conflict arises.
21.3. If the CONSULTANT meets the definition of a “Consultant” as defined by the Regulations of the Fair Political Practices Commission, CONSULTANT will file the appropriate financial disclosure documents required by the Campbell Municipal Code and the Political Reform Act of 1974, as amended from time to time.
SECTION 22. NONDISCRIMINATION; COMPLIANCE WITH ADA.
22.1. CONSULTANT certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person due to that person’s political opinions or affiliations; or because of race, religion, color, national origin, disability, medical condition, marital status, sex, age or sexual orientation.
22.2. CONSULTANT understands and agrees that pursuant to the Americans Disabilities Act (“ADA”), programs, services and other activities provided by a public entity to the public, whether directly or through a contractor or subcontractor, are required to be accessible to the disabled public. CONSULTANT will provide the Services specified in this Agreement in a manner that complies with the ADA and any other applicable federal, state and local disability rights laws and regulations, as amended from time to time. CONSULTANT will not discriminate against persons with disabilities in the provision of services, benefits or activities provided under this Agreement.
SECTION 23. ENVIRONMENTALLY PREFERRED PURCHASING AND ZERO WASTE REQUIREMENTS. CONSULTANT shall comply with the CITY’s Environmentally Preferred Purchasing policies which are available at CITY’s Purchasing Department , hereby incorporated by reference and as amended from time to time. CONSULTANT shall comply with waste reduction, reuse, recycling and disposal requirements of CITY’s Zero Waste Program. Zero Waste best practices include , first, minimizing and reducing waste; second, reusing waste ; and, third, recycling or composting waste. In particular, C ONSULTANT shall comply with the following Zero Waste requirements:
(a) All printed materials provided by CONSULTANT to C ITY generated from a personal computer and printer including but not limited to, proposals, quotes, invoices, reports, and public education materials, shall be double-sided and printed on a minimum of 30% or greater post-consumer content paper, unless otherwi se approved by CITY’s Project Manager. Any submitted materials printed by a professional printing company shall be a minimum of 30% or greater post-consumer material and printed with vegetable-based inks. (b) Goods purchased by C ONSULTANT on behalf of CITY shall be purchased in accordance with CITY’s Environmental Purchasing Policy including but not limited to Extended Producer Responsibility requirements for products and packaging. A copy of this policy is on file at the Purchasing Department’s office.
(c) Reusable/returnable pallets shall be taken back by CONSULTANT, at no additional cost to CITY, for reuse or recycling. CONSULTANT shall provide documentation from the facility accepting the pallets to verify that pallets are not being disposed.
SECTION 24. INTENTIONALLY OMITTED.
SECTION 25. NON-APPROPRIATION. This Agreement is subject to the fiscal provisions of the Campbell Municipal Code, as amended from time to time . This Agreement will terminate
without any penalty (a) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Agreement are no longer available.
This Section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement.
SECTION 26. INTENTIONALLY OMITTED.
SECTION 27. INTENTIONALLY OMITTED.
SECTION 28. CONFIDENTIAL INFORMATION.
28.1. In the performance of this Agreement, CONSULTANT may have access to CITY’s Confidential Information (defined below). CONSULTANT will hold Confidential Information in strict confidence, not disclose it to any third party, and will use it only for the performance of its obligations to CITY under this Agreement and for no other purpose.
CONSULTANT will maintain reasonable and appropriate administrative, technical and physical safeguards to ensure the security, confidentiality and integrity of the Confidential Information.
Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to its employees, agents and subcontractors, if any, to the extent they have a need to know in order to perform CONSULTANT’s obligations to CITY under this Agreeme nt and for no other purpose, provided that the CONSULTANT informs them of, and requires them to follow, the confidentiality and security obligations of this Agreement.
28.2. “Confidential Information” means all data, information (including without limitation “Personal Information” about a California resident as defined in Civil Code Section 1798 et seq., as amended from time to time) and materials, in any form or media, tangible or intangible, provided or otherwise made available to CONSULTANT by CITY, directly or indirectly, pursuant to this Agreement. Confidential Information excludes information that CONSULTANT can show by appropriate documentation: (i) was publicly known at the time it was provided or has subsequently become publicly known other than by a breach of this Agreement; (ii) was rightfully in CONSULTANT’s possession free of any obligation o f confidence prior to receipt of Confidential Information; (iii) is rightfully obtained by CONSULTANT from a third party without breach of any confidentiality obligation; (iv) is independently developed by employees of CONSULTANT without any use of or acce ss to the Confidential Information; or (v) CONSULTANT has written consent to disclose signed by an authorized representative of CITY.
28.3. Notwithstanding the foregoing, CONSULTANT may disclose Confidential Information to the extent required by order o f a court of competent jurisdiction or governmental body, provided that CONSULTANT will notify CITY in writing of such order immediately upon receipt and prior to any such disclosure (unless CONSULTANT is prohibited by law from doing so), to give CITY an opportunity to oppose or otherwise respond to such order.
28.4. CONSULTANT will notify City promptly upon learning of any breach in the security of its systems or unauthorized disclosure of, or access to, Confidential Information in its possession or cont rol, and if such Confidential Information consists of Personal Information, CONSULTANT will provide information to CITY sufficient to meet the notice requirements of Civil Code Section 1798 et seq., as applicable, as amended from time to time.
28.5. Prior to or upon termination or expiration of this Agreement, CONSULTANT will honor any request from the CITY to return or securely destroy all copies of Confidential Information. All Confidential Information is and will remain the property of the CITY and not hing contained in this Agreement grants or confers any rights to such Confidential Information on CONSULTANT.
SECTION 29. MISCELLANEOUS PROVISIONS.
29.1. This Agreement will be governed by California law, without regard to its conflict of law provisions.
29.2. In the event that an action is brought, the parties agree that trial of such action will be vested exclusively in the state courts of California in the County of Santa Clara, State of California.
29.3. The prevailing party in any action brought to enforce the provisions of this Agreement may recover its reasonable costs and attorneys’ fees expended in connection with that action. The prevailing party shall be entitled to recover an amount equal to the fair market value of legal services provided by attorneys employed by it as well as any attorneys’ fees paid to third parties.
29.4. This Agreement, including all exhibits, constitutes the entire and integrated agreement between the parties with respect to the subject matter of this Agreement, and supersedes all prior agreements, negotiations, representations, statements and undertakings, either oral or written. This Agreement may be amended only by a written instrument, which is signed by the authorized representatives of the parties and approved as required under Campbell Municipal Code, as amended from time to time.
29.5. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the unaffected provisions of this Agr eement will remain in full force and effect.
29.6. In the event of a conflict between the terms of this Agreement and the exhibits hereto (per Section 30) or CONSULTANT’s proposal (if any), the Agreement shall control. In the event of a conflict between the exhibits hereto and CONSULTANT’s proposal (if any), the exhibits shall control.
29.7. Intentionally omitted.
29.8. All section headings contained in this Agreement are for convenience and reference only and are not intended to define or limit the scope of any provision of this Agreement.
29.9. This Agreement may be signed in multiple counterparts, which, when executed by the authorized representatives of the parties, shall together constitute a single binding agreement.
SECTION 30. EXHIBITS. Each of the following exhibits is hereby attached and incorporated into this Agreement by reference as though fully set forth herein:
EXHIBIT A: SCOPE OF SERVICES
EXHIBIT B: COMPENSATION
EXHIBIT C: SCHEDULE OF RATES
EXHIBIT D: INSURANCE REQUIREMENTS
THIS AGREEMENT IS NOT COMPLETE UNLESS ALL EXHIBITS IDENTIFIED ABOVE ARE ATTACHED.
CONTRACT SIGNATURE PAGE
IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement as of the date first above written.
CITY OF CAMPBELL
____________________________
City Manager
APPROVED AS TO FORM:
__________________________
City Attorney or designee
ALL-CITY MANAGEMENT SERVICES,
INC.
By:_________________________________
Name:_______________________________
Title: _______________________________
By:_________________________________
Name:_______________________________
Title: _______________________________
EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide the Services detailed in this Exhibit A, entitled “SCOPE OF SERVICES”.
1. CONSULTANT Shall Provide or Perform the following:
a. Provide crossing guard services at each location listed on “Crossing Guard Locations” on the days and during specific hours designated by the City b. Coordinate any location and schedule changes directly with the City c. Provide payroll and workers’ compensation coverage for all guards d. Provide training to all new hires
e. Maintain a sufficient number of alternate guards and guarantee crossing coverage for absent or sick guards
f. Supply all necessary equipment including signs, traffic vests, whistles and raincoats g. Submit invoices to the City of Campbell on a monthly basis for the number of hours worked by crossing guards during the previous month
h. Maintain quarterly contact with the Police Department representative for quality assurance of the program
2. Crossing Guard Locations, Days and Hours:
a. CONSULTANT shall be responsible for providing crossing guard services during the normal school year session and the summer school session. The normal schoolyear session is composed of 180 school days per year. The exact dates that schools are in session are published and coordinated by the Campbell Unified School District and the Moreland School District. The most accurate calendar for verifying in-session days is on the respective School District’s website.
b. CONSULTANT will provide crossing guard services on all days that school is in session, at the designated locations, during the designated hours. Currently, there are 9 intersections that require a crossing guard during the normal school year. c . The City reserves the right to add, delete or revise the crossing guard locations and times, provided that CONSULTANT is given 30 days written notification of any proposed changes.
3. CONSULTANT Shall Maintain the Following Minimum Standards for Crossing Guards:
a. Must have a minimum of an eighth-grade education
b. Be able to read, write and speak English
c. Be a minimum of 18 years old
d. Not have any felony convictions, misdemeanor convictions involving crimes against children, or convictions involving any violent crime
e. Not be a registered sex offender or narcotics offender f. Demonstrate the following abilities and characteristics; g. Minimum of average intelligence
h. Good physical condition, including sight and hearing i. Mental alertness
j. Neat appearance
k. Good character
l. Dependability
m. Sense of responsibility for the safety of children
n. Good verbal communication skills
o. Familiarity with traffic rules and regulations
4. Appearance & Behavior
a. Crossing Guards will not hold anything in their hands while working, except for their issued stop sign. An example of this would be the Crossing Guard’s cellphone. b. Crossing guards will use appropriate language and refrain from using profanity. c. Crossing Guards must at all times display visible picture identification showing they are an employee of the CONSULTANT.
d. Crossing Guards shall wear acceptable attire at all times which may be periodically subject to review by the City.
e. Crossing Guards shall wear their traffic vests at all times while performing crossing duties.
5. CONSULTANT’s Supervisors Shall Perform the Following Duties:
a. A local area supervisor shall be available at all times to see that guard activities are taking place at required locations and times.
b. The supervisor shall assign schedules, monitor and supervise crossing guards when necessary and have a vehicle to travel to work sites.
c. The supervisor shall visit each school site once a month. d. The supervisor must be available to the City returning phone calls as soon as possible but in all cases within 30 minutes.
e. The supervisor must be available to respond to problems and/or complaints. f. In addition to the minimum standards set forth above, the supervisor must have a minimum of a high school education and a valid California driver’s license. g. As requested, the area supervisor will provide pedestrian and bike counts for intersections.
6. Absent Crossing Guards
a. CONSULTANT will maintain standard procedures that require crossing guards to notify the area supervisor if they will be tardy or absent for their shift. b. When crossing guards are absent, it is the responsibility of CONSULTANT and the area supervisor to staff the location with alternate personnel. c. The area supervisor shall immediately notify the Traffic Supervisor if there will be any delay or absence in providing intersection coverage.
7. Training and Orientation
a. Training and orientation shall be provided prior to deploying any crossing guards. b. All training and orientation procedures shall be subject to the approval of the City of Campbell.
8. Crossing Guard Locations
Capri Elementary School - 1 Guard
Hacienda Ave @ Virginia Ave
Monday - Friday 7:20-8:20 am
Monday, Tuesday, Thursday and, Friday 2:05-3:05 pm Wednesday 1:05-2:05 pm
Payne Elementary School - 1 Guard
Hamilton Ave @ Phoenix Dr
Monday - Friday 7:25-8:25 am
Monday, Tuesday, Thursday and, Friday 2:30-3:30 pm Wednesday 12:30-1:30 pm
Campbell School of Innovation - 3 Guards
Campbell Ave @ Milton Ave
Rincon Ave @ Milton Ave
Cherry Ln @ California
Monday - Friday 7:20-8:20 am
Monday, Tuesday, Thursday and, Friday 2:00-3:00 pm Wednesday 1:00-2:00 pm
Rolling Hills Middle School - 2 Guards
Pollard Ave @ More Ave
Monday - Friday 7:30-8:30 am
Monday, Tuesday, Thursday and, Friday 2:55-3:55 pm Wednesday 1:55-2:55 pm Conference week October 3-7 1:00-2:00 pm
Rosemary Elementary School - 2 Guards
Hamilton Ave @ Eden Ave
Monday - Friday 7:20-8:20 am
Monday, Tuesday, Thursday and, Friday 2:05-3:05 pm Wednesday 1:05-2:05 pm
EXHIBIT B
COMPENSATION
CITY agrees to compensate CONSULTANT for the Services performed in accordance with the terms and conditions of this Agreement, including Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4 of the Agreement ), based on the hourly rate identified in Exhibit C.
The compensation to be paid to CONSULTANT under this Agre ement for all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4), shall not exceed the amount(s) stated in Section 4 of this Agreement . CONSULTANT agrees to complete all Services, any specified reimbursable expenses, and Additional Services (if any, per Section 4) , within this/these amount(s). Any work performed or expenses incurred for which payment would result in a total exceeding the maximum amount of compensation set forth in this Agreement shall be at no cost to the CITY.
NO REIMBURSABLE EXPENSES
CONSULTANT’S ordinary business expenses , such as administrative, overhead, administrative support time/overtime, information systems, software and hardware, photocopying, telecommunications (telephone, internet), in-house printing, insurance and other ordinary business expenses, are included within the scope of payment for Services and are not reimbursable expenses hereunder. There are no reimbursable expenses permitted under this agreement.
EXHIBIT C
SCHEDULE OF RATES
CONSULTANT’s schedule of rates is as follows:
Year Number
of CG
Number of
Days
Hours/Day Hourly Rate Total
2023-2024 9 180 3 $48.46 $235,516
EXHIBIT D
INSURANCE REQUIREMENTS
CONSULTANTS TO THE CITY OF CAMPBELL (CITY), AT THEIR SOLE EXPENSE, SHALL FOR THE TERM OF THE
CONTRACT OBTAIN AND MAINTAIN INSURANCE IN THE AMOUNTS FOR THE COVERAGE SPECIFIED BELOW, AFFORDED BY COMPANIES WITH AM BEST’S KEY RATING OF A -:VII, OR HIGHER, LICENSED OR AUTHORIZED TO TRANSACT INSURANCE BUSINESS IN THE STATE OF CALIFORNIA.
AWARD IS CONTINGENT ON COMPLIANCE WITH CITY’S INSURANCE REQUIREMENTS AS SPECIFIED HEREIN.
REQUIRED TYPE OF COVERAGE REQUIREMENT
MINIMUM LIMITS
EACH
OCCURRENCE AGGREGATE
YES
YES
WORKER’S COMPENSATION
EMPLOYER’S LIABILITY
STATUTORY
STATUTORY STATUTORY STATUTORY
YES
GENERAL LIABILITY, INCLUDING
PERSONAL INJURY, BROAD FORM
PROPERTY DAMAGE BLANKET
CONTRACTUAL, AND FIRE LEGAL
LIABILITY
BODILY INJURY
PROPERTY DAMAGE
BODILY INJURY & PROPERTY
DAMAGE COMBINED.
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
AUTOMOBILE LIABILITY,
INCLUDING ALL OWNED, HIRED,
NON-OWNED
BODILY INJURY
- EACH PERSON
- EACH OCCURRENCE
PROPERTY DAMAGE
BODILY INJURY AND PROPERTY
DAMAGE, COMBINED
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
$1,000,000
YES
PROFESSIONAL LIABILITY,
INCLUDING, ERRORS AND
OMISSIONS, MALPRACTICE (WHEN
APPLICABLE), AND NEGLIGENT
PERFORMANCE
ALL DAMAGES $1,000,000
YES
THE CITY OF CAMPBELL IS TO BE NAMED AS AN ADDITIONAL INSURED: CONSULTANT, AT ITS SOLE COST
AND EXPENSE, SHALL OBTAIN AND MAINTAIN, IN FULL FORCE AND EFFECT THROUGHOUT THE ENTIRE TERM
OF ANY RESULTANT AGREEMENT, THE INSURANCE COVERAGE HEREIN DESCRIBED, INSURING NOT ONLY CONSULTANT AND ITS SUBCONSULTANTS, IF ANY, BUT ALSO, WITH THE EXCEPTION OF WORKERS’ COMPENSATION, EMPLOYER’S LIABILITY AND PROFESSIONAL INSURANCE, NAMING AS ADDITIONAL INSUREDS CITY, ITS COUNCIL MEMBERS, OFFICERS, AGENTS, AND EMPLOYEES.
I. INSURANCE COVERAGE MUST INCLUDE:
A. A CONTRACTUAL LIABILITY ENDORSEMENT PROVIDING INSURANCE COVERAGE FOR CONSULTANT’S AGREEMENT TO INDEMNIFY CITY.
II. ENDORSEMENT PROVISIONS WITH RESPECT TO THE INSURANCE AFFORDED TO ADDITIONAL INSUREDS:
A. PRIMARY COVERAGE
WITH RESPECT TO CLAIMS ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED,
INSURANCE AS AFFORDED BY THIS POLICY IS PRIMARY AND IS NOT ADDITIONAL TO OR
CONTRIBUTING WITH ANY OTHER INSURANCE CARRIED BY OR FOR THE BENEF IT OF THE ADDITIONAL INSUREDS.
B. CROSS LIABILITY
THE NAMING OF MORE THAN ONE PERSON, FIRM, OR CORPORATION AS INSUREDS UNDER
THE POLICY SHALL NOT, FOR THAT REASON ALONE, EXTINGUISH ANY RIGHTS OF THE
INSURED AGAINST ANOTHER, BUT THIS ENDORSEMENT, AND THE NAM ING OF MULTIPLE