15 07:00-08:0 SEE OV HEIUMONROE 07:45-08:45 02:10-03:40 07:45-08:4 12:40-01:3 OV HEIUNEWLAND 07:30-08:30 02:10-03:40 07:30-08:3 12:40-01:3 OV HEIUREDLANDS 07:15-08:15 01:40-03:10 07:15-08:1 12:10-01:0 OV HEIUSILVER 07:15-08:15 01:40-03:10 07:15-08:1 12:10-01:0 OV HEIUTRUDY 07:00-08:00 02:00-02:45 08:15-09:15 07:00-08:0 12:00-12:4 OV SAYBROOK/BRANFORD 07:45-08:45 02:10-03:40 07:45-08:4 12:40-01:3 OV SLATER/CORDOBA 07:00-08:00 02:00-02:45 08:15-09:15 07:00-08:0 12:00-12:4 OV SLATER/GERALDINE 07:15-08:15 01:40-03:10 07:15-08:1 12:10-01:0 WM EDWARDS/CORNELL 07:20-08:20 02:10-03:15 07:20-08:2 01:20-02:0 WM SPRINGDALE/CROUPIER 07:15-08:15 02:25-03:10 07:15-08:1 01:10-01:5 Z*** MOD SCH AM SCH3 Z*** ALTERNET SCHEDULE 11/15/06 1/24,2/7,5/30 08:15-09:15 02:00-02:4 jmp/contracts group/exk7/12/07 3 of 3 EXHIBIT "B" Payment Schedule 1. Charges for time during travel are normally not reimbursable and will only be paid if such time is actually used in performing services for CITY or as otherwise arranged with CITY. 2. CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: School Year Service Number of Guards Number of Hours of Service Per Day Number of Days per Year for School Year Services Subtotal of Number of Hours for School Year Services Hourly Rate Subtotal Cost for School Year Summer School Program Number of Guards Number of Hours of Service Per Day Number of Days per Year for School Year Services Subtotal of Number of Hours for School Year Services Hourly Rate Subtotal Cost for School Year Total Cost Per Fiscal Year Year 1 Year 2 Year 3 Fees based Fees based Fees based on $13.99 per on $13.99 per on $14.69 per hour hour hour 36 36 36 4 4 4 180 180 180 25,920 25,920 25,920 $13.99 $13.99 $14.69 $362,621 $362,621 $380,765 7 7 7 4 4 4 23 23 23 644 644 644 $13.99 $13.99 $14.69 $9,010 $9,010 $9,460 $371,631 $371,631 $390,225 Total Contract Limit for the Three -Year Term $1,133,487 jmp/contracts group/exB-1/6/7/07 1 EXHIBIT B Alternative #1 1) The hourly rates for years 1 and 2 shall remain the same. 2) The hourly rates for year 3 shall increase based on the CPI Index or 5%, whichever is lower. Total contract limit for the three-year term shall not exceed $1,133,487. 3. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product or service, CITY shall identify specific requirements for satisfactory completion. 4. CONSULTANT shall submit to CITY an invoice for each payment due. Such invoice shall: 1) Reference this Agreement; 2) Describe the services performed; 3) Show the total amount of the payment due; and 4) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement. Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. jmp/contracts group/exB-1/6/7/07 2 EXHIBIT B Alternative #1 su,iiY INSURANCE AND INDEMNIFICATION WAIVER Hunhn ''Beach® MODIFICATION REQUEST 1. Requested by: Steve Bushhousen/Janet Lockhart JUL 10 2001 2. Date: July 2, 2007 City ot Huntington BEa-n 3. Name of contractor/permittee: All City Management Services, Inc. City Attorney s office 4. Description of work to be performed: Crossing Guard Services 5. Value and length of contract: $1,133,487.00/ three-year contract 6. Waiver/modification request: Waiver for $5,000 deductible per claim for General Liability 7. Reason for request and why it should be granted: Unable to comply with City's zero deductible ins requirement 8. Identify the risks to the City in approving this waiver/modification: Low -7-L- -0 7 Head Signature Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to. be granted. Approval from the City Administrator's Office is only required if Risk. Management and t e City Attorney's Office disagree. 1. k Management RApproved ❑ Denied - �� 1 % / 0 O.7 Signature Date 2. City Attorney's Office proved ❑ Denie • l l- O ignature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorneys Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services All City Mgmt Svcs Ins Waiver 7/2/2007 1:23:00 PM ACORD CERTIFICATE OF LIABILITY INSURANCE OP ID C DATE(MM/DD/YYYY) ALLCI-1 06/21/07 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ISU Curry Insurance Agency ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Lic #0588757 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 489 E . Colorado ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Pasadena CA 91101 Phone:626-449-3870 Fax:626-449-5268 INSURED _ — _. -- ---------- - All City Management, Inc. 1749 South La Cienega Blvd. Los Angeles CA 90035 COVERAGES INSURERS AFFORDING COVERAGE NAIC # INSURER A _Admiral _In_surance Company INSURERB: RSUI-Indemnity Company-_ I INSURER C _ FURER D. - ------ -- -- - -' - - - - - I - - --- --. - URER E. THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. RJSR DD'L --- - � - ---" POLICY EFFECTIVE POLICY EXPIRATION LTR NSRD TYPE OF INSURANCE POLICY NUMBER DATE MM/DD/YY DATE MMIDD - LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1 OOO 000 �- A X X COMMERCIAL GENERAL LIABILITY CA00000365307 04/01/07 04/01/08 'DAMAGE TO RENTED- - 'PREMISES (Eaoccurence) $ 50, OOO CLAIMS MADE X I OCCUR' ! MED EXP (Any one person) $ excluded (DEDUCTIBLE $5,000 I PERSONAL & ADV INJURY I$1,000,000 PER CLAIM GENERAL AGGREGATE $ 2 , 000 , 000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 1, 000,000 . POLICY PRO JECT LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT - $ ANY AUTO (Ea accident) I ALL OWNED AUTOS p�Q7 BODILY INJURY $ SCHEDULED AUTOS �.Qyts V vY " T i (Per person) I HIRED AUTOS '%AC,iJ BODILY INJURY $ NON OWNED AUTOS ,.,., 4pj�" (Per accident) i PROPERTY DAMAGE I $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EAACC .. $ J .. AUTO ONLY AGG $ EXCESSIUMBRELLA LIABILITY i i EACH OCCURRENCE $ 4,000,000 B X OCCUR CLAIMS MADE NHA218686 04/01/07 04/01/08 AGGREGATE $ 4, 000, 000 I DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND LIMITS i EMPLOYERS' LIABILITY -ER E L. EACH ACCIDENT EACH _ i $ ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED E L DISEASE - EA EMPLOYEE' $ If yes describe under -- - ; - - SPECIAL PROVISIONS below E.L. DISEASE- POLICY LIMIT I $ OTHER I i DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS *10 days notice of cancellation in the event of non-payment of premium. City of Huntington Beach, its directors, officers, employees, agents, volunteers and interest of the city are additional insured as respects operations of the named insured per forms attached. CERTIFICATE HOLDER CANCELLATION City of Huntington Beach Police Department Attn:Sergeant Steve Bushhousen 2000 Main Street Huntington Beach CA 92648 ACORD 25 (2001/08) CTYHUNT I SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL * 3 0 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO $O SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR s ' CORPORATION 1QRR Policy Plumber: CA000003653-07 Effective Date: 04/01/2007 M 2010 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ TT CAREFULLY. ADDITIONAL INSURED -- OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION Ibis endursementmodifies insurance lym%4ded tinder the following- COMMUCIAL GENERM. L,IAI.ITT.t'1'Y COVERME PART SCIII•;1)(111 Narne Of Additional Insured Person(s) City of Huntington Beach, its directors, officers, employees, :ALLCOVERIDPRO) :C'TS agents, and volunteers. A. Section II — NN ho Is An Insured is atnt:ndrd to This imurance does not apply to "Mliiy injury" or include- as an additional insured the person(s) or "property damage" occurring afttx: organizaaon(s) showm in tho Schedule, but only %%ith respect to liability for "bodily injury", "property I. All work, including rtmtedals, parts or equipment da=ge" or "peasmtal and advertising injury" caused, fumiahed in connection with such work, on the prt)jmi (outer than sen ice, maintenance or in whole or in part, by: repairs) to be perfonnod by to on behalf of thr. 1. Your acts or omissions; or additional insured(s) at 1he location of the 2. The acts or omissions of those acting on your cohered operations lasts been complewd; or behalf; 2. That portion of "your work" out of which the in the performance of your ongoing operatlo w for the injury or damage arises has lven put 14) its additional insured(s) at the locatiwm s) designated intended use by any person or organization other above. than: anollier contractor or subcontractor engaged B. Mth respect to the insurance afforded to tlx se in porforming operations f, or a principal as a pan of the some project, additional insureds, the followhig additional exclusions apply: ('(: 20 10 07 04 ( ISO )'Topcaties, fne., 2004 Page 1 of 1 0 Policy Number: CA000003653-07 Effective Date: 04/01/2007 CG 24 04 10 93 THIS 0DORSEMEVT CRAINGES TI v. Poun'. PLEASE READ IT CAREFULLY WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurtincc provided unda the following: COMMERCIAL MERAL LIABILITY COVERAGE PAU SCHEDULE Name of Person or Organization: Any person or organization, but only if the I'ollott ing conditi sns are inet: a, You have expressly weed to the waiver in a written contract entered into by you; and b. The injury or damage occurs subsegtwat to the execution of rite written contract. (If no entry appears above, inforntation r quired to complete this endorsement -vif be shown in the Declarations as applicable to this eadorwrnent.) The TRANSFER OF RIGHTS OF RECOVERY AGA!NS f OTHERS TO C`S Couditiotn {Section tt' C'(.).L IMERCLU. GLENERAL LIABIUTY CONDITIONS} is amended by die addition of the following: We waive any right of recovery we ttiay hove against the person or organization shwvwi in the Sobedole above bss a5v of l a)meats wu snake fbr injury or dartiage arisi out of your o4wing operations or "your work" done. under a contract a7ih that person or organization and included in the "products=conyikted vperatioas Hazard". This W-iivcr applies only to the In:r- M ar organkation stibwn in the Schedule ab&C. CC. 24 04 10 93 Copyright, Irimutmic . Swvices Ofiicv, Inc., 1992 Page I of 1 0 Policy Number: CA000003653-07 Effective Date: 04/01/2007 AD 06 5712 03 THIS INDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY/NON-CONTRIBUTING INSURANCE ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL L:Ga►iMITY COVERAGE' PART SCMDULF ANN PERSON OR ORGANIZA-11-ON QUALIFYING AS AN INSURED UNDER 1111? ADDITIONAL INSURED — OWNERS, I..PSSEI?S OR CON RA(:"I*ORS I;NI)ORSI:-Ml;N'f FOWN1 C 0 20 1007 04 ATfACILFI) TQ T1 t6S POLICY. It is agreed that Cornmercial General Liability Coverage Form CG 00 01 Section IV paragraphs 4.b. and 4.c. do not apply with respect to odwr valid and collectible Commui vial General Liability insurance, whether priatary or exces, available to the person or organization shown in the Sched- ule and: 1) Who is an insured under an Additional Insurrd- Owners. Lem -es or Contractors emlomititait s(• tached to this policy; and 2) Who squires by specific written contract that this insumnee is to be primary and 'or non-contributory to other % alid and crdk ctrl,le imurance a% ailable: to that person or organisation. '11iis endorscment clots not change the scope of coverage provided to dw i-ctson or organization by any Additional Insured endorsement. All other tennis =I conditions remain uncbanl ed. AD 06 5712 03 Page 1 of 1 STATE �RRM ,INSUI�NCF CERTIFICATE OF INSURANCE SUCH INSURANCE AS RESPECTS THE INTEREST OF THE CERTIFICATE HOLDER NAMED BELOW WILL NOT BE CANCELED OR OTHERWISE TERMINATED WITHOUT GIVING 10 DAYS PRIOR WRITTEN NOTICE TO THE CERTIFICATE HOLDER, BUT IN NO EVENT SHALL THIS CERTIFICATE BE VALID MORE THAN 30 DAYS FROM THE DATE WRITTEN. THIS CERTIFICATE OF INSURANCE DOES NOT CHANGE THE COVERAGE PROVIDED BY ANY POLICY DESCRIBED BELOW.: This certifies that: ® STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY of Bloomington, Illinois ❑ STATE FARM FIRE AND CASUALTY COMPANY of Bloomington, Illinois ❑ STATE FARM COUNTY MUTUAL INSURANCE COMPANY OF TEXAS of Dallas, Texas ❑ STATE FARM INDEMNITY COMPANY of Bloomington, Illinois, or ❑ STATE FARM GUARANTY INSURANCE COMPANY of Bloomington, Illinois has coverage in force for the following Named Insured as shown below: NAMED INSURED: ALL CITY MANAGEMENT ADDRESS OF NAMED INSURED: 1749 S. LA CIENGA LOS ANGELES, CA 90015-4601 POLICY NUMBER - 065-0693-A1.6-75 -_ EFFECTIVE DATE OF POLICY 2/8/07-2/8/08 DESCRIPTION OF VEHICLE (Including VIN) ENOL LIABILITY COVERAGE ® YES ❑ NO ❑ YES ❑ NO ❑ YES ❑ NO ❑ YES ❑ NO LIMITS OF LIABILITY a. Bodily Injury 1r000,000 Each Person Each Accident b. Property Damage Each Accident c. Bodily Injury & Property Damage Single Limit Each Accident 1 MILLION PHYSICAL DAMAGE COVERAGES ❑ YES ® NO ❑ YES ❑ NO ❑ YES ❑ NO ❑ YES ❑ NO a. Comprehensive $ Deductible $ Deductible $ Deductible $ Deductible ❑ YES ® NO ❑ YES ❑ NO ❑ YES ❑ NO ❑ YES ❑.NO b. Collision $ Deductible $ Deductible $ Deductible $ Deductible EMPLOYERS=NON,-OWNED CARLIABILITYCOVERAGE - ® YES ❑ NO ❑ YES ❑ NO ❑'YES [D NO- ❑`YES '._ ❑_NO HIRED CAR LIABILITY COVERAGE ❑ YES ® NO ❑ YES ❑ NO ❑ YES ❑ NO [IYES ❑ NO FLEET - COVERAGE FOR ALL OWNED A LICENSED MOTOR VE ES ES ® NO ❑ YES ❑ NO El YES ❑ NO ❑ YES ❑ NO Name and Address of Certificate Hord THE CITY OF HUNTINGTON BEACH 200 MAIN ST HUNTINGTON BEACH, CA 92648 ATT:JANET LOCKHART AGENT 75-1289 06/21/007 Title Name ana Aaaress oT Haent umber WILLIAM HAMMONDS,AGENT STATE FARM INSURANCE COMPANIES 11040 SANTA MONICA BLVD. STE. 420 LOS ANGELES, CA 90025-7515 INTERNAL STATE FARM USE ONLY: U Request permanent Certificate of Insurance for liability coverage. 122429.3 Rev. 07-26-2005 ❑ Request Certificate Holder to be added as an Additional Insured. CERTHOLDER COPY Sc STATE PO BOX 4201307, SAN FRANCISCO,CA 94142-0807 COMPENSATION INS�UnFRA�NCB FUND R� D CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 06-21-2007 GROUP! 000760 POLICY NUMBER: 0000227-2006 CERTIFICATE 10 1Bo CERTIFICATE EXPIRES: 10-01-2007 10-01-2006/10-01-2007 CITY OF HUNTINGTON BEACH POLICE DEPT. SC ATTN: SGT. STEVE BUSHHDUSEN 2000 MAIN ST HUNTINGTON BEACH CA 92049-2702 This is to cerafy that we have issued a valid Workers' Compensation insurance policy n a form approved by the CaIAO(nia {nsurance Commissioner to the emp oyer n irned below for the policy period indicated. This policv is not subject to cancellation by the Fund except upon30 days advance wntten notice :o t a employer We wdI also give you 30days advance nobee should this policy be cancelled prio' to its normal expiration This certificate of insurance is not an insurance policy and does not amend, extend or miter the coverage afforded by lie po icy hated herein NoWthstsndmg any requirement, term or condition of any contract or other Document with respect to vv411ch this certificate of insurarce may be issued or to which it may pertain, the insurance afforded by the pal-cy described herein is subject to all the terms, exclusions, and conditions, of such policy. `HORIZEO REPRESENTATi PRESIDENT EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE, ENDORSEMENT N2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 11-14-20DO IS ATTACHED TO AND FORMS A PART OF THIS POLICY. AP 2)V��ASTO FORM J NN FFR WGRATH, City Attorney EMPLOYER ALL CITY MANAGEMENT INC SC 1749 S LA CIENEGA BLVD LOS ANGELES CA 90035 I813.SC1 iREv.2-051 PRINTED : 06-21-2007 CITY OF HUNTINGTON BEACH Professional Service Contracts Purchasing Certification 1. Date: 7/10/2007 2. Department: Police 3. Requested by: Steve Bushhousen/Janet Lockhart 4. Name of consultant: All City Management Services, Inc 5. Attach the written statement of the specification, conditions, and other requirements for the requested services provided to solicited consultants. See Exhibit A 6. Amount of the contract: $1,133,487.00 7. Are sufficient funds available to fund this contract?' ❑ Yes ® No 8. Is this contract generally described on the list of professional service contracts approved by the City Council?' ❑ Yes ® No 9. Company number and object code where funds are budgeted: 10070210.69505 10. Is this contract less than $50,000? ❑ Yes ® No 11. Does this contract fall within $50,000 and $100,000? ❑ Yes ® No 12. Is this contract over $100,000? Z Yes ❑ No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to contract.) 13. Were formal written proposals requested from at least three available qualified consultants? ❑ Yes ® No 14. Attach list of consultants from whom proposals were requested (including a contact telephone number). N/A. Contract is exempt from the bid process per Chapter 3.03.080(b) 15. Attach proposed scope of work. See Exhibit A 16. Attach proposed payment schedule. See Exhibit B n�6 Ga P,) Department Head Signature 1. If the answer to this question is "No," the contract will require approval from the City Council. July 10, 2007 Janet Lockhart City of Huntington Beach 2000 Main Street Huntington Beach, CA 92648 Re.: School Crossing Guard Services Agreement As per your request enclosed is a copy of the City of Mission Viejo's agreement for your review. If you have any questions, please call me (800) 540-9290. Sincerely, Caroline Govinden Office Administrator Enclosures 1749 S. La Cienega Blvd. o Los Angeles, CA 90035-310-202-8284 ® 800-540-9290 © FAX 310-202-8325 Mn IRACT # CITY OF MISSION VIEJO AGREEMENT WITH ALL CITY MANAGEMENT SERVICES FOR CROSSING GUARD SERVICES OVER $15,000 (Insurance Required) THIS AGREEMENT is made and effective as of June 18, 2007, between the City of Mission Viejo, a municipal corporation ("City") and All City Management Services ("Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows: 1. TERM. This Agreement shall commence on July 1, 2007, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2009, unless sooner terminated pursuant to the provisions of this Agreement. 2. SERVICES. Consultant shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. 3. PERFORMANCE. Consultant shall at all times faithfully, competently and to the best of his or her ability, experience, and talent, perform all tasks described herein. Consultant represents to the City that it has the qualifications necessary to perform the tasks described herein. Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement. 4. PAYMENT. a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed Six Hundred Seventy -Five Thousand, Five Hundred Four Dollars ($675,504.00) for the total term of the Agreement unless additional payment is approved as provided in this Agreement. Any terms or conditions set forth on Exhibit A or Exhibit B which do not describe the work to be performed, the payment rates and terms, or the payment schedule have not been agreed to by the City and shall not be deemed a part of this Agreement. b. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager, or his designee. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. The City Manager may approve additional work not to exceed 15 % of the contract amount approved by City Council or $15,000, whichever is less. Any additional work in excess of this amount shall be approved by the City Council. iuuP!sRAGiSA,11CityMa;,acpnnerf+'01:-09. oc -1- C. Consultant shall submit invoices monthly for actual services performed. Invoices shall be submitted on or about the first business day of each month, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all nondisputed fees. If the City disputes any of consultant's fees it shall give written notice to Consultant within 30 days of receipt of an invoice of any disputed fees set forth on the invoice. d. Notwithstanding the above provisions, Consultant shall not be paid for any work performed until it has submitted to the City a fully completed and executed Internal Revenue Service Form W-9. 5. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the consultant at least ten (10) days prior written notice of termination. City shall not be obligated to explain its reasons for termination. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement, such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 3. 6. DEFAULT OF CONSULTANT. a. The Consultant's failure to comply with the provisions of this Agreement shall constitute default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the default. The Consultant shall have (10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement. Gi'y -2- 7. OWNERSHIP OF DOCUMENTS. a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts therefrom as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files, Consultant shall make available to the City, upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files. C. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. 8. INDEMNIFICATION. The Consultant agrees to defend, indemnify, protect and hold harmless the City, its officers, officials, employees and volunteers from and against any and all claims, demands, losses, defense costs or expenses, or liability of any kind or nature which the City, its officers, officials, employees, and volunteers may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions in performing or failing to perform under the terms of this Agreement, excepting only liability arising out of the negligence of the City. 9. INSURANCE REQUIREMENTS. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. Consultant agrees to provide insurance in accordance with the requirements set forth in Exhibit C. If consultant uses existing coverage to comply with these requirements and that coverage does not meet the requirements set forth herein, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Cisy RP;anaq'e� pnt 07-09.doc 10. INDEPENDENT CONTRACTOR. a. Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 11. LEGAL RESPONSIBILITIES. The Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section. 12. RELEASE OF INFORMATION. a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents or subcontractors, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any person regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. G:'.PN,,,.WP4CONTRACTS All Cir/ -4- 13. NOTICES. Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, that provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by Notice: To City: City of Mission Viejo 200 Civic Center Mission Viejo, California 92691 Attention: City Manager To Consultant: All City Management Services 1749 South La Cienega Boulevard Los Angeles, California 90035 Attention: Baron Farwell, General Manager 14. ASSIGNMENT. The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Because of the personal nature of the services to be rendered pursuant to this Agreement, only Baron Farwell shall perform the services described in this Agreement. Baron Farwell may use assistants, under his direct supervision, to perform some of the services under this Agreement. Consultant shall provide City fourteen (14) days' notice prior to the departure of Baron Farwell from Consultant's employ. Should he leave Consultant's employ, the City shall have the option to immediately terminate this Agreement, within three (3) days of the close of said notice period. Upon termination of this Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant. 15. LICENSES. At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement. 16. GOVERNING LAW. The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. 17. LITIGATION. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Mission Viejo. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Court's judgment, shall be entitled to reasonable attorney fees and litigation expenses for the relief granted. 18. ENTIRE AGREEMENT. This Agreement contains the entire understanding between the parties relating to the obligations of the parties described in this Agreement. All prior or GTS`.44 Ciiy Pa':a�a t t ti7 Oq,>c -5- contemporaneous agreements, understandings, representations and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 19. AUTHORITY TO EXECUTE THIS AGREEMENT. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written. ALL CITY MANAGEMENT SERVICES CITY OF MISSION VIEJO Baron Park1 Dennis R. Wilberg General Manager City Manager By Title: Attest: Karek Hamman City Clerk [Signatures of two corporate officers are required] Approved As to Form: William P. Curley III City Attorney Dl: Ma; apnent 07-09,d„c -6- EXHIBIT A TASKS TO BE PERFORMED 1. The Consultant shall provide personnel properly trained as herein specified for the performance of duties of crossing guards. In the performance of their duties, the Consultant shall conduct themselves in accordance with the conditions of this Agreement and the laws and codes of the State of California and the City of Mission Viejo. 2. The Consultant shall provide supervisory personnel to see that guard activities are taking place at the required places and times and in accordance with all items of this Agreement. 3. The Consultant shall maintain adequate reserve personnel to be able to furnish alternate guards in the event that any person fails to report for work at the assigned time and location. 4. The Consultant shall train, schedule, provide, and supervise personnel in accordance with the contract and the rules and regulations of the City of Mission Viejo. Crossing guards shall perform their duties as trained and within the City's rules for such guards. 5. Persons provided by the Consultant as crossing guards shall be trained by the laws and codes of the State of California and the City of Mission Viejo pertaining to general pedestrian safety and school crossing. 6. Crossing guard services shall be provided by the Consultant at the designated locations and at the designated hours on all days on which the designated schools in Mission Viejo are in session. 7. The Consultant shall provide all crossing guards with apparel by which they are readily visible and easily recognized as crossing guards. Such apparel shall be uniform for all persons performing the duties of crossing guards and shall be worn at all times while performing said duties. This apparel must be appropriate for weather conditions. 8. The Consultant shall also provide all crossing guards with handheld stop signs and any other safety equipment which may be necessary. Apparel and equipment shall be pre -approved by the City Manager or the assigned contract administrator. 9. The City shall have the right to determine the hours and locations when and where guards shall be furnished by the Consultant. The Consultant shall notify the City in writing of any changes which may need to occur in hours of work or locations. The City further has the power to add to, delete from, or revise the work schedule/locations at any time. G FNi :FJP�CCPi RACTS'•AII C ty Management 07-09,dec -7- EXHIBIT B PAYMENT SCHEDULE The City agrees to pay the Consultant for the services rendered pursuant to this Agreement the sum of Thirteen Dollars and Eighty -Four Cents ($13.84) per hour of guard services provided. It is understood and agreed that the cost for providing Twenty -Three Thousand, Seven Hundred Sixty (23,760) hours of services shall not exceed Three Hundred Thirty -Seven Thousand, Seven Hundred Fifty -Two Dollars ($337,752.00) for Fiscal Year 2007-2008 and Three Hundred Thirty -Seven Thousand, Seven Hundred Fifty -Two Dollars ($337,752.00) for Fiscal Year 2008-2009. Number of Guards 33 33 Number of Hours of Service Per Day 4 4 Number of Days per Year for School Year Services 180 180 Subtotal of Number of Hours for School Year Services 23,760 23,760 Current Pay/Projected Pay $13.84 $13.84* Subtotal Cost for School Year $328,839 $328,839 Number of Guards 7 7 Number of Hours of Service Per Day 4 4 Number of Days 23 23 Subtotal of Number of Hours (Number of Guards x Hours x Days) 644 644 Projected Pay $13.84 $13.84 Subtotal Cost of Summer School Program 8,913 8,913 Total Cost of Fiscal Year 2007-2009 Crossing Guard Program *No increase estimate for second year included. C ,� i,; r'P`,G ?1? ;C€ S`•J�i! City klanatgeme,nt 07-99.doc -8- EXHIBIT C INSURANCE REQUIREMENTS The following coverages will be provided by Consultant and maintained on behalf of the City and in accordance with the requirements set forth herein. Commercial General Liability/Umbrella. Primary insurance shall be provided on ISO-CGL form No. CG 00 01 11 85 or 88 or equivalent form, as determined by Risk Management staff. Total limits shall be no less than $1,000,000.00 per occurrence for all coverages and $1,000,000.00 general aggregate. City and its employees and agents shall be added as additional insureds using ISO additional insured endorsement form CG 20 10 11 85, or equivalent form, as determined by Risk Management staff (in no event will City accept an endorsement form with an edition date later than 1990). Coverage shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance, primary or excess, available to City or any employee or agent of City. Coverage shall not be limited to the vicarious liability or supervisory role of any additional insured. Umbrella Liability Insurance (if necessary to meet limits requirements) shall apply to bodily injury/property damage, personal injury/advertising injury, at a minimum, and shall include a "drop - down" provision providing primary coverage above a maximum $25,000.00 self -insured retention for liability not covered by primary policies but covered by the umbrella policy. Coverage shall be following form to any underlying coverage. Coverage shall be provided on a "pay -on -behalf 'basis, with defense costs payable in addition to policy limits. There shall be no cross -liability exclusion. Policies shall have concurrent starting and ending dates. Business Auto/Umbrella Liability Insurance. Primary coverage shall be written on ISO Business Auto Coverage form CA 00 0106 92 including symbol 1 (Any Auto). Limits shall be no less than $1,000,000.00 per accident. Starting and ending dates shall be concurrent. If Consultant owns no autos, a non -owned auto endorsement to the General Liability policy described above is acceptable. Workers' Compensation/Employer's Liability shall be written on a policy form providing workers' compensation statutory benefits as required by law. Employer's liability limits shall be no less than one million dollars per accident or disease. Employer's liability coverage shall be scheduled under any umbrella policy described above. Unless otherwise agreed, this policy shall be endorsed to waive any right of subrogation as respect to the City, its employees or agents. Professional Liability Insurance. Coverage shall be written on a policy form that provides professional liability insurance, errors and omissions or equivalent coverage appropriate to the Consultant's occupation or service. The policy limit shall be no less than $1,000,000.00 per claim and in the aggregate. Consultant and City further agree as follows: This Exhibit supersedes all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Exhibit. Cityy k4briagem it it 07-09,doc 2. Nothing contained in this Exhibit is to be construed as affecting or altering the legal status of the parties to this Agreement. The insurance requirements set forth in this Exhibit are intended to be separate and distinct from any other provision in this Agreement and shall be interpreted as such. All insurance coverage and limits provided pursuant to this agreement shall apply to the full extent of the policies involved, available or applicable. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. Requirements of specific coverage features or limits contained in this Exhibit are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. For purposes of insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards, performance of this Agreement. 6. All general or auto liability insurance coverage provided pursuant to this Agreement, or any other agreements pertaining to the performance of this Agreement shall not prohibit Consultant, and Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant hereby waives all rights of subrogation against City. 7. Unless otherwise approved by City, Consultant's insurance shall be written by insurers authorized to do business in the State of California and with a minimum `Best's" Insurance Guide rating of "A:VII+." Self-insurance will not be considered to comply with these insurance specifications. In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant. 9. Consultant agrees to provide evidence of the insurance required herein, satisfactory to City, consisting of certificate(s) of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability and umbrella liability policies (if any) using ISO form CG 20 10 1185 or equivalent form, as determined by Risk Management staff. Consultant shall also provide a waiver of subrogation endorsement to Consultant's workers' compensation policy applicable to the City. Certificate(s) are to reflect that the insurer will provide 30 days notice of any cancellation of coverage and all policies must be endorsed accordingly. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation and to delete the word "endeavor" with G:TV't.WP1CONTRACTS',4i! City Management 07- 9.doc regard to any notice provisions. Consultant agrees to provide complete copies of policies to City upon request. 10. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. 11. Consultant's insurance presented in compliance with these specifications shall not include self -insured retentions or deductibles unless declared to the City and approved by the City Manager. The City may require evidence of financial security if deductibles or self -insured are part of the Consultant's liability program. 12. Any actual or alleged failure on the part of City or any other additional insured under these requirements to obtain proof of insurance required under this Agreement or to inform Consultant of noncompliance with any insurance requirements in no way waives any right or remedy of City or any additional insured, in this or any other regard. 13. Consultant agrees to require all subconsultants or other parties hired for this project to provide general liability insurance naming as additional insureds all parties to this Agreement. Consultant agrees to obtain certificates evidencing such coverage and make reasonable efforts to ensure that such coverage is provided as required here. Consultant agrees to require that no contract used by any subconsultant or contracts Consultant enters into on behalf of City, will reserve the right to charge back to City the cost of insurance required by this agreement. Consultant agrees that upon request all agreements with subconsultants or others with whom Consultant contracts with on behalf of City, will be submitted to City for review. Failure of City to request copies of such agreement will not impose any liability on City, or its employees. 14. If Consultant is a Limited Liability Company, general liability coverage must be amended so that the Limited Liability Company and its Managers, Affiliates, employees, agents, and other persons necessary or incidental to its operation are insureds. 15. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant that includes City as a defendant. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. 16. It is agreed that insurance provided pursuant to these requirements will not be limited to coverage for the vicarious liability or supervisory role of any additional insured. All insurance coverage and limits provided are intended to apply to the full extent of the policies. Nothing contained in this agreement limits the application of such insurance coverage. G:\?Vv"`r4IPLOIUTRACT3,A11 C!Iy N:1anaciement 07-19.dvc -11- RCA ROUTING SHEET INITIATING DEPARTMENT: Police Department SUBJECT: Contract with All City Management Services, Inc. to assume responsibility and management of the Crossing Guard Program COUNCIL MEETING DATE: August 6, 2007 Ordinance (w/exhibits; & legislative draft if applicable) Not Applicable Resolution (w/exhibits & legislative draft if applicable) Not Applicable Tract Map, Location Map and/or other Exhibits Not Applicable Contract/Agreement (w/exhibits if applicable) (Signed in full by the City Attorney) Attached Subleases, Third Party Agreements, etc. (Approved as to form by City Attorne Not Applicable Certificates of Insurance (Approved by the City Attorney) Not Applicable Financial Impact Statement Unbudget, over $5,000 Not Applicable Bonds If applicable Not Applicable Staff Report (If applicable) Not Applicable Commission, Board or Committee Report if applicable Not Applicable Find in s/Conditions for Approval and/or Denial Not Applicable RCA Author: Steve Bushhousen/Mindy James