11 any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2(B) and 5.2(C), below, or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONSULTANT will cure the Event of Default within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.
Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2(B)(i) that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2(B)(ii) that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Work; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this
12 Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY will cure any Event of Default asserted by CONSULTANT within forty- five (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.4, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.
No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
13 i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.
CONSULTANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.
VI.
MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all
14 copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.
6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California False Claims Act, Government Code Section 12650 et seq.
6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CONSULTANT: CITY:
MNS ENGINEERS, INC.
309 Pine Avenue
Long Beach, CA 90802
Attn: Damien Delany
Phone: 310-408-5052
City of Bell Gardens
7100 S. Garfield Avenue
Bell Gardens, CA 90201
Attn: Director of Community
Development
Phone: 562-806-7700
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.
6.5 COOPERATION; FURTHER ACTS: The Parties will fully cooperate with one another, and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.
6.6 SUBCONTRACTING: CONSULTANT will not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior
15 written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.
6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY will have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE: This Agreement will be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.
6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their
16 respective attorneys.
6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.
6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.
6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section
6.16, above.
6.20 FORCE MAJEURE: The Term shall be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY, if the CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City Representative such delay is justified. The City Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.
6.21 COUNTERPARTS: This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when
17 taken together shall constitute one and the same instrument. No handwritten or typewritten amendment, modification or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section
6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and two original counterparts will be retained by CITY.
(SIGNATURES ON NEXT PAGE)
18 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF BELL GARDENS:
By:_______________________________
Name:____________________________
Title:____________________
Date:_____________________
APPROVED AS TO FORM:
By:____________________________
Stephanie Vasquez, City Attorney
MNS ENGINEERS, INC.:
By:_______________________________
Name:____________________________
Title:____________________
Date:_____________________
19 EXHIBIT “A”
CITY RFP
7100 Garfield Avenue • Bell Gardens, CA 90201 • (562) 806-7700 • www.bellgardens.org
REQUEST FOR PROPOSALS
ECONOMIC DEVELOPMENT MARKETING SERVICES
RFP Release Date
Wednesday, February 12, 2025
Proposal Submittal Deadline
5:00 p.m., Thursday, February 27, 2025
Contact Person:
Gustavo Romo, Deputy City Manager/Director of Community Development City of Bell Gardens
7100 Garfield Avenue
Bell Gardens, CA 90201
(562) 806-7700
[email protected]
TABLE OF CONTENTS .......................................................................................................... 2 I. INTRODUCTION .......................................................................................................... 3 II. SUBMITTAL PROCEDURES/DEADLINE ................................................................... 4 III. SCHEDULE .................................................................................................................. 4 IV. TERMS, AND CONDITIONS ........................................................................................ 4 V. SCOPE OF SERVICES ................................................................................................. 7 VI. PROPOSAL FORMAT AND CONTENT REQUIREMENTS ......................................... 9 VII. EVALUATION CRITERIA ........................................................................................... 11 VIII. SELECTION PROCESS ............................................................................................. 12 SAMPLE PROFESSIONAL SERVICES AGREEMENT ....................................................... 13
TABLE OF CONTENTS
The City of Bell Gardens (“City”) was incorporated on August 1, 1961, as a General Law City governed by an elected five (5)-member City Council that appoints the City Manager. The City has a population of approximately 39,000 in an area of 2.4 square miles and is located in the southeastern part of Los Angeles County. The City shares a common boundary with the Cities of South Gate, Bell, Downey, and Commerce. The City is considered an integral part of the Los Angeles-Long Beach metropolitan area.
The City’s Community Development Department's Economic Development Division is one of seven divisions within the Community Development Department that works together to ensure City residents and business owners have all the possible resources to grow and prosper. The City understands how important economic development is for a city’s sustainability and success. It is the mission of the City to create opportunities that will stimulate economic growth by attracting, sustaining, and expanding a variety of businesses that serve both the local community and the region.
The City aims to serve all of its stakeholders (i.e., businesses, residents, non -profits, public agencies, etc.) by seeking programs and development opportunities that strengthen its commercial and industrial sectors . In addition, the Economic Development Division strives to provide access to state, national and global programs that may provide further economic opportunities, especially for lower -income residents and business owners seeking economic equity.
The City is seeking proposals from qualified consultants, to provide marketing tools in the form of printed and electronic media, such as brochures and videos, and website enhancement . It is the intent of the City to select a single consultant to accomplish and/or supply any combination of services outlined in this Request for Proposals (RFP). The selected consultant would also act as an advisor in promoting economic development opportunities to ensure the City’s goals and objectives for the community are met.
The scope of services, proposal format, submittal guidelines, and evaluation and selection processes are described in this RFP.
It is the intent of the City to select a single Consultant or Consultants to provide the requested Services. However, the City reserves the right to accept or reject any or all proposals received in response to this RFP. The City also reserves the right to waive any informality, technical defect or clerical error , or irregularity in any response. The City’s potential award of an agreement will not be based on any single factor, nor will it be based solely or exclusively on the lowest cost proposal . If an agreement is awarded, it would be awarded to the consultant that presents an optimal balance of relevant experience, cost, quality of service, work history, and other factors which the City may consider relevant and important in determining which proposal is best for the City. Additionally, the City may, for any reason, decide to cancel the award of any agreement based on this RFP. The City reserves the right to cancel this RFP.
There is no City obligation to respond to any responses submitted, nor would the City be legally bound in any manner by the submission of the re sponse. The City reserves the right to I. INTRODUCTION
negotiate services and associated costs.
Proposals must be emailed to [email protected] and [email protected] no later than 5:00 p.m. on Thursday, February 27, 2025. The subject line must read “City of Bell Gardens’ Economic Development Marketing Services Proposal.” If the proposal includes any comments over and above the specific information requested in this RFP, such information should be included as a separate appendix and placed at the end of the proposal.
Questions and Inquiries
To ensure a fair and objective RFP process and evaluation, all questions and inquiries related to this RFP shall be addressed in writing to Gustavo Romo, Deputy City Manager/Director of Community Development, at [email protected]. The deadline for written questions and inquiries is 12:00 p.m. on Monday, February 24, 2025. The City Hall is open Monday through Thursday from 7:30 a.m. to 6:00 p.m.
The tentative schedule for this RFP is as follows:
RFP Available Online February 12, 2025
Deadline for Submittal of Questions Monday, February 24, 2025 Q&A Session Wednesday, February 26, 2025
Proposal Submission Deadline Thursday, February 27, 2025 Interviews for Qualified Consultants Tuesday, March 4, 2025 **Tentative City Council Consultant
Selected/Agreement Approval
Monday, March 10, 2025
*The schedule above is tentative and subject to change at the discretion of the City, with appropriate notice to prospective Proposers. Please check the Bell Gardens website for the latest updates at https://www.bellgardens.org/i-want-to/view-bids- rfps/rfps-and-bids. All times posted are in pacific standard time (PST).
** Proposer must be available on Monday, March 10, 2025, in-person or virtually, for a possible presentation to the City Council.
II. SUBMITTAL PROCEDURES/DEADLINE
IV. TERMS, AND CONDITIONS
III. SCHEDULE
PROFESSIONAL SERVICES AGREEMENT
Upon conclusion of the RFP process, the Staff will recommend a proposer to the City Council.
The successful Proposer will be required to enter into a Professional Services Agreement with the City. A copy of the City’s Professional Services Agreement is attached and incorporated as Exhibit “A” as a sample for proposers to review the terms and conditions prior to submitting a proposal. The proposal process, agreement negotiations and execution, and subsequent actions will be conducted by the City in accordance with applicable law. Proposers shoul d carefully review this document, which constitutes the formal RFP, to ensure a clear understanding of the City’s needs and objectives and scope of work. The sample Professional Service Agreement (Exhibit “A”) is not to be completed by proposers.
GENERAL INSTRUCTIONS, TERMS AND CONDITIONS
A. Proposals shall be prepared to simply and economically provide a straightforward, concise description of the Proposer's ability to meet the requirements of this RFP. Emphasis shall be on the quality, completeness, clarity of content, responsiveness to the requirements, and an understanding of the City’s objectives.
B. Proposers shall carefully read the information contained in this RFP and shall submit complete responses to all requirements and questions as directed. Incomplete proposals may be considered non -responsive and may be rejected at the City’s discretion. The submission of a response to this RFP shall be deemed a representation and certification by the Proposer that has read and understood the RFP, has investigated all aspects of the RFP, and is aware of the applicable facts pertaining to the RFP process , its procedures, and requirements. No request for modification of the responses to this request shall be considered after its submission on grounds that the Proposer was not fully informed as to any facts or condition.
C. Proposers should be aware that the RFP and the contents of the successful proposal will become a part of any subsequent professional services agreement that may arise from this RFP. Following the Proposal Submission Deadline, the City, pursuant to the California Public Records Act (Govt. Code Section 7920.000 et seq.) reserves the right to make copies of all submitted proposals available for inspection and copying by any interested member of the public, except to the limited extent the City determines that any information contained in a proposal is legally privileged under the California Public Records Act. By submission of a proposal, Proposers acknowledge and agree that their proposal and any information contained therein may be disclosed by the City to i nterested members of the public, including other proposers. All responses to the RFP received become a matter of public record and shall be regarded as public records, with the exception of those elements in each proposal which are defined by the Proposer as business or trade secrets and plainly marked as “Confidential,” “Trade Secret,” or “Proprietary.” The City shall not in any way be liable or responsible for the disclosure of any such proposal or portions thereof, if they are not plainly marked as “Conf idential,” “Trade Secret,” or “Proprietary” or if disclosure is required under the Public Records Act. Any proposal which contains language purporting to render all or significant portions of the proposal “Confidential,” “Trade Secret,” or “Proprietary” shall be regarded as nonresponsive.
D. Proposer shall be solely and exclusively responsible for all costs incurred in connection with the preparation and submission of the proposals; demonstrations; interviews; preparation of responses to questions and requests for additional information; for professional services agreement discussions; or for anything in any way related to this RFP.
The City is not liable for any costs incurred by a proposer in response to this RFP. Whether or not a proposer is awarded a professional services agreement pursu ant to this RFP, no proposer shall be entitled to reimbursement for any costs or expenses associated with the proposer’s participation in this RFP process. Failure to comply with all requirements contained in this RFP may result in the rejection of a proposal.
E. The City operates and is funded on a fiscal year basis from July 1 st to June 30 th.
Accordingly, the City reserves the right to terminate, without any liability, any agreement for which funding is not available.
F. The City shall not be responsible for any verbal communication between any employee of the City and any proposer. Only written requirements and qualifications will be considered. No oral statement of any person shall modify or otherwise change, or affect the terms, conditions, or specifications stated in the resulting professional services agreement.
G. Receipt of an addendum of the RFP by a proposer must be acknowledged by submitting the signed addendum with the proposal.
H. A proposal may be modified or withdrawn in person at any time before the scheduled due date, provided a receipt for the withdrawn proposal is signed by the Proposer’s authorized representative. The City reserves the right to request proof of authorization to withdraw a proposal. Proposals may not be withdrawn after the proposal’s closing date and each proposer agrees to this stipulation upon submittal of its proposal. However, all proposals are subject to negotiation before a professional services a greement is awarded as further described below.
I. The City may, in the evaluation of proposals, request clarification from Proposers regarding their proposals, obtain additional material or literature, and pursue other avenues of research as necessary to ensure that a thorough evaluation is conducted.
J. By submitting a proposal in response to this RFP, proposers accept the evaluation process and acknowledges and accepts that determination will require subjective judgments by the City.
K. Negotiations may be conducted with responsible proposers who submit proposals that are reasonably susceptible of being selected. All proposers reasonably susceptible of being selected based on criteria set forth in this RFP may be given an opportunity to m ake a presentation and/or interview. Although this process will ultimately result in the award of a single professional services agreement, the City reserves the right to negotiate a professional services agreement with more than one proposer.
L. The City expects the highest level of ethical conduct from proposers, including adherence to all applicable laws and local ordinances regarding ethical behavior.
M. The City reserves the right to reject any and all proposals received as a result of this RFP. The City’s potential award of a professional services agreement will not be based on any single factor, nor will it be based solely or exclusively on the lowest cost proposal. If professional services agreement is awarded, it will be awarded to the Proposer who in the judgment of the City, has presented an optimal balance of relevant experience, price, quality of service, work history and other factors which the City may consider relevant and important in determining which proposal(s) is best for the City. The City reserves the right to cancel or modify this RFP. There is no guarantee that the City will award a professional services agreement.
N. If an agreement cannot be reached with the highest ranked Proposer, City reserves the right to terminate negotiations with that party and enter negotiations with the next highest ranked proposer.
O. Factors such as, but not limited to, any of the following may be considered just cause to disqualify a response to the RFP without further consideration:
• Evidence of collusion, directly or indirectly, among Proposers in regard to the amount, terms, or conditions of this proposal;
• Any attempt to improperly influence any member of the selection staff; • Existence of any lawsuit, unresolved contractual claim or dispute between Proposer and the City;
• Evidence of incorrect information submitted as part of the RFP; • Evidence of Proposer’s inability to successfully complete the responsibilities and obligations of the proposed scope of work; and
• Proposer’s default under any agreement, which results in termination of the professional services agreement.
P. Acceptance of any proposal is contingent upon the Proposer’s certification and agreement by submittal of its offer, to comply and act in accordance with all provisions of the City’s Municipal Code.
Q. The successful Proposer shall not discriminate, in any way, against any person based on race, sex, color, age, religion, sexual orientation, actual or perceived gender identity, disability, ethnicity, or national origin, or any other protected classification in connection with or related to the performance of the professional services agreement.
The Scope of Services, as may be modified through negotiation and/or by written addendum, would be made a part of the future Agreement. Please provide brief itemized answers that correspond to each numbered section that clearly describe how your firm would approach the task. The selected Consultant would be responsible for providing the following services to the City:
V. SCOPE OF SERVICES
The City Manager, along with the executive management team, are primarily responsible for the efficient administration of all departments of the City government, enforcement oversight of all relevant state and federal laws and municipal ordinances, the preparation and management of the annual fiscal year budget, as well as managing the City’s economic redevelopment activities.
The City seeks qualified firms and practitioners to provide the following services, as needed, and in coordination with the appropriate staff.
1. Scope of Services:
A. Digital & Print Marketing Campaigns
a. Website Design & Content Development: Design or enhance a dedicated Economic Development section of the City’s website, with relevant information for potential businesses such as resources, incentives, available spaces, and success stories. b. Social Media Strategy: Develop and implement a comprehensive social media strategy to engage with potential business investors and entrepreneurs, utilizing platforms like LinkedIn, X, Instagram, and Facebook.
c. Print Materials: Design brochures, flyers, maps, and informational packets for distribution at trade shows, conferences, or meetings with prospective businesses. d. Email Campaigns: Develop email marketing campaigns to reach targeted business prospects and keep them engaged with city updates, incentives, and opportunities.
B. Business Attraction Programs
a. Site Selection Assistance: Provide marketing materials that highlight available commercial real estate properties, business parks, and other sites for potential new businesses.
C. Strategic Consulting
a. Advisory Role: Offer ongoing strategic advice to the Economic Development Division on how to best position the City as a business-friendly city. b. Economic Development Tools: Offer tools that the City may use to continue the required economic development marketing.
D. Budget & Timeline Management
a. Cost Management: Provide a detailed breakdown of costs associated with each marketing activity and ensure that campaigns are executed within the agreed-upon budget.
b. Timeline Development: Create a timeline for all deliverables, milestones, and activities.
2. Requirements:
A. Staff Meetings
a. The consultant shall coordinate with City staff for assessment and planning for timeline and budget for all stages of the project.
B. Experience
a. A minimum of five (5) years of experience in providing marketing services. b. Knowledge of existing and new marketing techniques.
C. Must be able to complete Scope of Services within sixty (60) days of execution of agreement.
The following instructions describe the form in which proposals must be submitted.
Responses to the following items will be used for proposal evaluation. Proposals that do not contain responses to each of the required items may be considered incomplete and may be rejected.
Proposal documents should provide a straightforward, concise description of the Proposer’s capabilities to satisfy the requirements of this RFP. Emphasis should be on completeness, clarity of content, and conveyance of the information requested by the City . The requirements stated do not preclude a proposer from furnishing additional reports, functions, and costs as deemed appropriate.
The proposal must contain the following eight (8) elements describing how the Consultant will perform the assignment:
1. Transmittal Letter:
a. A letter of transmittal signed by an individual authorized to bind the Proposer stating the Proposer has read and will comply with all terms and conditions of the RFP.
The transmittal letter will contain, at a minimum: a) company name and address; and b) an executive summary briefly describing the proposer’s ability to perform the work requested, a history of the Consultant’s background, and experience providing economic development marketing services.
b. Conflict of Interest Statement: The Consultant shall disclose any financial, business, or other relationship with the City that may have an impact upon the outcome of this Agreement. Particular attention should be paid to compliance with Government Code section 1090.
2. Proposer’s Qualifications and Staffing:
a. Consultant Overview - Provide an overview of the Consultant’s experience in VI. PROPOSAL FORMAT AND CONTENT REQUIREMENTS
providing the Scope of Services being requested. Please include the contact information of the individual authorized to represent the Consultant. b. Project Team - Provide names, contact information and resumes for the Project Team, including the project manager and team members. Indicate the organizational structure of the team and outline key roles and lines of communication and authority.
c. Marketing training and years of experience.
d. Years of municipal or other local public sector consultant services experience. e. Knowledge of and experience with marketing services. f. Relevant clientele represented and years represented each. g. Office location and accessibility to the City.
3. Work Plan/Proposed Approach:
a. In this section, present a well-conceived service plan. This section of the proposal shall establish the Consultant’s understanding of the City's objectives and work requirements and the Consultant's ability to satisfy those objectives and requirements. Describe the proposed approach for addressing the required service, outlining the approach that would be undertaken in providing the requested services. Include a timetable for transition to full operation. Describe related service experience by both the Consultant and any subcontractors in similar work. Please describe the role, extent of services (number of people used or saved, engagement duration, and contract value).
4. References:
a. Identify and provide references and experiences relative to the City’s needs for the individual who will be assigned as the Proposer Representative. The identified Proposer Representative is to remain as the primary contact for the duration of the contract unless otherwise requested by the City or requested by the Proposer and approved by the City.
b. Provide a listing of at least three (3) recently completed projects relevant to the City’s needs, or similar services and contracts with other agencies including the names, titles, addresses, email, telephone numbers and a brief description of the project completed for that organization.
c. Include up to three (3) sample reports prepared for another comparable organization. Provide examples of data collection forms, surveys, or other similar documents you propose to use on this project.
d. Listing of sub -consultants is not required. Sub -consultants may be added to individual project proposals on an as needed basis, as approved by the City. Sub- consultants’ resumes may be requested for approval.
5. Cost and Pricing:
a. Proposals must include staff hourly rates, plus overhead, travel and any additional project costs proposed. All items must be itemized in detail. The total project cost must be expressed as a “Not to Exceed” amount for the Scope of Services.
6. Additions or Exceptions:
a. A single and separate section with the heading “ADDITIONS OR EXCEPTIONS TO THE CITY’S REQUEST FOR PROPOSAL” containing a complete and detailed description of all the Consultant’s exceptions to the provisions and conditions of the attached City standard professional services contract.
7. Pending Litigation:
a. Include an explanation and status, whether in the last five (5) years, the firm or an office or principal of the firm has been involved in any substantiated complaints, litigation, legal proceedings, or investigations by a regulatory authority.
8. Insurance:
a. Evidence of commercial liability, professional liability, and workers’ compensation insurance coverages must be included. Insurance requirements are listed on the sample agreement attached as Exhibit “A.”
The award of the professional services agreement will be made to the most qualified Proposer whose proposal complies with the prescribed requirements. The City reserves the right to reject any or all proposals and to waive any technical errors, irregularities, or discrepancies, if to do so is deemed to serve the best interests of the City. In no event will an award be made until all necessary investigations are made as to the responsibility and qualifications of the Consultant to whom it is proposed to make such an award.
Proposals will be reviewed and evaluated by the Deputy City Manager/Director of Community Development and the executive management team and ranked based on the following considerations:
• Demonstrated experience in marketing services;
• Approach and methodology for achieving the objective of preparing economic development marketing materials;
• Qualifications and expertise of the proposed team; and • Cost-effectiveness and reasonableness of the proposed budget.
VII. EVALUATION CRITERIA
If further clarifications or negotiations are required, on -site or virtual interviews may be conducted. Participation in these interviews will be at the expense of the Proposer(s). The interview panel would be made up of staff members or representatives from the City.
Recommendations will be forwarded to the City Council for final selection and award.
Proposals failing to provide sufficient information and assurances of performance to adequately assess each category of the required services and/or failing to comply with the requirements and conditions of this RFP may be given no further consideration.
Each proposal will be considered along with those of other responding Proposers, with respect to the ability to perform effectively and efficiently those Scope of Services outlined in Section V, above.
Close coordination with the City will be required to ensure that all requirements are met. The City reserves the right to withdraw this RFP at any time without any prior notice. Further, the City makes no representations that any Agreement will be awarded to any Consultant responding to this RFP. The City reserves the right to postpone reviewing the proposals for its own convenience and to reject any or all proposals responding to this RFP without indicating any reasons for such rejection(s).
VIII. SELECTION PROCESS
All proposals submitted by the required deadline will be reviewed for adequacy, completeness, content, approach to service delivery, qualifications and other criteria developed during the review process.
The professional services agreement will be awarded to the Proposer deemed by the City to be the best qualified for the scope of services. Proposers are encouraged to elaborate on their qualifications, performance data, and staff expertise relevant to the required services.
EXHIBIT “A”
SAMPLE PROFESSIONAL SERVICES AGREEMENT
1 2025
PROFESSIONAL SERVICES AGREEMENT
(Engagement: INSERT ENGAGEMENT)
(Parties: ENTER PARTY and City of Bell Gardens)
THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, “Agreement”) is made and entered into this ___________ day of __________________ 2025 (hereinafter, the “Effective Date”) by and between the CITY OF BELL GARDENS, a municipal corporation (hereinafter, “CITY”) and INSERT CONSULTANT (hereinafter, “CONSULTANT”). For the purposes of this Agreement, CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties. ” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably, as appropriate.
RECITALS
WHEREAS, CITY requires professional consulting services INSERT PROFESSIONAL SERVICES REQUIRED; and
WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently pr ovide such services to CITY; and
WHEREAS, the execution of this Agreement was approved by the Bell Gardens City Council at its Regular Meeting.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:
I.
ENGAGEMENT TERMS
1.1 SCOPE OF WORK:
A. Subject to the terms and conditions of this Agreement, CONSULTANT agrees to provide the services and tasks described in that certain Request for Proposals of CITY entitled “ INSERT TITLE” (hereinafter, “CITY RFP”) dated INSERT DATE, and the written proposal of CONSULTANT entitled “INSERT TITLE ” (hereinafter, the “CONSULTANT Proposal”) dated INSERT DATE . The CITY RFP and the CONSULTANT Proposal are attached and incorporated hereto as Exhibit “A” and “B” respectively. The term “Scope of Work” shall be a collective reference to t he CITY RFP and the CONSULTANT P roposal. The capitalized term “Work” shall be a collective reference to all the various services and tasks referenced in the Scope of Work. In the event of any conflict or inconsistency between the provisions of the document entitled CITY RFP and the provisions of the document entitled CONSULTANT P roposal, the requirements of the document entitled CITY RFP shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or
2 inconsistency between the provisions of the Scope of Work and the provisions of this Agreement to which the Scope of Work is attached, the provisions of this Agreement shall govern and control.
1.2 PROSECUTION OF WORK:
A. Time is of the essence of this Agreement and each and every provision contained herein. The Work shall be commenced within three (3) calendar days of CITY’s issuance of a Notice to Proceed. CONSULTANT shall complete the various tasks identified in the Sc ope of Work within the timeframes set forth in the Scope of Work and shall complete all of the Work by or before INSERT COMPLETION DATE (the “Completion Date”);
B. CONSULTANT shall cooperate with CITY and in no manner interfere with the work of CITY, its employees or other consultants, contractors or agents;
C. CONSULTANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULTANT, or its subconsultants, to have related services or tasks completed in a timely manner;
D. CONSULTANT shall at all times enforce strict discipline and good order among CONSULTANT’s employees; and
E. CONSULTANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes required by law.
1.3 COMPENSATION: CONSULTANT shall perform the Work in accordance with “INSERT TITLE OF COMPENSATION DOCUMENT ” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the pe rformance of all Work contemplated under this Agreement, will not exceed the total budgeted aggregate sum of INSERT WRITTEN AMOUNT ($INSERT NUMBER) (hereinafter, the “Not-to-Exceed Sum”) during the prosecution of this Agreement , unless such added expe nditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the Not-to-Exceed Sum prior to the expiration of this Agreement, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the Not -to-Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.
1.4 PAYMENT OF COMPENSATION: Following the conclusion of the work requested in Section 1.1, CONSULTANT shall submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and the reimbursable out- of-pocket expenses incurred. If the amount of CONSULTANT ’s compensation is a function of hours work ed by CONSULTANT ’s personnel, the invoice should indicate the number of hours worked, the persons responsibl e for performing the Work, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed. Within thirty (30) calendar days of receipt of each invoice, CITY will
3 notify CONSULTANT in writing of any dispute d amounts included in the invoice.
Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.
1.5 ACCOUNTING RECORDS: CONSULTANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.
1.6 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Work, CONSULTANT will deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT will only be compensated for the reasonable value of the services, tasks and other Work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.
II.
PERFORMANCE OF AGREEMENT
2.1 CITY’S REPRESENTATIVE : The CITY hereby designates INSERT CITY REPRESENTATIVE (hereinafter, the “ City Representative”) to act as its representative for the performance of this Agreement. The City Representative or their designee will act on behalf of the CITY for all purposes under this Agreement.
CONSULTANT will not accept directions or orders from any person other than the City Representative or their designee.
2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates INSERT CONSULTANT REPRESENTATIVE , to act as its representative for the performance of this Agreement (hereinafter, “ Consultant Representative”).
Consultant Representative will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. Consultant Representative or their designee will supervise and direct the performance of the Work, using their best skill and attention, and will be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the Consultant Representative will constitute notice to CONSULTANT.
2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS :
CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and will be available to CITY staff and the City
4 Representative at all reasonable times. All work prepared by CONSULTANT will be subject to inspection and approval by City Representative or their designees.
2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES : CONSULTANT represents, acknowledges and agrees to the following:
A. CONSULTANT will perform all W ork skillfully, competently and to the highest standards of CONSULTANT’s profession;
B. CONSULTANT shall at all times employ such force, plant, materials, and tools as will be sufficient in the opinion of the CITY to perform the Services within the time limits established, and as provided herein. It is understood and agreed that said tools, e quipment, apparatus, facilities, labor, and material shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY’s authorized representative;
C. CONSULTANT will perform all Work in a manner reasonably satisfactory to the CITY;
D. CONSULTANT will comply with all applicable federal, state and local laws and regulations, including the conflict of int erest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.). CONSULTANT shall be liable for all violations of such laws and regulations in connection with Services. If CONSULTANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSULTANT shall be solely responsible for all costs arising therefrom;
E. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
G. All of CONSULTANT’s employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals will be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.
The Parties acknowledge and agree that CONSULTANT will perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents,
5 contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions will be commenced immediately upon their discovery by either Party and will be completed within seven (7) calendar days from the date of discovery or such other extended period of time authorized by the City Representative in writing and in their sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the highest standards of CONSULTANT’s profession.
2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absen ce of CITY’s prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.
2.6 SUBSTITUTION OF KEY PERSONNEL : CONSULTANT has represented to CITY that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, CONSULTANT may substitute other personnel of at least equal competence upon written approval of CITY. In the event that CITY and CONSULTANT cannot agree as to the substitution of key personnel, CITY shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the CITY, or who are determined by the CITY to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the CONSULTANT at the request of the CITY.
2.7 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work will be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar o r different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such serv ices does not result in the unauthorized disclosure of
6 CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not employees of CITY and will at all times be under CONSULTANT’s exclusive direction and control. CONSULTANT will pay all wages, salaries and other amounts due to such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT will be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.
2.8 REMOVAL OF EMPLOYEES OR AGENTS : If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the City Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSULTANT and will not be reassigned to perform any of the Work.
2.9 COMPLIANCE WITH LAWS : CONSULTANT will keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the Federal Department of Housing and Urbanization.
2.10 NON-DISCRIMINATION: CONSULTANT represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
2.11 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY.
CONSULTANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.
CONSULTANT and all persons retained or employed by CONSULTANT will have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.
7 III.
INSURANCE
3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT will procure and maintain the following insuran ce coverage, at its own expense:
A. Commercial General Liability Insurance : CONSULTANT will procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent . Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.
B. Automobile Liability Insurance : CONSULTANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($ 1,000,000.00) per accident for bodily injury and property damage.
C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.
D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.
3.2 ADDITIONAL INSURED REQUIREMENTS : The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.
3.3 REQUIRED CARRIER RATING : All varieties of insurance required under this Agreement will be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from
8 insurers who, according to the latest edition of the Best ’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor ’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer ’s Liability Insurance, the CITY Representative is authorized to authorize lower ratings than those set forth in this Section.
3.4 PRIMACY OF CONSULTANT’S INSURANCE: All polic ies of insurance provided by CONSULTANT will be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self -insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers will be in excess of CONSULTANT’s insurance and will not contribute with it.
3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, s ubcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents and volunteers.
3.6 VERIFICATION OF COVERAGE : CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well -being of the residents of the CITY.
Accordingly, CONSULTANT warrants, represents and agrees that it will furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf, and will be on forms provided by the CITY if requested. All certificates of insurance and endorsements will be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any Work. Upon CITY’s written request, CONSULTANT will also provide CITY with certified copies of all required insurance policies and endorsements.
3.7 FAILURE TO MAINTAIN COVERAGE : In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insu rance it deems necessary and any premium paid by CITY will be promptly reimbursed by CONSULTANT or CITY will withhold amounts sufficient to pay premium from CONSULTANT payments. In the alternative, CITY may cancel this Agreeme nt effective upon notice.
3.8 SPECIAL RISKS OR CIRCUMSTANCES. CITY reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
9 IV.
INDEMNIFICATION
4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “City Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance o f this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the City Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY wou ld not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein .
Notwithstanding the foregoing, to the extent CONSULTANT’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.
CONSULTANT’s obligation to indemnify shall not be re stricted to insurance proceeds, if any, received by the CITY, its officials, officers, employees, agents or volunteers.
4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the C ity Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs, and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.
4.3 CITY shall have the right to offset against the amount of any compensation due to CONSULTANT under this Agreement, any amount due to CITY from CONSULTANT as a result of CONSULTANT’s failure to either pay CITY promptly for any costs associated with CONSULTA NT’s obligations to indemnify the C ity Indemnitees under this Article, or related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement , or (ii) comply with applicable workers’ compensation laws.
4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appoin ted officials, officers, employees, agents, and volunteers.
4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees
10 to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or in jury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of C ONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.
4.6 CITY does not, and shall not waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnific ation provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense.
4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend, and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.
V.
TERMINATION
5.1 TERMINATION WITHOUT CAUSE : CITY may immediately terminate this Agreement at any time for convenience and without cause by giving prior written notice of CITY’s intent to terminate this Agreement which notice shall specify the effective date of such termination . Upon such termination for convenience , CONSULTANT will be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination.
CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 6.1, below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work.
CONSULTANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.
5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:
A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to
12 the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY will cure any Event of Default asserted by CONSULTANT within forty- five (45) calendar days of CONSULTANT ’s issuance of a Default Notice, unless the Event of Default cannot r easonably be cured within the 45 -day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1. 4, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT ’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULT ANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach .
No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
F. The duties and obligation s imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
13 ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT ’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.
CONSULTANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.
VI.
MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY : All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or ret ain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in
11 the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2(B) and 5.2(C), below, or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Defau lt will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONSULTANT will cure the Event of Default within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.
Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2 (B)(i) that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14 -day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2 (B)(ii) that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT ’s refusal or failure to perform any of the services or tasks called for under the Scope of Work; (ii) CONSULTANT’s failure to fulfill or perform its obligat ions under this Agreement within the specified time or if no time is speci fied, within a reasonable time; (iii) CONSULTANT’s and/or its employees ’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv)
14 writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.
6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT : CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California Fals e Claims Act, Government Code Section 12650 et seq.
6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CONSULTANT: CITY:
INSERT CONSULTANT NAME
INSERT ADDRESS
Attn: INSERT PERSON OF
CONTACT NAME
Phone: INSERT PHONE NUMBER
City of Bell Gardens
7100 S. Garfield Avenue
Bell Gardens, CA 90201
Attn: INSERT DEPARTMENT
Phone: 562-806-7700
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.
6.5 COOPERATION; FURTHER ACTS : The Parties will fully cooperate with one another, and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.
6.6 SUBCONTRACTING: CONSULTANT will not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all
15 provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.
6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY will have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE : This Agreement will be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS : This Agreement will be binding on the successors and assigns of the Parties.
6.13 NO THIRD-PARTY BENEFIT: There are no intended third -party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
6.14 CONSTRUCTION OF AGREEMENT : This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
16 6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.
6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and sig ned by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
6.18 INCONSISTENCIES OR CONFLICTS : In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.
6.19 ENTIRE AGREEMENT : This Agreement, including all attached exhibits , constitutes the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section
6.16, above.
6.20 FORCE MAJEURE: The Term shall be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY, if the CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the City Re presentative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City Repr esentative such delay is justified. The City Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of t his Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.
6.21 COUNTERPARTS: This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. No handwritten or typewritten amendment, modification or supplement to any one counterpart will be
17 valid or binding unless made to all three counterparts in conformity with Section
6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and two original counterparts will be retained by CITY.
(SIGNATURES ON NEXT PAGE)
18 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF BELL GARDENS:
By:_______________________________
Name:____________________________
Title:____________________
Date:_____________________
APPROVED AS TO FORM:
By:____________________________
Stephanie Vasquez, City Attorney
CONSULTANT NAME:
By:_______________________________
Name:____________________________
Title:____________________
Date:_____________________
19 EXHIBIT “A”
CITY RFP
20 EXHIBIT “B”
CONSULTANT PROPOSAL
20 EXHIBIT “B”
CONSULTANT PROPOSAL
309 Pine Avenue | Long Beach, CA 90802
mnsengineers.com
City of Bell Gardens
Request For Proposals (RFP)
Economic Development Marketing Services
PRIME CONSULTANT MNS ENGINEERS, INC.
LOCAL OFFICE
309 Pine Avenue
Long Beach, CA 90802
PROJECT CONTACT Damien Delany, Housing Practice Lead
310.408.5052 Mobile | [email protected]
February 27, 2025
BELL GARDENS , CA
309 Pine Avenue | Long Beach, CA 90802
mnsengineers.com
February 27, 2025
Mr. Gustavo Romo
Deputy City Manager/Director of Community Development
City of Bell Gardens
7100 Garfield Avenue
Bell Gardens, CA 90201
Subject: Bell Gardens Economic Development Marketing Services RFP Proposal
Dear Mr. Romo,
In response to your recent request, MNS Engineers, Inc. (MNS) is pleased to submit this proposal to provide Economic Development Marketing Services to the City of Bell Gardens. MNS is a leading provider of engineering, planning, and other consulting services.
Based on our long-term involvement in managing many types of economic development projects and programs, we have developed a thorough understanding of traditional and creative approaches to stimulating economic development in jurisdictions throughout Southern California. We can provide the City of Bell Gardens marketing services in both print and digital that convey program parameters in concise but eye-catching designs. Additionally, our staff have worked in partnership with City IT teams to update Economic Development web pages. We are aware that front-facing web pages need to highlight the department’s accomplishments, services to local businesses, and appeal to outside investors looking to bring their businesses to the City.
MNS has established sound practices and standard procedures to maintain a high level of accuracy and productivity within program parameters. Our staff are part of economic development organizations, such as CALED and ICSC. Based on their education, career training, and work experience, MNS staff members are well qualified to provide the services being requested by the City of Bell Gardens.
We believe that the services offered by MNS will fulfill the City’s needs in an efficient, task-oriented, and cost-effective manner. The proposal has been signed by the individual authorized to represent and bind MNS, and we are unaware of any conflict of interest in MNS performing the work requested by the City. This submittal is valid for 120 days. If you have any questions regarding this submittal, please contact Damien Delany at (562) 200-7177, or [email protected].
Sincerely,
MNS Engineers, Inc.
Damien Delany Peter Minegar, AICP
Hosing Practice Lead Vice President - Planning
LEGAL NAME
MNS Engineers, Inc.
FIRM OWNERSHIP TYPE
C-Corporation
YEAR FIRM ESTABLISHED
1962
CALIFORNIA DEPARTMENT OF
INDUSTRIAL RELATIONS
State of Incorporation: California
DIR No. 1000003564
CORPORATE OFFICE
201 N. Calle Cesar Chavez,
Suite 300
Santa Barbara, CA 93103
805.692.6921 Office/Fax
mnsengineers.com
LOCAL OFFICE
309 Pine Avenue
Long Beach, CA 90802
PROJECT CONTACT
Damien Delany
Housing Practice Lead
(310) 408-5052
[email protected]
AUTHORIZED SIGNATURE
Peter Minegar, AICP
Vice President, Planning
(951) 326-8522
[email protected]
Request for Proposal for Economic Development Marketing Services
3 Table of Contents
Proposer’s Qualifications and Staffing .................................................................................................................... 4 Qualifications ....................................................................................................................................................... 4 Staffing ................................................................................................................................................................ 8 Work Plan/Proposed Approach ............................................................................................................................. 12 Task 1: Digital and Print Marketing Campaigns ................................................................................................ 12 Task 2: Business Attraction Programs .............................................................................................................. 13 Task 3: Strategic Consulting ............................................................................................................................. 14 Task 4: Budget and Timeline Management ...................................................................................................... 14 References ............................................................................................................................................................ 15 Cost and Pricing .................................................................................................................................................... 17 Timeline ................................................................................................................................................................. 19 Additions or Exceptions ......................................................................................................................................... 22 Pending Litigation .................................................................................................................................................. 23 Insurance ............................................................................................................................................................... 24
Request for Proposal for Economic Development Marketing Services
4 Proposer’s Qualifications and Staffing
Qualifications
MNS staff have worked in Economic Development Departments throughout Southern California. Our staff has been responsible for day-to-day staff support needs and impactful projects and programs to facilitate dynamic economic growth in cities. Our experience spans marketing campaigns, website updates and creation, project management, market analysis, and community services analysis for local municipalities. Our staff have created programs for the identification of opportunities for economic growth, working with City staff in effective email campaigns, print and digital marketing campaigns, and funded programs such as storefront façade improvement, identifying underutilized areas, and working directly with developers to identify available properties for future growth. MNS staff have also worked on economic development efforts such as Economic Development Strategic Plans.
MNS has experience in identifying development opportunities, working with development teams, managing the property portfolio and negotiating development agreements on behalf of cities, including development agreements, professional service agreements, leases, parking rights, and easement agreements. We have implemented and administered programs that have significant economic impacts to the cities.
Long Beach
Our staff have been working in the City of Long Beach’s Economic Development Department since 2017. In that time, we have worked on several key projects to facilitate economic growth in the City. We authored the City’s submittal to Amazon for their HQ2 proposal with the Los Angeles County Economic Development Corporation (LACDA), called Project Constellation. This proposal secured a spot in the Top 20 for the final round of consideration for Amazon.
Additionally, our staff worked in a co-City submittal with Huntington Beach called Amazon Coast, which involved a multi-tiered campaign in partnership with the marketing firm , including a YouTube video. We are well equipped to work in partnership with 3rd party marketing specialists to develop tailored campaigns that promote the City to investors and developers.
MNS staff also assisted the City of Long Beach with their Blueprint 2.0 which is now called Grow Long Beach and was created with extensive community input through aggressive community outreach and lead by the Economic Development Commission between January and August 2022. The document outlines a 10-year strategic plan for economic growth based on policy recommendations that lay out the broad focus areas that will drive economic growth over the next ten years, including the following key objectives:
Request for Proposal for Economic Development Marketing Services
5 The policy recommendations in Grow Long Beach lay out the broad focus areas that will drive economic growth over the next ten years, including the following key objectives:
• Grow and strengthen established industry clusters and emerging sectors in Long Beach. • Increase access to economic opportunities in low-income communities to advance economic equity. • Ensure workforce preparedness and business competitiveness through alignment of economic development, training, education and community partners.
• Make long-term investments in quality-of-life strategies to grow businesses, jobs and investment that support a thriving local economy.
Finally, one of the most successful marketing campaigns that MNS worked on with the City of Long Beach was called Limitless Long Beach. This was a year-long marketing campaign targeted adjacent regional investors to consider the City of Long Beach for development and investment. This campaign was both print and digital, featured in publications such as the Orange County Business Journal and online one website like The Real Deal. Part of this campaign was an email blast, where for 2 years we provided monthly newsletters to update subscribers on available properties and economic development news in the City.
Request for Proposal for Economic Development Marketing Services
6 We not only worked on the final layout of the
campaign, but our staff managed the roll out,
the timeline, and the budget of the campaign.
We presented reports of campaign efficacy to
the Director of the Economic Development
Department, the City Manager, and the
Economic Development Commission.
Anaheim
Our experience in the City of Anaheim involved digital and print layouts and marketing campaigns. We were instrumental in the development and execution of the City’s Storefront Improvement program in 2023. The grant consisted of two types of funding opportunities, one was Cosmetic Improvements, which were grants up to $10K, and Grant B which was a Structural Improvement grant up to $100K. We managed the marketing campaign for this program as well as identifying potential businesses that would benefit from this campaign.
We also worked with the City of Anaheim in promoting Anaheim Canyon. The Anaheim Canyon Business District is a business destination for technology and manufacturing innovation. We worked with the City to highlight the diversity of industries and the interconnectivity of the area with the City of Anaheim. Our stay created pitch decks for investors and layouts that were featured in the Orange County Business Journal.
In 2022, the Economic Development Department chose to update it’s website to create a more interactive page for the community, business owners, and investors. MNS staff worked with the City’s IT department to create a dynamic layout that provided the visual appeal and functionality the department desired. Additionally, we were able to work within the parameters of the established City website format to make the Economic Development’s page stand out.
Request for Proposal for Economic Development Marketing Services
7 Technical Skills
Our staff is well-versed in PowerPoint, Word, Excel, use of Photoshop, Illustrator, and InDesign, with experience in multi-media document creation, and project management. Additionally, we have licenses with premium data platforms such as CoStar to be able to garner economic data, like year-over-year vacancies, rent per square foot., and economic projections. Our key strength is the ability to turn data into messages appropriate for various sets of audiences; from sophisticated executive-level communications to town-hall style presentations. We are also capable of creating marketing materials unique to each project/program as needed by the City of Bell Gardens.
Request for Proposal for Economic Development Marketing Services
8 Staffing
The MNS Team provides extensive marketing and marketing campaign knowledge for the City of Bell Gardens.
We keep up to date with marketing trends and design layouts. Our proposed staff will be working out of the MNS Long Beach office, and it is accessible to the City of Bell Gardens. We have over 20 years of marketing knowledge and experience, backed by over 80 years of combined knowledge of program administration.
The staff proposed are:
• Damien Delany, Housing Practice Lead, Client Oversight • Kristine Gaa, Economic Development Manager
• Noor Jafar, Associate Planner
Request for Proposal for Economic Development Marketing Services
9 Damien Delany
Housing Practice Lead, Client Oversight
Damien Delany has over 40 years of experience in the
planning field. He has worked for a nonprofit housing
corporation and major private residential and commercial developers and as a planning and community development
consultant to numerous Southern California cities. He has served as project manager for many community development projects in Southern California. Mr. Delany has coordinated the work of technical staff and subconsultants and
administered Community Development Block Grant (CDBG),
Home Investment Partnerships (HOME), Affordable Housing Programs, Economic Development Programs, CARES Act
programs, and other state/federal grant-funded projects and programs. His experience includes:
CDBG Grant Administration and Annual Action Plans.
City of Bethlehem. PROJECT MANAGER. Responsible for
the City’s grant administration of CDBG and HOME programs, CAPER, annual reporting, implementation of programs
funded through the CARES Act and HOME-ARP,
development of the Affordable Housing program, and IDIS reconciliation.
CDBG/HOME Grant Administration Services. City of
Norwalk. PROJECT MANAGER. Responsible for
administering the City’s CDBG and HOME programs with
funding received from US Department of Housing and Urban Development (HUD) such as the First Time Home Buyer
program, Residential Rehabilitation Program, update of
Policies and Procedures and general grants administration.
Mr. Delany is responsible for the creation, administration, and implementation of the City of Norwalk’s Economic Recovery Stimulus Program and COVID-19 Rental Assistance Program funded through the CARES Act and HOME-ARP programs.
CDBG Grant Administration. City of Redondo Beach.
PROJECT MANAGER. Responsible for administering the
City’s annual CDBG grant received from US Department of Housing and Urban Development (HUD), performing labor
standards compliance, monitoring subrecipients and
managing CDBG-funded mobility access and home repair
grant programs.
CDBG and CARES Act Program Administration. City of
Union City. PROJECT MANAGER. Responsible for the
administration and implementation of the City’s CDBG
programs, CARES Act programs, grant administration, and labor compliance monitoring. Mr. Delany also oversees the Below Market Rate (BMR) home ownership program.
Firm
MNS Engineers, Inc.
Areas of Expertise
Project management
Community development
Planning
eon Planning Suite
HUD regulations
Years of Experience
40 Education
BS, Regional Development and Urban Planning,
University of Arizona
Masters Certificate, Applied Program
Management, Villanova University
Professional Development
IDIS Reporting
Basically CDBG
Building HOME Partnership Training
Affiliation(s)
National Association of Housing and
Redevelopment Officials
Request for Proposal for Economic Development Marketing Services
10 Kristine Gaa
Economic Development Manager
Kristine Gaa has 20 years of project management and
economic analysis experience. Her projects span housing and community development, public outreach, and economic
analysis. Her key strength is the ability to execute analysis to support community development projects and effective
community outreach. Her experience includes:
City of Long Beach – 2017-present. Economic
Development Analyst. Kristine works with the City of Long Beach’s Economic Development Department on various
projects. She worked on Amazon’s HQ2 proposal, she was the project manager for the Limitless Campaign and worked with the IT department to update and maintain the Economic Development website. Kristine also conducted a city-wide analysis of vacant storefronts, city-owned real estate
disposition and land lease management, as well as
determining the highest and best uses for target properties.
City of Anaheim – 2022-present. Economic Development
Analyst. Kristine has taken lead with marketing programs for the City of Anaheim including the Anaheim Canyon pitch deck for investors, the layout for the Orange County Business Journal, and the marketing for the Storefront Improvement Project. She has also worked with the IT department to redesign and create a new website layout for the Economic Development Department, and all associated sub-pages.
City of South Lake Tahoe. 2020 Housing Stock and
Windshield Survey. Kristine completed a 3-week
Windshield Survey for the City of South Lake Tahoe and
surveyed 4,009 total housing units. The windshield survey and data collected assisted in projecting trends including the impact of vacation rentals upon residential neighborhoods.
This helped inform existing policies on housing development.
The data gathered from the proposed housing condition
windshield survey was also used to update City’s Housing Element.
City of Visalia. 2019 Windshield Survey. Kristine conducted two community outreach meetings. She also surveyed a total of 2,301 housing units and 16 public amenities. When considering all the housing units within the City of Visalia, including areas not identified by city staff, this report covered 5% of total housing units. At the end of the survey period, Kristine provided the City of Visalia with a full report analyzing the results of the data and provided guidance on areas that may need city funding (i.e., improvement to public right-of-way, potential lead abatement needed, potential overcrowding indicated).
Firm
MNS Engineers, Inc.
Areas of Expertise
Project management
Community Outreach
Marking and Media
Planning
HUD regulations
Years of Experience
20 Education
BS, Urban and Regional Planning, California
Polytechnic University at Pomona
Affiliation(s)
American Planning Association
National Association of Housing and
Redevelopment Officials
The International Council of Shopping Centers
Request for Proposal for Economic Development Marketing Services
11 Noor Jafar
Associate Planner
With a background in social work and assisting marginalized populations in accessing housing through a variety of federally funded programs, Ms. Jafar is dedicated to promoting equitable housing choices for all. Fluent in Arabic, she brings her expertise in data analysis, community engagement, and drafting housing reports to promote sustainable growth in all the communities she works with. Her commitment to fostering strong community relationships and advocating for underserved populations is reflected in her passion and strong work ethic.
Her experience includes:
The City of Redondo Beach & The City of Seaside.
Assistant Planner. Leveraged comprehensive community
engagement strategies to support the development and
implementation of a consolidated plan aimed at enhancing urban development and housing opportunities. Conducted
extensive outreach to gather input from diverse community members, ensuring their voices and needs were represented in the plan. Analyzed feedback and facilitated collaborative discussions with stakeholders to identify key priorities and actionable solutions. Drafted detailed reports and
recommendations to guide policy decisions, while fostering strong relationships with community organizations and local government agencies to drive equitable and sustainable
development.
Middlesex County, New Jersey. Volunteer. Collaborated with a local organization in Middlesex County, New Jersey to spearhead an economic development canvassing initiative aimed at increasing voter turnout in low to moderate-income neighborhoods. Conducted door-to-door outreach to gather community input, identify key barriers stopping constituents from getting to the polls, and promote voting through awareness and education on when and how to vote. Analyzed data to inform policy recommendations and foster strong relationships with community stakeholders to drive sustainable social and economic progress.
City of Seaside. Assistant Planner. Collected data from the American Community Survey (ACS), HUD, Trulia, and other relevant sources. Consolidated the findings into an Analysis of Impediments, integrating pertinent research on federal and state laws, and incorporating specific City insights like local zoning regulations, transportation options, and key resources for residents.
San Bernardino County. Assistant Planner. Soda Mountain Solar Project. Researched and collected ACS, HUD, and other data on neighboring towns from where the construction site was located for socioeconomic impact reports.
Firm
• MNS Engineers, Inc.
Areas of Expertise
• Data research and collection
• Affordable housing
Years of Experience
3 Education
• B.A., Psychology and Human Resource
Management, Rutgers School of Arts and
Science
Request for Proposal for Economic Development Marketing Services
12 Work Plan/Proposed Approach
Our team proposed a streamlined approach for the City of Bell Gardens that entails attracting new businesses, sustaining existing business, and expanding the variety of businesses within the City. We will look to serve the community by identifying potential service offering gaps, as well as highlighting development opportunities available in the City. We will act as an advisor to the Economic Development Department to ensure that the City’s goals and objectives are met.
Task 1: Digital and Print Marketing Campaigns
Website
Our staff will work with the City’s IT department to understand the adopted platform for the City of Bell Gardens. We will work within the parameters of that platform and any established layout and/or widgets to enhance the Economic Development website. Enhances proposed include (but are not limited to):
• Dynamic imagery which may include a scrolling image bar, interactive infographics, and an interactive property map. We have experience in creating interactive property maps through programs such as Gingko which is a map-based cloud platform that centralizes your data management tools and information sources to help you work with your team, engage your community. We also have knowledge of GIS tools and can work with the City’s GIS team. These maps can feature available properties that would serve as a quick reference for interested investors to preview available properties in the City. • Relevant content which many include highlighting economic development programs, including all marketing materials for those programs
• Relevant support sites which may include links to business loans, grants, and advising business owners.
Print Campaigns
MNS staff has the technical capabilities to put together a formal print layout within the parameters of established print media publications. Our staff has standard industry experience in InDesign, as well as copywriting for publications.
We understand the dynamic between imagery and copy, ensuring that print media created for the City of Bell Gardens is effective and eye catching. We will work with the City of Bell Gardens with their existing color pallet and marketing parameters to ensure that all materials created stay on brand.
Social Meida Strategy
Social Media is fast becoming the best way to promote programs and marketing campaigns to the public. Most industries rely on social media posting to access information quickly and succinctly. Our staff understand this dynamic platform and will seek to establish or upgrade the City of Bell Garden’s presence on the following apps:
▪ X (formerly Twitter): X has positioned themselves as the “Town Square” of the world. As of early 2025, X (formerly Twitter) had an estimated 650 million monthly active users, and 240–300 million daily active users.
Currently, the City of Bell Gardens only has 699 followers, despite posting regularly. The proposed plan for increasing traffic on X would be:
o Make the City’s profile a verified user (blue checkmark). Verified users have multiple benefits including:
Request for Proposal for Economic Development Marketing Services
13 ▪ Verified accounts get more attention and engagement, which can lead to more followers ▪ Verified accounts may be invited to participate in special programs and promotions ▪ The blue checkmark next to a verified account's name indicates that the account has been vetted by X
▪ LinkedIn. MNS has been unable to verify in the City of Bell Gardens has a LinkedIn account, and the first step would be the creation of that account.
▪ META: Facebook and Instagram. While the City of Bell Gardens has a presence on both META platforms, MNS will work with staff to link the two, to streaming information sharing. ▪ BlueSky. BlueSky is a platform similar to X, and is increasingly growing as a social media app. Currently, Bell Gardens does not have a BlueSky account, and it would be helpful to saturate all social media segments by establishing a BlueSky account.
Email Campaigns
Our staff have worked with platforms such as Constant Contact, to engage in targeted email campaigns, including the Limitless Long Beach marketing campaign, and the monthly Economic Development Newsletter. Additionally, we have engaged in targeted email campaigns to reach out to city-identified stakeholders for surveys, registration for forums, and general information. We can provide services to be the liaison for the City of Bell Gardens to create email campaign scripts, forms (Constant Contact), and visual content.
Task 2: Business Attraction Programs
MNS understands the impact of good, effective advertising to attract business. We will work with the City of Bell Gardens to establish branding and will provide a combination of illustrative and infographic campaigns to attract businesses. These campaigns will highlight the potential for growth within the City as well as it’s accessible location to the Port of Long Beach, LAX, and Orange County. We will also provide property cutsheets for marketing use.
Please see examples below of marketing materials we have created for property and program promotion that stay on-brand with the City’s look and feel.
Request for Proposal for Economic Development Marketing Services
14 Task 3: Strategic Consulting
We are fully prepared to provide strategic marketing consulting to the Economic Development Department for the City of Bell Gardens. We have experience in the City using data (demographics) to support marketing campaigns.
We also understand how to promote the City as a business-friendly city by highlighting processes such as permitting and zoning.
We can provide the city with an outline of successful marketing tools and training of city staff with these platforms.
The toolbox provided to the city will include program recommendations such as My Sidewalk and CoStar. Both programs we can train the City staff on, as well as provide advisory services on the most effective use of these programs’ product offerings.
Task 4: Budget and Timeline Management
For each campaign, we will establish a timeline that encompasses the parameters of the campaign, detailed out monthly. This timeline will also incorporate all deliverables, milestones and activities. For Cost Management, we will negotiate with media platforms to provide the best possible exposure for each campaign within the City’s established budget. For example, we have worked with media platforms such as the Orange County Business Journal to create a custom package that includes a print layout within an issue that features the appropriate marketing theme for the campaign and also a digital presence with the Journal’s online platform.
Task 5: Vacant Property Development
To provide the City of Bell Gardens with a complete view of available vacant properties, MNS will provide drone services for marketing purposes and will coordinate and assist Staff with the tracking of these parcels. MNS will coordinate with city staff to identify five to ten (5-10) priority properties and identify opportunities for each property.
MNS will engage in monitoring, and marketing of vacant, underutilized, and abandoned sites in coordination with city staff, with the understanding that attention to vacant properties within the city is crucial to promoting an economically sustainable environment that impacts the quality of life for all residents and visitors alike. This will provide potential investors with a comprehensive view of available properties for investment in the City of Bell Gardens.
Request for Proposal for Economic Development Marketing Services
15 References
City of Long Beach (2017-ongoing)
Mary Frances Torres, SR/WA
Real Estate Development Bureau Manager
Economic Development Department
Long Beach, CA 90802
Phone: 562.570.6846
[email protected]
MNS staff has worked on as-needed Economic Development Projects including City-wide analysis of vacant storefronts, city-owned real estate disposition and land lease management. Determination of highest and best uses for target properties. Conducting feasibility studies for the creation of Enhanced Infrastructure Financing Districts, Community Revitalization and Investment Authorities, Economic Empowerment Zones and Economic Innovation Districts with other funding overlays such as CDBG-designated areas and former Redevelopment Agency (RDA) zones. Property/market analysis for community infrastructure improvements, including location and marketing analysis of year-round homeless shelter for the City. Economic Development advertisement campaigns, including the LIMITESS Long Beach Campaign (2017-2018), and special projects including the Amazon HQ2 proposal write- up. Creation and maintenance of the lease portal (Agiloft). We have presented to City Council and worked on staff reports, council letters and City Manager memos.
City of Anaheim (2022-ongoing)
Sergio M. Ramirez
Economic Development Director
Anaheim, CA 92805
Phone: 714.765.4627
[email protected]
MNS has worked on Economic Development Projects, including Small Business Loans, property assessment, and City Council Presentations. Responsible for the maintenance and update of website content and graphics as requested. Responsible for identifying development opportunities, working with development teams, managing the city’s property portfolio, and negotiating development agreements on behalf of the City. Participate in the development and implementation of goals, objectives, policies and priorities, and recommend procedures. Attend and participate in professional group meetings, maintain awareness of new trends and developments in the field of economic development. We have created presentations for City Council and worked on staff reports, council letters and City Manager memos.
Request for Proposal for Economic Development Marketing Services
16 City of Norwalk (2019-Present)
Rosio Medina
Senior Administrative Analyst
12700 Norwalk Blvd, Norwalk, CA 90650
Phone: 562.929.5952
[email protected]
MNS staff have provided consultation and technical assistance with the administration of the city’s CDBG process for Economic Development and Housing. Additionally, we provided presentation material and staff reports for City Council meetings. Part of the services we provided to the City of Norwalk for their Consolidated Planning process, MNS staff spearheaded five public meetings/hearings, and our staff reached out to key stakeholders for 1:1 interview and focus groups and led a citywide Housing Summit which had 63 attendees. We also created and distributed comprehensive online and paper housing surveys for the City of Norwalk. We also administered the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) funding for the City of Norwalk. This includes responding to inquiries and developing activities that will meet HUD regulations. We have presented them to the City Council and worked on staff reports, council letters and City Manager memos.
Request for Proposal for Economic Development Marketing Services
17 Cost and Pricing
The feel proposal below includes all costs and expenses related to photocopying, postage, travel, etc. MNS will complete all task without the use of subconsultants. The cost and pricing is broken down by each task outlined in the proposal with a total not to exceed $40,105.
City of Bell Gardens
Task Est. Cost
Task 1: Digital and Print Marketing Campaigns
Website
• Survey on successful Economic Development website layouts to determine which will work for the City of Bell Gardens $ 500 • Redesign landing page with additional imagery; Economic Development News section; menu panel for 2 sub-pages (copy/layout/images) $ 2,000 • Create 3 new subpages (copy, layout, content)
o Real Estate (including map of available properties for investment) $ 1,000 o Business Resources (for current business owners) $ 1,000 o Economic Programs (information of grants/programs) $ 1,000 Website Subtotal $ 5,500
Print Campaign
• Determine campaign message and target areas (local/regional/statewide) $ 1,000 • Identify 1 print platform; identify 1 digital platform $ 750 • Print materials for full page and 1/2 page ad (copy, layout, graphics) $ 2,000 • Digital materials for header banner and side pane (copy, layout, graphics) $ 1,500 • Provide a follow up report of analytics for each campaign (Google, etc.) $ 775 Print Campaign Subtotal $ 6,025
Social Medial Strategy
• Identify existing Social Media Platforms for the City of Bell Gardens $ 200 • Identify gaps in engagement per platform (lack of followers/subscribers) $ 600 • Create Economic Development platforms on 2 social media platforms which includes:
• Content for 4 posts (including imagery) for each of the 2 platforms $ 2,000 • Tracking analytics to identify strategies for future posts $ 500 Social Media Strategy Subtotal $ 3,300
Request for Proposal for Economic Development Marketing Services
18 Email Campaign
• Create a script that can be used for various types of email campaigns for the City of Bell Gardens $ 800
Subtotal $ 800
Task 1: Subtotal $ 15,625
Task 2: Business Attraction Programs
Create branded templates for the City of Bell Gardens to use for current and future campaigns
• Property Cutsheet $ 2,500
• 3 infographics that highlight the demographics, businesses, and ease of access/why choose Bell Gardens $ 4,500
• Post card template for mail out or digital distribution $ 2,000 • 1 two-sided information sheet about services provided by the Economic Development Department and contact information (staff highlight) $ 3,000 Task 2: Subtotal $ 12,000
Task 3: Strategic Consulting
Provide 1 economic trend report to the City of Bell Gardens (5-year) (by neighborhood, including price per sq. ft. and regional trends) $ 5,000 Create a marketing "toolbox" identifying the most cost-effective ways the City can track economic growth $ 3,000
Task 3: Subtotal $ 8,000
Task 4: Budget and Timeline Management
Create detailed timelines for Tasks 1-3; including milestones and summary reports $ 2,000 Track budget Tasks 1-3 and provide these budget recaps bi-weekly to the City of Bell Gardens $ 2,480
Tasl 4: Subtotal $ 4,480
Task 5: Vacant Property Development
Provide the City of Bell Gardens Drone and marketing services for available vacant properties $ 20,000
Tasl 5: Subtotal $ 20,000
Total $ 60,105
Request for Proposal for Economic Development Marketing Services
19 Timeline
Request for Proposal for Economic Development Marketing Services
20
Request for Proposal for Economic Development Marketing Services
21
Request for Proposal for Economic Development Marketing Services
22 Additions or Exceptions
Please see the exception noted below.
Request for Proposal for Economic Development Marketing Services
23 Pending Litigation
Not applicable
Request for Proposal for Economic Development Marketing Services
24 Insurance
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM: Michael B. O’Kelly, City Manager
BY:Bernardo Iniguez, Director of Public Works/Facilities Douglas Benash, P.E., City Engineer
SUBJECT:Consideration of Resolution Adopting Project List for SB1 Funding MEETING DATE:May 12, 2025
RECOMMENDATION:
It is staff’s recommendation that the City Council:
1. Adopt the attached Resolution approving the list of projects for Fiscal Year 2025- 2026 funded by SB1: Road Repair and Accountability Act of 2017; and
2. Authorize Public Works staff to upload the Resolution with the list of streets to the California Transportation Commission website.
BACKGROUND/DISCUSSION:
On April 28, 2017, the Governor signed Senate Bill 1 (“SB1”): the Road Repair and Accountability Act of 2017, to address transportation funding shortfalls statewide. SB1 increases the per gallon fuel excise tax; increases diesel fuel sales tax and vehicle registration fees; and provides inflationary adjustments to tax rates in future year. SB1 established a Road Maintenance and Rehabilitation Account (“RMRA”) in the State Transportation Fund. Beginning in January 2018, the State Controller deposits funds generated from increased fuel taxes and vehicle registration feed in the RMRA. A portion of the RMRA funds are distributed monthly to cities for basic road maintenance, rehabilitation, and critical safety projects on local street and roads systems.
It is estimated that the City of Bell Gardens (“City”) will receive $1,036,117 in Fiscal Year 2025-26 RMRA funds from the State. In order to receive these RMRA funds, the City Council must adopt a resolution that identifies a list of proposed projects and contains the proposed project’s title, description, location, schedule and use life; which must then be transmitted to the California Transportation Commission (“CTC”) before July 1, 2025.
The attached Resolution provides the required information for the following proposed projects that were selected for consideration based on the City’s maintenance needs and the Pavement Management System (“PMS”):
A. FY 2025-26 Citywide Maintenance
The project’s scope of work will include the following items:
1. Sidewalk, Curb and Gutter Replacements (Citywide)
2. Street Signage Replacement (Citywide)
3. Annual Pavement Striping and Markings Project (Citywide)
4. Pothole Repairs and AC Overlay Maintenance Project (Citywide)
B. FY 2025-26 Various Residential Streets/Alleys Improvement Project
The project scope of work consists of concrete repairs to the curb, gutters, cross gutters, and sidewalks, concrete pavement repairs, installation of ADA ramps, pavement grinding and asphalt paving, signing and striping improvements on the following street segments:
Street Name Beginning Location Ending Location
Fostoria Street Jaboneria Road Eastern Ave
Muller Street Eastern Ave Gephart Ave
CONCLUSION:
Adopting the attached Resolution and submitting the list of proposed projects to the CTC will provide the City with RMRA funding for FY 2025-26.
FISCAL IMPACT:
Adoption of the Resolution will secure $1,036,117 in RMRA funding for FY 2025-2026 for basic road maintenance, rehabilitation, and critical safety projects on local streets.
APPROVED ELECTRONICALLY BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
RESOLUTION NO. 2025-44
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
GARDENS, CALIFORNIA, ADOPTING A LIST OF PROJECTS FOR
FISCAL YEAR 2025-26 FUNDED BY SB 1: THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017
WHEREAS, Senate Bill 1 (SB 1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB 1 includes accountability and transparency provisions that will ensure the residents of the City of Bell Gardens (“City”) are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and
WHEREAS, the City must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB 1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City will receive an estimated $1,036,117 in RMRA funding in Fiscal Year 2025-2026 from SB 1; and
WHEREAS, this is the eighth year in which the City is receiving SB 1 funding and will enable the City to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB 1; and
WHEREAS, the City has undergone a robust public process to ensure public input into our community’s transportation priorities/the project list; and WHEREAS, the City used a Pavement Management System to develop the SB 1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and WHEREAS, the funding from SB 1 will help the City maintain and rehabilitate streets, roads and alleys and active transportation infrastructure throughout the City this year and various similar projects into the future; and
WHEREAS, the 2023 California Statewide Local Streets and Roads Needs Assessment found that the City streets and roads are in an “at risk” to “poor” condition
Resolution No. 2025-44
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and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a good condition; and WHEREAS, the SB 1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bell Gardens as follows:
SECTION 1. The City Council, after consideration of the staff report and discussion, hereby finds that the above recitals are true and correct and incorporate them herein.
SECTION 2. The City Council hereby designates the entire Citywide roadway network as part of improvements performed by the City’s Public Works Department, which are based on the City’s maintenance needs for road maintenance and rehabilitation under RMRA funding. The following list of newly proposed projects will be funded in-part or solely with Fiscal Year 2025-2026 Road Maintenance and Rehabilitation account Revenues:
Project Title: FY 2025-2026 Citywide Maintenance
Project Description: The project scope of work consists of the following items:
Sidewalks, Curb and Gutter Replacement (Citywide)
Street Signage Replacement (Citywide)
Annual Pavement Striping and Markings Project (Citywide) Pothole Repairs and AC Overlay Maintenance Project (Various Streets) Project Location: Citywide focusing on Zone 3 of the City Maintenance Areas Map attached here as Exhibit “A” and incorporated by reference.
Estimated Project Schedule: Start July 2025– Completion June 2026 based on the component being funded with RMRA funds
Estimated Project Useful Life: 15-20 Years
SECTION 3. The following proposed project may also utilize Fiscal Year 2025- 2026 Road Maintenance and Rehabilitation Account revenues in its delivery. With the listing of this project in the adopted fiscal year resolution, the City is affirming to the public and the State our intent to fund this project with Road Maintenance and Rehabilitation Account revenues:
Resolution No. 2025-44
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Project Title: FY2025-2026 Various Residential Street/Alley Improvement Project
Project Description: The project scope of work consists of concrete repairs of the curb, gutters, cross gutters, and sidewalk, concrete pavement repairs, installation of ADA access ramps, pavement grinding and asphalt paving, signing and striping improvements on various street and alley segments.
Project Locations:
Street Name Beginning Location Ending Location
Fostoria Street Jaboneria Road Eastern Ave
Muller Street Eastern Ave Gephart Ave
Estimated Project Schedule: Start July 2025 – Completion June 2026
Estimated Project Useful Life: 10-15 Years
SECTION 4. The Mayor is hereby authorized to sign this Resolution required by the California Transportation Commission for the City of Bell Gardens to be considered for appropriation of SB1 Road Rehabilitation Maintenance Account Funds.
SECTION 5. The City Manager is hereby authorized to execute and administer any agreements required under the SB1 Road Rehabilitation Maintenance Account funds and execute any ancillary agreements or documents reasonably necessary to effectuate the intent of this Resolution.
SECTION 6. The City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon its approval.
[SIGNATURES IN NEXT PAGE]
Resolution No. 2025-44
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PASSED, APPROVED, and ADOPTED this 12th day of May, 2025.
THE CITY OF BELL GARDENS
_____________________________
Jorgel Chavez, Mayor
APPROVED AS TO FORM: ATTEST:
______________________________ _____________________________ Stephanie Vasquez Daisy Gomez
City Attorney City Clerk
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I, , City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on May 12, 2025, and was approved and passed by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
Daisy Gomez
City Clerk
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EXHIBIT “A”
CITY MAINTENANCE AREAS MAP
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM: Michael B. O’Kelly, City Manager
BY:Bernardo Iniguez, Director of Public Works/Facilities Douglas Benash, P.E., City Engineer
SUBJECT:Rejection of Bids Received for the ATP Cycle 5 Citywide Complete Streets Improvements, Phase 1 (CIP No. 3903) and Approval of Plans and Specifications
MEETING DATE:May 12, 2025
RECOMMENDATION: It is staff’s recommendation that the City Council by motion:
1. Approve the rejection of bids received on April 29, 2025;
2. Approve the plans and specifications for the ATP Cycle 5 Citywide Complete Streets Improvements, Phase 1 (CIP No. 3903);
3. Authorize staff to re-advertise and publish the Notice Inviting Sealed Bids (NISB); and
4. Find that the project is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Guidelines Section 15301(c).
BACKGROUND/DISCUSSION:
On February 25, 2025, the City Council approved the plans and specifications and authorized staff to solicit bids for the ATP Cycle 5 Citywide Complete Streets Improvements, Phase 1 (the “Project”). The Project scope of work includes, but is not limited to, excavation and/or cold milling of existing AC Pavement, removal of AC Pavement, reconstruction of AC Pavement, reconstruction of sidewalks, driveways, curb ramps, alley intersections, curb and gutter, and cross gutters, adjustment of utility manhole frames and covers to finished grade, striping and markings, construction survey, and material testing.
On April 29, 2025, the City received three bids. At this time, staff has determined that the bid solicitation materials need to be revised to obtain a bid that is more appropriate for the City's needs; therefore, a rejection of bids is recommended.
All bidders that previously submitted bids will be invited to re-submit bids. Staff anticipates
the revised bid solicitation will be released on May 15, 2025, with a bid opening of June 4, 2025, and a recommendation of award of contract on June 23, 2025.
DESIGN IMMUNITY:
Government Code section 830.6 states in part, “Neither a public entity nor a public employee is liable for an injury caused by the plan or design of a construction of, or an improvement to, public property where such plan or design has been approved in advance of the construction or improvement by the legislative body of the public entity or by some other body or employee exercising discretionary authority to give such approval or where such plan or design is prepared in conformity with standards previously approved.”
In order to bid the Project and provide California design immunity, per Government Code section 830.6, the City Council must approve the plans and specifications prior to the construction bidding process. The intent of Section 830.6 is to prevent a judge or jury from second-guessing discretionary approvals made by the public agency and its employees regarding a plan or design for a construction project.
The plans and specifications for the Project are consistent with the City’s standards and the General Plan. Staff’s recommendation for City Council approval of the plans and specifications is intended to avail the City of the immunities set forth in Government Code section 830.6, prior to proceeding with construction of the Project. Through the City Council’s approval, the Director of Public Works/Facilities, as the City’s project manager, would be authorized to act on the City’s behalf in approving any necessary alterations or modifications of the plans and specifications throughout the course of the Project.
ENVIRONMENTAL ANALYSIS:
Pursuant to the California Environmental Quality Act (CEQA) (Public Resources Code §§ 21000, et seq.) and CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000, et seq.), the City conducted an environmental assessment. Based on the environmental assessment, the Project was determined to be categorically exempt pursuant to CEQA Guidelines § 15303 (Class 1 –Existing Facilities). A Notice of Exemption for the Project will be prepared and filed with the L.A. County Registrar Recorder’s Office.
CONCLUSION:
Upon City Council approval of the recommended action, staff will immediately notify all bidders of the rejection of bids received on April 29, 2025; and re-advertise and publish the Notice Inviting Sealed Bids.
FISCAL IMPACT:
The City’s FY24-25 budget includes $6,299,000 of ATP Cycle 5 funds for the construction of the project. The engineer’s estimate for construction is $4,705,637.
APPROVED ELECTRONICALLY BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
NOTICE INVITING SEALED BIDS
FOR
ATP CYCLE 5-BELL GARDENS COMPLETE STREETS IMPROVEMENTS PHASE 1 C.I.P. No. 3903
IN THE CITY OF BELL GARDENS
PUBLIC NOTICE IS HEREBY GIVEN that the City of Bell Gardens, (hereinafter, “CITY” or “AGENCY”) invites sealed bids for the above-stated project and will receive such bids in the offices of the City Clerk, City Hall, 7100 South Garfield Avenue, Bell Gardens, California 90201, up to the hour of 11:00 AM on June 4, 2025, at which time they will be publicly opened.
Copies of the Plans, Specifications, and contract documents are available on the City’s website at https://www.bellgardens.org/i-want-to/view-bids-rfps/rfps-and-bids.
To comply with SB 854, beginning January 1, 2015 the following applies:
1. No contractor or subcontractor may be listed on a bid proposal for public works project (submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].
2. No contractor or subcontractor may be awarded a contract for public works on a public works project awarded on or after April 1, 2015, unless registered with the DIR.
3. The project is subject to compliance monitoring and enforcement by the DIR.
4. Require the prime contractor to post job site notices prescribed by regulation (regulation not created yet) or the City must post the notices itself.
The bidder is required to submit any Requests for Information (RFIs) via email to Douglas Benash, City Engineer, at [email protected], with a copy to [email protected] and [email protected]. All RFIs must be submitted no later than May 30, 2025 at 5pm PT.
Attendance at a pre-bid meeting is mandatory and will be held on May 28, 2025 at 1:30 pm at the Public Works Yard, 8327 Garfield Avenue, Bell Gardens, California 90201. All Prime Contractors are required to have a representative attend and sign in at the pre-bid meeting. Failure to comply with this attendance and sign in requirements will result in Bidder’s proposal being found non-responsive to the required procedures.
Any contract entered into pursuant to this notice will incorporate the provisions of the State Labor Code. Pursuant to the provisions of Section 1773.2 of the Labor Code of
the State of California, the minimum prevailing rate of per hourly wages for each craft, classification or type of workman needed to execute the contract shall be those determined by the Director of Industrial Relations of the State of California, which are on file at the City Hall, City of Bell Gardens, 7100 South Garfield Avenue, Bell Gardens, California 90201, and are available to any interested party on request.
Attention is directed to the provisions of Section 1777.5 (Chapter 1141, Statutes of 1968) and 1777.5 of the Labor Code concerning the employment of apprentices by the Contractor or any such subcontractor under him. Affirmative action to ensure against discrimination in employment practices on the basis of race, color, national origin, age, marital status, ancestry, sex, religion, or handicap will also be required.
The AGENCY will deduct five percent (5%) retention from all progress payments as specified in Section 7-3.2 of these specifications. The Contractor may substitute an escrow holder surety of equal value to the retention. The Contractor shall be beneficial owner of the surety and shall receive any interest thereon. Contractor shall provide AGENCY with weekly payroll reports.
The AGENCY hereby affirmatively ensures that minority business enterprises will be afforded full opportunity to submit bids in response to this notice and will not be discriminated against on the basis of race, color, national origin, age, marital status, ancestry, sex, religion, sexual orientation or handicap in any consideration leading to the award of contract.
In entering into a public works contract, or a subcontract, to supply goods, services, or material pursuant to a public works contract, the Contractor, or subcontractor, offers and agrees to assign to the awarding body all rights, title and interest in, and to, all causes of action it have under Section 4 of the Clayton Act (15 U.S.C. Section 15) or under the Cartwright Act (Chapter 2 [commencing with Section 16700] of part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time the awarding body tenders final payment to the Contractor, without further acknowledgment by the parties.
Bids must be prepared on the approved Proposal forms or copies thereof in conformance with the Instructions to Bidders and submitted in a sealed envelope plainly marked on the outside as follows:
ATP CYCLE 5-BELL GARDENS COMPLETE STREETS IMPROVEMENTS PHASE 1 C.I.P. No. 3903
The bid must be accompanied by cash, a certified or cashier’s check, or bidder’s bond, issued by an “admitted surety insurer” made payable to the CITY for an amount no less than ten percent (10%) of the total base bid amount.
All bidders shall be licensed in accordance with the provisions of the Business and Professions Code and shall possess a State Contractor’s License, Class A, at the time
of bid submittal. The successful Contractor and each of his subcontractors will be required to possess a Business License from the City.
The liquidated damages for this project is five hundred dollars ($ 500.00) per calendar day the project is not completed within the contract time.
The AGENCY reserves the right to reject any or all bids, to waive any irregularity and to take all bids under advertisement for a period of sixty (60) days.
The Contractor shall complete all work in every detail within ninety (90) working days comprised of five (5) working days for mobilization and eighty-five (85) working days for construction, after the effective date in the Notice -to-Proceed with the Work to be issued by the CITY.
BY ORDER OF the City of Bell Gardens, California.
Dated: May 15, 2025
CITY OF BELL GARDENS
OFFICE OF THE CITY MANAGER
EXECUTIVE SUMMARY
TO:Honorable Mayor and City Council Members
FROM: Michael B. O’Kelly, City Manager
BY:Bernardo Iniguez, Director of Public Works/Facilities SUBJECT:Consideration of a Resolution Approving a First Amendment to Contract Services Agreement with Econolite Systems, Inc. for Traffic Signal Maintenance and Repair Services
MEETING DATE:May 12, 2025
RECOMMENDATION: It is staff’s recommendation that the City Council adopt the attached Resolution authorizing the City Manager to execute a First Amendment to the Contract Services Agreement with Econolite Systems, Inc.
BACKGROUND/DISCUSSION:
In May 2021, the City of Bell Gardens (“City”) entered into a Contract Services Agreement (“Agreement”) with Econolite Systems, Inc. (“Econolite”) for traffic signal maintenance and repair services. The scope of services under the Agreement includes the maintenance of the City‘s 38 traffic signals and flashing beacons to minimize disruption to vehicular traffic from signal malfunctions; ensure well-maintained equipment; and improve traffic safety throughout the City. The term of the Agreement was for three years, through April 30, 2024, with an option to extend for up to two additional one-year terms.
On April 16, 2024, the Agreement was amended by way of a Side Letter to exercise the right to extend the term through April 30, 2025; and on April 30, 2025, the Agreement was amended by way of a Side Letter to exercise the right to extend the term through April 30, 2026.
CPI Adjustment Request
The City received a letter dated April 22, 2025, from Econolite requesting an increase to the hourly rates for the final optional one-year term of the Agreement, consistent with a 3% increase in the Consumer Price Index (CPI) for all urban consumers in the Los Angeles Region for the 12-month period ending March 2025.
Econolite has been performing services satisfactorily to date. Staff recommends a CPI adjustment of 3% to the Agreement’s annual compensation amount, effective May 1,
2025, which would increase the annual not-to-exceed amount from $59,750 to $61,542.50.
CONCLUSION:
Approving the First Amendment would approve Econolite’s CPI adjustment request, effective May 1, 2025.
FISCAL IMPACT:
Funding for traffic signal maintenance services is available in the FY 2024/25 operating budget.
APPROVED ELECTRONICALLY BY:
Michael B. O'Kelly, City Manager
Stephanie Vasquez, City Attorney
Manuel Carrillo, Director of Finance and Administrative Services
RESOLUTION NO. 2025-45
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BELL
GARDENS, CALIFORNIA, APPROVING A FIRST AMENDMENT TO THE
CONTRACT SERVICES AGREEMENT BY AND BETWEEN THE CITY OF
BELL GARDENS AND ECONOLITE SYSTEMS, INC. FOR TRAFFIC
SIGNAL MAINTENANCE AND REPAIR SERVICES
WHEREAS, on May 1, 2021, the City of Bell Gardens (“City”) and Econolite Systems, Inc. (“Econolite”) executed and entered into a Contract Services Agreement for traffic signal maintenance and repair services (hereinafter “Master Agreement”); and WHEREAS, on April 16, 2024, the Master Agreement was amended by way of a Side Letter to exercise the right to extend the term through April 30, 2025; and WHEREAS, on April 30, 2025, the Agreement was again amended by way of a Side Letter to exercise the right to extend the term through April 30, 2026; and WHEREAS, the City received a letter from Econolite, dated April 22, 2025, requesting a 3% CPI adjustment to the compensation, effective as of May 1, 2025; and WHEREAS, the City now desires to enter into a First Amendment to amend the Master Agreement with Econolite Systems, Inc. to increase the compensation.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Bell Gardens as follows:
SECTION 1. The City Council hereby finds and determines that the foregoing recitals are true and correct, constitute a material part of this Resolution, and therefore incorporate them herein in their entirety as part of the findings.
SECTION 2. Based upon the above recitals, the staff report accompanying this Resolution, and such other oral and written evidence, the Bell Gardens City Council hereby approves a First Amendment to the Master Agreement with Econolite Systems, Inc., which is attached to the staff report as Exhibit 2.
SECTION 3. The City Council further authorizes and directs the City Manager to execute the First Amendment with Econolite Systems, Inc. on the City’s behalf, along with any other ancillary documents relating thereto, including any other documents consistent with and necessary to implement and effectuate the intent of the City Council as set forth in this Resolution.
SECTION 4. The City Clerk shall attest and certify to the passage and adoption of this Resolution and enter it into the book of original resolutions, and it shall become effective immediately upon its approval.
[Signatures on the following page]
Resolution No. 2025-45
2 of 3
PASSED, APPROVED, and ADOPTED this 12th day of May, 2025.
THE CITY OF BELL GARDENS
_____________________________
Jorgel Chavez, Mayor
APPROVED AS TO FORM: ATTEST:
Stephanie Vasquez Daisy Gomez City Attorney City Clerk
Resolution No. 2025-45
3 of 3
I, , City Clerk of the City of Bell Gardens, hereby CERTIFY that City Council Resolution No. was adopted by the Bell Gardens City Council at a regular meeting of the City Council held on May 12, 2025, and was approved and passed by the following vote:
AYES:
NOES:
ABSTAIN:
ABSENT:
Daisy Gomez
City Clerk
1 2025
FIRST AMENDMENT TO CONTRACT SERVICES AGREEMENT
(Engagement: Traffic Signal Maintenance and Repair Services) (Contractor: Econolite Systems, Inc.)
THIS FIRST AMENDMENT (hereinafter, “First Amendment”) to that certain agreement entitled “Contract Services Agreement” and dated May 1, 2021 (hereinafter, the “Master Agreement”), is hereby made and entered into this ____ day of ____________, 2025 (hereinafter, “Effective Date”) by and between the CITY OF BELL GARDENS, a municipal corporation (hereinafter, “CITY”) and ECONOLITE SYSTEMS, INC. (hereinafter, “CONTRACTOR”). For purposes of this First Amendment, the capitalized term “Parties” shall be a collective reference to both CITY and CONTRACTOR. The capitalized term “Party” may refer to either CITY or CONTRACTOR interchangeably, as appropriate.
RECITALS
This First Amendment is made and entered into with respect to the following facts:
WHEREAS, on May 1, 2021, the Parties executed and entered into the Contract Services Agreement for traffic signal maintenance and repair services by the CONTRACTOR in the CITY; and
WHEREAS, under terms of the Master Agreement, CITY had the option to extend the Agreement for a maximum of two (2) one-year terms; and
WHEREAS, pursuant to the terms of the Master Agreement, on April 16, 2024, the Parties availed themselves of the first optional one (1) year extension (hereinafter, “First Extension”); and
WHEREAS, pursuant to the terms of the Master Agreement, on April 30, 2025, the Parties availed themselves of the second optional one (1) year extension (hereinafter, “Second Extension”); and
WHEREAS, for purposes of this First Amendment, the Master Agreement as amended by way of the First Extension Letter and Second Extension Letter, may be referred to collectively as the “Master Agreement”. The Master Agreement is attached and incorporated hereto as Exhibit “A”; and
WHEREAS, under the terms of the Master Agreement, the CITY agreed to pay CONTRACTOR a an annual not-to-exceed sum of FIFTY-NINE THOUSAND SEVEN HUNDERED FIFTY DOLLARS ($59,750) (hereinafter, “Annual Not-to-Exceed Sum”); and
WHEREAS, a on April 30, 2025, CONTRACTOR requested a CPI increase of three percent (3%), effective as of May 1, 2025, and would remain in place for the remainder of the Term (hereinafter, “2025 CPI Request Letter”); and
WHEREAS, the 2025 CPI Request Letter is attached and incorporated hereto as
2 Exhibit “B”; and
WHEREAS, the Parties now wish to increase the Annual Not-to-Exceed Sum by
ONE THOUSAND SEVEN HUNDRED NINETY-TWO DOLLARS AND FIFTY CENTS ($1,792.50) for a new total Annual Not-to-Exceed Sum of SIXTY-ONE THOUSAND FIVE HUNDRED FORTY-TWO DOLLARS AND FIFTY CENTS ($61,542.50).
NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:
SECTION 1. Section 4b. (COMPENSATION) of the Master Agreement is hereby amended to increase the Annual Not-to-Exceed Sum of FIFTY-NINE THOUSAND SEVEN HUNDERED FIFTY DOLLARS ($59,750) by ONE THOUSAND SEVEN HUNDRED NINETY-TWO DOLLARS AND FIFTY CENTS ($1,792.50) for a new total Annual Not-to Exceed Sum of SIXTY-ONE THOUSAND FIVE HUNDRED FORTY-TWO DOLLARS AND FIFTY CENTS ($61,542.50) which shall be effective as of May 1, 2025 and shall continue through the remainder of the Term.
SECTION 2. Except as otherwise set forth in this First Amendment, the Master Agreement shall remain binding, controlling, and in full force and effect. Section 24 of the Master Agreement notwithstanding, this First Amendment, together with the Master Agreement, shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in both documents.
SECTION 3. The provisions of this First Amendment shall be deemed a part of the Master Agreement and except, as otherwise provided under this First Amendment, the Master Agreement, all provisions contained therein shall remain binding and enforceable.
In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Master Agreement, the provisions of this First Amendment shall control, but only in so far as such provisions conflict with the First Extension and Master Agreement, and no further.
(SIGNATURES ON NEXT PAGE)
3 IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to be executed on the day and year first appearing above.
CITY:
CITY OF BELL GARDENS
By:__________________________________
Michael B. O’Kelly, City Manager
Date:
APPROVED AS TO FORM:
By:__________________________________
Stephanie Vasquez, City Attorney
CONTRACTOR:
ECONOLITE SYSTEMS, INC.
By:_____________________________
Name:_________________________
Title: ___________________________
Date:
4 EXHIBIT “A”
MASTER AGREEMENT
2021
CONTRACT SERVICES AGREEMENT
Contractor: Econolite Systems, Inc.)
Nature of Engagement: City of Bell Gardens Traffic Signal Maintenance & Repair Services)
THIS CONTRACT SERVICES AGREEMENT ( hereinafter, " Agreement") is made and entered into this 1st day of May, 2021 ( hereinafter, the " Effective Date"), by and between the CITY OF BELL GARDENS, a municipal corporation ( hereinafter, " City") and ECONOLITE SYSTEMS, INC. ( hereinafter, " Contractor"). For the purposes of this Agreement, City and Contractor may be referred to collectively by the capitalized term Parties." The capitalized term " Party" may refer to City or Contractor interchangeably.
RECITALS
WHEREAS, City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose; and WHEREAS, City desires to engage the services of a company to perform Traffic Signal Maintenance and Repair Services for the City; and WHEREAS, City staff has determined that Contractor possesses the skills, experience and expertise required to competently provide the services and tasks contemplated under this Agreement; and
WHEREAS, the execution of this A emenT
jwas.
approve by theCity of BellGardens
Council at its RegularMeeting of 9AVIV, 117W, VI NOW,
THEREFORE, for and in considerationof the mutualcovenants and conditions herein contained, City and Contractoragree as follows: Section
1. Term. a.
This Agreementshall commenceon the EffectiveDate and shall have a Termof three ( 3) years. This Agreementmay be extendedby Citysubjectto its sameterms and conditionsfor two (2) additionalextension terms of one (1) year, provided City issueswritten notice of itsintentto extendthe Termof theAgreementprior to theexpirationof theinitialTerm. b.
Nothingin thisSectionshall operateto prohibitor otherwiserestrict the City's abilityto terminatethis Agreementat anytimefor convenienceor forcauseas providedunder Section 5 of thisAgreement. Section
2. Scopeof Work.
a. Subject to the terms and conditions of this Agreement, Contractor agrees to provide the tasks that are set forth in that certain requestfor proposal of the City entitled " Request for Proposal for Traffic Signal Maintenance and Repair Services" issued on January 28, 2021 ( the " City RFP") which attached and incorporated hereto as Exhibit " A'; and
b, That certain written proposal entitled " Request for Proposal for Traffic Signal Maintenance and Repair Services for City of Bell Gardens" dated March 4, 2021 Contractor Proposal") which is attached and incorporated hereto as Exhibit " B". c. For purposesof this Agreement, the capitalizedterm "Scope of Work" shall be a collective reference to City RFP and Contractor Proposal. In the event of any conflict or inconsistency between the provisions of the City RFP and Contractor Proposal, the City RFPshall governand controlbutonly to the extentof the conflict or inconsistency and no further.
d. Contractor also agrees to furnish City with all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competentlyperform and timely complete the services and tasks set forth in the Scope of Work. For purposes of this Agreement, the capitalized term "Work" shall be a collective reference to all of the various services and tasks described under the Scope of Work.
e. By executing this Agreement, Contractor warrants that Contractor: ( i) has thoroughly investigated and considered the nature of the work, services and tasks to be performed under this Agreement; ( ii) has carefully considered how the Work should be performed; and ( iii) fully understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement.
Contractor warrants that Contractor has or will investigate any location where the Work is to be performedand is or will befully acquaintedwith the conditionsthere existing, prior to undertaking any service or task requested by City in the manner described under Section 3, below. Should the Contractor discover any latent or unknown conditions which will materially affect the performance of the services hereunder, Contractor shall immediately inform the City of such fact and shall not proceed, exceptat Contractor's risk untilwritten instructionsare receivedfrom the City Representative as defined herein.
f. In the event Contractor ceases to perform the Work agreed to under this Agreement or otherwise abandons any undertaking contemplated herein prior to completion and acceptance of the Work, Contractor shall deliver to City immediately and without delay, all materials, records and other work product prepared or obtained by Contractor in the performance of this Agreement.
Furthermore, Contractor shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or
abandonment, less a deduction for any damages, costs or additional expenses which City' may incur as a result of Contractor' s cessation or abandonment.
Section 3. Prosecution of Work.
a. Time is of the essence of this Agreement and each and every provision contained herein. The Work shall be commenced within three ( 3) calendar days of City's issuance of a written notice to proceed (" Notice to Proceed"). b. Contractor shall cooperate with City and in no manner interfere with the work of City, its employees or other consultants, contractors or agents. c. Contractor shall not perform any additional services or tasks beyond those expressly identified in the Scope Work without prior authorization from City in the form of a written work order( s) issued by the City Representative ( each such written request hereinafter referred to as a " Work Order"). Each Work Order shall include the following information:
1. A detailed description of the specific services or tasks requested;
2. The location of where the particular services or tasks are to be performed, if applicable;
3. A not -to -exceed budget for performing the services or tasks;
4. A timeline for completing the requested services or tasks;
5. Any other information City deems necessary and relevant to the requested services or tasks; and
6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.
Section 4. Compensation.
a. Contractor shall perform the various services and tasks set forth in the Scope of Work in accordance with the hourly rates provided in Contractor' s Proposal Schedule, which is attached and incorporated to the Contractor Proposal. b. Section 2(a) notwithstanding, Contractor shall perform all of the various services and tasks that comprise the Work for an annual sum of FIFTY- NINE THOUSAND SEVEN HUNDRED FIFTY DOLLARS ($ 59, 750) ( hereinafter, the " Annual Nat - to - Exceed Sum"). Contractor further agrees that the Annual Not - to - Exceed Sum is inclusive of compensation for all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the Work. As specified under subsection ( d) of this Section, below, the Annual Nat -to -Exceed sum shall be paid to Contractor in increments as the Work is completed.
c. In the event Contractor' s charges are projected to exceed the Annual Not-to-
Exceed Sum prior to the completion of all of the Work, City may suspend Contractor' s performance pending City approval of any anticipated expenditures in excess of the Annual Not -to -Exceed Sum or any other City -approved amendment to the compensation terms of this Agreement.
d. Followingthe conclusionof each calendar month, Contractorshall submit to City an itemized invoice indicating the services and tasks performed during the recently concluded calendar month. If any subtotal of charges set forth in the invoice is a function of hours worked by Contractor' s personnel, the invoice shall indicate the number of hours worked in the recently concluded calendar month, the job title/classification of the person( s) performing the services or tasks, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed within the subtotal. Within thirty ( 30) calendar days of receipt of each invoice, City shall notifyContractorin writingof any disputedamountsincludedin the invoice. Within forty-five (45) calendarday of receiptof each invoice, City shall pay all undisputed amounts included on the invoice. City shall not withhold applicable taxes or other authorized deductions from payments made to Contractor.
Section 5. Standard of Care. Contractor represents, acknowledges and agrees as follows:
a. Contractor shall perform all Work skillfully, competently and to the highest standards applicable to the Contractor' s field;
b. Contractor shall construct and complete the Work in a good, workmanlike and prompt manner reasonably acceptable to City and shall furnish all labor and materials necessary to accomplish the same;
c. Contractor shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act ( Government Code Section 81000 et seq. );
d. Contractor understands the nature and scope of the work to be performed under this Agreement as well as any and all schedules of performance; e. All of Contractor' s employees and agents ( including but not limited to Contractor' s subcontractors and subconsultants) possess sufficient skill, knowledge, training and experience to perform those services and tasks contemplated under this Agreement; and
f. All of Contractor' s employees and agents ( including but not limited to Contractor' s
subcontractors and subconsultants) possess all licenses, permits, certificates, qualificationsandapprovalsofwhatevernaturethatarelegallyrequiredto perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement.
The Parties acknowledge and agree that Contractor shall perform, at Contractor' s own cost and expense and without any reimbursement from City, any services or tasks necessary to correct any errors or omissions caused by Contractor' s failure to comply with the standard of care set forth under this Section or by any like failure on the part of Contractor' s employees, agents, subcontractors and subconsultants. Such effort by Contractor to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven ( 7) calendars days from the date of discovery or such other extended period of time authorized by the City Representative in writing and absolute discretion. The Parties acknowledge and agree that Contractor' s acceptance of any work performed by Contractor or on Contractor' s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that City has relied upon the foregoing representations of Contractor, including but not limited to the representation that Contractor possesses the skills, training, knowledge and experience necessary to perform the Work in a skillful and competent manner equivalent to, the standard of performance generally recognized as being employed by professionals performing the same type of work and services in the State of California.
Section 6. Representatives.
a. Citv Representative. For the purposes of this Agreement, the City's representative shall be the Director of Public Works ( hereinafter, the " City Representative"). It shall be Contractor' s responsibility to assure that the City Representative is kept informed of the progress of the performance of the services, and Contractor shall refer any decisions which must be made by City to the City Representative. b. Contractor Representative. For the purposes of this Agreement, Contractor hereby designates Christopher J. Hanson, Operations Manager, as its representative authorized to act on its behalf with respect to Contractor' s performance under this Agreement and to make all decisions in connection therewith ( the " Contractor Representative"). Notice to the Contractor Representative whether written or verbal shall constitute notice to Contractor.
Section 7. Contractor' s Personnel
a. Contractor represents that it has, or will secure at its own expense, all personnel required to perform the Work and all other services and tasks necessary for
Contractor to competently and timely complete any tasks and services requested by way of City -issuedWork Order. All work, servicesand tasks will be performed under Contractor' s supervision, and Contractor' s personnel engaged in the performance of the work, services and tasks contemplated under this Agreement, including subcontractors and their personnel, shall possess the qualifications, permits and licenses required by applicable law to perform such work, services and tasks on behalf of Contractor.
b. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvalsas may be requiredby lawfor the performanceof the Work. Contractor shall have the sole obligation to pay for any fees, assessments and taxes, plus applicablepenaltiesand interest, which may be imposedby law and arisefrom or are necessary for the Contractor' s performance of the Work, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties, or interest levied, assessed, or imposedagainst CITY hereunder. c. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Work.
d. If, at any time during the term of this Agreement, City requeststhe removalof any person( s) or subcontractor( s) assigned by Contractor to perform services pursuant to this Agreement, Contractor shall remove any such person immediately upon receiving notice from City of such request.
e. Contractor shall be responsible for payment of all wages and benefits owed to Contractor' s employees and the payment of subcontractors engaged by Contractor in. the performance of this Agreement. Contractor shall also comply with all requirements pertaining to employer' s liability, workers' compensation, unemployment insurance, and Social Security.
f. Contractor shall obtain and maintain during the Term of the Agreement all necessary licenses, permits and certificates required by law for the performance of the Work contemplated under this Agreement.
Section 8. Warranty.
a. Contractor warrants all materials used, equipment installed, and improvements constructed under this Agreement shall: ( i) meet all conditions of the Agreement; and ( ii) shall be free from all defects in design, materials and workmanship for a period of one (1) year after completionof the Work and acceptanceby City. If any defects are discovered within twelve ( 12) months following acceptance by City, Contractor shall be solely responsible for the correction of those defects and
6FUN T
installed, and improvements constructed by Contractor in the performance of this Agreement.
M
b. Contractorshall transfer to City all of Contractorl's rightsto and interestto any and all manufacturers' warranties or guarantees for any materials, equipment or fixtures installed by ntractor in the performance of this Agreement. Where applicable, ad aowner-beneficiary any suchwarrantiesmanufacturers' guarantees.
Contractor shall deliverto Cityall thewrittenmaterialcomprisingthe Contractor subsectionwarranty
or
guaranteeis in fullforceand effectfrom the datethe Citystartsusing the equipmentor fixtures. All manufacturers' warranties or guaranteesshall be in addition to theContracloeswarranty set forthundersubsection (a) of thisSection, above or of thisSection, below. c.
In additionto all manufacturers'warranties and all otherwarrantiesimplied bylaw, Contractor warrants that all materialsused, equipment installed, and improvements constructed in theperformanceof thisAgreementshall conform -t#: the Scopeof Workand any additionalplans, drawingsor specificationsincorporated into this Agreement. A.
PerformanceIIUnlesswaived + r CityRepresentativeswriting, Contractor shall executeand provideto Cityconcurrentlywith this Agreementa Performance Bond in the amountof the total Not - to -Exceedd Sum. The PerformanceBond shall be in a formapprovedby City.payment „ all be made to Contractoruntil the PerformanceBond has been receivedand approvedby theCityor therequirementfor the PerformanceBond has beenwaived. Labor and MaterialsBond. i",,
s
waivedby theCityRepresentativesin writing, Contractor
shall executeand provideto Cityconcurrentlywith this Agreementa Labor and MaterialsBond in theamountof the Not -to - ExceedSum. The Labor and MaterialsBond shall be in a formapprovedby City. No paymentshall be made to Contractoruntil the Laborand MaterialsBond has been receivedand approved by theCity. a.
Contractor and any subcontractorperforming or contractingany portionof theWork shall complywith all applicableprovisions of theCaliforniaLabor Code for all workers, laborers and mechanicsof all crafts, classificationsor types, including, but necessarilyfollowing:
in performance of the Work shall constitute a legal day's work under this Contract. Contractor and any subcontractor shall pay workers overtime pay not less than 1 1/2 times the base rate of pay) as required by California Labor Code Section 1815. Contractor and any subcontractor shall, as a penalty to the City, forfeit twenty-five dollars ($ 25) for each worker employed in the execution of the contract by the respective contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation to the provisions of Article 3 of Chapter 1 of Part 7, Division 2 of the California Labor Code, which is incorporated by this reference as though fully set forth herein.
2. Pursuant to the provisions of California Labor Code, Sections 1770 et. seq., Contractor and any subcontractor under Contractor shall pay not less than the prevailing rate of per diem wages as determined by the Director of the California Department of Industrial Relations. Pursuant to the provisions of California Labor Code Section 1773.2, Contractor is hereby advised that copies of the prevailing rate of per diem wages and a general prevailing rate for holidays, Saturdays and Sundays and overtime work in the locality in which the work is to be performedfor each craft, classification, or type of worker required to execute the Contract, are on file in the office of the District Secretary, which copies shall be made available to any interested party on request. Contractor shall post a copy of said prevailing rate of per diem wages at each job site. b. As required by Section 1773.1 of the Califomia Labor Code, Contractor shall pay travel and subsistence payments to each worker needed to execute the Work, as such travel and subsistence payments are defined in the applicable collective bargainingagreementsfiled in accordancewith this Section.
C. To establish such travel and subsistence payments, the representative of any craft, classification, or type of workman needed to execute the contracts shall file with the Department of Industrial Relations fully executed copies of collective bargaining agreements for the particular craft, classification or type of work involved. Such agreements shall be filed within ten ( 10) days after their execution and thereafter shall establish such travel and payments. d. Contractor shall comply with the provisions of Section 1775 of the California Labor Code and shall, as a penalty to City, forfeit up to fifty dollars ($ 50) for each calendar day, or portion thereof, for each worker paid less than the prevailing rate of per diem wages for each craft, classification, or type of worker needed to execute the contract. Contractor shall pay each worker an amount equal to the difference between the prevailing wage rates and the amount paid worker for each calendar day or portionthereof for which a worker was paid less than the prevailingwage rate. Contractor is required to pay all applicable penalties and back wages in the event of violation of prevailing wage law, and Contractor and any subcontractor shall fully complywith California Labor Code Section 1775, which is incorporated
ensuringe.
Contractor and any subcontractor shall maintain and make available for inspectio payroll records as required by Labor Code Section 1776, which is incorporated this reference as though fully set forth herein. Contractor is responsible f rnce with Labor Code- 1F- andd + i; a -
payroll records containing all such information as maybe called for under Lab f. Contractorand , i; any subcontractorsshall, employ - person apprenticeable craft or trade, apply to the joint apprenticeship committ administering the apprenticeship standards of the craft or trade in the area of th, work AY1, M f i Contractor or subcontractorunder
apprenticeship standards for the employment and training of apprentices in th, area or industryM comply other o'
though fully set forth herein. The responsibility of compliance with California Lab 1777. 5 q' , the California Labor Code, which i incorporated reference Code Section 1777.5 during the performance of this contract rests with Contracto Pursuant to California Labor Code Section 1777. 7, in the event Contractor fails to comply with the provisions of California Labor Code Section 1777.
Contractor shallY' , , ; denied 1: right to bid on any
o ';
publicworks contract o p
three ( 3) years from the date noncompliance is determined and be assessed ci 4 it ll}„ i 4*" ', v,, "" # w ,,,; f a ,
provisionsof Section3700of the Labor Codewhich requiresevery employerto be insured against liabilityfor Workers' Compensationor to undertakeself-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencingthe performanceof the Work of this contract." A subcontractor is not allowed to commence the Work on the project until verification of Workers' Compensation Insurance coverage has been obtained and verified by Contractor and submitted to the City Engineer for the City's review and records. h. In accordance with the provisions of Section 1727 of the California Labor Code, the City, before makingpaymentto Contractorof moneydue under a contractfor public works, shall withhold and retain therefrom all wages and penalties which have been forfeited pursuant to any stipulation in the contract, and the terms of Chapter 1, Part 7, Division 2 of the California Labor Code ( commencing with Section 1720). But no sum shall be withheld, retained or forfeited, except from the final payment, withouta full investigationby either the Divisionof LaborStandards Enforcement or by the City.
Section 11. Documents and Data. All specifications, operational manuals, reports, documents or other written material (" written products") developed by Contractor in the performance of this Agreement shall be and remain the property of City. All data, documents, discussion, or other information received by Contractor from City or provided for performanceof this Agreementare deemedconfidentialand shall not be disclosedby Contractor without prior written consent by City. City shall grant such consent if disclosure is legallyrequiredor necessaryto providethe servicesunderthisAgreement. All City data shall be returned to City upon the termination of this Agreement. Contractor' s covenant under this Section shall survive the termination of this Agreement.
Section 12. Prohibited Interests. Contractor warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Contractor warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokeragefee, gift or other considerationcontingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the absolute and unfettered right to rescind this Agreement without liability or penalty. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
Section 13. Independent Contractor.
a. The Parties acknowledge, understand and agree that Contractor and Contractor' s employees, subcontractors, subconsultants and agents and all persons or entities acting on Contractor's behalf in the performance of this Agreement are independent contractors and not employees, officers or officials of the City.
Contractor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Contractor has no authority or responsibility to exercise any rights or power vested in City. No agent, officer, or employee of City is to be considered an employee of Contractor. It is understood by both Contractor and City that this Agreement shall not, under any circumstances, be construed or considered to create an employer -employee relationship or a joint venture. b. Contractor, its agents, officers, subcontractors and employees are and, at all times during the term of this Agreement, shall represent and conduct themselves as independent contractors and not as employees, officials or officers of the City. c. Contractor shall determine the method, details and means of performing the Work.
Contractor shall be responsible to City only for the requirements and results specified in this Agreement or any individual Work Order. Contractor has control over the manner and means of performing the services under this Agreement.
Contractor is permitted to provide services to others during the same period as it provides services to City under this Agreement.
d. If, in the performance of this Agreement, any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision, and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Contractor. e. As an independent contractor, Contractor hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer -employee relationship exists by reason of this Agreement.
Section 14. Conflicts of Interest. Contractor hereby warrants for itself, its employees, and subcontractors that those persons presently have no interest and shall not obtain any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement. No person having such conflicting interest shall be employed by or associated with Contractor in connection with this project.
Contractor hereby warrants for itself, its employees, and subcontractors that no such person shall engage in any conduct which would constitute a conflict of interest under any City ordinance, state law or federal statute. Contractor agrees that a clause substantially similar to this Section shall be incorporated into any sub -contract that Contractor executes in connection with the performance of this Agreement.
Section 15. Non - Discrimination. During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, medical condition, marital status, age (over 40) or set. Contractor and subcontractors shall ensure that the evaluation and treatment of their employees and
applicants for employment are free of such discrimination. Contractor and subcontractors shall comply with the provisions of the Fair Employmentand HousingAct (Gov. Code, Section 12990 et seq.) and the applicable regulations promulgated hereunder ( California Code of Regulations, Title 2, Section 7285. 0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12990, set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this Contract by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. This Contract shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Agreement.
Section 16. Indemnification.
a. To the fullest extent permitted by law, Contractor hereby agrees, at its sole cost and expense, to defend, protect, indemnify, and hold harmless City and City's elected and appointed officials, officers, attorneys, agents, employees, volunteers, successors, and assigns ( collectively " Indemnitees") from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith ( collectively " Liabilities"), arising or claimed to arise, directlyor indirectly, out of, in connectionwith, resultingfrom, or relatedto any act, failure to act, error, or omission of Contractor or any of Contractor' s officers, agents, servants, employees, subcontractors, materialmen, suppliers or their officers, agents, servants or employees, arising or claimed to arise, directly or indirectly, out of, in connection with, resulting from, or related to this Agreement and the performance or failure to perform any term, provision, covenant, or condition of the Agreement, including this indemnity provision. This indemnity provision is effective regardless of any prior, concurrent, or subsequent active or passivenegligenceby Contractorand shall operateto fully indemnifyIndemnitees against any such negligence. This indemnity provision shall survive the termination of the Agreement and is in addition to any other rights or remedies which Indemnitees may have under the law or elsewhere under this Agreement.
Payment is not required as a condition precedent to an Indemnitee' s right to recover under this indemnity provision, and an entry of judgment against any one or more of the Indemnitees shall be conclusive in favor of the Indemnitees' right to recover under this indemnity provision. Contractor shall pay Indemnitees for any attorney' s fees and costs incurred in enforcing this indemnification provision.
Notwithstanding the foregoing, nothing in this instrument shall be construed to encompass ( a) Indemnitees' sole negligence or willful misconduct to the limited extent that the underlyingAgreementis subjectto Civil Code § 2782( a), or ( b) the contracting public agency' s active negligence to the limited extent that the underlying Agreement is subject to Civil Code § 2782( b). This indemnity is effective without reference to the existence or applicability of any insurance
coverage( s) which may have been required under the Agreement or any additional insured endorsements which may extend to Indemnitees. Accountants, attorneys, or other professionals employed by Indemnitor to defend Indemnitees shall be shall be selected by Indemnitees. Contractor, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contributionagainstthe Indemnitees, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to activities or operations performed by or on behalf of the Indemnitor regardless of any prior, concurrent, or subsequent active or passive negligence by the Indemnitees. b. Contractor' s obligations under this or any other provision of this Agreement will not be limited by the provisions of any workers compensation act or similar act.
Contractor expressly waives its statutory immunity under such statutes or laws as to the Indemnities.
c. Contractor agrees to obtain executed indemnity agreements with provisions identical to those in this Section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. In the event Contractor fails to obtain such indemnity obligations for the benefit of City, Contractor agrees to be fully responsible and indemnify, hold harmless and defend City, its officers, agents, employees and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged, intentional, reckless, negligent or otherwise wrongful acts, errors or omissions of Contractor or any of its officers, employees, servants, agents, subcontractors, volunteers or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys' fees incurred by counsel of City's choice.
d. City does not, and shall not; waive any rights that it may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense. Contractor agrees that Contractor' s covenant under this Section shall survive the termination of this Agreement. e. Contractor shall fully comply with the workers' compensation laws regarding Contractor and Contractor' s employees. Contractor further agrees to indemnify and hold City harmless from any failure of Contractor to comply with applicable workers' compensation laws. City shall have the right to offset against the amount of any fees due to Contractor under this Agreement any amount due to City from Contractor as a result of Contractor' s failure to promptly pay to City any
reimbursement or indemnification arising under this Section.
Section 17. Insurance.
a. Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1. Commercial General Liability Insurance with minimum limits of One Million Dollars ($ 1,000,000) for each occurrence and in the aggregate for any personal injury, death, loss or damage.
2. Automobile Liability Insurance for any owned, non -owned or hired vehicle used in connection with the performance of this Agreement with minimum limits of One Million Dollars ($ 1,000,000) per accident for bodily injury and property damage.
3. Worker' s Compensation insurance as required by the State of California. b. Contractor shall require each of its subconsultants or subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement. c. The policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least A:VII in the latest edition of Best's Insurance Guide.
d. Contractor agrees that if it does not keep the insurance required in this Agreement in full force and effect, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may take out the necessary insurance and pay, at Contractor' s expense, the premium thereon. e. Prior to commencement of work under this Agreement, Contractor shall file with City's Risk Manager a certificate or certificates of insurance showing that the insurance policies are in effect and satisfy the required amounts and specifications required pursuant to this Agreement.
f. Contractor shall provide proof that policies of insurance 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.
g. The general liability and automobile policies of insurance shall contain an endorsement naming City, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns as additional insureds.
All of the policies shall contain an endorsement providing that the policies cannot
be canceled or reduced except on thirty ( 30) days' prior written notice to City.
Contractor agrees to require its insurer to modify the certificates of insurance 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 regard to any notice provisions.
h. The insurance provided by Contractor shall be primary to any other coverage available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Contractor' s insurance and shall not contribute with it.
i. All insurance coverage provided pursuant to this Agreement shall not prohibit Contractor, and Contractor' s employees, agents, subcontractors, or volunteers from waiving the right of subrogation prior to a loss. Contractor hereby waives all rights of subrogation against City.
j. Any deductibles or self -insured retentions must be approved by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -insured retentions with respect to City, or Contractor shall procure a bond guaranteeing payment of losses and expenses.
k. If Contractor 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.
1. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor' s liability or as full performance of Contractor' s duties to indemnify, hold harmless and defend under Section 15 of this Agreement.
Section 18. Records and Inspection. Contractor shall keep, and require subcontractors to keep, such books and records as shall be necessary to document the performance of the Work and enable the City to evaluate the performance the Work. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit, and make records and transcripts from such records. Such records shall be maintained for a period of four ( 4) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required.
Section 19. Termination.
a. Termination for Convenience. City may immediately terminate this Agreement for convenience, without cause and without penalty or liability at any time upon the issuance of written notice to Contractor specifying the effective date of such termination. Such termination for convenience shall be made in writing signed by
the City Representative. Contractormayonly terminatethis Agreementfor cause. b. Termination for Cause. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement or any Work Order ( or fails to timely performor properlyperformany such duty, obligation, serviceor task set forth under this Agreement or any Work Order), an event of default (hereinafter, Event of Default") shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party ( hereinafter referred to as a " Default Notice") which shall specify: ( i) the nature of the Event of Default; ( ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under subsection 19(b)(2) below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
An Event of Default shall include, but shall not be limited to the following: ( i) Contractor' s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; ( ii) Contractor' s and/ or its employees' disregard or violation of any federal, state, local law, rule, procedure or regulation; ( iii) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to Contractor, whether voluntary of involuntary; ( iv) Contractor' s refusal or failure to performor observeanycovenant, condition, obligationor provisionof this Agreement; and/ or ( v) CITY' s discovery that a statement representation or warranty by Contractor relating to this Agreement is false or erroneous in any material respect, including any statement, representation or warranty set forth in the Equipment Specifications.
1. Contractor shall cure the following Events of Defaults within the following time periods:
Within three ( 3) business days of City's issuance of a Default Notice for any failure of Contractor to timely provide City or City's employees or agents with any information and/or written reports, documentation or work product which Contractor is obligated to provide to City or City's employees or agents under this Agreement. Prior to the expiration of the 3-day cure period, Contractor may submit a written request for additional time to cure the Event of Default upon a showing that Contractor has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period. The foregoing notwithstanding, City shall be under no obligation to grant additional time for the cure of an Event of Default under this subsection that exceeds seven ( 7) calendar days from the end of the
ii, Within thirty 1calendar-
any other Event of Default under this Agreement. Prior to the expiratio of the 30-day cure period, Contractor may submit aerequest n Event of Default under thi
ad. + Default
subsection that exceeds thirty ( 30) calendar days from the end of Contractor et. cure „REvent . Default the
Eventof Defaultcannot be reasonablycured within the 30- daycu period.
The foregoingnotwithstanding, City shallbe underno obligatior fib, ofor y initial 30-
day cureperiod. the falsehood
or misrepresentation. Theforegoing notwithstanding, the prior waiverof a falsehoodor misrepresentationas an Eventof Default shallnot operateas a waiveror any otherfalsehoodor misrepresentationlaterdiscovered by City. 2. Except
as otherwisespecifiedin this Agreement, City shall cure any Eventof Defaultasserted by Contractorwithinthirty ( 30) calendardaysof Contractor's issuance of a DefaultNotice, unless the Event of Defaultcannotreasonablybe cured within the 30- daycureperiod. Prior to the expirationof the 30-day cureperiod, City may submita written requestfor additionaltimeto cure theEventof Default its efforts to cure theEvent of Default
andthat the Eventof Defaultcannotbe reasonablycuredwithin the 30- day cureperiod. The foregoingnotwithstanding,. with City'
s failuretotimely payany I , t«, sumsshallNoticecuredby City
withinfive (5) calendardaysfrom the date of Contractor's Default o absolute3.
City,
inits sole and it o immediately suspendContractor' s
performanceunderthis Agreementor any individualWorkOrder or the performanceof any taskor 1} n performedbyContractor underthis Agreementor any individualWorkOrder) pendingContractor's cure ofany EventDefaultbygiving Contractorsuspend Contractor'
s performance (hereinafter, a " Suspension Notice"). City i issue theSuspensionNoticeat any timeuponthe occurrenceof Event of Default.
Uponsuch suspension, Contractorshall be compensatedonlyfor thoseservices and tasks which have been , +, +Contractorreasonableit to the effectivedate of the suspension.o actual or
assertedbreachAgreement n, on
the
parto, City shalloperateto
prohibit or otherwise restrict City's ability to suspend this Agreement as provided herein.
4. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
5. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law.
In addition to any other remedies available to City at law or under this Agreement in the event of any breach of this Agreement, City, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to Contractor, the City may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to Contractor, the City may extend the time of performance;
iii. The City may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for Contractor' s breach of the Agreement or to terminate the Agreement; or
iv. The City may exercise any other available and lawful right or remedy.
Contractor shall be liable for all legal fees plus other costs and expenses that City incurs upon a breach of this Agreement or in the City's exercise of its remedies under this Agreement.
6. In the event City is in breach of this Agreement, Contractor' s sole remedy shall be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to Contractorunder this Agreementfor completed services and tasks. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement.
7. No waiver of any default or breach under this Agreement shall constitute a
waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
Section 20. Force Majeure. The Completion Date shall be extended in the event of any delays due to unforeseeable causes beyond the control of Contractor and without the fault or negligence of Contractor, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor shall within three ( 3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the City Representative such delay is justified. The City Representative' s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Contractor' s sole remedy being extension of the Agreement pursuant to this Section.
Section 21. Notices. Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: ( a) the day of delivery if delivered by hand or overnight courier service during Contractor' s and City's regular business hours; or (b) on the third business day following deposit in the United States. mail, postage prepaid, to the addresses heretofore below, or to such other addresses as the parties may, from time to time, designate in writing. '
If to City:
City of Bell Gardens
Department of Public Works
7100 Garfield Avenue
Bell Gardens, CA 92688
Phone: ( 562) 806- 7700
Attn: Public Works Director
With a courtesy copy to:
Rick Olivarez, City Attorney
Olivarez Madruga Lemieux O' Neill,
LLP
500 S. Grand Ave. Floor 12
Los Angeles, CA 90071
Telephone: ( 213) 744- 0099
If to Contractor:
Econolite Systems Inc.
Christopher J. Hanson
1250 N. Tustin Avenue
Anaheim, CA 92807
Facsimile: ( 213) 744- 0093
Section 22. Prohibition. Contractor shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without City's prior written consent, andany attemptto do so shall bevoid and of no effect. City shall not be obligatedor liable under this Agreement to any party other than Contractor.
Section 23. Attorneys' Fees. In the event that City or Contractor commences any legal action or proceedingto enforce or interpret the provisions of this Agreement, the prevailing Party shall be entitled to recover its costs of suit, including reasonable attorneys' fees.
Section 24. Entire Agreement. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. Except as expressly provided in this Agreement or its Exhibits, in the event of any conflict or inconsistency between the express provisions of this Agreement and provisionsof any document incorporated by reference, the provisions of this Agreement shall prevail and control. This instrument contains the entire Agreement between City and Contractor with respect to the subject matter herein. No other prior oral or written agreements are binding on the parties. Any modification of this Agreement will be effective only if it is in writing and executed by City and Contractor.
Section 25. Governing Law; Jurisdiction. This Agreement shall be interpreted and governedaccordingto the lawsof the Stateof California. Inthe eventof litigationbetween the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, andonly if, applicablelaw requiresthat all or partof any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.
Section 26. Severability. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.
Section 27. Captions. The captions used in this Agreement are solely for reference and the convenienceof the parties. The captionsare not a part of the Agreement, in no way bind, limit, or describe the scope or intent of any provision, and shall have no effect upon the construction or interpretation of any provision herein.
Section 28. Execution. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument.
TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized
representailvesWexecutethisAgreementonthedatessetforthbelow. ttCW
CITY OF BELL GARDENS:
By:
Michael B. O'Kelly, City Manager
Date:
APPROVED AS TO FORM:
on behalf of
BY: .......... . ..........
Rick 0111varez, City Altoeycontractoe,
ECONOLITE
SYSTEMS, INC. Date:
5wml EXHIBIT "
A7
representatives to execute this Agreement on the dates set forth below.
City"
CITY OF BELL GARDENS:
Michael B. OKelly, City Manager
Date:
APPROVED AS TO FORM:
0 Rick Olivarez, City Attorney
Contractor"
ECONOLITE SYSTEMS, INC.
By:
Christopher J Hanson ( Operations Manager)
Date: 5/6/2021
EXHIBIT " A' s
Is
m
CONTRACT DOCUMENTS AND SPECIFICATIONS
FOR
CITY OF BELL GARDENS
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
PROPOSAL SUBMISSION DEADLINE:
SUBMIT PROPOSALS TO:
March 4, 2021 at 5: 00 PM
City Clerk' s Office
7100 Garfield Avenue
Bell Gardens, CA 90201
Chau Vu:
City Clerk' s Office
7100 Garfield Avenue
Bell Gardens, CA 90201
Phone No: ( 562) 806- 7770
FAX No.: ( 562)- 806- 7789
CITY OF BELL GARDENS
REQUEST FOR PROPOSALS ( RFP)
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
IN THE CITY OF BELL GARDENS
RFP DATES
Proposal Period January 28, 2021 — March 4, 2021, 5: 00 PM Proposal Due Date: March 4, 2021 at 5: 00 PM
Tentative Award of Contract March 22, 2021
Tentative Start Date April 1, 2021
Proposals must be submitted via certified mail and received at the City of Bell Gardens, Office of the City Clerk, 7100 Garfield Avenue, Bell Gardens, CA 90201, up to 5:00 P.M. PST on Thursday, March 4, 2021. Only certified mail, FedEx, GSO proposalspostmarkedon or before March4, 2021 will be accepted.
TABLE OF CONTENTS
NOTICE INVITING PROPOSALS A- 1 THRU A- 2
INSTRUCTIONS TO PROPOSERS B- 1 THRU B- 10
PROPOSAL DOCUMENTS
Introduction C- 1
Proposal Submittal Information C- 1 THRU C- 2
Scope of Services C- 2
Response to Proposal C- 3 THRU C- 4
Proposed Pricing for Monthly Services C- 5 THRU C- 6
Proposed Pricing for Extra Work Services C- 7 THRU C- 8 Proposal Response Form C- 9
Non - Collusion Affidavit C- 10
SAMPLE CONTRACTRUAL SERVICES AGREEMENT D- 1 THRU D- 20
ATTACHMENTS
A." SCOPE OF SERVICES FOR ROUTINE MANTENANCE AND
DIAGNOSTICS EXTRAORDINARY WORK
B". SCOPE OF SERVICES FOR TRAFFIC SIGNAL REPAIR AND
RECORD KEEPING
C". TECHNICAL REQUIREMENTS FOR CONTRACTOR PERSONNEL
CARRYING OUT ROUTINE MAINTENANCE
D" SPECIAL PROVISIONS FOR TRAFFIC SIGNAL MAINTENANCE
WORK
E" TRAFFIC SIGNALS AND OTHER SIGNAL EQUIPMENT OWNED
AND OPERATED BY CITY OF BELL GARDENS
If ',/`
I
D1' .
J DI
I
I .\
REQUEST FOR PROPOSAL
YOU
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
CITY OF BELL GARDENS
NOTICE IS HEREBY GIVEN that the City of Bell Gardens is soliciting ( hereinafter the City"), proposals for the above -stated services from qualified licensed, bonded and insured professionals.
Proposals must be submitted via certified mail and received at the City of Bell Gardens, Office of the City Clerk, 7100 Garfield Avenue, Bell Gardens, CA 90201, up to 5:00 P.M. PST on Thursday, March 4, 2021. Only certified mail, FedEx, GSO proposals postmarked on or before March 4, 2021 will be accepted.
Copies of the Requests for Proposals, Proposal Documents, Contract Documents and Specifications are available on the City's website at 0 11111141110A IIDia .................... . .... . ..... . ...................... ......
Control + Click to follow link). The Requests for Proposals, Proposal Documents, Contract Documents and Specifications can also be emailed, at no cost, by forwarding a request for an electronic copy to Veronica Sanchez at vsanchez@beligar'dens.org
Any contract entered into pursuant to this notice will incorporate the provisions of the State Labor Code. In accordance with Labor Code Section 1770 et seq., the Project is a " public work." The selected Proposer ( Contractor) and any Subcontractors shall pay wages in accordance with the determination of the Director of the Department of Industrial Relations (" DIR") regarding the prevailing rate of per them wages. Copies of those rates are on file with the DIR, and are available to any interested party upon request. The Contractor shall post a copy of the DIR's determination of the prevailing rate of per them wages at each job site. These services are subject to compliance monitoring and enforcement by the DIR.
In accordance with Labor Code Sections 1725. 5 and 1771. 1, no contractor or subcontractor shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [ with limited exceptions for bid purposes only under Labor Code Section 1771. 1( a)].
Contractors shaft provide their DIR Contractor Registration Number in the Proposal Response Form.
Pursuant to the provisions of Section 1773.2 of the Labor Code of the State of California, the minimum prevailing rate of per them wages for each craft, classification or type of workman needed to execute the contract shall be those determinedbythe Directorof IndustrialRelationsof the Stateof California (DIR).
A- 1
The City hereby affirmativelyensures that minority business enterpriseswill be affordedfull opportunityto submit proposalsin responseto this noticeand will not be discriminated against on the basis of race, color, national origin, ancestry, sex, or religionin any considerationleadingto the awardof contract.
In entering into a public works contract, or a subcontract, to supply goods, services, or materialspursuantto a public works contract, the Contractor, or subcontractor, offers and agrees to assign to the awarding body all rights, title and interest in, and to, all causesof action it may have under Section4 of the ClaytonAct (15 U:S.C.
Section 15) or under the Cartwright Act (Chapter 2 commencing with Section 16700 of Part 2 of Division 7 of the Business and Professions Code), arising from purchas- es of goods, services, or materials pursuant to the public works contract or the subcontract. This assignment shall be made and become effective at the time the awarding body tenders final payment to the Contractor, without further acknowledgement by the parties.
The successful Proposer shall be licensed in accordance with provisions of the Business and Professions Code and shall possess a State Contractor's License Class C- 27 or A at the time this contract is awarded. The Proposer and their subcontractors will be required to possess business licenses from the City.
No Bid Bond is required. The City shall not be liableto pay any cost incurredby anyfirm or personsin submittinga proposalin responseto this requestfor request for proposal. Concurrent with the execution of an agreement and maintained throughout its duration, the contractor shall deposit with the Bell Gardens City Clerk a cash deposit, irrevocable letter of credit, or other such document evidencing an irrevocablecash deposit payable to the city in the amount of five thousand dollars ($ 5, 000), in a form approved by the city attorney, guaranteeing the contractor' s faithful performance of the executed agreement.
Proposals must be prepared on the approved Proposal forms in conformance with the Instructions to Proposers and submitted in a sealed envelope plainly marked on the outside as follows:
SEALED PROPOSAL FOR TRAFFIC SIGNAL MAINTENANCE SERVICES IN THE CITY OF BELL GARDENS —
DO NOT OPEN WITH REGULAR MAIL"
The City reservesthe right to reject any or all proposals, to waive any irregularity and to take all proposals under advisement for a period of 30 days.
The City reserves the right to negotiate final terms with the selected Proposer, if any.
Awardmay be madeto the Proposerofferingthe mostadvantageousproposalafter consideration of all Evaluation Criteria.
BY ORDER OF the City of Bell Gardens.
A- 2
CITY OF BELL GARDENS
INSTRUCTIONS TO PROPOSERS
d 0101141111
Before submitting a proposal, the Proposer shall carefully examine the scope of services and other contract documents and ensure that they have a clear understanding of the contract requirementsregarding the 1 u, ,"; of
INTERPRETATION OF PROPOSAL AND DOCUMENTS
If any person contemplates. submission of a proposal for the proposed contract and is in doubt '' kn M, of any part of the scope of services, proposed contract documents, or finds discrepancies in, or omissions from the proposal, they may submit to the D., Public a written request for an interpretation or correction1, the requestbe
responsible for its prompt delivery.
Any interpretation or correction of the proposed documents shall be made only by addendum duly issued and copy of such addendum will be mailed or delivered to each person receiving a set of such documents. Neither the Director of Public Works or the City will be responsible for any other explanation or interpretation of the proposed documents. Proposals shall not contain any recapitulation of the work to be done. Alternative proposals will not be considered.
LEGAL RESPONSIBILITIES
All proposals must be submitted, filed, made, and executed in accordancewith State and Federal laws relating to proposals for contracts of this nature whether the same are expressly referred to herein or not.
Any Proposersubmittinga proposalshall by such actiontherebyagreeto eachand all of the terms, conditions, provisions, and requirementsset forth, contemplated, and referred to in scope of services, contract documents, and to full compliance therewith.
SUBMISSION OF PROPOSAL
Proposals shall be submitted in a sealed envelope plainly marked on the outside as follows:
SEALED PROPOSALS FOR TRAFFIC SIGNAL MAINTENANCE AND REPAIR
SERVICES IN THE CITY OF BELL GARDENS - DO NOT OPEN WITH REGULAR MAIL".
Proposals must be submitted via certified mail and should include all responses related to items as listed under Response to Proposal. However, it is the Proposer's responsibilityalone to ensure delivery of the proposal prior to the proposal's submissiondeadline. Late proposalswill not be consideredand will be returned to the Proposer unopened.
WITHDRAWAL OF PROPOSALS
A proposalmay be withdrawnby a written requestsigned by the Proposer. Such requests must be delivered to the City's designated official prior to proposal submission deadline. Proposals may not be withdrawn after said hour without forfeiture of the proposal guarantee. The withdrawal of the proposal will not prejudicethe rightof the Proposerto submita new proposal, providingthere is time to do so.
REJECTION OF PROPOSALS
This RFP does not commit the City to award any contract. The City reserves the right, at its sole discretion, to reject any or all proposals without penalty, to waive irregularitiesin any proposalsor in the RFP procedures, and to be the final judge as to which proposalsare responsive, responsible, and mostqualified. Any proposalthat containsitems not specified, itemsthat are incorrect, has incompleteportionsof itemsscheduled, or does not respondto items in the manner specified in this RFP may be considered non- responsive and may be rejected on these bases at the sole discretion of the City. Proposals offering less than 90 days for acceptancefrom the proposed ProposalsDue Date may be
considered non -responsive and may be rejected. Non -award of any proposal will notimplyanycriticismof theproposalor conveyanyindicationthatthe proposal was deficient. Non -award of any proposal will mean that either another proposal was deemed more advantageous to the City, or that no proposal was deemed acceptable.
L•7: IE01+1lLei4& 1101V J; l I III-XVA1i il Proposer
shall declarethat the onlypersonsor partiesinterestedin theproposalas principals are thosenamedtherein; that no office, agent, or employeeof theCityof Bell Gardensis personallyinterested, directly or indirectly, in theproposal; that the proposal is madewithoutconnectionto anyotherindividual, firm, or corporationmaking a proposalfor the samework; and that the proposalis in all respectsfair and withoutcollusion or fraud. The Non - CollusionAffidavit shall be executedand submitted with the proposal. DISCREPANCIES
AND_ MISUNDERSTANDINGSProposer
must satisfythemselvesby personalexaminationof theScopeof Services and othercontractdocuments, and by anyothermeansas theymay believe necessary, as to theactualphysicalconditions, requirementsand difficultiesunder which the workmust be performed. No Proposershall at anytime after submission of a proposalmake any claimor assertionthat therewas any misunderstanding or lackof informationregarding the natureor amountof worknecessary for the satisfactorycompletion of the job. It is the Proposer's responsibility for the accuracyof theirproposalsand to ensurethat the proposedamounts are enteredcorrectlyand mathematicallychecked. Any errors, omissions, or discrepanciesfound in theScopeof Services, or othercontractdocumentsshall be calledto theattentionof theCity and clarifiedprior to thesubmissionof proposals.
If
theunit priceand the totalamountnamed by theProposerfor anyitem are not in agreement, the unit price alone will be consideredas representingthe Proposer' s intentions, and the totalswill be correctedto conformthereto. Any error in additionof theamountsconstitutingthe itemsof theProposalSchedule will be correctedand such correctedtotal shall be usedto determinethe successful Proposer. All pricesor sumsshall includeall salesand othertaxes which may be applicable. PROPOSERS
INTERESTED IN MORETHAT ONE PROPOSALNo
person, firm or corporationshall be allowedto makeor fileor beinterestedin more than one proposalfor the samework, unlessalternateproposalsare called - for.
However, a person, firm or corporationwho has submitteda sub -proposalto a Proposer, or whohas quotedprices on materialsto a Proposer, is nottherebydisqualified from submittinga sub -proposalor quotingto otherProposers. AKI
ASSIGNMENT OF CONTRACT
No assignment by the Contractor of the, contract that is to be entered into hereunder or of any part thereof, or of funds to be received thereunder by the Contractor will be recognized by the awarding authority unless such assignment has had the prior approval of the awarding authority and the Surety has been given due notice of such assignment in writing and has consented thereto in writing.
If the Contractor intends to subcontract any portion of the work requested, the Proposal must state the name and address of each subcontractor who will perform work, labor, or render service to the Contractor in or about the construction of the work, in the amount equal to one- half of one percent ( 1/2 of 1 %) of the Contractor' s total proposal, and that portion of the work shall be included on the sheet provided in the Contract Documents.
AWARD OF CONTRACT
If awarded, the contract will be awarded based on Evaluation Criteria listed below, including, but not limited to, qualifications, experience, and community benefits provided. The City reserves the right to reject all proposals and to contract for services in the manner that most benefits the City including awarding more than one contract if desired. In no event will an award be made until all necessary investigations are made to the responsibility and qualifications of the contractor to whom the award is contemplated.
Should an agreement be awarded, this Request for Proposal and Scope of Services and all conditions may become part of the agreement between the City the successful Proposer.
No Proposer may withdraw their proposal for a period of thirty ( 30) days after the time set for opening thereof.
AWARD CRITERIA
General Provision — The awardof any contractshall be at the sole discretionof the City. It is the intentto makean awardto one Proposerfor all requirementsalthough the City reservesthe rightto make multipleawards dependingon the City's needs and what is in the best interest of the City. The City may accept or reject any or all proposals in whole or in part and may waive informalitiesin the process. The contents of the proposal of the selected Proposer will become the basis for a contractual obligation when the award of proposals is made.
Traffic Signal Maintenance Services Proposals Award — EVALUATION CRITERIA
Proposals that meet the submittal requirements will be selected for further evaluation and negotiations by the City. Selection of the top proposals shall be based on the following criteria:
Evaluation Criteria
Points
Possible
A Qualifications ( company organization, 20
licensed/ staff)
B Resources ( equipment, number of personnel 20
assigned to contract)
C Level of experience with similar projects 20
D References from public agencies ( city reserves 10
right to contact any former agency not referenced)
E Costs 25
F Community Benefit 5
Total Points Possible 1 100
At the conclusion of the Proposal solicitation period, the City will review each submission, and then rank the Proposals according to evaluation criteria.
TERM OF CONTRACT
The initial contract shall cover three ( 3) years and the contract period shall be three years from date of execution by the City. The City may extend the effective termination date of the contract, thereafter, by mutual agreement of the parties for one-year periods, not to exceed twenty- four ( 24) months. The renewal periods can be authorized administratively by the City Manager.
Proposer understands that this contract shall not bind nor purport to bind the City for any contractual commitment in excess of the original contract period. In the event the City exercises its options, all terms, conditions, and provisions of the original contract shall remain the same and apply during the extension period, unless otherwise mutually agreed to in writing by both parties.
Negotiations for contract extension may begin three ( 3) months before the effective termination date of the agreement in force and they shall end forty-five 45) days after the beginning date for contract extension. Should the City and the contractor not agree to the terms of a contract extension, the City may request proposals for the service with the intent that the service will continue uninterrupted until a new contract is awarded.
AMENDMENT OF CONTRACT
M
At any time during the contract, including those times when the contract is amended to extend the length of the contract, the City may, with the approval of the Bell Gardens City Council, enact amendments to the contract that are mutually agreeable to both parties.
All amendments, with the exception of amendments that extend the length of the contract, shall take effect thirty ( 30) days from the date on which both parties formally agree in writing to enact the amendments unless the parties mutually agree to a shorter time period.
PREVAILING WAGES RATES
It shall be mandatory upon the Contractor to whom the agreement is awarded to pay not less than the prevailing rates of wages to all workers employed by him in the execution of the agreement. The Contractor will be required to comply with the California Labor Code, Article 2, Section 1770 through 1780 inclusive and Article 5, Section 1810 through 1861 inclusive ( Laws and Regulations governing the payment of prevailing wages). The Contractor shall pay its employees the general prevailing rate of wages as determined by the Director of the Department of Industrial Relations. Contractor and any of their subcontractors shall keep an accurate payroll record showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the- actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed. The payroll records shall be certified, available for inspection, and copies thereof furnished with the payment requests as prescribed in Section 1776 of the Labor Code. Contractor shall keep the City informed as to the location of the records and shall be responsible for the compliance with these requirements by all subcontractors.
ADDENDA OR BULLETINS
All proposers are advised as to the possibility of issuance of addenda affecting the items, scope or quantity of the service required for this project. Each proposer shall be fully responsible for informing themselves as to whether or not any such addenda have been issued. The effect to all addenda to the contract documents shall be considered in the proposal, and said addenda shall be made a part of the contract documents and shall be returned with them. Failure to cover in the proposal any such addenda issued may render the proposal irregular and may result in its rejection by the City.
WORKER' S COMPENSATION CERTIFICATE
Section 3700 of the State Labor Code requires that every employer shall secure the payment compensation by either being insured against liability to pay compensation
with one or more insurers or by securing a certificate of consent to self -insure from the State Director of Industrial Relations.
In accordance with the section and Section 1861 of the State Labor Code, the contractor shall sign a Compensation Insurance Certificate which is included with the Contract Agreement and submit same to City of Bell Gardens along with the other required contract documents, prior to performing any services.
Reimbursement for this requirement shall be considered as included in the various items of services.
IRREGULAR - PROPOSALS
Unauthorized conditions, limitations or provisions attached to a proposal will render it irregular and may cause its rejection. The completed proposal forms shall be without interlineations, alterations or erasures. Alternative proposals will not be considered unless specifically requested. No oral, telegraphic or telephonic proposal, modification, or withdrawal will be considered.
DISQUALIFICATION OF PROPOSERS
In the event that any Proposer acting as a prime contractor has an interest in more than one proposal, all such proposals will be rejected and the Proposer will be disqualified. This restriction does not apply to subcontractors or suppliers who may submit quotations to more than one Proposer, and while doing so, may also submit a formal proposal as a prime contractor. Proposals will be accepted from Proposers who are not licensed in accordance with the provisions of the State Business and Professions Code; however, the successful Proposer shall be licensed in accordance with provisions of the Business and Professions Code and shall possess a State Contractor's License, Class C-27, at the time a contract for this work is awarded.
INSURANCE AND OTHER REQUIREMENTS
INSURANCE
With respect to performance of work under this agreement, Contractor shall maintain insurance from a company acceptable to City as described below:
A. Worker' s Compensation insurance with State of California statutory limits and employer' s liability insurance with limits of not less than $ 1, 000, 000 per accident. Worker's Compensationshall cover all employeesand independent Contractor drivers.
B. Comprehensive general liability insurance with a combined single limit of not less than $ 1,000,000 per occurrence. Such insurance shall:
1. Include coverage of all vehicles used in this service.
M
2. Name the City, its elected and appointed officials, officers, employees, and agents as additional insured.
3. Be primary for all purposes.
4. Contain standard cross - liability provisions.
C. Proposer shall:
1. Furnish a statement of insurance with the Proposal describing to what extent they meet these requirements by types and amounts of coverage or provide copies of certificates of insurance already in place which meet the minimum requirements.
2. Furnish properly executed certificates of insurance to City prior to start of work under this agreement, such certificates shall clearly evidence all coverage required above and provide that such insurance shall not be materially changed, terminated, or allowed to expire except on 30 days' prior written notice to City; and
3. Maintain such insurance from the time work first starts until completion of the work under this agreement.
FAITHFUL PERFORMANCE DEPOSIT
Concurrent with the execution of an agreement and maintained throughout its duration, the Proposer shall deposit with the Bell Gardens City Clerk a cash deposit, irrevocable letter of credit, or other such document evidencing an irrevocable cash deposit payable to the city in the amount of five thousand dollars ($ 5, 000), in a form approved by the city attorney, guaranteeing the contractor' s faithful performance of this agreement.
FEES. PERMITS. TAXES. AND CERTIFICATES
The Proposer shall have the sole obligation to pay all license fees, assessments and taxes, including but not limited to use, sales, property, or other taxes, plus penalties and interest which may be imposed on the Proposeras a result of the work under the contract.
PAYMENT
The contractor shall invoice the City monthly, submitting all management reports along with its invoice. The City shall pay the contractor monthly and within a reasonable time from receipt of invoice, in a manner consistent with the city' s normal accounts payable practices. Failure to pass inspection on any maintenance repair or service will result in non-payment for that item until such item as the contractor can present the item to the City in acceptable form.
PAYMENT PENALTY
M.
The City will withhold $ 100 per day should all routine monthly maintenance, reporting and other regularly scheduled routine maintenance items not be performed within the prescribed timeframes.
TERMINATION OF THE CONTRACT
A. The City shall have the right to terminate the contract upon giving a thirty 30) day written notice of such termination to the contractor. In the event of such termination, the City shall determine the amount of fees to be paid to the contractor for services rendered to the date of termination. This determination, in the amount determined and as approved by the Bell Gardens City Council, shall be final and conclusive.
Any of the following provisions may result in termination of the contract executed between the City and the successful Proposer:
1) Bankruptcy of the Contractor or assignment by it to the benefit of its creditors.
2) Failure or refusal of the Contractor ( after written warnings by the City) to perform the services specified in the contract in a manner satisfactory to the City.
3) Failure or refusal of the contractor to comply with the instructions of the city or with applicable federal, state, and local laws. 4) Any evidence of fraud or over- billing to the City.
5) Any loss of funding or non -appropriation of funds as a result of budget considerations.
6) Unavailability of the person designated in the contract as the contractor' s project manager.
C. The Contractor may terminate the contract by providing the City with written notification submitted at least forty-five ( 45) days before the Contractor' s desired date of contract termination.
D. The City and Contractor may mutually terminate the contract if a new contract is established and approved by both parties.
For technical questions, contact:
Veronica Sanchez
Administrative Spe
4 All written questions will be If and conveyed to
Respondents via the City' s online portal. Oral statements regarding this RFP by any persons should be considered unverified information unless conveyed M- M' questions be received ir
writing or emailby , PM Thursday, February2021.
I: m
REQUEST FOR PROPOSALS
FOR ANNUAL CONTRACT FOR
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
INTRODUCTION
The City of Bell Gardens, Public Works Department, is accepting proposals from firms to provide Traffic Signal Maintenance and Repair Services. The contract amount may vary between $ 80, 000 to $ 100,000 depending on the City's needs and other non-scheduled activity.
The City is seeking the services of a Traffic Signal Maintenance and Repair firm, which can assist the City in meeting the demands for supporting a growing traffic signal system. A firm with experienced personnel, a good track record and established procedures for performing signal maintenance and repair tasks will be an ideal choice for the City.
The total amount of work available will be a function of the amount of work that is required due to collision damage, vandalism, and the number of traffic signals in service.
PROPOSAL SUBMITTAL INFORMATION
A. Submittal of Pro ppsal: Two copies of the proposal shall be submitted in response to this RFP. Proposals should be plainly marked on the outside: " SEALED PROPOSAL FOR TRAFFIC SIGNAL
MAINTENANCE AND REPAIR SERVICES IN THE CITY OF BELL
GARDENS - DO NOT OPEN WITH REGULAR MAIL" The proposal
shall be submitted no later than 5:00 p.m. on March 4, 2021, and be addressed as follows:
City of Bell Gardens
City Clerk's Office
7100 Garrield Avenue
Bell Gardens, CA 90201
Attn : Chau Vu, Public Works Director
Proposals must be prepared on the approved Proposal forms which include:
Proposed Pricing for Monthly Services ( Pages C- 5 and C- 6), Proposal Response Form ( Page C- 9), Proposed Pricing for Extra Work Cost Schedule Pages C- 7 and C- 8) and the Non - collusion Affidavit ( Page C- 10), and all information stipulated in the Response to Proposal ( Pages C- 3 and C- 4).
Late submittals will not be considered. Fax submittals will not be accepted.
B. Examination of the content of the RFP: By submitting a response, the applicant representsthat it has conducted a field review, thoroughly C- 1
examined, and become familiar with the contents of the RFP and conditions of the standard City contract documents ( Contractual Services Agreement) ( Attached), and that it is capable of performing quality work to achieve the City's objectives.
C. Pre -Contractual Exr)enses: The City shall not be liable to pay any cost incurred by any firm or persons in submitting a proposal in response to this request for qualification/request for proposal.
D. Contract Award: Issuance of this RFP and receipt of proposals does not commit the City to award a contract. The City reserves the right to accept or reject any or all responses received in reply to this RFP; reject or cancel in part or in its entirety this request for proposals.
Similarly, all responses to this request for proposals shall become the propertyof the City andwill be retainedor disposedof accordingly.
SCOPEOF SERVICES
See Attachments " N' and " B" for Scope of Services,
C- 2
RESPONSE TO PROPOSAL
A. Introduction:
In addition to the Proposed
contain the following:
Pacing, the Proposal at a minimum must
Identification of the offering firm including name, address, telephone and fax number;
2. Acknowledgment of the receipt of RFP addenda if any; and
3. Name( s), title, address and telephone number of contact person during period of proposal evaluation.
4. Department of Industrial Relations License Number.
B. Qualifications: The overall capabilities of the Proposer' s organization should be discussed in this section. Include a brief summary of the firm's history, its recent related experience of top level management and the ability of persons assigned to perform the work. Possession of appropriate business license and any specified certifications.
C. Personnel: This section must delineate the experience, license, certification, and/or background of the personnel and an organization chart. Detailed experience with Econolite control equipment is essential.
D. Schedule: This section shall list the ability of the firm to respond to requested repair response and knock downs to provide for the City's monthlymaintenanceperiod. The amountof time neededto respond to a call -out shall be provided in the amount of time that it will require to reach City Hall in Bell Gardens.
E. Reference: List three ( 3) former or present municipal clients for whom comparable services have been performed by the firm's employees within last five years. Include the name, mailing address, and telephone number of each client's, principal representative.
References will be contacted with a request to rate the quality of the firm' s service.
F. Authorization: The proposal shall be signed by an official authorized to bind the firm and shall contain a statement to the effect that the proposal is valid for ninety (90) days.
C- 3
G. Insurance: Insurance certificates are required prior to contract execution. Special attention is directed to review the indemnification and insurance requirements in the contract documents ( Contractor Services Agreement). Proposal must state that Contractor has read the City of Bell Gardens indemnification and insurance requirements and shall meet these requirements upon selection.
H. Estimated Costs: Estimated Costs and the Hourly Rate schedule for personnel and equipment shall be included and will be valid for at least one ( 1) year from the effective date of the contract. Prevailing wages will be included for all applicable personnel. Costs will be providedfor the monthlymaintenanceperiod, and repairresponsefor knock downs or other requested repairs.
Proposals: Proposals shall be typed and submitted on 8. 5" x 11" size paper, using a simple method of fastening. Proposal shall not include any unnecessary, elaborate or promotional material. Excessive lengthy narrative is discouraged; presentation shall be clear and concise.
J. Invoices: The proposer must indicate in the proposal that they will meet the reasonable requirements for Bell Gardens invoicing, identifying each intersection, the work performed and when and how long it takes.
C- 4
J Z101:161-1 4-1191JLCZ
FOR THE
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
MONTHLY SERVICES
TO: Chau Vu, Public Works Director
City of Bell Gardens
71 OOGarrield
Bell Gardens, CA 90201
Name of Proposer Firm
To furnish the traffic signal maintenance and repair services described in this proposal, the Proposer would charge the prices given below. Please complete this form or in an attachment, and sign and date this form and any amending document.
1) Routine traffic signal maintenance and repairs per intersection for ' 38 Existing Intersections: $ each per month;
2) Routine traffic signal maintenance and repairs per each location for 18 Flashing Pedestrian Beacon: $ each per month;
3) Routine traffic signal maintenance and repairs per each location for 8 Pedestrian Crosswalk Signals: $ - each per month;
4) Routine traffic signal maintenance and repairs per each location for 31 Radar Speed Display Signals: $ each per month.
Total Proposal Amount in figures:
total per month
Total Proposal Amount written in words:
This proposed price includes monthly night inspection and annual conflict monitor testing.
C- 5
The undersigned certifies that the foregoing prices are valid for ninety ( 90) days from the proposal due date, and that these will be the prices maintained throughout the contract period.
Name, Title
Authonz ... ed Signature
C- 6
Date
PROPOSED PRICING
FOR THE
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
EXTRA WORK COST SCHEDULE
Hourly Rate Hourly Rate
Regular Time Overtime
Superintendent
Signal Maintenance Technician
Laborer
Painter
Engineering Technician
Transportation Systems Electrician)
2. EQUIPMENT
Flex Lift ( Bucket Truck)
Pickup Truck
Service Truck w/ generator and tools $
Crane with Operator
Boom Ladder Truck
Concrete Saw
Compressor
Any equipment not specified above will be at Industry Market Rate.
3. MATERIALS
Suppliers invoice price ( cost) shall be provided by Contractor.
4. SUBCONTRACTED SERVICES
Suppliers invoice price ( cost) shall be provided by Contractor.
Nu
Rate/Trip
5. JOB SITE INSPECTION ( When reauested) per hour
6. PAINTING OF CONTROLLER CABINETS each
Clean, primer, and repaint controllercabinetexterior surfaceswith paint color as specified by City.
7. REPLACING OF LOOP DETECTORS
6' x 6' THREE OR FOUR TURN Type A or Type E Loop Detector, Including saw cut lead in. $ each
8. OVERHEAD & PROFIT
NOT TO EXCEED 20%)
To be added to Contractor' s verified invoice amount %
9. 24- HOUR TOLL FREE EMERGENCY NUMBER
NN
PROPOSAL RESPONSE FORM
FOR
TRAFFIC SIGNAL MAINTENANCE AND REPAIR SERVICES
TO: CITY OF BELL GARDENS
I Z101I,
IW07L I 3-1r, I rd , 17-1 , M,
F_'T§TDT_.T=W
ME001F A IHIRTANl E 0 0 119 WTV14HKITAF_,T nz
AUTHORIZED SIGNATURE TITLE
Print Name) DATE
DIR Contractor Registration Number:
The above -signed agrees to furnish to the City of Bell Gardens with the scope of services and conditions set forth in the Proposed Pricing for the Traffic Signal Maintenance and Repair Services — Monthly Services and the Proposed Pricing for the Traffic Signal Maintenance and Repair Services — Extra Work Cost Schedule., in detail without exceptions other than by mutual agreement.
SUBSCRIBED BEFORE ME on this day of 2021.
Notary Public) My Commission Expires
C- 9
STATE OF CALIFORNIA
Kell P 11M o 9
NON - COLLUSION AFFIDAVIT
being first duly swom, deposes and says that he/she is
of
Title) ( Name of Proposer)
the party making the foregoing proposal; that the proposal is not made in the interest of, or on behalf of, and undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and non collusive or sham; that the proposer has not directly or indirectly colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrainfrom proposing; that the proposerhas not in any manner, directlyor indirectlycolluded, conspired, connived, or agreedwith any proposeror anyoneelseto put in a sham proposal, or that anyoneshallrefrainfrom proposing; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposeror any other proposer, or to fix any overhead, profitor cost elementof the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information submitted his or her proposal price or any breakdownthereof, or the contentsthereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, proposal depository, or to any member or agent thereof to effectuate a collusive or sham proposal.
Signature)
Typed Name)
SUBSCRIBED BEFORE ME on this day of , 2021.
Notary Public) My Commission Expires:
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Did"',iN p`I
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Jl_ r 1 5 ` f,_ U
CONTRACT AGREEMENT
YOU
IN THE CITY OF BELL GARDENS
THIS CONTRACT SERVICES AGREEMENT ( hereinafter, " Agreement") is made and entered into this day of ( hereinafter, the
Effective Date"), by and between the CITY OF BELL GARDENS, a municipal corporation ( hereinafter, " City") and ( hereinafter,
Contractor"). For the purposes of this Agreement, City and Contractor may be referred to collectively by the capitalized term " Parties." The capitalized term Party" may refer to City or Contractor interchangeably.
WHEREAS, City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose; and
WHEREAS, City desires to engage the services of a company to perform - for the City; and
WHEREAS, City staff has determined that Contractor possesses the skills, experience and expertise necessary to complete required and
WHEREAS, the execution of this Agreement was approved by the City of Bell Gardens Council at its Regular Meeting of
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor agree as follows:
Section 1. Term.
D- 1
a. This Agreement shall commence on the Effective Date and shall have a Term of three ( 3) years. This Agreement may be extended by City subject to its same terms and conditions for two ( 2) additional extension terms of one ( 1) year, provided City issues written notice of its intent to extend the Term of the Agreement prior to the expiration of the initial Term. b. Nothing in this Section shall operate to prohibit or otherwise restrict the City's ability to terminate this Agreement at any time for convenience or for cause as provided under Section 5 of this Agreement.
Section 2. Scope of Work.
a. Subject to the terms and conditions of this Agreement, Contractor agrees to provide the tasks that are set forth in that certain request for proposal of the City entitled " Request for Proposal
issued on January 28, 2021 ( the
City RFP Work Scope") which attached and incorporated hereto as Exhibit " A"; and
b. That certain written proposal entitled " Request for Proposal for City of Bell Gardens" dated
the Proposal Work Scope") which is attached and
incorporated hereto as Exhibit " B".
c. For purposes of this Agreement, the capitalized term " Scope of Work" shall be a collective reference to City RFP Work Scope and the Tree Maintenance Contract Proposal Work Scope. In the event of any conflict or inconsistency between the provisions of the document entitled City RFP Work Scope and the provisions of the document entitled Contract Proposal Work Scope, the requirements of the document entitled City RFP Work Scope shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or inconsistency between the provisions of the Scope of Work and the provisions of this Agreement to which the Scope of Work is attached, the provisions of this Agreement shall govern and control.
d. Contractor also agrees to furnish City with all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work AF
necessary to competently perform and timely complete the services and tasks set forth in the Scope of Work. For purposes of this Agreement, the capitalized term " Work" shall be a collective reference to all of the various services and tasks described under the Scope of Work.
Section 3. Prosecution of Work.
a. Time is of the essence of this Agreement and each and every provision contained herein. The Work shall be commenced within three ( 3) calendar days of City's issuance of a written notice to proceed (" Notice to Proceed").
b. Contractor shall cooperate with City and in no manner interfere with the work of City, its employees or other consultants, contractors or agents.
C. Contractor shall not perform any additional services or tasks beyond those expressly identified in the Scope Work without prior authorization from City in the form of a written work order(s) issued by the City Representative each such written request hereinafter referred to as a " Work Order"). Each Work Order shall include the following information:
1. A detailed description of the specific services or tasks requested;
2. The location of where the particular services or tasks are to be performed, if applicable;
3. A not -to -exceed budget for performing the services or tasks;
4. A timeline for completing the requested services or tasks;
5. Any other information City deems necessary and relevant to the requested services or tasks; and
6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.
Section 4. Compensation.
a. Contractor shall perform the various services and tasks set forth in the Scope of Work in accordance with the hourly rates provided in Contractor' s Proposal Schedule, which is attached and incorporated hereto as Exhibit " C".
b. Section 2(a) notwithstanding, Contractor shall perform all of the various services and tasks that comprise the Work for an annual not - to -exceed sum of ( hereinafter, the
Not - to - Exceed Sum"). Contractor further agrees that the Nat - to -Exceed Iow
Sum is inclusive of compensation for all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the Work. As specified under subsection ( d) of this Section, below, the Not -to -Exceed sum shall be paid to Contractor in increments as the Work is completed.
c. In the event Contractor' s charges are projected to exceed the Not -to - Exceed Sum prior to the completion of all of the Work, City may suspend Contractor' s performance pending City approval of any anticipated expenditures in excess of the Not -to -Exceed Sum or any other City - approved amendment to the compensation terms of this Agreement. d. Following the conclusion of each calendar month, Contractor shall submit to City an itemized invoice indicating the services and tasks performed during the recently concluded calendar month. If any subtotal of charges set forth in the invoice is a function of hours worked by Contractor' s personnel, the invoice shall indicate the number of hours worked in the recently concluded calendar month, the job title/classification of the person(s) performing the services or tasks, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed within the subtotal. Within thirty ( 30) calendar days of receipt of each invoice, City shall notify Contractor in writing of any disputed amounts included in the invoice. Within forty-five ( 45) calendar day of receipt of each invoice, City shall pay all undisputed amounts included on the invoice. City shall not withhold applicable taxes or other authorized deductions from payments made to Contractor.
Section 5. Standard of Care. Contractor represents, acknowledges and agrees as follows:
a. Contractor shall perform all Work skillfully, competently and to the highest standards applicable to the Contractor' s field;
b. Contractor shall construct and complete the Work in a good, workmanlike and prompt manner reasonably acceptable to City and shall furnish all labor and materials necessary to accomplish the same;
c. Contractor shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act ( Government Code Section 81000 of seq.);
M,
d. Contractor understands the nature and scope of the work to be performed under this Agreement as well as any and all schedules of performance; e. All of Contractor' s employees and agents ( including but not limited to Contractor' s subcontractors and subconsultants) possess sufficient skill, knowledge, training and experience to perform those services and tasks contemplated under this Agreement; and
f. All of Contractor' s employees and agents ( including but not limited to Contractor' s subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement.
The Parties acknowledge and agree that Contractor shall perform, at Contractor' s own cost and expense and without any reimbursement from City, any services or tasks necessary to correct any errors or omissions caused by Contractor' s failure to comply with the standard of care set forth under this Section or by any like failure on the part of Contractor' s employees, agents, subcontractors and subconsultants. Such effort by Contractor to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven ( 7) calendars days from the date of discovery or such other extended period of time authorized by the City Representative in writing and absolute discretion. The Parties acknowledge and agree that Contractor' s acceptance of any work performed by Contractor or on Contractor' s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that City has relied upon the foregoing representations of Contractor, including but not limited to the representation that Contractor possesses the skills, training, knowledge and experience necessary to perform the Work in a skillful and competent manner equivalent to, the standard of performance generally recognized as being employed by professionals performing the same type of work and services in the State of California.
Section 6. Representatives.
a. City+ Representative. For the purposes of this Agreement, the City's representative shall be Director of Public Work, Chau Vu ( hereinafter, the City Representative"). It shall be Contractor' s responsibility to assure that the City Representative is kept informed of the progress of the performance of the services, and Contractor shall refer any decisions which must be made by City to the City Representative.
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b. Contractor Representative. For the purposes of this Agreement, Contractor hereby designates , as its representative
authorized to act on its behalf with respect to Contractor' s performance under this Agreement and to make all decisions in connection therewith the " Contractor Representative"). Notice to the Contractor Representative whether written or verbal shall constitute notice to Contractor.
Section 7. Contractor' s Personnel
a. Contractor represents that it has, or will secure at its own expense, all personnel required to perform the Work and all other services and tasks necessary for Contractor to competently and timely complete any tasks and services requested by way of City -issued Work Order. All work, services and tasks will be performed under Contractor' s supervision, and Contractor' s personnel engaged in the performance of the work, services and tasks contemplated under this Agreement, including subcontractors and their personnel, shall possess the qualifications, permits and licenses required by applicable law to perform such work, services and tasks on behalf of Contractor.
b. Contractor shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the Work. Contractor shall have the sole obligation to pay for any fees, assessmentsandtaxes, plusapplicablepenaltiesandinterest, whichmay be imposed by law and arise from or are necessary for the Contractor' s performance of the Work, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties, or interest levied, assessed, or imposed against CITY hereunder.
c. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Work. d. If, at any time during the term of this Agreement, City requests the removal of any person( s) or subcontractors) assigned by Contractor to perform services pursuant to this Agreement, Contractor shall remove any such person immediately upon receiving notice from City of such request. e. Contractor shall be responsible for payment of all wages and benefits owed to Contractor' s employees and the payment of subcontractors engaged by Contractor in the performance of this Agreement. Contractor
shall also comply with all requirements pertaining to employer' s liability, workers' compensation, unemployment insurance, and Social Security.
Contractor shall obtain and maintain during the Term of the Agreement all necessary licenses, permits and certificates required by law for the performance of the Work contemplated under this Agreement.
Section 8. Warranty.
a. Contractor warrants all materials used, equipment installed, and improvements constructed under this Agreement shall: ( i) meet all conditions of the Agreement; and ( ii) shall be free from all defects in design, materials and workmanship for a period of one ( 1) year after completion of the Work and acceptance by City. If any defects are discovered within twelve ( 12) months following acceptance by City, Contractor shall be solely responsible for the correction of those defects and Contractor' s sole cost and expense. The warranty set forth under this subsection ( a) of Section 7 shall be in addition to any warranties for materials used, equipment installed, and improvements constructed by Contractor in the performance of this Agreement.
b. Contractor shall transfer to City all of Contractor' s rights to and interest to any and all manufacturers' warranties or guarantees for any materials, equipment or fixtures installed by Contractor in the performance of this Agreement. Where applicable, City shall be named as the owner - beneficiary in any such warranties or guarantees. Contractor shall deliver to City all the written material comprising the manufacturers' warranties or guarantees. Contractor shall ensure that each warranty or guarantee is in full force and effect from the date the City starts using the equipment or fixtures. All manufacturers' warranties or guarantees shall be in addition to the Contractor' s warranty set forth under subsection ( a) of this Section, above or subsection ( c) of this Section, below.
C. In addition to all manufacturers' warranties and all other warranties implied by law, Contractor warrants that all materials used, equipment installed, and improvements constructed in the performance of this Agreement shall conform to the Scope of Work and any additional plans, drawings or specifications incorporated into this Agreement.
Section 9. Surety Bond.
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A Performance Bond. Unl+, waived by the City Representatives Contractor shall execute and provide to City concurrently with this Agreement a Performance Bond in the amount of the total Not - to - Exceed Sum. The Performance Bond shall be in a form approved by City. No payment shall be made to Contractor until the Performance Bond has been received and approved by the City or the requirement for , Performance Bond has been waived.
4. Labor and Materials Bond. Unless waived by the City Representatives w,,','
Exceedwriting,
Contractor shall execute and provide to City concurrently with th Agreement a Labor and Materials Bond in the amount of the Not- t Sum. The Labord Materials Bond shall be i form approv li by City. No payment shall be made to Contractor until the Labor a Materials Bond has been received and approved by the City.
Section 12. IndependentContractor.
a ',° Parties , ; mod; ! understand , "' " and agree h Contractor a Contractor' s employees, b ' M „ and agents and
all persons or entities acting on Contractor' s behalf in the performance of this Agreement are independent contractors and not employees, officers or officials of the City. Contractor, by virtue of this Agreement, has no O, 7
authority to bind or incur any obligation on behalf of City. Contractor has no authority or responsibility to exercise any rights or power vested in City.
No agent, officer, or employee of City is to be considered an employee of Contractor. It is understood by . both Contractor and City that this Agreement shall not, under any circumstances, be construed or considered to create an employer -employee relationship or a joint venture. b. Contractor, its agents, officers, subcontractors and employees are and, at all times during the term of this Agreement, shall represent and conduct themselves as independent contractors and not as employees, officials or officers of the City.
c. Contractor shall determine the method, details and means of performing the Work. Contractor shall be responsible to City only for the requirements and results specified in this Agreement or any individual Work Order.
Contractor has control over the manner and means of performing the services under this Agreement. Contractor is permitted to provide services to others during the same period as it provides services to City under this Agreement.
d. If, in the performance of this Agreement, any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision, and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Contractor.
e. As an independent contractor, Contractor hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer -employee relationship exists by reason of this Agreement.
Section 13. Conflicts of Interest. Contractor hereby warrants for itself, its employees, and subcontractors that those persons presently have no interest and shall not obtain any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement.
No person having such conflicting interest shall be employed by or associated with Contractor in connection with this project. Contractor hereby warrants for itself, its employees, and subcontractors that no such person shall engage in any conduct which would constitute a conflict of interest under any City ordinance, state law or federal statute. Contractor agrees that a clause substantially similar to this Section shall be incorporated into any sub -contract that Contractor executes in connection with the performance of this Agreement.
Section 14. Non - Discrimination. During the performance of this Agreement, M
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indemnity provision. Contractor shall pay Indemnitees for any attorney' s fees and costs incurred in enforcing this indemnification provision.
Notwithstanding the foregoing, nothing in this instrument shall be construed to encompass ( a) Indemnitees' sole negligence or willful misconduct to the limited extent that the underlying Agreement is subject to Civil Code § 2782( a), or ( b) the contracting public agency' s active negligence to the limited extent that the underlying Agreement is subject to Civil Code § 2782( b). This indemnity is effective without reference to the existence or applicability of any insurance coverage( s) which may have been required under the Agreement or any additional insured endorsements which may extend to Indemnitees. Accountants, attorneys, or other professionals employed by Indemnitor to defend Indemnitees shall be shall be selected by Indemnitees. Contractor, on behalf of itself and all parties claiming under or through it, hereby waives all rights of subrogation and contribution against the Indemnitees, while acting within the scope of their duties, from all claims, losses and liabilities arising out of or incident to activities or operations performed by or on behalf of the Indemnitor regardless of any prior, concurrent, or subsequent active or passive negligence by the Indemnitees.
b. Contractor' s obligations under this or any other provision of this Agreement will not be limited by the provisions of any workers compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to the Indemnities. c. Contractor agrees to obtain executed indemnity agreements with provisions identical to those in this Section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. In the event Contractor fails to obtain such indemnity obligations for the benefit of City, Contractor agrees to be fully responsible and indemnify, hold harmless and defend City, its officers, agents, employees and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged, intentional, reckless, negligent or otherwise wrongful acts, errors or omissions of Contractor or any of its officers, employees, servants, agents, subcontractors, volunteers or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys' fees incurred by counsel of City's choice.
d. City does not, and shall not; waive any rights that it may possess against Contractor because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement.
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This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense. Contractor agrees that Contractor' s covenant under this Section shall survive the termination of this Agreement.
e. Contractor shall fully comply with the workers' compensation laws regarding Contractor and Contractor' s employees. Contractor further agrees to indemnify and hold City harmless from any failure of Contractor to comply with applicable workers' compensation laws. City shall have the rightto offsetagainstthe amountof anyfeesdueto Contractorunderthis Agreement any amount due to City from Contractor as a result of Contractor' s failure to promptly pay to City any reimbursement or indemnification arising under this Section.
Section 16. Insurance.
a. Contractor shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1. Commercial General Liability Insurance with minimum limits of One Million Dollars ($ 1, 000, 000) for each occurrence and in the aggregate for any personal injury, death, loss or damage.
2. Automobile Liability Insurance for any owned, non -owned or hired vehicle used in connection with the performance of this Agreement with minimum limits of One Million Dollars ($ 1,000,000) per accident for bodily injury and property damage.
3. Worker' s Compensation insurance as required by the State of California.
b. Contractor shall require each of its subconsultants or subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement.
c. The policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least A:VI.I in the latest edition of Best' s Insurance Guide.
d. Contractor agrees that if it does not keep the insurance required in this Agreement in full force and effect, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may take out the necessary insurance and pay, at Contractor' s expense, the D- 12
premium thereon.
e. Prior to commencement of work under this Agreement, Contractor shall file with City's Risk Manager a certificate or certificates of insurance showing that the insurance policies are in effect and satisfy the required amounts and specifications required pursuant to this Agreement. f. Contractor shall provide proof that policies of insurance 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 furnishedat least two weeks prior to the expiration of the coverages.
g. The general liability and automobile policies of insurance shall contain an endorsement naming City, its elected officials, officers, agents, employees, attorneys, servants, volunteers, successors and assigns as additional insureds. All of the policies shall contain an endorsement providingthat the policies cannot be canceled or reduced except on thirty 30) days' prior written notice to City. Contractor agrees to require its insurer to modify the certificates of insurance 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 regard to any notice provisions.
h. The insurance provided by Contractor shall be primary to any other coverage available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Contractor' s insurance and shall not contribute with it. i. All insurance coverage provided pursuant to this Agreement shall not prohibit Contractor, and Contractor' s employees, agents, subcontractors, or volunteers from waiving the right of subrogation prior to a loss.
Contractor hereby waives all rights of subrogation against City. j. Any deductibles or self -insured retentions must be approved by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -insured retentions with respect to City, or Contractor shall procurea bondguaranteeingpaymentof losses and expenses. k. If Contractor is a Limited Liability Company, general liability coverage D- 13
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.
I. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor' s liability or as full performance of Contractor' s duties to indemnify, hold harmless and defend under Section 15 of this Agreement.
Section 17. Records and Inspection. Contractor shall keep, and require subcontractors to keep, such books and records as shall be necessary to document the performance of the Work and enable the City to evaluate the performance the Work. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit, and make records and transcripts from such records. Such records shall be maintained for a period of four ( 4) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required.
Section 18. Termination.
a. Termination for Convenience. City may immediately terminate this Agreement for convenience, without cause and without penalty or liability at any time upon the issuance of written notice to Contractor specifying the effective date of such termination. Such termination for convenience shall be made in writing signed by the City Representative. Contractor may only terminate this Agreement for cause.
b. Termination for Cause. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement or any Work Order ( or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement or any Work Order), an event of default ( hereinafter, " Event of Default") shall occur.
For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party ( hereinafter referred to as a "Default Notice") which shall specify: ( i) the nature of the Event of Default; ( ii) the action required to cure the Event of Default; ( iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under subsection 19(b)(2) below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default D- 1 4