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HomeMy WebLinkAboutMatrix Audio Visual Designs Inc. - 2019-04-18 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MATRIX AUDIO VISUAL DESIGNS INC. FOR ON-CALL AUDIO/VISUAL STAFFING CONSULTING THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and Matrix Audio Visual Designs Inc., a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide on-call audio/visual staffing consulting. Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Alina Mirzakhanian who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 1 of 11 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on _April 18th , 2019_ (the "Commencement Date"). This Agreement shall automatically terminate three (3) months from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than 90 days from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date,CONSULTANT shall be bound by all terms and conditions as provided herein. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT 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 Six Thousand Eight Hundred Dollars ($6,800.00). 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," CONSULTANT 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. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 2 of 11 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT 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 and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors,if any)negligent(or alleged negligent)performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 3 of 11 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not contain a self-insured retention without the express written consent of CITY;however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives agree/surfnet/professional svcs to$49 10/15 19-7522/201066 4 of 11 the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty(30)days' prior written notice;however,ten(10)days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT 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. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, agree/surfnet/professional svcs to$49 10/15 19-7522/201066 5 of 11 social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT 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 All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall,at the option of CITY,become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT 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 subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT 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 agree/surfnet/professional svcs to$49 10/15 19-7522/201066 6 of 11 financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant,or by enclosing the same in a sealed envelope,postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: TO CITY: TO CONSULTANT: City of Huntington Beach Alina Mirzankhanian ATTN: Behzad Zamanian Matrix Audio Visual Designs, Inc. 2000 Main Street 2525 W. Burbank Blvd. Huntington Beach, CA 92648 Burbank, CA 91505 17. 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 transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 7 of 11 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of agree/surfnet/professional svcs to$49 10/15 19-7522/201066 8 of 11 the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT 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. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 9 of 11 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements,promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. agree/surfnet/professional svcs to$49 10/15 19-7522/201066 10 of 11 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, Alina Mirzankhanian a municipal corporation of the State of Matrix Audio Visual Designs, Inc. California Director/Chief Alina Mirzakhanian (Pursuant To HBMC§3.03.100) print name ITS: (circle one)Chairman/PresidentNice President APPROVED AS TO FORM: AND By: ,�.,Q� c it ttorney Alina Mirzakhanian (_ ��..t print name Date Ck ITS: (circle one)Secretary/Chief Financial Officer/Asst. Secretary—Treasurer RECEIVE AND FILE: 9,4421Z41,444) City Clerk Date 1/a 9// agree/surfnet/professional svcs to$49 10/15 19-7522/201066 11 of 11 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) The CONSULTANT shall work collaboratively with the City of Huntington Beach to assist the City with audio/visual needs on-site. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Review and update existing documentation of the Council Chamber A/V room. -Create missing protocol diagrams and specification sheet needed to build a comprehensive library of A/V and multi-media documentation for the equipment in the Council Chamber A/V room and HB3 studio. -Identify and document all systems/equipment/software, needed to record and broadcast meetings in the Council Chamber -Review and create description/purpose for audited inventory of A/V equipment in Council Chamber A/V room or HB3 studio -Work with PCTA assigned staff to complete and document the technical questionnaire needed for the operation of the A/V equipment in the Council Chamber -Reconfigure the Council Chamber recording and broadcasting network to be independent of the HB studio. -Purchase and installation of A/V and multi-media equipment and parts -Other on-demand A/V and multi-media staffing services EXHIBIT A C. CITY'S DUTIES AND RESPONSIBILITIES: The CITY shall work with the Consultant to identify appropriate staff members to work with Matrix Audio Visual Designs, Inc. CITY staff will not control the manner or means of CONSULTANT'S services. D. WORK PROGRAM/PROJECT SCHEDULE: The Consultant will have three (3) months from contract approval to complete the Statement of Work. EXHIBIT A Payment Schedule (Fixed Fee Payment) I. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set forth herein in accordance with the following progress and payment schedules. 2. 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, CITY shall identify specific requirements for satisfactory completion. 3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) 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; and E) For all payments include an estimate of the percentage of work completed. 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. 4. 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. Exhibit B PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND MATRIX AUDIO VISUAL DESIGNS INC. FOR ON-CALL AUDIOVISUAL STAFFING CONSULTING Table of Contents 1 Scope of Services 1 2 City Staff Assistance 2 3 Term; Time of Performance 2 4 Compensation 2 5 Extra Work 2 6 Method of Payment 3 7 Disposition of Plans, Estimates and Other Documents 3 8 Hold Harmless 3 9 Professional Liability Insurance 4 10 Certificate of Insurance 5 11 Independent Contractor 6 12 Termination of Agreement 6 13 Assignment and Delegation 6 14 Copyrights/Patents 7 15 City Employees and Officials 7 16 Notices... 7 17 Consent 8 18 Modification 8 19 Section Headings 8 20 Interpretation of this Agreement 8 21 Duplicate Original 9 22 Immigration 9 23 Legal Services Subcontracting Prohibited 9 24 Attorney's Fees 10 25 Survival 10 26 Governing Law 10 27 Signatories 10 28 Entirety 10 29 Effective Date 11 MATRAUD-01 ZAITM ACORO DATE(MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE 02/28/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License#0252636 CONTACT United Agencies PHONEFAX 301 E.Colorado Blvd.,#200 (A/C,No,Ext):(626)535-8300 (A/C,No(626)564-6565 Pasadena,CA 91101 ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:California Automobile Insurance Company 38342 INSURED INSURER B:Pacific Compensation Insurance Company 11555 Matrix Audio Visual Designs,Inc. INSURER C: 2525 W.Burbank Blvd. INSURER D: Burbank,CA 91505 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSD WVD (MM/DD/YYYY1 (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ CLAIMS-MADE OCCUR DAMAGE TO RENTED PREMISES(Ea occurrence) $ MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ POLICY PRO-JECT LOC PRODUCTS-COMP/OP AGG $ OTHER: COMBINED $ A AUTOMOBILE LIABILITY (Ea accident) SINGLE LIMIT $ 1,000,000 ANY AUTO BA040000051050 - 02/20/2019 02/20/2020 BODILY INJURY(Per person) $ OWNED X SCHEDULED BODILY INJURY Per accident) $ AUTOS ONLY AUTOS ( X HIRED X NON-OWNED PROPERTY DAMAGE AUTOS ONLY AUTOS ONLY ) $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ B WORKERS COMPENSATION Xy PER STATUTE OOTH AND EMPLOYERS'LIABILITY WA00287402 02/26/2019 02/26/2020 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE ER Y/N N/A E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? 1,000,000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ It yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more ace is required) ***Coverage is subject to policy terms,conditions and/or exclusions. •.(WFI')AS TO FORM RE:City of Huntington Beach,2000 Main St.,Huntington Beach CA 92648,Project#P000511; c GATES tT` ATTORNEY .r.«.r,r1-;:C:GTON BEACH CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cityof Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 9 ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main St. Huntington Beach,CA 92648 AUTHORIZED REPRESENTATIVE ACORD 25(2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD --"ftvt DATE(MM/DD/YY) AG-C:Er'P CERTIFICATE OF LIABILITY INSURANCE 04/17/19 PRODUCER First Eagle Insurance THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 333 South Central Ave. HOLDER.THIS CERTIFICATE DOES NOT AMEND,EXTEND OR Glendale,CA 91204 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Phone (818)500-1771 Fax (818)500-1855 INSURERS AFFORDING COVERAGE NAIC# INSURER A: Colony Insurance Co./Scottish A XII INSURED Matrix Audiovisual Designs, Inc. INSURER B: 2525 West Burbank Blvd. INSURER c: National Union Fire Ins Co./Scottish A XV Burbank, CA 91505 INSURER D: INSURER E: COVERAGES INSURER F: THE POLICIES OF INSURANCE LISTED 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. INSR ADD'L POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR INSRD TYPE OF INSURANCE POLICY NUMBER DATE(MM/DD/YY) DATE(MMIDD/YY) GENERAL LIABILITY EACH OCCURRENCE $1,000,000.00 COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED $100,000.00 © 101 GL0001819-04 10/30/18 10/30/19 PREMISES(Ea occurence) ❑❑ CLAIMS MADE © OCCUR MED EXP(Any one person) $5,000.00 A © © Additional Insured End PERSONAL&ADV INJURY $1,000,000.00 WI Waiver of Subrogation GENERAL AGGREGATE $2,000,000.00 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $2,000,000.00 © POLICY ©PROJECT ❑ LOC Deductible $500.00 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ❑ ANY AUTO (Ea accident) ❑ ALL OWNED AUTOS BODILY INJURY ❑ ❑ SCHEDULED AUTOS (Per person) ❑ HIRED AUTOS BODILY INJURY ❑ NON OWNED AUTOS (Per accident) ❑ APPROVED AS TO FORM PROPERTY DAMAGE n t_�j (Per accident) GARAGE LIABILITY By; _5�r ! �� j�� AUTO ONLY-EA ACCIDENT C ❑ ❑ ANY AUTO MICHAEL E. GATES OTHER THAN EA ACC CITY ATTORNEY AUTO ONLY: AGG CI Y OF HUNTINGTON BEACH EACH OCCURRENCE $1,000,000 EXCESS/UMBRELLA LIABILITY EBU013494696 10/30/18 10/30/19 © OCCUR ❑ CLAIMS MADE AGGREGATE $1,000,000 C © Crises Response $250,000 ❑ DEDUCTIBLE Excess Casualty Crisis $50,000 ❑ RETENTION $ Fund WORKERS COMPENSATION AND ❑ WC STATU- ❑ OTH- EMPLOYERS'LIABILITY TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT OFFICER/MEMBER EXCLUDED? E.L.DISEASE-EA EMPLOYEE If yes,describe under SPECIAL PROVISIONS below E.L.DISEASE-POLICY LIMIT OTHER A Professional Liability(FormU146) 101GL0001819-04 10/30/18 10/30/19 E&O $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS OPERATIONS:Audio&Visual Design & Installation. Endorsement form CG2033 or Equvilant Form &Waiver of Subrogation Endorse Form (CG2404B)for GL policy.Policy is Primary and Non-Contributory form (AF001397B). Form U146 for E&O Additional Insureds:The City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers. Specific Endorsement forms CG 20100413 and CG 20370413 is also attached. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF,THE ISSUING INSURER WILL ENDEAVOR TO MAIL City of Huntington Beach 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO 2000 Main Street THE LEFT,BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR REPRESENTATIVES. Huntington Beach, CA 92648 AUTHORIZED REPRESENTATIVE I Alex R. Ross ACORD 25(2001/08)QF ©ACORD CORPORATION 1988 101 GL 0001819-04 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations City of Huntington Beach, it's officers, elected or appointed officials, employees, agents and volunteers 2000 Main Street Huntington Beach, CA 92648 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to B. With respect to the insurance afforded to These include as an additional insured the person(s) or additional insureds, the following additional organization(s) shown in the Schedule, but only exclusions apply: with respect to liability for"bodily injury","property This insurance does not apply to"bodily injury"or damage" or "personal and advertising injury" "property damage" occurring after: caused, in whole or in part, by: 1. All work, including materials, parts or 1. Your acts or omissions; or equipment furnished in connection with such 2. The acts or omissions of those acting on your work, on the project (other than service, behalf; maintenance or repairs)to be performed by or in the performance of your ongoing operations for on behalf of the additional insured(s) at the the additional insured(s) at the location(s) location of the covered operations has been designated above. completed; or However: 2. That portion of"your work"out of which the injury or damage arises has been put to its 1. The insurance afforded to such additional intended use by any person or organization other insured only applies to the extent permitted by than another contractor or subcontractor law; and engaged in performing operations for a 2. If coverage provided to the additional insured is principal as a part of the same project. required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 10 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 2 101 GL 0001819-04 C. With respect to the insurance afforded to these 2. Available under the applicable Limits of additional insureds, the following is added to Insurance shown in the Declarations; Section III—Limits Of Insurance: whichever is less. If coverage provided to the additional insured is This endorsement shall not increase the required by a contract or agreement,the most we Applicable Limits of Insurance shown in The will pay on behalf of the additional insured is the Declarations. amount of insurance: 1. Required by the contract or agreement; or Page 2 of 2 ©Insurance Services Office, Inc., 2012 CG 20 10 04 13 101 GL 0001819-04 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations City of Huntington Beach, it's officers, elected or appointed officials, employees, agents and volunteers 2000 Main Street Huntington Beach, CA 92648 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 — Who Is An Insured is amended to B. With respect to the insurance afforded to these include as an additional insured the person(s) or additional insureds, the following is added to organization(s) shown in the Schedule, but only Section III—Limits Of Insurance: with respect to liability for "bodily injury" or If coverage provided to the additional insured is "property damage" caused, in whole or in part, by required by a contract or agreement, the most we "your work" at the location designated and will pay on behalf of the additional insured is the described in the Schedule of this endorsement amount of insurance: performed for that additional insured and 1. Required by the contract or agreement; or included in the "products-completed operations hazard". 2. Available under the applicable Limits of Insurance shown in the Declarations; However: 1. The insurance afforded to such additional whichever is less. insured only applies to the extent permitted This endorsement shall not increase the applicable by law; and Limits of Insurance shown in the Declarations. 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 37 04 13 ©Insurance Services Office, Inc., 2012 Page 1 of 1 101 GL 0001819-04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - BLANKET COVERAGE INCLUDING PRIMARY / NON-CONTRIBUTORY AND WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Additional Insured Person(s) or Organization(s) (Additional Insured): Location(s)of Covered Operations: All persons or organizations as required by a written Locations as required by a written contract or contract or agreement with the named insured. agreement with the named insured. A. SECTION II —WHO IS AN INSURED is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule for whom you are performing operations when you and such person or organization have agreed in writing in a contract or agreement that such person or organization be added as an additional insured on your policy. Such person or organization is an additional insured only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. your acts or omissions; or 2. the acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. A person's or organization's status as an additional insured under this endorsement ends when your operations for that additional insured are completed. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: Additional Insured Contractual Liability "bodily injury" or "property damage" for which the additional insured(s) are obligated to pay damages by reason of the assumption of liability in a contract or agreement. Finished Operations at Work "bodily injury" or"property damage" occurring after: 1. all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. that portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization. Negligence of Additional Insured "bodily injury" or "property damage" arising directly or indirectly out of the negligence of the additional insured(s). U156A-0313 Includes copyrighted material of ISO Properties, Inc., Page 1 of 2 with its permission. 101 GL 0001819-04 C. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, 4. Other Insurance is amended and the following added: The insurance afforded by this Coverage Part for the additional insured required by a written contract or agreement with the named insured is primary insurance and we will not seek contribution from any other insurance available to that additional insured. D. SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, 8. Transfer Of Rights Of Recovery Against Others To Us is amended and the following added: We waive any rights of recovery we may have against any person or organization because of payments we make for injury or damage resulting from your ongoing operations or "your work" done under a contract with that person or organization and included in the "products-completed operations hazard" if: a. you agreed to such waiver; b. the waiver is included as part of a written contract or lease; and c. such written contract or lease was executed prior to any loss to which this insurance applies. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. U156A-0313 Includes copyrighted material of ISO Properties, Inc., Page 2 of 2 with its permission. 101 GL 0001819-04 ENDT.#001 EFF: 04/16/2019 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS PROFESSIONAL LIABILITY COVERAGE LIMITATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SECTION I—COVERAGES, COVERAGE A—BODILY INJURY AND PROPERTY DAMAGE LIABILITY, 2. Exclusions is amended and the following added: This insurance does not apply to: Contractors Professional Liability "bodily injury" or "property damage" arising out of the rendering of or failure to render any professional services. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the"occurrence"which caused the "bodily injury" or "property damage" involved the rendering of or failure to render any professional services. However, this exclusion does not apply to professional services you perform in your construction, installation, repair, inspection or certification operations arising out of: (1) the preparing, approving or failing to prepare or approve maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or (2) supervisory, inspection, certification, architectural or engineering services. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. U146-0116 Includes copyrighted material of Insurance Services Office, Inc., Page 1 of 1 with its permission. a��ITI q,ip,' CITY OF HUNTINGTON BEACH =CEIVED F ,pt ` °Is APR 08 k,S,\;; - Professional Service Approval Form :,: (/NTY.t j, ® `' PART I Department Date: 4/5/2019 Project Manager Name: Behzad Zamanian Requested by Name if different from Project Manager: Department: Information Services PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR CONTRACT PROCESS. PART I MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Briefly provide the purpose for the agreement: AudioNideo/MultiMedia staffing supports 2) Estimated cost of the services being sought: $ 30,000 3) Are sufficient funds available to fund this contract? ® Yes ❑ No If no, please explain: 4) Check below how the services will be obtained: ❑ A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted. ❑ MC 3.03.08(b)—Other Interagency Agreement procedure will be utilized. ® MC 3.03.08—Contract Limits of$30,000 or less exempt procedure will be utilized. 5) Is this contract generally described on the list of professional service contracts approved by the City Council? If the answer to this question is "No," the contract will require approval from the City Council.) ® Yes ❑ No crju --_,, 1/q//ck Fiscal Se . Manager Signature (Purchasing Approval) Date 6) Amount, Business Unit(8 digits) and Object Code (5 digits)where funds are budgeted (Please note that a budget check will occur at the object code level): Account number Contractual Dollar Amount Business unit. object# Fiscal Year Fiscal Year Fiscal Year Fiscal Year 2018/2019 1004ö4.69300 $30,000 $ $ $ $ $ $ $ $ $ $ $ ' l budget Approval ate 40." / 2-01y Department Head Signature(s) Date ( l e�Financial Offr Signature Date IielF A t/70�l s istan Cit ana er's �natYre Date Y 9 9 APPROVEDQ D .1❑ it Manager's Signature 6_,;_, ,c Date professional service approval form-part i-avm-supports REV: February 2015 CITY OF HUNTINGTON BEACH y 9_) RECEIVED � Professional Service Approval Form y�F� .P;°'•` APR 08 2019PART II ,.le!af ce Ueparttent Date: 4/5/2019 Project Manager: Behzad Zamanian Requested by Name if different from Project Manager: Department: Information Services PARTS I & II OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART I & II MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Name of consultant: Ito/ fj'/ Alibi j) va d /.6 9 /j ' 2) Contract Number: IS (Contract numbers are obtained through Finance Administration x 5630) 3) Amount of this contract: $30,000 Account number Contractual Dollar Amount Business unit. object# Fiscal Year Fiscal Year Fiscal Year Fiscal Year 2018/2019 100401/ ..69300 $30,000 $ $ $ $ $ $ $ $ 4) Is this contract less than $50,000? Yes ❑ No 5) Does this contract fall within $50,000 and $100,000? ❑ Yes ® No 6) Is this contract over$100,000? ❑ 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 the contract.) 7) Were formal written proposals requested from at least three available qualified consultants? ❑ Yes ® No 8) Attach a list of consultants from whom proposals were requested (including a contact telephone number.) 9). Attach Exhibit A, which describes the proposed scope of work. 10) Attach Exhibit B, which describes the payment terms of the contract. A - cl D"epapfinent Head Date Fiscal Services Manager(Purchasing) Da e `//i/5 Budget Manager Approval Signature ate 4'0a ((1 Chief Financial Officer�(or designee) Signature Date professional service approval form- part ii-avm-supports Matrix Audio Visual Designs,Inc. 2525 W.Burbank Blvd. Burbank,CA 91505 ,. 'f Quotation QuoteNumber: 07229 T. 888 883-4836 or 818 841-4700 t, 3, F.818 841-4707 ,; Quote Date: Apr 5,2019 Expires: May 5, 2019 Page: 1 Bill to Ship to Behzad Zamanian City of Huntington Beach City of Huntington Beach 2000 Main St. 2000 Main St. Huntington Beach,CA 92648 Huntington Beach,CA 92648 Customer ID Payment Terms Sales Rep Ship Via HUN500.002 Net Due HM On-Site Support QTY Item Description Unit Price Extension This estimate addresses a request by City of Huntington Beach to provide a rough order of magnitude pricing for the upcoming council meetings.During this phase we will interface with PCTA and City of Huntington Beach to address the workflow requirements of council meeting. 3.0 Meeting Hourly Rate:This items addresses meeting with PCTA prior to council 120.00 360.00 meetings on a bi-weekly basis to review the work flaw process during meetings. The above item is an hourly rate with a minimum cf three hours:two hours prior to meeting with one hour after the start of the meeting. Additional time should it be needed,will be @ 120.00/hour. ***Documentation*** Review and update existing documentation of the Council Chamber A/V room Create missing protocol diagrams and specification sheet needed to build a comprehensive library of A/V and media systems for council chambers and HB3 Studios. Review and create description/purpose for audited inventory of NV equipment in Council Chamber NV room or HB3 studio 60.0 MAT-LABOR.ENG Engineering Labor:Estimated Documentation Time: Includes updating the 95.00 5,700.00 CAD files from City of Huntington Beach Council Chambers project with broadcasting system ***Procurement-This item can not be priced at this time-TBD*** Purchase and installation of A/V and mull-media equipment and parts.These items will be determined while meeting with PCTA and City of Huntington Beach staff. ***Reconfiguration-Requires some time as allocated belay to see how the connection is made*** 6.0 Estimated time to reconfigure the Council Chamber recording and 120.00 720.00 This quote does not indude any engineering/design fees or installation related labor costs.Unless otherwise noted. Subtotal Continued Use of this document: This document contains proprietary material of the authors and is provided for purposes of evaluation and is not to be released to other Sales Tax Continued vendors or competitors of MATRIXAUDIO VISUAL DESIGNS,INC. Shipping The design and system recommendation in this quotation is a tangible product and will not be distributed for competitive bid.No portion or part of this quotation description,including pricing,equipment makes,model numbers,specifications or concepts is to be shared or listed Total Continued with other vendors. Matrix Audio Visual Designs,Inc. 2525 W.Burbank Blvd. T I X. Burbank,CA 91505 Lk 0 u o a tion QuoteNumber: 07229 T. 888 883-4836 or 818 841-4700 t F.818 841-4707 �, , Quote Date: Apr 5,2019 Expires: May 5, 2019 Page: 2 Bil I to Ship to Behzad Zamanian City of Huntington Beach City of Huntington Beach 2000 Main St. 2000 Main St. Huntington Beach,CA 92648 Huntington Beach,CA 92648 Customer ID Payment Terms Sales Rep Ship Via HUN500.002 Net Due HM On-Site Support QTY Item Description Unit Price Extension broadcasting network to be independent of the HB studio. This quote does not indude any engineering/design fees or installation related labor costs.Unless otherwise noted. Subtotal $ 6,780.00 Use of this document: This document contains proprietary material of the authors and is provided for purposes of evaluation and is not to be released to other Sales Tax $ 83.70 vendors or competitors of MATRIX AUDIO VISUAL DESIGNS,INC. Shipping The design and system recommendation in this quotation is a tangible product and will not be distributed for competitive bid.No portion or part of this quotation description,including pricing,equipment makes,model numbers,specifications or concepts is to be shared or listed Total $ 6,863.70 with other vendors. CONTRACT NOT TO EXCEED $30,000.00 N N O N N 0 O H N N L m LL LL m d 0 O 0 N N o 0 0 U. N N O 0 O O LL U. U m o a O O O O E N N 0 0 0 0 w o o o N U. U. m m a, CC M N o co' N. ° -0 E c m m C C Um NO E d c � m a C 0 'O y U n <, 4 m 2 E .� m m L 2 m "O O y m g Z Z Q�C c c m (n o L m E ° U E0.0a m ° m a2im e 2 Y E v m a n�W nm cZao a `o Ei 'o c to 2 "' coc mca, Oo U 3 m CI: o o °aa 00 y,m c' v c m Z�.) — 0a mZ rlz m m •m a -0 ` m o 0 CD c O E m^ .2 -o N L' and IOU (033Q �Q ,-4 Cg = 000 0 00 00 L 000 0 0rn N0 W z C 00 () C) (0 ON (N CO o G aA p VI PT* w O O o O O 0 r C. A Q r m ro CO O O O 0 0 0 0 0 o to co *c.' a, a) O O O co ' O cr.) 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