Agenda packet — Finance Committee, February 23, 2026 (part 1 of 4)

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www.modestogov.com
AGENDA
City of Modesto

FINANCE COMMITTEE

COUNCIL WORKSHOP
2001-40 Del Puerto Room
Tenth Street Place, 1010 10th Street
Modesto, California
Monday, February 23, 2026 at 4:00 PM
Roll Call: David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
Alternates: Eric Alvarez, Chris Ricci, Jeremiah Williams, Sue Zwahlen Council has not delegated directive or final approval authority to the Committees.

Committee actions are recommendations to the full City Council, not final decisions on an issue. * Public Comment will only be in-person. Members of the public who wish to address the Committee, by providing public comment, during the meeting must do so in-person in the 2001-40 Del Puerto Room. As an alternative, members of the public may also provide written public comment submitted via email as indicated in the Submitting Comments by Email instructions on this agenda. Zoom will still be available for viewing and Wordly translation. * Members of the public will be allowed to provide public comment through Zoom if a Councilmember is participating remotely pursuant to the provisions of California Government Code section 54953.8.3.
*If a technical issue arises with Zoom or the phone dial-in option, the Council meeting will continue unless the meeting is being held pursuant to the provisions of Senate Bill 707, California Government Code section 54953.8.3. Alternative viewing options are listed below, and the meeting is physically open to the public.
“Wordly” can translate into 25+ different languages! To access written translation during the meeting, please scan the QR Code or click this link https://attend.wordly.ai/join/RJDY-6364.
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"Wordly" puede traducir a más de 25 idiomas diferentes! Para acceder a la traducción durante la reunión, por favor escanee el código QR o haga clic en el enlace https://attend.wordly.ai/join/RJDY-6364.

You may observe a livestream of the meeting at http://media.modestogov.com. You may also view or listen to the meeting as indicated below.

THE MEETING CAN BE VIEWED BY ZOOM VIDEO

CONFERENCING OR TELEPHONE
Joining the Committee meeting via Zoom
The City of Modesto is now offering the ability to view Committee meetings via telephonic conferencing via “Zoom” video conferencing computer technology. The meeting may be accessed through the use of Zoom using the following options:
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Joining the Committee meeting via Telephone
If you don’t have a smart phone or computer to access the meeting via Zoom, you can listen by phone, by calling 1-877-853-5257 (Toll Free) or 1-888-475-4499 (Toll Free) and enter the Webinar ID: 958 9549 7651 Passcode: 84326

PUBLIC COMMENT PERIOD
Three-minute time limit per speaker.

Only interested persons in the audience may present these matters. Under State law, Committee Members may respond to matters being presented under this item only as follows:
a. Briefly respond to statements made or questions raised. b. Ask a question for clarification.
c. Provide a reference to staff or other resources for factual information. d. Request staff to report back at a subsequent meeting. e. Finally, a Committee Member or the Committee itself may take action to direct staff to place a matter of business on a future agenda.

SUBMITTING COMMENTS BY E-MAIL
Written comments may be submitted via email to: [email protected] (include Agenda Item Number in the subject line). All comments will be shared with the Committee Members and placed in the record but will not be read aloud during the meeting.

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This Agenda is on file in the City Clerk’s Office, Sixth Floor, 10th Street Place, Posting Board at entry of 10th Street Place, and is available on the City’s Web site at www.modestogov.com.

Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the Clerk’s office during normal business hours. Such documents are also available online, subject to staff’s ability to post the documents before the meeting, at the following website www.modestogov.com/councilmeetings.

In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website at https://www.modestogov.com/865/Americans-with-Disabilities-Act-ADA In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk (209) 577-5396. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting
Any and all of the following agenda items are subject to action by the Modesto City Council.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED:

Information concerning the consent items listed below has been forwarded to each Committee Member prior to this meeting for study. Unless some member of the audience or Committee Member has a question concerning an item and asks that it be withdrawn from the consent list, the Committee approves the items at one time. The action taken by the Committee in approving consent items is set forth in the explanation of this individual item.

CONSENT
An item may be removed from consent and discussed at the request of an audience member or Committee Member.

Consent

1. Consider the Agreements for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to GrayMar Environmental Services, LLC Moses Lake, WA, and Clean Harbor Environmental Services, Inc., Norwell, MA, for a total amount not to exceed $1,380,422 over five years and forwarding to Council for approval. (Funding Source: Various Funds)
 Motion recommending the Award of Proposal and Agreement for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to GrayMar Environmental Services, LLC Moses Lake, WA, and Clean Harbor Environmental Services, Inc., Norwell, MA, for a two-year agreement with three one-year extension options, for an estimated annual amount of $276,085 - 3 -
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and a total amount not to exceed $1,380,422 over five years and forwarding to Council for approval.

FINANCE DEPARTMENT; Dianne Love, 209-571-5174, [email protected] Consent

2. Consider a Third Amendment for Bottled Water Delivery Services for Citywide locations to Blue Triton Brands Inc. doing business as (DBA) Primo Brands Manteca, CA increasing the Agreement amount by $100,000 over the term of the Agreement. (Funding Source: Various Funds)
 Motion recommending the Third Amendment with BlueTriton Brands Inc.

DBA Primo Brands Manteca, CA for Bottled Water Delivery Services for Citywide locations increasing the Agreement amount by $100,000 for the total revised total amount of $795,000 for the term of the agreement and forwarding to Council for approval.

FINANCE DEPARTMENT; Dianne Love, 209-571-5174, [email protected] Consent

3. Consider an Agreement with Specialized Elevator Services LLC DBA Elevator Industries, Sacramento, CA for Elevator Maintenance and Repair Services for a total amount not to exceed $435,000 over five years; and forwarding to Council for approval. (Funding Source: Various Funds)
 Motion recommending an Agreement with Specialized Elevator Services LLC DBA Elevator Industries Inc., by utilizing the Competitive Bid Process with Region 4 Education Service Center via OMNIA Partners for Elevator Maintenance and Repair Services, for a two-year Agreement with three oneyear extension options, for an estimated annual amount $87,000, and a total amount not to exceed $435,000 over five years; and forwarding to Council for approval.

PUBLIC WORKS; Gabe daSilva, 209-342-2281, [email protected] Consent

4. Consider an Agreement with Clark Pest Control Inc., Modesto, CA for Pest Control Services for a total amount not to exceed $425,195 over five years; and forwarding to Council for approval. (Funding Source: Various funds)
 Motion recommending an Agreement with Clark Pest Control Inc., by utilizing the Competitive Bid Process from Stanislaus County, CA for Pest Control Services, for a two-year Agreement with three one-year extension options, for an estimated annual amount $85,039, and a total amount not to exceed $425,195 over five years; and forwarding to Council for approval.

PUBLIC WORKS; Gabe daSilva, 209-342-2281, [email protected] Consent

5. Consider an Agreement with Woodard and Curran, Sacramento, CA for an Asset Management Gap Analysis in the amount of $460,680, plus $92,136, if needed, for an Agreement total amount not to exceed $552,816, and forwarding to Council for approval. (Funding Source: Wastewater and Water Fund Reserves) - 4 -
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 Motion recommending an Agreement with Woodard and Curran, Sacramento, CA, for an Asset Management Gap Analysis in the amount of $460,680, plus $92,136, if needed, for an Agreement total amount not to exceed $552,816, and forwarding to Council for approval.
 Motion recommending approving an amendment to the Fiscal Year 2025-2026 Non-Capital Improvement Program budget in the amount of $602,816, from Water and Wastewater reserves to fund Project Number 101719 - Asset Management Gap Analysis and forwarding to Council for approval.

UTILITIES; Jeff Daniels, 209-577-6255, [email protected]

NEW BUSINESS

6. Consider an Agreement with the Software House International (SHI) Corporation of Somerset, New Jersey, for the City’s Microsoft “Enterprise Agreement” (MSEA) and additional Microsoft licensing, for a total amount not to exceed $3,409,621, over three years and forwarding to Council for approval. (Funding Source: Information Technology Fund)
 Motion recommending an Agreement with the SHI International Corporation of Somerset, New Jersey, for the City’s Microsoft “Enterprise Agreement”(MSEA) and additional Microsoft licensing, for a total amount not to exceed $3,409,621, over three years and forwarding to Council for approval.

IT; Kyle Ford, 209-571-5593, [email protected]

7. Consider adoption of the 2026-2028 City of Modesto Smart City Strategy and forwarding to Council for approval. (Funding Source: Not Applicable)  Motion recommending the adoption of the 2026-2028 City of Modesto Smart City Strategy and forwarding to Council for approval.

IT; Dameon Booker, 209-577-5229, [email protected]

8. Consider an Agreement with Carollo Engineers, of Walnut Creek, CA, for the preparation of the Wastewater Engineer’s Report Update in the amount of $136,668, plus $13,667 in additional services (if needed) for an Agreement total not to exceed $150,335; an Agreement with Bartle Wells Associates, of Berkeley, CA, for the preparation of the Wastewater Rate and Fee Study in the amount of $188,600, plus $18,860 in additional services (if needed) for an Agreement total not to exceed $207,460 and forwarding to Council for approval. (Funding Source: Wastewater Fund)  Motion recommending an Agreement with Carollo Engineers, of Walnut Creek, CA, for the Wastewater Engineer’s Report Update in the amount of $136,668, plus $13,667 in Additional Services, if needed, for an Agreement total amount not to exceed $150,335 and forwarding to Council for approval.  Motion recommending an Agreement with Bartle Wells Associates, of Berkeley, CA, for the Wastewater Rate and Fee Study in the amount of $188,600, plus $18,860 in Additional Services, if needed, for an Agreement total amount not to exceed $207,460 and forwarding to Council for approval. - 5 -
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 Motion recommending an Amendment to the Fiscal Year 2025-26 Multi-Year Program Budget in the amount of $407,795 to fund the Wastewater Engineer’s Report Update and Rate Study Project and forwarding to Council for approval.

UTILITIES; Jim Alves, 209-571-5557, [email protected]

ADJOURNMENT
Posted pursuant to Government Code Section 54954.2 on the bulletin board at Tenth Street Place on at by
date time signature
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

February 23, 2026
Date: January 15, 2026
TO: Finance Committee:

David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: On-Call Hazardous Waste and Biohazardous Waste Remediation Agreements CONTACT: Dianne Love, Purchasing Manager, [email protected], 209-571-5174 DESCRIPTION:

Consider the Agreements for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to GrayMar Environmental Services, LLC Moses Lake, WA, and Clean Harbor Environmental Services, Inc., Norwell, MA, for a total amount not to exceed $1,380,422 over five (5) years and forwarding to Council for approval. (Funding Source: Various Funds) STRATEGIC PLAN ELEMENT:

The recommended action supports the 2025-2026 City of Modesto Strategic Plan Area:

Governance and Service Delivery: “build community trust in City government through responsive, transparent and efficient service delivery”; Goal J “build a high-performance organization”.

BACKGROUND:

A hazardous waste and biohazardous waste contractor is needed to clean up and dispose of hazardous and biohazardous waste spills in the public right-of-way as a result of automobile accident, chemical release, abandoned hazardous material, or other events that are too large or too hazardous for the City to properly mitigate. Establishing an agreement with a contractor who is available to respond and mitigate a hazardous waste spill event would minimize the potential impact to the community and the environment.

On August 6, 2014, by Resolution 2014-297, Council approved the Award of Proposal for Hazardous Waste Spill Clean Up Services for the Wastewater Division for a two-year agreement to Advanced Chemical Transport of Merced, California with three (3) one-year extension options for an estimated annual cost of $15,000 and a total combined cost not to exceed $75,000 over five (5) years.
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On-Call Hazardous Waste and Biohazardous Waste Remediation Agreements

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DISCUSSION:

On June 19, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement for On-Call Hazardous and Biohazardous Waste Remediation services. On September 10, 2024, the Purchasing Division issued Request for Proposal (RFP) 2324-21, OnCall Hazardous Waste and Biohazardous Waste Remediation, on the City’s PlanetBids public bidding website under various commodity codes. Prospective bidders were notified online and via email of the bid opportunity. Thirty-three companies downloaded the RFP document from PlanetBids.

On October 8, 2024, bids were formally opened by the City Clerk and broadcast via Microsoft Teams Livestream. Two (2) chose to respond, no local bids were received. Based on providing the highest score responsive and responsible proposal, City staff recommended to award the On-Call Hazardous Waste and Biohazardous Waste Remediation services to GrayMar Environmental Services, LLC Moses Lake, WA as primary, and Clean Harbor Environmental Services, Inc. Norwell, MA as secondary for a two (2) year agreement with three (3) one-year extension options for a total estimated annual amount of $276,084 and $1,380,422 over five (5) years. Staff is requests providing the Director of Finance the approval to adjust the agreement totals between vendors based on availability and department needs.

To ensure continued service to the City, contracts may be awarded to more than one (1) contractor to provide backup if the primary contractor is unable to meet the City’s needs. A secondary contractor may be awarded a specific job if the primary contractor is unable to perform the service, unable to complete the specific job within the time frame required by the City or unable to maintain acceptable quality standards required by the City.

In the event that City operations require the use of emergency clean up or spill mitigation services, an annual amount of $40,000 will be allocated for emergency purposes.

Modesto Municipal Code Section 8.3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to follow formal bid procedures. An Award of Proposal and Agreements for On-Call Hazardous Waste and Biohazardous Waste Remediation for citywide use to GrayMar Environmental Services, LLC Moses Lake, WA, and Clean Harbor Environmental Services, Inc., Norwell, MA conforms to the Modesto Municipal Code because the city complied with the formal bid procedures, and both GrayMar Environmental Services, LLC Moses Lake, WA and Clean Harbor Environmental Services, Inc., Norwell, MA were the highest ranked proposals based on the evaluation criteria.

FISCAL IMPACT:

The table below shows the projected combined spending for both vendors, with the first two (2) years fixed and a 6.2% increase annually in years three (3) through five (5).

Agreement Year Combined Total
Year 1 $260,000
Year 2 $260,000
Year 3 $273,020
Year 4 $286,854
Year 5 $300,548
Grand Total $1,380,422
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Estimated expenditures are budgeted in the following department funds:
 Utilities
o Water Fund (4100-45020/45040-53300)
o Wastewater Fund (4210-44313-53150)
o Storm Drain Fund (4480-44111-53300)
 Solid Waste Operation Fund (4891-56010-53300)
 Parks, Recreation and Neighborhood (PRN) Operations General Fund (0100-35220- 53300)
 Modesto Police - General Fund/Support Division/ Professional Services (0100-19420- 53300)
 Modesto Fire - General Fund (0100-18610-53150)
 Miscellaneous Funds as needed
 Emergency Clean Up Services as needed
Projected Expenditures
DEPT - Fund Year 1 Year 2 Year 3 Year 4 Year 5 Total
UTL - Water $10,000 $10,000 $10,620 $11,279 $11,979 $53,878 UTL - Wastewater $100,000 $100,000 $106,200 $112,790 $119,790 $538,780 PW – Solid Waste $30,000 $30,000 $31,860 $33,835 $35,933 $161,628 PRN – Park Ops $50,000 $50,000 $53,100 $56,392 $58,888 $268,380 Gen Fund – MPD $10,000 $10,000 $10,620 $11,279 $11,979 $53,878 Gen Fund - MFD $10,000 $10,000 $10,620 $11,279 $11,979 $53,878 Misc - Divisions $10,000 $10,000 $10,000 $10,000 $10,000 $50,000 Emergency Clean
Up Services
$40,000 $40,000 $40,000 $40,000 $40,000 $200,000
Total $260,000 $260,000 $273,020 $286,854 $300,548 $1,380,422 RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the Award of Proposal and Agreement for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to GrayMar Environmental Services, LLC Moses Lake, WA, and Clean Harbor Environmental Services, Inc., Norwell, MA, for a two (2) year agreement with three (3) one-year extension options, for an estimated annual amount of $276,085 and a total amount not to exceed $1,380,422 over five (5) years and forwarding to Council for approval.

Approved by:

DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
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Attachments:

1. Agreement – GrayMar Environmental Services & attachment

2. Agreement – Clean Harbor Environmental Services & attachment

3. Exhibit B – Bid Submittal – GrayMar Environmental Services

4. Exhibit B – Bid Submittal – Clean Harbor Environmental Services

5. Exhibit C – RFP 2324-21

6. Scoring Abstract – RFP 2324-21
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ANNUAL AGREEMENT – ON CALL HAZARDOUS WASTE AND BIOHAZARDOUS WASTE REMEDIATION SERVICES #296018
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of ______________, 2026, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and GrayMar Environmental Services, LLC, a Limited Liability Company in Washington, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2026-________ authorizing the Award of Bid and agreement for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and #1..
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WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for OnCall Hazardous Waste and Biohazardous Waste Remediation Services as described in RFP 2324- 21, attached hereto as Exhibit “C” and made a part hereof (hereinafter called RFP).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT.
b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the
CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $220,868. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $1,104,338. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.
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AGREEMENT PRICING
Referenced in Attachment A

3. CITY REPRESENTATIVE:

Division Contact:

Utilities – Wastewater – Duane Becker, (209) 577-6248, [email protected] Utilities – Water - Manuel Martinez, (209) 342-4592, [email protected] Public Works – Solid Waste – Kolton Pacheco, (209) 577-5493, [email protected]
Public Works – Park Ops – Kelly Gallagher, (209) 342-2270, [email protected]
Police Department – Jeremy Dayton, (209) 652-1067, [email protected] Fire Department – Megan Lee, (209) 985-1921, [email protected] Purchasing Contact:

Melvin Rosal, Buyer, (209) 577-5420, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. CONTRACTOR CONTACT:

Patricia Doss, (856) 689-1701, [email protected]
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5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: April 1, 2026 through March 31, 2027
Year 2: April 1, 2027 through March 31, 2028
Year 3: April 1, 2028 through March 31, 2029
Year 4: April 1, 2029 through March 31, 2030
Year 5: April 1, 2030 through March 31, 2031
Pricing as set forth in Section 1.e. above shall remain firm for the first two (2) years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

6. LIABILITY INSURANCE:

Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.

MINIMUM SCOPE AND LIMIT OF INSURANCE
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Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

If the contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
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Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance with coverage equal to ISO form CG 2010. For completed operations, a separate endorsement equal to ISO form CG 2037 is required.
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Primary Coverage
The Additional Insured coverage under the Contractor’s policy shall be “primary and noncontributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Claims Made Policies (applicable to Pollution Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement #1..
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that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including #1..
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endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay #1..
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CONTRACTOR Net 30 terms via CITY’s ePay Program. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number, 296018
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

8. INDEMNITY:

CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.
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9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California
This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. ATTORNEYS’ FEES:

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No. 2026-_______;
b. CONTRACTOR Proposal submittal;
c. RFP No. 2324-21;
d. Contractor’s City of Modesto business license
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12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the non-performance. Within 10 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the nonbreaching party, or such other time as may be identified in the notice. Failure to correct any nonperformance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated; c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, #1..
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but in no event shall recovery by any CONTRACTOR or
subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY;
f. Complete performance of such part of the SERVICES as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by
CONTRACTOR on the project prior to the termination date and #1..
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which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials;
b. The AGREEMENT price allocable to the portion of the
SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

14. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
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a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors, b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the
CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).
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16. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

18. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar
week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: GrayMar Environmental Services, LLC
Attn: Contracts Dept
100 Springdale Rd. Ste A3, Bx 302
Cherry Hill, HNJ 08003
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.
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19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES:

No minimum or maximum is guaranteed or implied.

21. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and #1..
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any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES.
d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.
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e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

25. RECORDS:

CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment #1..
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listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT:

At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent.

CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

28. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

30. WAIVER:

The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
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31. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the RFP, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the RFP and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. PARTIAL INVALIDITY:

If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way. #1..
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IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2026-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2026 and GrayMar Environmental Services, LLC has caused this Agreement to be duly executed. #1..
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Double Time Rate
$144.00
$196.00
$250.00
$176.00
Double Time Rate
$144.00
$196.00
Service Fees Unit of Measure Cost Per Unit
Waste Removal Fee Each TBD
30 Gallon Bio Box with Bio Bag Each $40.00
Supplies Unit of Measure Cost Per Unit
5 Gallon Container Each $35.00
Gloves Each $12.00
Chemicals Each $10.00
Lead Technician/Supervisor Hour $88.00 $132.00 $147.00 $147.00 Respirator Each
Respirator Filter Each
Equipment/Gear Unit of Measure Cost Per Unit
PPE - Level D Each
$38.00
$35.00
$45.00
Laborer/Field Technician Hour
Labor Rates Unit of Mesure
Regular - Hourly Rate After Hours - Hourly
Rate
Holiday - Hourly Rate Emergency Hourly
Rate
$57.00 $85.50 $108.00 $108.00
Disposal of Sharps Service
Disposal of Slurry Alum Each
$91.00
$227.50
Consultation Services Hour $225.00
Disposal of Asbestos Concrete Pipe Pounds
Disposal of Chlorine Sludge Gallon
Description A Unit of Measure Cost Per Unit
$101.47
$214.50
Analytical and Consulting Services Unit of Measure Cost Per Unit Testing / Categorization Services Hour $900.00
Service Fees Unit of Measure Cost Per Unit
Environmental Service Charge Each -
5 Gallon Each
CYB/Tote Each
55 Gallon Drum Each
$242.00
$130.00
$35.00
Supplies Unit of Measure Cost Per Unit
Pick-up or Gear truck Each $65.00
Equipment/Gear Unit of Measure Cost Per Unit
PPE - Level C Each $155.00
Respirator Filter Each
Gloves Each
PPE - Level D Each
Respirator Each
$35.00
$45.00
$38.00
$12.00
$85.50
$132.00
$108.00
$147.00
$108.00
$147.00
Driver
Chemist Hour $103.00 $154.50 $187.50 $187.50
Hour $78.00 $117.00 $132.00 $132.00
Hazardous Waste Remediation
Attachment A - GreyMar Environmental Services LLC- Pricing Sheet Hazardous Waste Services
Biohazard Waste Remediation
Labor Rates Unit of Measure Regular - Hourly Rate After Hours - Hourly Rate Hours
Holiday - Hourly Rate
Emergency Hourly
Rate
Lead Technician/Supervisor Hour
Laborer/Field Technician Hour $57.00
$88.00
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ANNUAL AGREEMENT – ON CALL HAZARDOUS WASTE AND BIOHAZARDOUS WASTE REMEDIATION SERVICES #296017
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ______ day of ______________, 2026, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Clean Harbors Environmental Services, Inc., a corporation in Massachusetts, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2026-________ authorizing the Award of Bid and agreement for On-Call Hazardous Waste and Biohazardous Waste Remediation Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and #1..
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WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for OnCall Hazardous Waste and Biohazardous Waste Remediation Services as described in RFP 2324- 21, attached hereto as Exhibit “C” and made a part hereof (hereinafter called RFP).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and
insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the
CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $55,217. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $276,084. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B. #1..
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AGREEMENT PRICING
Referenced in Attachment A

3. CITY REPRESENTATIVE:

Division Contact:

4. CONTRACTOR CONTACT:

Kendrick Harrison, (312) 550-2820, [email protected] #1..
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5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options upon mutual agreement by the parties, for a total of up to five (5) years.

6. LIABILITY INSURANCE:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be as broad as:
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1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits of $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with a limit of $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with a limit of $1,000,000 per accident for bodily injury or disease.

4. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability with limits of $2,000,000 per claim, and $4,000,000 policy aggregate.

If the contractor maintains broader coverage and/or higher limits than the limits shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified limits of insurance and coverage shall be available to the City of Stockton.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages #1..
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herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
The Additional Insured coverage under the Contractor’s policy shall be “primary and noncontributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
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Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Claims Made Policies (applicable to Pollution Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for three (3) years after completion of the contract of work.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354

7. PAYMENT:

CONTRACTOR shall invoice CITY once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR Net 30 terms via CITY’s ePay Program. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number, 296017
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 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

8. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly out of any willful misconduct or negligent acts or omissions of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

Notwithstanding anything to the contrary, neither party shall be liable to the other for any indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to lost profits, lost data, lost revenues, loss of use, loss of business opportunity, or diminution in value, whether arising under contract, warranty, equity, tort, strict liability, or any other theory of liability whatsoever, and whether or not the possibility of such damages has been disclosed or could have been reasonably foreseen.

Notwithstanding any term or condition of this agreement to the contrary and, to the greatest extent allowed by law, City agrees that contractor’s aggregate liability to city, to anyone #1..
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claiming by, through, or under city, and to any third party for any and all injuries, claims, demands, losses, expenses, or damages, of whatever kind or character including but not limited to an action or claim based on contract, warranty, equity, tort, strict liability, or any other theory of liability whatsoever, arising out of or in any way related to this agreement, the work/services, or the project site, shall be limited two million dollars ($2,000,000).

9. NON-CONFORMING WASTE:

If the work involves the transportation and disposal of waste, the CITY shall provide CONTRACTOR with a description of said waste ("Waste Profile"). Upon approval by CONTRACTOR, the Waste Profile shall be incorporated into and become a part of this Agreement. Waste materials discovered by CONTRACTOR to be non-conforming, if in CONTRACTOR’s possession, shall be prepared for lawful transportation by CONTRACTOR and returned to the CITY within a reasonable time after rejection by CONTRACTOR, unless the parties agree to an alternative and lawful manner to dispose of the waste materials. The CITY shall pay CONTRACTOR at agreed rates for the handling, loading, preparing, transporting, storing and caring for and, if applicable, disposing of such non-conforming waste materials. Title, risk of loss and all other incidents of ownership to non-conforming wastes shall remain at all times with CITY.

Waste materials shall be considered non-conforming if the waste materials are not properly packaged or labeled; or if the waste materials contain constituents or have characteristics or properties not disclosed on the Waste Profile. Notwithstanding anything to the contrary, CITY shall be solely responsible for any and all losses, liabilities, claims, penalties, forfeitures, suits, and the cost and expenses incident thereto (including cost of defense, settlement and reasonable attorneys’ fees) which CONTRACTOR may hereafter incur, or pay out as a result of death or bodily injuries to any person, destruction or damage to any property, contamination of or adverse #1..
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effects on the environment or any violation of applicable federal, state and local laws, regulations, by-laws or ordinances to the extent arising out of or related to non-conforming waste materials.

10. SITE CONDITIONS:

CITY shall provide full and complete information regarding the site, surface and subsurface conditions, utility locations, site ownership, contractor access, hazardous materials or wastes and other substances or hazards likely to be present and any other reports, documentation, plans, maps, drawings, or other information concerning the site or Scope of Work which may reasonably be provided to CONTRACTOR. CITY shall communicate to CONTRACTOR all special hazards or risks known to the CITY that are related to the performance of the Services pursuant to this Agreement. CITY represents and warrants to CONTRACTOR that CITY has the requisite legal right, title, and interest necessary to provide access to the project site.

CONTRACTOR shall not be liable for: (i) damage or injury to any subsurface structures (including, but not limited to, utilities, mains, pipes, tanks, and telephone cables) or any existing subsurface conditions, or the consequences of such damage or injury, if such structures or conditions were unknown and were not identified or shown, or were incorrectly shown, in information or on plans furnished to or obtained by CONTRACTOR in connection with the Work; (ii) concealed conditions encountered in the performance of the Work; (iii) concealed or unknown conditions in an existing structure at variance with the conditions indicated by the Scope of Work or information furnished to or obtained by CONTRACTOR; or (iv) unknown subsurface physical conditions that differ materially from those ordinarily encountered. Should CONTRACTOR encounter such conditions, the parties shall agree on a revised Scope of Work providing for an equitable adjustment of the price and/or time of performance to account for such unknown or changed conditions.
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11. VENUE & GOVERNING LAW:

12. ATTORNEYS’ FEES:

13. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

14. TERMINATION OF SERVICES:

Termination by City for Convenience: Either party may terminate this AGREEMENT, either in whole or in part, and without cause, provided that the terminating party gives thirty (30) days prior written notice to the other.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated; c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, #1..
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but in no event shall recovery by any CONTRACTOR or
subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY;
f. Complete performance of such part of the SERVICES as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES. i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, identify any portion of CONTRACTOR's
SERVICES which were performed by CONTRACTOR on the
project prior to the termination date which remain unacceptable and/or not useful to CONTRACTOR as of the termination date. #1..
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CITY shall provide CONTRACTOR with written notice specifying the deficiencies and a reasonable opportunity to cure within fifteen (15) days written notice. If CONTRACTOR fails to cure the deficiencies within the specified period, CITY may withhold payment for the unacceptable or non-useful SERVICES.

15. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county #1..
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and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

16. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors, b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the
CONTRACTOR and the City of Modesto.

17. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by #1..
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subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

18. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

19. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

20. NOTICES:

CONTRACTOR: Clean Harbors Environmental Services, Inc.
42 Longwater Drive
Norwell, MA 02061
CITY: City of Modesto
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Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

21. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

22. QUANTITIES:

No minimum or maximum is guaranteed or implied.

23. FUNDING:

24. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

25. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any #1..
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employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES.
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d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.
e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

26. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

27. RECORDS:

CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, #1..
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including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

28. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

29. INDEPENDENT CONTRACTOR; NOT AGENT:

CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

30. DRUG FREE WORKPLACE:

31. ASSIGNMENT:
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Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance, such consent not to be unreasonably withheld. 3032 WAIVER:

33. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

34. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

35. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the RFP, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the RFP and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future #1..
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waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

36. PARTIAL INVALIDITY:

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2026-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2026 and Clean Harbors Environmental Services, Inc. has caused this Agreement to be duly executed. #1..
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Traffic Control Services Day $1,225.00
Unit of Measure Cost Per Unit
Equipment/Gear Unit of Measure Cost Per Unit
PPE - Level D Each
Description A
Disposal of Asbestos Concrete Pipe
Disposal of Chlorine Sludge
Disposal of Sharps
Each $186.18
Unit of Measure Cost Per Unit
Lead Technician/Supervisor Hour $138.03
$124.12
Project Manager Hour $172.27
Chemicals Each $120.00
Transportation (For Disposal) Hour
Description
Cost Per Unit
$2,006.25
$164.78
Cusco, High Powered Vac Truck Hour $219.35
Glove, Nitrile, Inner Liner Each $3.94
5 Gallon Container Each $72.76
Hazardous Waste Remediation
Hour $152.48
Labor Rates
Laborer/Field Technician
Lead Technician/Supervisor
Chemist
Equipment/Gear
Glove, Nitrile, Inner Liner
Respirator
PPE - Level C Each
Each
$140.17
PPE - Level D $38.52
CPF3
Project Manager Hour $172.27
Unit of Measure
Hour $124.12
Emergency Hourly
Rate
$101.65
$138.03
$127.33
Regular - Hourly Rate After Hours - Hourly
Rate Hours
Holiday - Hourly Rate
$258.41
$248.24 $186.18
$152.48
$207.05
$191.00
$203.30
$276.06
Equipment Operator $186.18
Emergency Hourly
Rate
Regular - Hourly Rate
Unit of Measure Cost Per Unit
After Hours - Hourly
Rate
Holiday - Hourly Rate
55 Gallon Drum
Ton $74.90
$980.12
5 Gallon Drum
Each $176.55
Cost Per Unit
Each $147.66
$186.18
$258.41 $344.54 $258.41
Hour
Hour
$207.05
$254.66 $191.00
Unit of Measure
$258.41 $344.54
Cost Per Unit
Each $72.76
55 Gallin Drum $219.35
$186.18 $248.24
CPF3
Supplies Unit of Measure Cost Per Unit
Each $42.80
$343.47
Pickup Hour $44.94
$695.00
Service Fees Unit of Measure Cost Per Unit
Rack Truck Hour $55.92
Waste Removal Fee 55 Gallon Drum
-
Laborer/Field Technician Hour $101.65 $152.48 $203.30 $152.48 Disposal of Slurry Alum
$207.05 -
Respirator Filter Each
Gloves Each $116.63
$63.13
$38.52
$6,955.00
Hour
Unit of Measure
Additional Labor Rates Not Listed
Equipment Operator Hour
Respirator
Consultation Services Hour $172.27
Unit of Measure
Hazardous Waste Services
Each $186.18
Occurance
Drum Liners Each $5.67
Tote Each $711.55
Environmental Service Charge
Analytical and Consulting Services
Testing / Categorization Services
Service Fees
CYB
55 Gallon Drum
5 Gallon
Biohazardous Waste Services
Biohazard Waste Remediation
Attachment A - Clean Harbors Environmental Services, Inc. - Pricing Sheet Labor Rates
Each $42.80
Respirator Filter Each $63.13
Gloves Each $116.63
Each $3.94
Unit of Mesure
Supplies
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
1 REQUEST FOR PROPOSALS (“RFP”) NO. 2324-21
FOR

ON-CALL HAZARDOUS WASTE AND BIOHAZARDOUS WASTE REMEDIATION PROPOSAL OPENING: October 8, 2024 at 11:00 A.M.

CITY OF MODESTO CONTACT: Melvin Rosal, Buyer
E-MAIL ADDRESS: [email protected]
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
2 Table of Contents
NOTICE TO PROPOSERS ........................................................................................................................ 3 CALENDAR OF EVENTS ........................................................................................................................ 5 CITY CONTACT ....................................................................................................................................... 5 PRECEDENCE........................................................................................................................................... 5 VIRTUAL BID OPENING......................................................................................................................... 6 GENERAL PROPOSAL REQUIREMENTS............................................................................................. 7 PROPOSAL SUBMITTAL CHECKLIST ............................................................................................... 15 PROPOSAL FORM A – RFP ACKNOWLEDGEMENT ................................................................... 16 PROPOSAL FORM B – PROPOSER COMPANY INFORMATION................................................ 19 PROPOSAL FORM C – PRICING SCHEDULE ................................................................................ 21 PROPOSAL FORM D – PROPOSER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS ....... 22 PROPOSAL FORM E – PROPOSER CUSTOMER REFERENCES ................................................. 23 PROPOSAL FORM F – FINANCIAL INTEREST DISCLOSURE ................................................... 25 PROPOSAL FORM G – PROPOSER COMPANY HISTORY STATEMENT ................................. 27 PROPOSAL FORM H – PROPOSER FINANCIAL STATEMENTS ................................................ 28 PROPOSAL FORM I – ADDENDA ACKNOWLEDGEMENT ........................................................ 30 PROPOSAL FORM J – PROPOSER WARRANTY STATEMENTS................................................ 31 PROPOSAL FORM K – PROPOSER EXPERIENCE AND CERTIFICATIONS ............................. 32 PROPOSAL FORM L – SUBCONTRACTOR LIST.......................................................................... 33 TECHNICAL SPECIFICATIONS AND REQUIREMENTS ................................................................. 34

1.0 SCOPE OF WORK:................................................................................................................... 34

1.11 REQUIRED LICENSES: ....................................................................................................... 39 SAMPLE AGREEMENT......................................................................................................................... 43 #1..
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
3 NOTICE TO PROPOSERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed proposals (each, a “Proposal”) from qualified Proposers (each, a “Proposer”) for the furnishing of On-Call Hazardous Waste and Biohazardous Waste Remediation services (the “Services”) for the City of Modesto, Utilities Department, Wastewater Division, Water Division, Public Works Department, Solid Waste Division, Streets Division, Police Department, and Fire Department.

Any equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Proposer, included in the Services pricing herein, and not separately charged to the City).

Proposers are highly recommended to download all RFP documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; RFP documents shall include all specifications necessary for Proposers to submit a responsive Proposal.

Each Proposal shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to October 8, 2024 at 11:00 A.M., at which time Proposals will be opened and recorded. All Proposals shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Proposals will be received only at the address shown above, and prior to the time indicated. Any Proposal received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Proposer unopened.

All Proposals, whether delivered by an employee of the Proposer, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated. The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Proposals. The City of Modesto assumes no responsibility for delay in the delivery of the Proposal. Proposals will not be accepted by email or facsimile.

On the outside of the Proposal envelope and courier envelope, if any, the Proposer shall indicate the following:
“NAME AND ADDRESS OF PROPOSER
PROPOSAL IN RESPONSE TO REQUEST FOR PROPOSALS # 2324-21

ON-CALL HAZARDOUS WASTE AND BIOHAZARDOUS WASTE REMEDIATION PROPOSAL OPENING DATE: OCTOBER 8, 2024 AT 11:00 A.M.”
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
4 Proposer must deliver your Proposal by a preferred method to the appropriate location below:

MAIL TO:

CITY CLERK

CITY OF MODESTO
P.O. BOX 642
MODESTO, CA 95354
DELIVER/ COURIER TO:

CITY CLERK

CITY OF MODESTO
1010 10TH STREET, SUITE 6600
MODESTO, CA 95353
The City reserves the right to reject any or all Proposals or to waive any informalities or minor irregularities in a Proposal.

No Proposer may withdraw its Proposal for a period of one hundred twenty (120) days after the date set for the opening thereof.
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
5 CALENDAR OF EVENTS
Event Date
RFP Issued September 10, 2024
Written Questions Due via Email September 17, 2024
Addendum Issued (if required) September 24, 2024 (approximate date) Proposal Due Date & Time PRIOR 11:00 A.M. on Tuesday, October 8, 2024 Contract Award March 2025

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this RFP (“City Contact”) by the date listed in the CALENDER OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Proposers. All contact between Proposer and the City regarding the Proposal process shall be through the City Contact. Attempts by the Proposer to contact other City personnel regarding this RFP and associated process may result in disqualification of the Proposer. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

PROPOSER FAMILIARITY WITH SERVICE CONDITIONS
It is the responsibility of each Proposer to become familiar with all of the specifications, terms and conditions and the site condition (if applicable). The Proposer agrees to and acknowledges all RFP specifications, terms, and conditions and indicates the ability to perform by submission of a Proposal.

By the submission of a Proposal, the Proposer certifies that if awarded a contract it will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

PRECEDENCE
Proposer agrees that any agreement resulting from City’s acceptance of its Proposal, together with the terms in any City agreement and associated specifications provided by the City to Proposer therewith, shall comprise the entire agreement between City and Proposer. Moreover, Proposer agrees that any additional or contrary terms contained in Proposer’s acknowledgement of, shall be null and void. #1..
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Proposal openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, October 8, 2024. The City Clerk Record of Proposal document should be available on Planet Proposals by the end of the same day.

The public Proposal opening for this Invitation for Proposals will be available using the URL link containing the Number and Title of the Proposal on the cover page, provided below. By submitting your Proposal for the above-stated RFP you acknowledge, understand, and agree to this modified Proposal opening procedure.
• URL:https://teams.microsoft.com/l/meetupjoin/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40threa d.v2/0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976- 189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d Join Microsoft Teams Meeting (Click here to join the meeting) • +1 (469) 998-7409
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
7 GENERAL PROPOSAL REQUIREMENTS
A. PROPOSAL SUBMITTAL: Proposers should submit two (2) “inked” (preferably blue ink) signed original Proposal documents, plus one (1) copy of the signed original Proposal document, and one (1) electronic copy submitted via USB. The original Proposal document shall be clearly marked. Photocopies do not constitute an original Proposal. FAILURE TO FURNISH AT LEAST ONE “INKED” SIGNED ORIGINAL PROPOSAL DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL PROPOSER INFORMATION: It is the responsibility of the Proposers to identify information in their Proposal submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. PROPOSER COSTS INCURRED IN RESPONDING TO RFP: All costs associated with the preparation and submission of a Proposal shall be borne by the Proposer.

D. PROPOSER EXCEPTIONS: All exceptions taken to this RFP and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Proposal as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or services required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or services with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR PROPOSALS: An agreement shall be awarded to the Proposer whose Proposal most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Proposals or to waive any informalities or minor irregularities in a Proposal.

F. COMPLETE PROPOSAL DOCUMENT: The following forms constitute the makeup of a complete Proposal document and shall signed wherever indicated and be submitted to the City in the order listed:
• Proposal Form A – RFP Acknowledgement
• Proposal Form B – Proposer Company Information
• Proposal Form C – Pricing Schedule
• Proposal Form D – Proposer Exceptions, Clarifications, Amendments • Proposal Form E – Proposer Customer References
• Proposal Form F – Financial Interest Disclosure
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
8 • Proposal Form G – Proposer Company History Statement • Proposal Form H – Proposer Financial Statements
• Proposal Form I – Addenda Acknowledgement
• Proposal Form J – Proposer Warranty Statements
• Proposal Form K – Proposer Experience and Certifications • Proposal Form L – Subcontractor List
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Proposer cannot comply with a specification requirement in this RFP, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Proposer is not in compliance with the specification, the Proposal may be rejected.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required services shall be included in Proposal pricing, along with Proposer’s profit margin and any other cost factors.
• Unless otherwise stated, the Proposer agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City. • The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Proposer shall use the pricing schedule provided in this RFP to present Proposal pricing.

No other form or format shall be accepted. Proposal must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF AGREEMENT:
• The City may award one or more agreements to one or more Proposer in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. #1..
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REQUEST FOR PROPOSAL # 2324-21

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
9 • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
• The City reserves the right to select that Proposal, which best suits the City’s needs. Price is only one factor that will be considered by the City when awarding an agreement.

Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Proposer that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.
• The City will appoint a selection committee to evaluate each Proposer’s submitted Proposal. The City will evaluate Proposals on a 100-point scale based upon the following weighted scoring:

Evaluation Elements Scoring Method
Experience Numerical Score
Ability Numerical Score
Response Time Numerical score
Cost Numerical score
References Numerical Score
Total: Maximum Points:

J. INDEMNITY: Proposer, if awarded an agreement, will be required to hold the city, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Proposer, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Proposal.

Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Proposal for Proposer to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of city-owned vehicles by Contractor’s employees is apportioned to Contractor in accordance with the provisions contained in indemnity.
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10 K. PROPOSER REPRESENTATION: Proposer represents that:
• Proposer has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Proposer has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Proposer will complete the proposed services for the compensation stated in any resultant agreement.
• Proposer assumes full and complete responsibility for all conditions relevant to the proposed services and all risks in connection therewith. • Proposer represents that it is fully qualified to perform the proposed services in accordance with the terms of any resultant agreement within the time specified therein.

L. PROPOSAL PROTEST AND APPEAL PROCEDURES: Proposers wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Proposal" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that an Interested Party may lodge a protest.

Protest Procedures
• Only a Proposer who has actually submitted a Proposal is eligible to submit a protest against the City’s Announced Decision.
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11 • Subcontractors are not eligible to submit bid protests. • A Proposer may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements) made payable to the Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the under protest by name, Request for Proposal (RFP) or Request for Proposal (RFP) number, and Proposal/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Proposal Protests: A Proposer shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten (days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:
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12 City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the further decision of the Director of Finance decision may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
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13 d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the City Clerk a written notice of such appeal not later than fifteen days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a #1..
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14 timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. #1..
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15 PROPOSAL SUBMITTAL CHECKLIST

PROPOSAL SUBMITTAL CHECKLIST
The Proposer shall provide a complete Proposal in a sealed envelope by the required deadline on the Proposal Opening Date. Failure to provide all the required documents may cause the Proposal to be considered non-responsive.

Proposer’s Proposal must contain the following applicable elements completed and signed wherever indicated and submitted as described more-fully herein. The following checklist is provided solely for Proposer’s use in reviewing the completeness of your submission:

COMPLETE PROPOSAL ELEMENTS 
Proposal Form A – RFP Acknowledgement
Proposal Form B – Proposer Company Information
Proposal Form C – Pricing Schedule
Proposal Form D – Proposer Exceptions, Clarifications, Amendments Proposal Form E – Proposer Customer References
Proposal Form F – Financial Interest Disclosure
Proposal Form G – Proposer Company History Statement
Proposal Form H – Proposer Financial Statements
Proposal Form I – Addenda Acknowledgement
Proposal Form J – Proposer Warranty Statements
Proposal Form K – Proposer Experience and Certifications Proposal Form L – Subcontractor List
Proposer’s submission should include all City of Modesto forms. If any form is not applicable, Proposer should write or type “Not Applicable” on it but still include the form in your submission. #1..
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16 PROPOSAL FORM A – RFP ACKNOWLEDGEMENT
The City is soliciting Proposals from qualified firms (each a “Proposer” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Request for Proposals (“RFP”). This Proposal Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Proposal response. Obligations assumed by such signature will include the following:

1. Preparation of Proposals: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Proposal. (b) Quote price as specified in Proposal. No alterations or changes of any kind shall be permitted to the Proposal Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Proposal: If you are not submitting a Proposal but want to remain on the mailing list and receive future Proposals, complete, sign and return this Proposal Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the RFP, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Proposal. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes.

The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Proposer or the RFP gives notice of an all-or-none award, the City may accept any item or group of items of any Proposal. (b) Proposals are subject to acceptance by the City at any time within 90 days of opening, unless otherwise specified in the RFP.

A Proposer shall not change its Proposal within such time frame (c) A valid contract based on the sample agreement attached to the RFP and the Proposal shall be mailed, or otherwise furnished, to the successful Proposer within the time for acceptance specified, and such contract shall be a binding contract without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Proposers who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or unpatented invention, article or appliance furnished or used in connection with the contract or purchase order.
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17 6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Proposer’s expense.

7. Rights and Remedies of City’s for Default: (a) In the event any item furnished by the Proposer in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Proposer with its Proposal, the City may reject the same, and it shall thereupon become the duty of the Proposer to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Proposer fail, neglect or refuse so to do the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items and to deduct from any moneys due or that may there after come due to Proposer, or send an invoice to the Proposer which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Proposer fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Proposer. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Proposer will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Proposer’s pricing proposal #1..
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18 hereunder. Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this RFP.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Proposal to a public purchasing body, the Proposer offers and agrees that if the Proposal is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 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, materials, or services by the Proposer for sale to the purchasing body pursuant to the Proposal. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Proposer.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded in under a contract or purchase order resulting from this Proposal.

11. One “Inked” Signed Original Proposal Documents Required: Failure to furnish at least one “inked” signed original Proposal documents may result in disqualification. These should be accompanied by one copy of the documents and one electronic copy on a USB drive.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Proposal.

THE undersigned acknowledges receipt of the referenced RFP and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the Proposer indicated in Proposer’s Proposal Forms A through L, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Proposer Company Name:

Proposer Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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19 PROPOSAL FORM B – PROPOSER COMPANY INFORMATION
A. Proposer Company Full
Legal Name
B. Proposer Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Proposer
Officers:

J. Years in Business:

K. Proposer Office
Address Closest to City
of Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
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20 Number (note –
provide only if
available now - - but
not required until any
contract begins):
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21 PROPOSAL FORM C – PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Proposer to perform the required services shall be included in Proposal pricing. Proposal must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Proposal Form D – Exceptions, Clarifications, Amendments. **Please review and provide pricing on Attachment A**
Payment Terms:

Check which of the following payment terms/methodology Proposer accepts (a description of each can be found in Proposal Form A – RFP Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ____ Choose by checking () here. If selected, for bid comparison purposes, Proposer’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: ______________________________
• Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced RFP and any associated Addenda and offers to furnish the articles and/or services specified, in accordance with the specifications, terms and conditions of this RFP and these Proposal documents, for the pricing indicated on the Pricing Schedule.

Proposer Company Name:

Name of Proposer Signatory:

Signature of Proposer Representative:
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22 PROPOSAL FORM D – PROPOSER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s RFP package, sample agreement, and associate specifications are not encouraged and may cause Proposer to be considered responsible and/or its Proposal to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Proposer, it is preferred that Proposer so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Proposer may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Proposal submission.

Nonetheless, Proposer may request Proposal clarifications and exceptions below, if any, sign and submit with your Proposal response. Any requested exception, clarification or amendment may not be accepted and may deem the Proposer as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Proposer Company Name:

Name of Proposer Signatory:

Signature of Proposer Representative:
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23 PROPOSAL FORM E – PROPOSER CUSTOMER REFERENCES
Proposer shall provide a list of five current or former customers able to discuss prior experience with similar type of services requested by the City in the above-referenced RFP. Proposer’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced RFP. Proposers failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Proposer’s performance record on services similar to that described in the above-referenced RFP. The City reserves the right to contact references other than those provided in Proposer’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:
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24 City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
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25 PROPOSAL FORM F – FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.

Proposer must therefore complete this Proposal Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below #1..
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26 until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.

Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:

First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Proposer Company Name:

Name of Proposer Signatory:

Signature of Proposer Representative:
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27 PROPOSAL FORM G – PROPOSER COMPANY HISTORY STATEMENT Company History Statement - Proposer shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the services described in this Invitation for Proposals (RFP).

The Proposer’s company history overview statement shall be approximately one to three pages in length and inserted below:

Proposer Company Legal Name: Insert Proposer Logo Here (if existent):

Insert Proposer Company History Overview Statement Beginning Here:
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28 PROPOSAL FORM H – PROPOSER FINANCIAL STATEMENTS
Minimum Qualifications are mandatory for proposal consideration, and at a minimum shall include the following:

Financial Stability:

City staff will request financial statements from the proposer whose proposal is determined to best meet the City’s needs, as determined by the selection committee. Within two (2) business days of City request, proposer shall provide a copy of their company’s most recent professionally prepared Financial Statements (Income Statement and Balance Sheet). These statements, if un-audited, shall be accompanied by a cover letter that states the name and title of the preparer, the basis of the financial statement presentation (cash or accrual) and whether these statements have been prepared in accordance with Generally Accepted Accounting Principles for the most recent fiscal year end of the proposer. Audited financial statements shall be submitted in their entirety, including the auditor’s opinion and notes to the financial statements.

A separate document shall be provided and signed under penalty of perjury by the proposer’s financial officer or owner that explains the proposer’s inability to provide statements for a fiscal period that ended at least eight (8) months before the required date of submittal, if such inability exists.

One complete set of Financial Statements shall be submitted within two (2) business days of City request.

Financial Statements, whether delivered via email, by an employee of the proposer, U.S. Postal Service, courier or package delivery service must be received by the City of Modesto, Purchasing Division within two (2) business days of request. Financial statements delivered via email should be sent to [email protected]. If sent via email, proposer is encouraged to follow-up with a phone call to Melvin Rosal at (209) 577-5420, to confirm receipt. Failure of proposer to provide requested documents within two (2) business days, may disqualify proposer from further consideration. The City of Modesto assumes no responsibility for delay in the delivery of the Financial Statements to the City.

CITY OF MODESTO, PURCHASING DIVISION
1010 10TH STREET, SUITE 5300
ATTN: MELVIN ROSAL
ON-CALL HAZARDOUS AND BIOHAZARDOUS WASTE REMEDIATION RFP 2324-21 MODESTO, CA 95354
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29 By signing this document, I confirm that I understand the financial statement requirements as set forth above.

Proposer Company Name:

Name of Proposer Signatory:

Signature of Proposer Representative: __________________________________________________ #1..
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30 PROPOSAL FORM I – ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the RFP period, Proposer is responsible for regularly checking the City of Modesto’s Planet Proposal website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the RFP number listed on the Cover Page and in the header of each subsequent page of this RFP, and in any event, no later than the day prior to Proposal opening.. The changes identified in any addenda issued will modify this RFP and specifications. The addenda now become a part of this RFP and Proposer’s resultant Proposal. Signing the Proposal on the signature portion thereof, the Proposer is acknowledging that the Proposer has confirmed that it has received all addenda issued for RFP, and has included costs for such in the Proposal submitted. Failure to list and acknowledge all addenda numbers may cause Proposer’s Proposal to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Proposal.

If no addenda have been issued against this RFP solicitation, Proposer may write “Not Applicable” and return this Proposal Form as part of its submission. Alternatively, Proposer may leave this Proposal Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Proposal is submitted with respect to the changes to the RFP included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Proposer Company Name:
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31 PROPOSAL FORM J – PROPOSER WARRANTY STATEMENTS
As a material part of its Proposal, Proposer shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this RFP.

Notwithstanding any other provisions of this RFP, Proposer warrants that the materials, supplies, or other services furnished under any contract or purchase order resulting from its Proposal shall be on the most suitable grade and meet or exceed the standards set forth in this RFP. Such warranty shall include the following; performance, workmanship, labor, materials, and Proposer design or engineering contributions. If a defect is discovered in any item of the materials, assemblies, components, supplies or services covered in this Proposal, Proposer shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Proposer Company Legal Name: Insert Proposer Logo Here (if existent):

Insert Proposer Warranty Statement Beginning Here:
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32 PROPOSAL FORM K – PROPOSER EXPERIENCE AND CERTIFICATIONS Proposer shall provide below a summary covering the following:

A. Experience: The Contractor and its employees directly involved in providing inspections, services and repairs shall have a minimum of three years’ experience providing the types of services requested in this RFP:
i. Identify key personnel and their position within your organization. ii. Provide a biographical summary or resume detailing the experience, level of expertise and qualifications of the key individuals providing the types of services requested herein. iii. If you plan to subcontract work, you must also indicate in Proposal Form L – Subcontractor List the name and address of each firm and the type of work or tasks the subcontractor will perform. Identify key personnel assigned to the project, their position, qualifications and representative experience.

B. Certifications: Proposer shall provide copies of all relevant certifications held for both company and any individuals required to perform the services requested herein. #1..
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33 PROPOSAL FORM L – SUBCONTRACTOR LIST
Proposer shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Proposer. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor’s license number:

If Contractor uses any Subcontrctor for transport, Contractor must provide City with photocoy of alterate transportor’s permit and/or licenses. Photocopies must:
a) the transporter’s registration
b) U.S. Environmental Protection Agency (EPA) identification number c) proof of insurance
d) telephone number
e) a primary contact person, and
f) any other information the City may request to verify the alternate transporter is permitted to transport the specific waste
Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)
Proposer Company Name:
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34 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.0 SCOPE OF WORK:

The City of Modesto, Utilities Department, Wastewater, Stormwater and Water Services Division in conjunction with the Public Works Department, Solid Waste Management Division, Streets Division, Modesto Police Department, and Modesto Fire Department “the City”, are requesting proposals for hazardous waste and biohazardous waste, “Waste”, remediation.

Contractor shall perform disposal and cleanup of Waste at the direction of City of Modesto staff, “City Staff”, and in accordance with the following:
a) Contractor must follow professional workflow processes to assure proper container(s) are available and packing protocols have been completed and provide the required documentation to City Staff. b) Each time service is requested, Contractor must provide an estimate of the total cost to cleanup, load, haul, and dispose of Waste material(s). City Staff must review and approve in writing prior to work being completed.
c) Following approval, Contractor must prepare waste material profiles, manifest, and the proposed schedule for transportation to an appropriate disposal facility. d) Contractor must coordinate with approved City Staff, at least one day in advance of the planned pick-up date for the Waste transport, to assure City Staff will be available to provide the required authorization and paperwork signatures.
e) Contractor must immediately provide Emergency Response upon City request in the event of unforeseen hazardous/biohazardous material events (leakage, spills, etc.). f) Contractor must ensure that sufficient staff and equipment are available to mitigate incidents in an efficient and timely manner.
g) City Staff may inspect any work performed under the Agreement. h) Contractor shall provide the City notice of any changes thirty (30) days before any change which might affect removal, transport and disposal procedure/requirements.

1.1 FACILITIES, EQUIPMENT, AND MATERIALS:

Except as set forth in the Scope of Work, Contractor must, at its sole expense, furnish all facilities, equipment, materials, supplies, and consumables required to complete the work under this agreement.

Equipment and materials must be in proper working order and are subject to approval by City Staff prior to its use. Contractor must provide all equipment and materials required for waste characterization, handling, treating, storing, packaging, labeling, transporting, and disposal or be able to utilize a subcontractor in accordance with all Technical Specifications and Service Requirements.

1.2 PERSONNEL:

Contractor must provide personnel (technicians, drivers, etc.) trained to the satisfaction of USDOT 49 CFR Part 172 and OSHA. Personnel must be trained in Hazard Communication Standard (HCS) (29 CFR 1910.1200(g)) to understand the contents of the Safety Data Sheet (SDS) forms of each chemical to assure safe handling, transport, and delivery of hazardous chemicals. Upon request, #1..
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35 Contractor must submit documentation of personnel training for review by City Staff.

1.3 RESPONSE TIMES:

Scheduled Waste Remediation: Contractor must remove waste from the City of Modesto sites as agreed upon within seven (7) calendar days of receiving authorization. Response times begin from the time the Contractor receives notification/authorization from City Staff.

Emergency Waste Remediation: Contractor must be available on a 24-hour basis, 7 days a week to provide personnel, equipment, and materials to assist City Staff in containing and cleaning up hazardous and biohazardous material spills. Contractor must provide emergency response services as directed or requested by City Staff, within the timeframe agreed upon within any resulting agreement between the City and Contractor. Response times begin from the time of the emergency notification by City staff.

Contractor must provide personnel and equipment to mitigate releases of hazardous or biohazardous materials, treat materials to render them neutral or safe for collection and recovery prior to transferring them for a safe shipment and final disposal, in accordance with all applicable laws and regulations.

Scene Clean Up: Contractor must be available on a 24-hour basis, 7 days a week to assist City Staff in containing and cleaning up hazardous and biohazardous material. Contractor must provide response within two (2) hours of notification from City Staff.

1.4 WASTE PREPARATION:

Contractor must field screen, correctly package, and label all waste in accordance with federal, state, and local regulations.

Contractor must be aware of current costs and analytical requirements for disposal of hazardous waste at approved California Department of Toxic Substances Control (DTSC)/Environmental Protection Agency (EPA) permitted disposal facilities.

1.5 TRANSPORTATION AND FINAL DISPOSITION OF WASTE:

Contractor must provide appropriate transportation vehicles and must load waste onto those vehicles, using its own personnel and equipment. Trucks must have provision for containment of spills and sides strong enough to restrain drums, equipment, and palletized material. Contractor must label and mark each container to prepare for transportation and disposal and properly placard all transportation vehicles, in accordance with the U.S. Department of Transportation (DOT) requirements. If Contractor uses any subcontractor for transport, Contractor must provide the City with a photocopy of the alternate transporter’s permit and/or licenses. The photocopies must also include:
g) the transporter’s registration
h) U.S. Environmental Protection Agency (EPA) identification number i) proof of insurance
j) telephone number
k) a primary contact person, and
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36 l) any other information the City may request to verify the alternate transporter is permitted to transport the specific waste
Contractor must not use any alternate transporter without prior written approval from City Staff.

Contractor must transport waste to an appropriate state-approved Treatment Storage and Disposal Facility (TSDF). Contractor must prepare Non-Hazardous and Uniform Hazardous Waste Manifests and/or bill of lading to the satisfaction of the Department of Toxic Substance Control (DTSC), the DOT, and the licensed facility receiving the waste, as further specified in Title 22, California Code of Regulations (CCR), Section 66262.23, Occupational Safety and Health Administration (OSHA), Hazard Communication Standard: Safety Data Sheets (SDS) and other applicable regulations. Contractor must completely and accurately prepare Land Disposal Restriction Forms, which must accompany the manifests.

An authorized representative from the City will sign the hazardous waste manifest. Contractor must pay any fees or penalties incurred by the City for any improperly completed manifests as stated in California Health and Safety Code Section 25160.5 and 22 CCR Division 4.5, Chapter 13, and Article 2. Within thirty (30) days of removal from City property, Contractor must assure that a signed original of the Hazardous Waste Manifest, indicating delivery to the designated TSDF, is returned to the City by the disposal facility. Hazardous waste disposal must be provided in accordance with the applicable federal, state, and local regulations. The accepting TSDF must provide the City with certificates of destruction/treatment within sixty (60) days of the date of the certification acceptance signature for the documentation of final disposition of all waste (example: landfill, incinerated, recycled, treated, etc.).

1.6 SPECIAL REQUIREMENTS – STANDARDS:

Contractor must perform work in accordance with applicable laws and regulations, including but not limited to the following: Federal (40 CFR Parts 110 and 116, Resource Conservation and Recovery Act (RCRA), Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), 49 CFR Parts 172, 173, 177, 397, DOT, and 29 CFR Sections 1910.120 and 1910.134), State (Title 22 CCR Division 4.5, Environmental Health Standards for the Management of Hazardous Waste) and local laws and regulations.

All waste treatment, storage, recycling and/or disposal facilities must be licensed and permitted, in accordance with all applicable laws and regulations, to handle the wastes designated for delivery to the facility.

All applicable standards of the California Highway Patrol, EPA, and DOT apply, including drug and alcohol testing for Class “A” drivers.

Contractor must assure that all work performed under this agreement is in accordance with the laws of each state to which transport may occur and/or where services are to be performed. #1..
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37 Safe completion of all work is of paramount importance to the City. Contractor must perform all work in a safe manner, in compliance with OSHA and Cal-OSHA standards. Contractor must meet all required training standards.

Trucks and Equipment: All transport vehicles, including vacuum trucks, must be constructed, routinely inspected, and properly maintained to meet DOT and CHP specifications and requirements.

Contractor must comply with California Public Utilities Commission General Order (GO) 172, “Rules and Regulations Governing the Use of Personal Electronic Devices by Employees of Rail Transit Agencies and Rail Fixed Guideway Systems”.

Contractor must comply with California Public Utilities Commission General Order (GO) 175, “Rules and Regulations Governing Roadway Worker Protection provided by Rail Transit Agencies and Rail fixed Guideway Systems”.

1.7 HAZARDOUS WASTE REMEDIATION:

Chemical Spill Remediation: The City may require the emergency mitigation of chemical spills. The Wastewater Division currently maintains several chemical tanks at the Sutter and Jennings locations.

See table below. The City may also require chemical spill mitigation within the City due to vehicle collisions and accidents.

WASTEWATER CHEMICALS HOUSED ON LOCATION
Location Chemical Estimated
Volume (gal.)
Sutter Sodium Hypochlorite 4,000
Jennings Citric Acid 5,000
Sodium Hypochlorite 5,000
Phosphoric Acid 300
Sodium Hydroxide, 50% 400
Sulfuric Acid, 50% 350
Categorization and Disposal of Unknown Hazardous Waste: The City illegal dumping of containers and unmarked drums of various size including those greater than 5 gallons that will require identification and evaluation to ensure all applicable removal and disposal standards are met, etc.

Asbestos Concrete Pipe (ACP): The City requires the disposal of ACP on an as needed basis. The contractor will be expected to dispose of, or make arrangements to dispose of, ACP. Contractor is responsible for proper disposal. If Contractor must subcontract this task, the contractor is required to list the sub-contractor they plan on using.

Chlorine Sludge: The Water Services Division requires the disposal of approximately 150 gallons of chlorine tablet byproducts per year. Byproducts primarily consist of binding agents with some chlorine #1..
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38 residual present. This disposal is on an “as needed” basis and the City does not guarantee quantities as they vary depending on operational need.

Slurry Alum: The Streets Division uses approximately four (4) 275 gallon totes containing Slurry Alum on a monthly basis for opertational needs. Once totes are consumed, proper disposal of totes is required.

This disposal is on an as needed basis and the City does not guarantee quantities as they vary depending on operational need.

Miscellaneous Hazardous Waste Disposal: Due to the unforeseeable nature of Hazardous Waste removal required by the City, the above is not a complete list of materials. Contractor must also be able to identify through testing and properly dispose of containers containing unknown waste contents in addition to, respond and assist with various spills in accordance with the above Scope of Work.

Sharps Waste Disposal: The Solid Waste Division requires the disposal of 1 gallon to 5 gallon sharp containers at two (2) locations on a monthly basis. Contractor will need to supply containers.

1.8 BIOHAZARDOUS WASTE SERVICES:

Equipment Clean Up: The Police Department requires the cleaning and disinfection of five (5) restraint devices (WARP) on a quarterly schedule. Services are to be scheduled with the City Representative.

Vehicle Clean Up: The Police Department requires the clean up and removal of Biohazardous Waste from vehicles. Biohazard waste clean up includes, but not limited to, the removal of feces, urine, vomit, blood, and other bodily fluids.

Scene Clean Up: The Police Department and Modesto Fire Department require the clean up and removal of Biohazardous Waste within City limits.

Clean up must include the removal, disinfection, and sanitation at locations across the City such as public right-of way, City vehicles and vehicles within City limits, City properties and adjacent areas.

1.9 TRAFFIC CONTROL:

Contractor shall respond to a request for a site clean-up with all the necessary tools, materials, equipment, containers, personal protective gear, traffic control equipment, and personnel that is required or needed to perform the work to handle, remove, transport, and dispose of the waste materials and leave a clean site.

1.10 MISCELLANEOUS SERVICES:

The City may, from time to time, require contractor/consultant services not specified in the work descriptions above (e.g. expert testimony, report preparation on special topics). The contractor shall be available for performing these miscellaneous services.
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39 1.11 REQUIRED LICENSES:

Prior to beginning any service that shall be furnished under this specification, the Proposer shall secure the appropriate Business/Delivery license from the City of Modesto. Business/Delivery license information may be obtained by calling (209) 577-5389 or emailing [email protected]. The successful Proposer shall maintain a City of Modesto business license for the duration of the agreement.

1.12 TERM OF AGREEMENT:

The term of the agreement shall be for a period of two (2) years with three (3) one-year extension options at the sole discretion of City, for a total of up to five (5) years.

A. Pricing shall remain firm for the first two years of any agreement, which may be awarded pursuant to this RFP.

B. Price increases for subsequent agreement years three, four, and five, shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one agreement year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by Contractor(s) in writing, sixty (90) days prior to the annual anniversary date of the agreement to be effective for the subsequent year.

1.13 INSURANCE REQUIREMENTS:

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

ON-CALL HAZARDOUS WASTE AND

BIOHAZARDOUS WASTE REMEDIATION
40 3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.

4. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Primary Coverage
The Additional Insured coverage under the Contractor’s policy shall be “primary and non-contributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13. The City of Modesto does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.

Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.
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41 Claims Made Policies (applicable to Pollution Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Verification of Coverage
Contractor shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.
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42 Subcontractors
Contractors shall require and verify that all subcontractors, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subcontractor’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354
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43 SAMPLE AGREEMENT

SAMPLE ANNUAL AGREEMENT - SERVICES
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a _____________, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-________ authorizing the Award of Bid and agreement for the On-Call Hazardous Waste and Biohazardous Waste Remediation SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for On-Call Hazardous Waste and Biohazardous Waste Remediation SERVICES as described in RFP 2324-21, attached hereto as Exhibit “C” and made a part hereof (hereinafter called RFP).

NOW, THEREFORE, the parties hereto mutually agree as follows:
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44 1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $_________________. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $____________. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Pricing Table - TBD

3. CITY REPRESENTATIVE:

CITY Representative is:

Division Contact: Name, Title, Phone Number, Email Address Purchasing Contact: Melvin Rosal, Buyer, (209) 577-5420, [email protected] The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of #1..
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45 shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. CONTRACTOR CONTACT:

Name, Title, Phone Number, Email Address

5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: 2025 through 2026
Year 2: 2026 through 2027
Year 3: 2027 through 2028
Year 4: 2028 through 2029
Year 5: 2029 through 2030
Pricing as set forth in Section 1.e. above shall remain firm for the first two (2) years of the AGREEMENT.

6. LIABILITY INSURANCE:

MINIMUM SCOPE AND LIMIT OF INSURANCE
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46 Coverage shall be at least as broad as:

4. Contractors’ Pollution Legal Liability and/or Asbestos Legal Liability with limits no less than $2,000,000 per occurrence or claim, and $2,000,000 policy aggregate.

Umbrella or Excess Coverage
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or #1..
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47 Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.

The insurance policies are to contain, or be endorsed to contain, the following provisions:

Notice of Cancellation
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48 Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.

Claims Made Policies (applicable to Pollution Liability only) If any of the required policies provide claims-made coverage:

1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

Waiver of Subrogation
Contractor hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Modesto by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.

Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility #1..
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49 of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.

Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.

Subcontractors
Contractors shall require and verify that all subcontractors, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subcontractor’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract. #1..
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50 Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:

City of Modesto
Attn: Risk Management
1010 10th Street
Modesto, CA 95354

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY RFP RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
• This AGREEMENT number
• CITY department/division name and address
• Billing period
• Service hours worked day and week
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51 • Unit price, extended price, sales tax and total

8. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. ATTORNEYS’ FEES:

11. COMMENCEMENT AND COMPLETION OF THE WORK:
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52 The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No. 2024-_______;
b. CONTRACTOR Bid submittal;
c. RFP No. 2324-21;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice.

Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance underthe Agreement, eitherin whole orin part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
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53 c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final #1..
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54 payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

14. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. #1..
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55 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS:

16. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

18. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar #1..
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56 week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: __________________
__________________
__________________
__________________
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES:

No minimum or maximum is guaranteed or implied.

21. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council.

Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

23. NON-DISCRIMINATION:
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57 a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap #1..
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58 discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

25. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT:

28. DRUG FREE WORKPLACE:

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

30. WAIVER:

31. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the RFP, attached hereto as Exhibit C, #1..
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60 are incorporated herein. In the event of a conflict between the RFP and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. PARTIAL INVALIDITY:

CITY OF MODESTO, CONTRACTOR
A municipal corporation
By: __________________________ By: _________________________________ JOSEPH P. LOPEZ, (Signature)
City Manager
By: _________________________________
(Name & Title)
ATTEST: Date: _______________________________
By: __________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk

(SEAL)

APPROVED AS TO FORM:

By: ____________________________
JOSE M. SANCHEZ,
City Attorney
By: ____________________________
JOE F. RODRIQUEZ,
Risk Manager
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RFP 2324-21 Scoring Abstract
RFP No. 2324-21 On-Call Hazardous and Biohazardous Waste Remediation Max Score Clean Harbors
Environmental Services,
Inc.

GrayMar Environmental
Services, LLC
Requirements - Primary Selection Criteria - 100 total points possible Experience 15 13 11
Ability 25 21 21
Response Time 25 14 18
Cost 15 9 15
References 20 14 18
Total Score 100 71 83
Ranking 2 1
Individual criteria scores is the average of the Evaluation Committee scoring #1..
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

February 23, 2026
Date: January 15, 2025
.

TO: Finance Committee
David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: DeAnna Christensen, Director of Finance
SUBJECT: Third Amendment for Bottled Water Delivery Services CONTACT: Dianne Love, Purchasing Manager, [email protected], 209-571-5174 DESCRIPTION:

Consider a Third Amendment for Bottled Water Delivery Services for Citywide locations to Blue Triton Brands Inc. doing business as (DBA) Primo Brands Manteca, CA increasing the Agreement amount by $100,000 over the term of the Agreement. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This item advances the City of Modesto 2025-2026 Strategic Plan Area: Governance and Service Delivery: “build community trust in City government through responsive, transparent and efficient service delivery”; Goal J: “build a high-performance organization”.

BACKGROUND:

Bottled water is utilized by all departments for City projects where clean, cool water is not readily accessible for consumption. Per the California Division of Occupational Safety and Health, better known as Cal/OSHA, Title 8, Section CCR 3395, employees shall have access to potable drinking water that is required to be fresh, pure, suitably cool, and provided free of charge. By having the 5-gallon water bottles for the offices and 16.9 fl oz. bottles for field staff, it allows for employees to keep clean, cool water by either utilizing the cooler or adding 16.9 oz bottles to an ice chest with minimal risk of contamination.

Competitively bidding these materials benefit the City by obtaining the best pricing through economies of scale, staff time in the reduction of processing one time bids throughout the year, and better assessment of actual spending through the life of the agreement.

On March 5, 2024, under Resolution 2024-85, Council approved an Agreement for Bottled Water Delivery Services with Blue Triton Brands DBA ReadyRefresh Livermore, CA, and DS #2..
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Finance Committee, February 23, 2026
Third Amendment for Bottled Water Delivery Services

Page 2 of 4 ends

Services of America Inc. DBA Primo Water North America, Manteca, CA for a two (2) year Agreement with three (3) one-year extension options, for a first year estimated amount not to exceed $200,000 and an annual estimated amount of $100,000 thereafter, for a total amount not to exceed $600,000 over five (5) years.

On April 30, 2024, a First Amendment was approved under the City Manager authority to add 1- galllon bottled water, racks and set pricing to ensure the agreements aligned between both vendors. No agreement amount was increased as part of this amendment.

On October 8, 2024, under Resolution 2024-369, a Second Amendment was approved by Council with Blue Triton Brands DBA ReadyRefresh, Livermore, CA and DS Services of America Inc. DBA Primo Water North America, Manteca, CA, for Bottled Water Delivery Services for Citywide locations. This action approved an increase in the Agreement amount by $35,000 for the first year estimated amount for a new revised first year estimated amount of $235,000, increasing the Agreement amount by $15,000 for the annual estimated amounts for a revised annual estimated amount of $115,000, and increasing the Agreement amount by $95,000 for the total combined revised total amount of $695,000 for the term of the agreement.

On July 21, 2025, the City of Modesto was made aware that DS Services of North America DBA Primo Water North America merged with BlueTriton Brands Inc. on November 8, 2024, to become Primo Brands. ReadyRefresh now operates under BlueTriton Brands Inc. DBA Primo Brands.

DISCUSSION:

With the bottled water needs for the field staff, City staff continue to see a significant increase in bottled water usage compared to the annual estimates due to the heat wave, steady warm weather and increase in staffing levels in 2025. Over the year and a half of this agreement, there have been no price increases, and the pricing captured in this agreement is discounted based on the competitive pricing generated from the bid. In anticipation of future heat waves for future years, City staff recommends increasing the agreement by an additional $100,000 through the term of the agreement.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(f) “Where the Purchasing Manager, in their discretion, determines that it is appropriate to amend the services or goods provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services. This Amendment is essential to ensuring the City continues to provide these services to field staff based on the increase in quantity needs from staff’s original estimates.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year 2025-26 and will be budgeted for future years through the remaining term of this Agreement, to cover the cost for this service. Below is the spending history with the current agreement with ReadyRefresh and the previous DS Services .
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Finance Committee, February 23, 2026
Third Amendment for Bottled Water Delivery Services

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Spending To Date Ready Refresh DS Services
Year 1 $ 231,155 $ 2,993
Year 2 $ 107,383 $ -
Total $ 338,538 $ 2,993
Below is the breakdown of the Proposed Amendment and Funding Source funding the five (5) year Agreement.

Year 1 Year 2 Year 3 Year 4 Year 5 Total
$ 200,000 $ 100,000 $ 100,000 $ 100,000 $ 100,000 $ 600,000 $ 35,000 $ 15,000 $ 15,000 $ 15,000 $ 15,000 $ 95,000
$ - $ 15,000 $ 20,000 $ 28,000 $ 37,000 $ 100,000
$ 235,000 $ 130,000 $ 135,000 $ 143,000 $ 152,000 $ 795,000 Summary Change
Original Amount
Second Amendment
Proposed Third Amendment
Revised Amount
Fund
Amendment
Increase
Airport $ 86
Building Maintenance $ 3,004
Capital Improvement Fund $ 1,066
Central Stores $ 1,234
Employee Benefits Fund $ 195
Fleet $ 4,750
General Fund $ 37,747
Measure H $ 440
Parking $ 19
Solid Waste $ 13,378
Surface Transportation $ 12,732
Storm Drain $ 1,085
Wastewater $ 29,218
Water $ 20,414
Total $ 100,000
RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the Third Amendment with BlueTriton Brands Inc. DBA Primo Brands Manteca, CA for Bottled Water Delivery Services for Citywide locations increasing the Agreement amount by $100,000 for the total revised total amount of $795,000 for the term of the agreement and forwarding to Council for approval.
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Finance Committee, February 23, 2026
Third Amendment for Bottled Water Delivery Services

Page 4 of 4 ends

Approved by:

DeAnna Christensen, Director of Finance
Joseph P. Lopez, City Manager
Attachments:

1. Third Amendment

2. Second Amendment

3. First Amendment

4. Original Agreement

5. CA Levine Act Disclosure
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THIRD AMENDMENT TO PURCHASE AGREEMENT
WITH BLUETRITON BRANDS INC. DBA PRIMO BRANDS FOR BOTTLED WATER

DELIVERY SERVICES
This THIRD AMENDMENT to the Purchase Agreement (“THIRD AMENDMENT”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California (hereinafter the “CITY”) and BLUETRITON BRANDS INC. DBA PRIMO BRANDS, a Kentucky c corporation (hereinafter “VENDOR”) as of the ________ day of ___________ __________.

RECITALS
This THIRD AMENDMENT to the Purchase Agreement for BOTTLED WATER DELIVERY SERVICES is made with reference to the following recitals:

A Purchase Agreement NO. 262564, hereinafter referred to as AGREEMENT was entered into by and between CITY and VENDOR on the 5th day of March 2024 to provide BOTTLED WATER DELIVERY SERVICES.

CITY and VENDOR previously entered into a FIRST AMENDMENT on the 30th day of April 2024 to include 1-gallon bottled water, racks, and add pricing.

CITY and VENDOR previously entered into a SECOND AMENDMENT on the 8th day of October 2024 to increase compensation to a sum not to exceed $695,000 over five years.

CITY and VENDOR desire to amend the AGREEMENT by increasing the previously approved estimated annual amount from $115,000 to $140,000 and a total amount not to exceed from $695,000 to $795,000.

CITY and VENDOR desire to amend the AGREEMENT by updating the pricing table.

CITY and VENDOR now desire to memorialize the change to the terms of the Purchase Agreement with this THIRD AMENDMENT.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. THE WORK, Section 1(e), Paragraph 1, of the AGREEMENT shall be deleted and replaced in its entirety with the following:

CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated amount not to exceed $235,000 over the first year, and an estimated annual amount of $140,000 thereafter. The total amount paid by CITY to VENDOR over the full term of the AGREEMENT shall not exceed $795,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hurly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.
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2. THE WORK, Section 1(e), AGREEMENT PRICNG shall be amended to replace the contractual pricing table attached hereto as Exhibit D.

3. Except as modified and amended by this THIRD AMENDMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this THIRD AMENDMENT by its Director of Finance under Resolution No. ________________ adopted by the City Council of the CITY OF MODESTO on the _______________ day of _______________ ______________ and BLUETRITON BRANDS INC. DBA PRIMO BRANDS has caused this THIRD AMENDMENT to be duly executed as of the Effective Date.
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1 SECOND AMENDMENT TO PURCHASE AGREEMENT

FOR BOTTLED WATER DELIVERY

READYREFRESH
This SECOND AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of __________________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter collectively referred to as CONTRACTOR.

This SECOND AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. A PURCHASE AGREEMENT NO. 262564, hereinafter referred to as “AGREEMENT” was entered into by and between CITY and CONTRACTOR on the 5th day of March, 2024 to provide the furnishing of Bottled Water delivery services.

B. CITY and CONTRACTOR approved the First Amendment to the Original Agreement on the 30th day of April, 2024 to include 1-gallon bottled water, racks and add pricing C. CITY and CONTRACTOR desire to execute a Second Amendment to the AGREEMENT to increase the “COMPENSATION” to a sum not to exceed $625,500 over five years. All other provisions of the AGREEMENT shall remain in effect.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. The second sentence of Section 1(e) of the PURCHASE AGREEMENT is hereby amended to read as follows:
“The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $625,500.”

2. Except as modified and amended by this SECOND AMENDMENT to the PURCHASE #2..
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2 AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this SECOND AMENDMENT to the PURCHASE AGREEMENT by its Director of Finance and attested by its City Clerk under authority of Resolution No. 2024-______, adopted by the Council of the City of Modesto on the ____ day of __________________, 2024, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation has caused this SECOND AMENDMENT to the PURCHASE AGREEMENT to be duly executed. #2..
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
________________________________
BY: ____________________________
By _____________________________
Name Title
BY: ____________________________
By _____________________________
Name Title
APPROVED AS TO FORM:

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
MATTHEW BRALEY, ARM-PE, Risk Manager
Federal ID # ___________
Docusign Envelope ID: 4B9C259C-5C56-400F-8825-5ADB032A5E0B Triton Brands Inc,
DBA ReadyRefresh
943027237
Bernie Reyes Area Growth Manager
10/23/2024
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1 FIRST AMENDMENT TO PURCHASE AGREEMENT

FOR BOTTLED WATER DELIVERY

READYREFRESH
This FIRST AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of __________________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter collectively referred to as CONTRACTOR.

This FIRST AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. PURCHASE AGREEMENT NO. 262564, hereinafter referred to as “AGREEMENT” was entered into by and between CITY and CONTRACTOR on the 5 th day of
March, 2024 to provide the furnishing of Bottled Water delivery services.

B. CITY and CONTRACTOR desire to execute a First Amendment to the AGREEMENT to include 1-gallon bottled water, racks, and add pricing. All other provisions of the AGREEMENT shall remain in effect.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. Attachment A of the AGREEMENT shall be amended, to read as set forth in Attachment A of this FIRST AMENDMENT to the PURCHASE AGREEMENT.

2. Except as modified and amended by this FIRST AMENDMENT to the PURCHASE AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this FIRST AMENDMENT to the PURCHASE AGREEMENT by its DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E 30th April
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2 Director of Finance on the _____ day of ______________, 2024, and Blue Triton Brands Inc, DBA ReadyRefresh, a Delaware Corporation has caused this FIRST AMENDMENT to the PURCHASE AGREEMENT to be duly executed.

DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E 2nd May
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3 ATTACHMENT A – AMENDED
ANNUAL PURCHASE AGREEMENT NO 262564

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ
CS $5.49/CS
BRAND: PURELIFE
BOTTLED WATER, 1 GALLON, 6 GALLONS/CASE (ORDER
BY THE CASE) GAL $1.75/GAL
BOTTLED WATER METAL RACK, 5 GALLON
(1 BOTTLE WIDE X 3 BOTTLES HIGH) RACK $39.99/EA
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
BOTTLED WATER, 5 GALLON FILLED
BOTTLE $6.59/BOTTLE
BRAND: PURELIFE
DEPOSIT FEE - 5 GALLON LOT $0
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
DocuSign Envelope ID: D1F046F8-081B-4754-9338-E1B0CEBE5D4E #2..
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1 ANNUAL AGREEMENT #262564 FOR BOTTLED WATER DELIVERY SERVICES BLUETRITON BRANDS, INC. DBA READYREFRESH
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of ____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and BlueTriton Brands. Inc, DBA ReadyRefresh, a Delaware Corporation, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for Bottled Water Delivery Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for Bottled Water Delivery Services as described in IFB 2324-11, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict #2..
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2 accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated amount not to exceed $150,000 over the first year, and an estimated annual amount not to exceed $75,000 thereafter. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $600,000. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING

DESCRIPTION UNIT UNIT PRICE
BOTTLED WATER, 16.9 OZ CS $5.49/CS
BRAND: PURELIFE
CA DEPOSIT FEE (CRV) UNIT PRICE PER CASE CS $1.20/CS
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
BOTTLED WATER, 5 GALLON FILLED BOTTLE $6.59/BOTTLE BRAND: PURELIFE DEPOSIT FEE - 5 GALLON LOT $0
FUEL DELIVERY CHARGE (PER DELIVERY) LOT $9.99/LOT
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3 MISCELLANEOUS FEES UNIT UNIT PRICE
DISPENSER RENTAL: 5 GALLON CAPACITY TOP LOADING WATER

COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL: Oasis 711

MONTHLY
RENT $4.99/MONTH
DISPENSER RENTAL: 5 GALLON CAPACITY BOTTOM LOADING

WATER COOLER DISPENSER WITH HOT/COLD
BRAND/MODEL: Avalon 788
PURCHASE $299.99/EA
PALLET DEPOSIT: PALLETS TO BE EXCHANGED AS NEEDED EACH $0 (f) CONTRACTOR does not manufacture the equipment provided to the CITY, if any.

CONTRACTOR has not made and does not make any representation or warranty of any kind, express or implied with respect to any products or equipment including without limitation the suitability or fitness for any purpose or merchantability of any of the foregoing. CITY accepts the products and “AS IS.” No defect in or unfitness of the products or equipment, no loss or damage and no other condition whatsoever will relieve or suspend the city’s obligations, which are absolute and unconditional. To the fullest extent permitted by law, contractor will incur no liability whatsoever to CITY arising out of or in connection with the cleaning service or any defect in or condition of the products or equipment or such item’s installation, use, operation, function or removal.
(g) If CITY requests, CONTRACTOR will lease equipment to CITY. CONTRACTOR will install the Equipment at CITY’s address provided by CITY to CONTRACTOR. The equipment and related bottles provided by CONTRACTOR (“Bottles”) are, and will at all times be, CONTRACTOR's sole and exclusive property, and CITY will have no right, title to or interest in such equipment or Bottles. CITY will use the Equipment only with the Bottles and will not reuse or refill the Bottles. If CITY wishes to exchange any Equipment for reasons not related to material defects, CITY agrees to pay CONTRACTOR a $109.99 replacement fee (the “Non-Defect Equipment Replacement Fee”) for each piece of Equipment exchanged.

Additionally, if upon CONTRACTOR's inspection of any Equipment, CONTRACTOR determines that such Equipment is in working condition, then CITY agrees to pay the Non-Defect Equipment Replacement Fee. #2..
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4 CITY agrees and acknowledges that CONTRACTOR may enter CITY's premises at all reasonable times to inspect, repair, clean or remove the equipment and to deliver or pick up the Bottles.

3. CITY REPRESENTATIVE:

CITY Representative is:

Michelle Tapley, Senior Buyer [email protected] Ph. 209-577-6316 The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two years, with three one-year extension options at the sole discretion of CITY, for a total of up to five years.

Year 1: March 6, 2024 through March 5, 2025
Year 2: March 6, 2025 through March 5, 2026
Year 3: March 6, 2026 through March 5, 2027
Year 4: March 6, 2027 through March 5, 2028
Year 5: March 6, 2028 through March 5, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the City of Modesto West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, 90 days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

5. LIABILITY INSURANCE:
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5 The CONTRACTOR shall provide, at its own expense, and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the CITY as may be required by the City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit of $2,000,000 applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability – insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000 per accident for bodily injury or disease.

If at any time any of said policies shall be unsatisfactory to the CITY, as to form or substance or if a company issuing such policy shall be unsatisfactory to the CITY, the CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR to furnish, deliver or maintain such insurance and certificates as above provided, this AGREEMENT, at the election of the CITY, may be forthwith declared suspended, or terminated. Failure of the CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification.

The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. #2..
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6 The Workers' Compensation insurer shall agree to waive all rights of subrogation against the CITY, its agents, officers, employees, and volunteers for losses arising from work performed by CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) shall include a provision that the coverage is primary as respects the CITY; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the CITY’s Risk Manager.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by CITY, its officers, officials, employees, or volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR Net 30 Days via manual check. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
· This AGREEMENT number: 262564
· CITY department/division name and address
· Billing period
· Service hours worked day and week
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7 · Unit price, extended price, sales tax and total

8. INDEMNITY: The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance. To the fullest extent allowed by law, CONTRACTOR is not liable for any direct, indirect, incidental, special, punitive, consequential or exemplary damages arising out of or in any way related to this agreement, including, without limitation, damages for loss of profits, goodwill, use, data or other intangible losses (even if the CONTRACTOR has been advised of the possibility of such damages). The aggregate liability of CONTRACTOR for any reason and upon any cause of action (including, without limitation, negligence, strict liability and other actions in contract or tort) in any way related this agreement shall be limited to direct damages actually incurred.

9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall #2..
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8 be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. IFB No. 2324-11;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such #2..
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9 termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process;
e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the SERVICES as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain reasonably unacceptable to CONTRACTOR as of the termination date.
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10 CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

14. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. #2..
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11 Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

18. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: BlueTriton Brands, Inc. DBA ReadyRefresh
900 Long Ridge Road
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12 Building 2
Stamford, CT 06902
Attn: General Counsel

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353

Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES: No minimum or maximum is guaranteed or implied.

21. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that #2..
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13 the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than five (5) business days’ notice, to such of its books, records, accounts, other sources of information as said Department or CITY shall require to ascertain compliance with this AGREEMENT; provided CONTRACTOR shall not be required to permit any access to any of its facilities. e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.
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14 25. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

28. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance; provided that #2..
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15 CONTRACTOR may assign this AGREEMENT in connection with the sale or transfer of all or substantially all of CONTRACTOR’s business and operations.

30. WAIVER:

31. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. PARTIAL INVALIDITY:

If either party is prevented from complying with any of the terms or provisions of this Agreement by reason of fire, flood, storm, strike, lockout or other labor trouble, riot, war, rebellion, accident or other acts of God, then upon written notice to the other party, the affected provisions and/or requirements of this Agreement shall be suspended during the period of such disability (except that none of the foregoing shall relieve, excuse or suspend CITY’s timely payment obligations). If the disability continues for more than thirty (30) days, the nondisabled party shall have the right to terminate this Agreement, and neither party shall thereafter have any further rights or obligations hereunder, provided that CITY shall pay CONTRACTOR all accrued, but unpaid amounts, as set forth in this Agreement.

CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
CHRISTINA ALGER, Director of
Human Resources
Federal ID # ___________
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

February 23, 2026
Date: January 28, 2025
TO: Finance Committee
David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Patrick Crowley, Interim Public Works Director
SUBJECT: Elevator Maintenance and Repair Services
CONTACT: Gabe DaSilva, Facilities Manager, [email protected], 209-342-2281 DESCRIPTION:

Consider an Agreement with Specialized Elevator Services LLC DBA Elevator Industries, Sacramento, CA for Elevator Maintenance and Repair Services for a total amount not to exceed $435,000 over five years; and forwarding to Council for approval. (Funding Source: Various Funds)
STRATEGIC PLAN ELEMENT:

This action supports the 2025-2026 City of Modesto Strategic Plan Area of Focus: Governance and Service Delivery; “Build community trust in City government through responsive, transparent and efficient service delivery.”; Goal H: “Achieve long-term financial sustainability;” Strategy #1: “Develop a strategy for long-term financial sustainability.” BACKGROUND:

As mandated through the State of California, all vertical movement devices are required to be certified and inspected by qualified personnel and pass annual inspections by the State Inspector for safety for the public. The City is responsible for ensuring that scheduled maintenance and inspections are performed on City passenger and freight elevator systems, including lift chairs. These pieces of equipment are located at the following sites: Centre Plaza Complex, John Thurman Field, King-Kennedy Center, McHenry Mansion, McHenry Museum, Police Department, and City owned and operated Parking Garages (Ninth Street, Tenth Street, Eleventh Street). Service requirements consist of monthly preventative maintenance and safety inspections, monthly fire inspections Phase I (recall) and Phase II (in-car operation), semiannual inspections, repair services and emergency services on an “as needed” basis.

On August 10, 2021, under Resolution 2021-319, City Council approved an Agreement with Elevator Industries Inc., Sacramento, CA, for five-year agreement with two one-year extension #3..
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Finance Committee, February 23, 2026
Elevator Maintenance and Repair Services

Page 2 of 4 ends

options, for an annual cost of $113,792. On October 31, 2022, Specialized Elevator Services LLC acquired Elevator Industries Inc. On November 20, 2023, an assumption Agreement and First Amendment were approved for Specialized Elevator Services LLC, DBA Elevator Industries to assume the Agreement for Elevator Maintenance and Repair Services and to extend the Agreement through September 21, 2024. On September 11, 2025, a Second Amendment was approved to extend the Agreement through March 21, 2026.

DISCUSSION:

On August 11, 2025, the City Manager authorized the Purchasing Manager to solicit procurement for elevator maintenance and repair services. On January 22, 2025, Region 4 Education Service Center through OMNIA Partners issued Request For Proposals (RFP) Solicitation Number 25-07 for Elevator, Escalator and Lift Industry Equipment and Related Products and Services under Contract # R250701 on the Region 4 ESC website, OMNIA Partners website, and various newspapers across the states. On March 6, 2025, proposals were opened electronically, and five proposals were received and based on the Purchase Price, Reputation of Vendor and Goods/Services, Quality, Meet Region 4 needs and Long-term Cost, five contracts were awarded for this commodity which includes the Elevator Maintenance and Repair Services. Based on the responsive and responsible proposer offering the Elevator Maintenance and Repair Services City staff recommends to award to Specialized Elevator Services LLC DBA Elevator Industries for Elevator Maintenance and Repair Services for a twoyear Agreement with three one-year extension options, for an estimated annual amount $87,000, and a total amount not to exceed $435,000 over five years.

Specialized Elevator Services LLC DBA Elevator Industries is part of the 3Phase Elevator Family which changed their name to Specialized Elevator Corp. on May 1, 2025, and assumed the agreement through OMNIA Partners for Elevator, Escalator, and Lift Industry Equipment.

OMNIA Partners is a cooperative agency which streamlines the procurement process by developing RFPs for national competitive solicitations that meet or exceed local requirements.

The competitive process is continually refined to best meet agency needs and allows OMNIA Partners to offer exceptional products from nationally acclaimed vendors.

Modesto Municipal Code Section 8-3.203 generally requires all purchases that meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(d) “Where the Purchasing Manager, in her discretion, determines that a process other than the formal bid procedure set for in Section 8-3.203 will result in a procurement for the City at the lowest possible cost commensurate with the desired quality.” In addition, MMC 8-3.202(h) encourages the Purchasing Manager to join with the State of California or other units of government in cooperative purchasing plans when the best cost savings interest of the City would be served.

By utilizing the bidding process of Region 4 Education Service Center via OMNIA Partners, the City is complying with the requirements defined under this code for the procuring of Elevator Maintenance and Repair Services since this agency meets the requirements of the City of Modesto bidding requirements.

FISCAL IMPACT:

Sufficient funds are budgeted in Fiscal Year 2025-26 and will be budgeted for future years through the term of this Agreement, to cover the cost for this service. #3..
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Elevator Maintenance and Repair Services

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Actual expenditures for the current Elevator Maintenance and Repair Services agreement are listed below:

Agreement
Year Total
AY 1
$
268,688
AY 2
$
21,469
AY 3
$
16,184
AY 4
$
22,742
AY 5
$
10,684
Grand Total
$
339,767
Funds for elevator maintenance and repair services amount are budgeted per the accounts listed below:

FUND

ACCOUNT
NUMBER

BUDGETED
AMOUNT
Parking Services Fund 4000-53250-53150 $50,533
General Fund_ Parks, Recreation and Neighborhoods 0100-34150-53100 $32,933 Community Center Operations Fund_ Modesto Centre
Plaza 4700-34200-53100 $26,568
General Fund_ Modesto Police Department 0100-19490-53300 $73,353 Additional/Emergency Services - Citywide Various Fund $251,613 Total Cost over Five Years $435,000
RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending an Agreement with Specialized Elevator Services LLC DBA Elevator Industries Inc., by utilizing the Competitive Bid Process with Region 4 Education Service Center via OMNIA Partners for Elevator Maintenance and Repair Services, for a two-year Agreement with three one-year extension options, for an estimated annual amount $87,000, and a total amount not to exceed $435,000 over five years; and forwarding to Council for approval. #3..
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Finance Committee, February 23, 2026
Elevator Maintenance and Repair Services

Page 4 of 4 ends

Approved by:

Patrick Crowley, Interim Public Works Director
Joseph P. Lopez, City Manager
Attachments:

1. Agreement - Elevator Maintenance and Repair Services

2. Exhibit B – 3Phase Submittal

3. Exhibit C – RFP-25-07_Elevator_Escalator_RFP

4. Exhibit D – Insurance Requirements

5. Exhibit E – Elevator List & Pricing Schedule

6. Scoring Abstract

7. Financial Interest Disclosure

8. CA Levine Act Disclosure
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1 ANNUAL AGREEMENT FOR
ON-CALL ELEVATOR MAINTENANCE AND REPAIR SERVICES – AGREEMENT #317421 This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this _______ day of ________________, 2026, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Specialized Elevator Services LLC DBA Elevator Industries, a California limited liability company, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2026 - ______ authorizing the Award of Bid and agreement for the Elevator, Escalator, and Lift Industry Equipment and Related Products and Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the Elevator, Escalator, and Lift Industry Equipment and Related Products and Services as described in RFP-25-07, attached hereto as Exhibit “C” and made a part hereof (hereinafter called RFP).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:

A. CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, and insurance necessary to perform and complete the required work as specified in Exhibit “B”, and in strict accordance with the conditions of the complete AGREEMENT.

B. CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. #3..
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2 C. CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.

D. CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.

E. CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount of $87,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $435,000.

F. The AGREEMENT pricing is attached hereto as Exhibit "E". Pricing during AGREEMENT Year one and two shall be as set forth in Exhibit "E", attached hereto and made a part hereof by this reference.

2. PREVAILING WAGES:

In accordance with California Labor Code Section 1771, CONTRACTOR shall pay all workers, and shall ensure its subcontractors pay all of their workers, engaged in performing the services described in Exhibit “B” not less than the general prevailing rate of per diem wages for work of a similar character in the locality in which the services described in Exhibit “B” are to be performed, and not less than the general prevailing rate of per diem wages for holiday and overtime work as provided in the California Labor Code. In accordance with California Labor Code Section 1773.2, the City has obtained the general prevailing wages in the locality in which the services described in Exhibit "B" are to be performed for each craft or type of work needed to be as published by the State of California Department of Industrial Relations, Division of Labor Statistics and Research, a copy of which is on file in the CITY’s Purchasing Department and shall be made available on request. Contractor must comply with all applicable laws and regulations that apply to wages earned in performance of the services described in Exhibit “B”, including those set forth in Labor Code section 1770 et. seq. and in the RFP.

DIR Project ID#:20250613938

3. CITY REPRESENTATIVE:

CITY Representative is [email protected]
Purchasing Representative [email protected]
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. CONTRACTOR CONTACT:

Connor Backus
(916) 921-1495
[email protected]
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3 5. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: MARCH 22, 2026, through MARCH 21, 2027
Year 2: MARCH 22, 2027, through MARCH 21, 2028
Year 3: MARCH 22, 2028, through MARCH 21, 2029
Year 4: MARCH 22, 2029, through MARCH 21, 2030
Year 5: MARCH 22, 2030, through MARCH 21, 2031
Price increases for any subsequent AGREEMENT years following the second year shall not exceed the percentage change in the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

Price adjustments for diesel fuel fluctuations may be considered. Thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division and approved at the sole discretion of the CITY.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data.

6. INSURANCE REQUIREMENTS:

During the term of this AGREEMENT, CONTRACTOR shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit "D" to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit "D" to this AGREEMENT. The city utilizes a software program “PINS Advantage” where vendor is responsible for uploading and maintaining updated insurance.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR by Net 45 Days via manual check. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
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4 Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number 317421
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax and total

8. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the willful or active negligence of the City. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. ATTORNEY'S FEES:

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

A. Proofs of insurance (approved by CITY Risk Manager); and #3..
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5 B. Resolution No.2026 - ____;
C. CONTRACTOR Bid submittal;
D. RFP-25-07;
E. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT and/or the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:

A. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination;
B. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
C. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials not delivered; D. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONTRACTOR in performing the SERVICES whether completed or in process; E. Settle outstanding liabilities and claims, subject to the approval of CITY; F. Complete performance of such part of the SERVICES as has not been terminated; G. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the SERVICES and/or property related to the SERVICES; #3..
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6 H. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.

I. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.

J. CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:

K. The cost of settling and paying valid claims arising out of the termination of the SERVICES such as subcontractor agreements or contracts for materials; L. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.

13. COMPLIANCE WITH ALL LAWS:

14. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:

A. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
B. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
C. Recommend termination of AGREEMENT between said CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remain uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence. Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.
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7 15. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees and will require all subcontractors and suppliers to agree to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. DIR REGISTRATION:

Pursuant to Labor Code section 1771.1, CONTRACTOR may not engage in the performance of the Services set forth in Exhibit “B”, unless currently registered and qualified to perform public work pursuant to Section 1725.5 thereof. As required in Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, during term of this AGREEMENT, CONTRACTOR shall be registered to perform public work pursuant to Section 1725.5 thereof.

18. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

19. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: Elevator Industries
Attention: Connor Backus
623 W. Stadium Lane
Sacramento, CA 95834
(916) 921-1495
Connor Backus
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8 CITY: City of Modesto
Purchasing Division
Attention: Holly Gonzales
P.O. Box 642
Modesto, CA 95353
(209) 577-5405
[email protected]
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

20. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and has full authority to, execute the AGREEMENT.

21. QUANTITIES:

No minimum or maximum is guaranteed or implied.

22. FUNDING:

23. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

24. NON-DISCRIMINATION:

A. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment.

The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of #3..
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9 the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.

B. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.

C. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES.

D. The CONTRACTOR shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.

E. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

25. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses and shall secure and maintain all necessary permits required to perform the SERVICES.

26. RECORDS:

27. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.
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10 28. INDEPENDENT CONTRACTOR; NOT AGENT:

29. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

30. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

31. WAIVER:

32. HEADINGS NOT CONTROLLING:

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this AGREEMENT.

33. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

34. ENTIRE AGREEMENT:

This AGREEMENT and its exhibits contain the entire understanding between CONTRACTOR and CITY.

Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’s bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the RFP, attached hereto as Exhibit "C", are incorporated herein. In the event of a conflict between the RFP and this AGREEMENT, this AGREEMENT shall control. All previous bids, offers and communications related to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT No future waiver or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.
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11 35. PARTIAL INVALIDITY:

Only online proposals will be accepted. Proposals must be submitted via Region 4 ESC's online procurement system:
region4esc.ionwave.net.

No manual, emailed, or faxed proposals will be accepted.

NON-MANDATORY PRE-PROPOSAL CONFERENCE
Meeting to be held on
Tuesday, February 4, 2025 at 11:00 a.m. CST
via Ion Wave at https://esc4.zoom.us/j/92811681579?from=addon Offerors are strongly encouraged but not required to participate in a pre-proposal conference with the Procurement Contract Specialist.

Contact Information

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Address: Finance and Operations
7145 West Tidwell Road
TX 77092
Email: [email protected]

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3Phase Elevator Information
Contact: John Pettinelli
Address: 60 Shawmut Road
Suite 1
Canton, MA 02021
Phone: (508) 350-9900
Email: [email protected]
Web Address: www.3phaseelevator.com
By submitting your response, you certify that you are authorized to represent and bind your company.

John Joseph Pettinelli [email protected]
Signature Email
Submitted at 2/27/2025 08:37:01 PM (CT)
Requested Attachments
Offer and Contract Signature Form 25-07 Offer and Contract Signature Form 3Phase.pdf
Please complete the Offer and Contract Signature Form, located on the Attachments tab, and upload the completed document here.

Deviation Form 25-07 Deviation Form 3Phase.pdf
Please complete the Deviation Form, located on the Attachments tab, and upload the completed document here.

Conflict of Interest Questionnaire No response
If a conflict exists that requires the submission of a Conflict of Interest Questionnaire (CIQ), complete and upload the document here. (REQUIRED ONLY IF A CONFLICT EXISTS, see Attribute titled "CONFLICT OF INTEREST QUESTIONNAIRE" for additional information.)
Products and Pricing
3 Phase Elevator - OMNIA - Billing
Rates 2025-2029-combined
(1).pdf
Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.

Value Added Services Response Attachment 5 Value
Added.1.5.25 (1).pdf
Provide any additional information related to products and services the Offeror proposes to enhance and add value to the Contract. For example, a proposal for furniture may include additional value-added selections such as installation, white glove delivery options, setup/cleaning, classroom design/layout, special orders, etc. (OPTIONAL) Diversity, HUB Certifications No response
If your firm holds a certification from certifying agencies related to M/WBE, DBE, HUB, or other diverse business designations, you may upload the certificate here. (OPTIONAL) OMNIA Partners - Exhibit F Federal Funds Certifications OMNIA Partners - Exhibit F
Federal Funds Certifications
Form.signed (2).pdf
Please complete the OMNIA Partners - Exhibit F Federal Funds Certifications, located on the Attachments tab, and upload the completed documents here.

OMNIA Partners - Exhibit G New Jersey Business Compliance 25-07 Omnia Partners Exhibit G
Completed & Signed 1.30.25
(1).pdf
Please complete the OMNIA Partners - Exhibit G New Jersey Business Compliance forms, located on the Attachments tab, and upload the completed documents here.

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Additional Agreements Offeror will require Participating Agencies to sign.

No response
Upload any additional agreements offeror will require Participating Agencies here.

W-9 Upload 3Phase.W9.12.18.2024.pdf
Interested offerors must upload an updated Form W-9 prior to submitting a proposal.

Bid Attributes
1 CONTRACT DURATION
The initial term of the Contract is for a period of three (3) years unless terminated, canceled, or extended as otherwise provided herein. Region 4 ESC shall have the right in its sole discretion to renew the Contract for additional terms up to two (2) years after the end of the initial term or for a lesser period of time as determined by Region 4 ESC by providing written notice to the Contractor of Region 4 ESC’s intent to renew thirty (30) days prior to the expiration of the original term. Contractor acknowledges and understands Region 4 ESC is under no obligation whatsoever to extend the term of this Contract. In the event the proposal term, including renewals, ends before another proposal is executed, proposal prices and discounts may be extended on a month-to-month basis by mutual consent. Extensions are limited to the lesser of: a) six (6) additional monthly terms, or b) the time which is required to complete a new solicitation for the goods and services provided for in this solicitation. Notwithstanding the foregoing paragraph, the term of the Contract, including any extension of the original term, shall be further extended until the expiration of any Purchase Order issued within the Contract term for a period of up to one year beyond the Contract term.

I certify compliance with this attribute.
2 NAME OF INDIVIDUAL COMPLETING THIS PROPOSAL
John Pettinelli
3 HOW MANY YEARS HAS YOUR BUSINESS OPERATED UNDER ITS PRESENT NAME 27 4 WHAT IS YOUR CURRENT NUMBER OF CUSTOMER ACCOUNTS?
15547
5 WHAT ARE YOUR BUSINESS HOURS?
Monday through Friday 7:30 am to 5:00 pm. Additionally, we provide fast and reliable 24-hour emergency elevator repair service—so that your elevators are up and running as quickly as possible 6 IS 30 DAYS AFTER RECEIPT OF INVOICE AN ACCEPTABLE PAYMENT SCHEDULE FOR YOUR BUSINESS?
If Yes, type "YES".

If No, describe your payment schedule in the field provided.

YES
7 WHAT IS THE STANDARD LEAD TIME FOR RECEIPT OF PRODUCTS AFTER ORDER IS RECIEVED (ARO), IN DAYS?
Provide your answer in number of DAYS after receipt of order (ARO).

We offer elevator components from most major manufacturers. We have an extensive in-stock inventory of elevator parts in warehouses across the nation making sure your elevator systems are up and running as quickly as possible. This in-stock inventory allows us to deliver quickly to our customers. When an item is not in-stock, most manufacturers ship common replacement parts in 2-3 days. Non-standard or custom part lead time could be longer.

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8 ACCOUNT MANAGER NAME
Please indicate the name of the account manager we should speak to with concerns about the products and/or services in this proposal.

John Pettinelli
9 ACCOUNT MANAGER EMAIL
[email protected]
1 0

ACCOUNT MANAGER PHONE
(609) 820-8593
1 1

PAYMENT REMITTANCE ADDRESS
Depending on agency location. East Coast: 3 Phase Elevator PO Box 847329 Boston MA, 02284-7329 West Coast: Specialized Elevator Service PO Box 92677 Pasadena, CA 91109 1 2

PAYMENT REMITTANCE PHONE
(978) 939-3561
1 3

CONTRACT/PURCHASE ORDER/QUOTE EMAIL
Vendors may choose to have purchase orders emailed to them in PDF format in lieu of having them faxed or mailed.

To elect this option, please offer the preferred email address in the accompanying field. This email address will apply to any purchases from your company, so the use of a generic email address is suggested, such as [email protected] or [email protected]. [email protected]
1 4

CONTRACT/PURCHASE ORDER/QUOTE FAX NUMBER, IF APPLICABLE If applicable, please provide a fax number to send orders and quote requests. (508) 350-9900
1 5

REQUIRED REFERENCE QUOTE OR CONTRACT NUMBER, IF APPLICABLE Enter your quote or contract number and/or any other information our staff would need provide on the face of purchase orders in order to receive discount percentages and contract pricing.

Notate on quote or purchase order: OMNIA Partners Region 4 Contract 25-07 (Elevator, Escalator, and Lift Industry Equipment and Related Products and Services)
1 6

COMPANY WEBSITE ADDRESS, IF APPLICABLE
www.3phaseelevator.com
1 7
HOW WERE YOU NOTIFIED OF THIS BID OPPORTUNITY?
In order to verify the efficiency of communication tools used to notify vendors of bidding opportunities, we ask that you provide us with the manner in which you received notification of this request for bid/proposal.

Notification from OMNIA website.
1 8
REFERENCE 1
Please provide the reference of a school and/or business who have utilized the same equipment/products within the last two years. Include Company/Government name, address, contact name, and contact phone number.

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Finance CommitteeFebruary 23, 2026

Finance Committee
February 23, 2026