AMENDMENT NO. ONE TO
ON-CALL PROFESSIONAL SERVICES AGREEMENT
WITH LINNES SERVICES, INC. FOR
AS-NEEDED HAULING, DELIVERY AND DISPOSAL OF MATERIALS
THIS AMENDMENT NO. ONE TO ON-CALL PROFESSIONAL SERVICES AGREEMENT ("Amendment No. One") ismade and enteredintoas of this9th day of June, 2026 ("EffectiveDate"), by and between the CITY OF NEWPORT BEACH, a Californiamunicipalcorporationand chartercity("City"),and LINNES SERVICES, INC., a Californiacorporation("Consultant"),whose address is Californiacorporation,and is made with reference to the following:
RECITALS
A. On January 25, 2024, City and Consultant entered into a Professional Services Agreement (Contract No.C-7621-2) ("Agreement")to perform on-callmaintenance and/or repairservicesforCity("Project").
B. The partiesdesire to enter into thisAmendment No. One to extend the term of the Agreement to December 31, 2028, increase the totalcompensation, and update the insurance requirements.
NOW, THEREFORE, itismutually agreed by and between the undersigned parties as follows:
1. TERM
Section 1 of the Agreement is amended in itsentiretyand replaced with the following:"The termofthisAgreementshallcommence on the EffectiveDate, and shall terminate on December 31, 2028, unless terminated earlieras set forthherein."
2. COMPENSATION TO CONSULTANT
Section 4.1 of the Agreement is amended in itsentiretyand replaced with the following: "Cityshallpay Consultant forthe Services on a time and expense not-to- exceed basis inaccordance withthe provisionsofthisSectionand the Schedule of Billing Rates attached hereto as ExhibitB and incorporated herein by reference. Consultant's compensation for allWork performed in accordance with thisAgreement, includingall reimbursable items and subconsultant fees, shall not exceed Two Hundred Thousand Dollarsand 00/100 ($200,000.00),withoutpriorwrittenauthorizationfrom City.No billing ratechanges shallbe made during theterm of thisAgreement withoutthe priorwritten approval of City."
The totalamended compensation reflectsConsultant'sadditionalcompensation for additionalServices to be performed in accordance withthisAmendment No. One, includingallreimbursableitems and subconsultantfees,inan amount notto exceed EightyThousand Dollarsand 00/100($80,000.00).
Attachment A
3. INSURANCE
As of the EffectiveDate of thisAmendment No. One, ExhibitC of the Agreement shall be deleted in itsentiretyand replaced with Exhibit C, attached hereto and incorporatedherein by reference.Any referenceto ExhibitC in the Agreement and this Amendment No. One shall hereafter referto "ExhibitC" attached hereto.
4. INTEGRATED CONTRACT
Exceptas expresslymodifiedherein,allotherprovisions,terms, and covenants setforthinthe Agreement shallremain unchanged and shallbe infullforce and effect. [SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the partieshave caused thisAmendment No. One to be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
CITY OF NEWPORT BEACH,
a Californiamunicipalcorporation
Date:
By: n
AabnC.Harp t _CityAttorney
By:
Lauren Kleiman
Mayor
ATTEST:
Date:
CONSULTANT: LINNES SERVICES,
INC., a Californiacorporation
Date:
Lena Shumway
CityClerk Robert Linnes
Chief Executive Officer,
Officer,and Secretary
Chief Financial
[END OF SIGNATURES]
Attachments: ExhibitC - Insurance Requirements
LINNES SERVICES, INC. Page 3
EXHIBIT C
INSURANCE REQUIREMENTS - MAINTENANCE/REPAIR/JANITORIAL
SERVICES
1. Provision of Insurance. Without limitingContractor'sindemnificationof City, and priorto commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Contract, policiesof insurance of the type and amounts described below and ina form satisfactory to City. Contractor agrees to provide insurance in accordance with requirements setforthhere. IfContractor uses existingcoverage to comply and thatcoverage does not meet these requirements,Contractor agrees to amend, supplement or endorse the existingcoverage.
2. Acceptable Insurers. All insurance policiesshall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance inthe State of California,with an assigned policyholders' Rating of A- (or higher) and FinancialSize Category Class VII (or larger)in accordance with the latesteditionof Best's Key Rating Guide, unless otherwise approved by the City'sRisk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Contractor shall maintain Workers' Compensation Insurance providingstatutorybenefitsand Employer's LiabilityInsurance with limitsof at leastone milliondollars($1,000,000) each employee for bodily injuryby accident and each employee for bodily injuryby disease in accordance with the laws of the State of California.In addition,Contractor shallrequire each subcontractor to similarlymaintain Workers' Compensation Insurance and Employer's LiabilityInsurance in accordance with Californialaw for all of the subcontractor'semployees. The insurerissuingthe Workers' Compensation insurance shall amend its policy by endorsement to waive allrightsof subrogation against City,itsCityCouncil,boards and commissions, officers,agents, volunteers,employees, and any person or entityowning or otherwiseinlegalcontrolofthe propertyupon which Contractor performs the Projectand/or Services contemplated by this Contract. Contractor shallsubmit to City,along with the certificateof insurance,a Waiver of Subrogation endorsement infavorof City,itsCity Council, boards and commissions, officers, agents, volunteers, employees, and any person or entityowning or otherwise inlegalcontrol of the propertyupon which Contractorperforms the Projectand/or Services contemplated by thisContract.
B. General Liability Insurance. Contractor shall maintain commercial general liabilityinsurance,and ifnecessary excess/umbrellaliability insurance,with coverage at leastas broad as providedby Insurance Services Office form CG 00 01, in an amount not less than two million dollars($2,000,000)per occurrence,four milliondollars($4,000,000) LINNES SERVICES, INC. Page C-1
general aggregate.The policyshallcover liabilityarisingfrom bodily injury,propertydamage, products-completed operations,personal and advertising injury,and liabilityassumed under an insured contract (includingthe tortliabilityof another assumed ina business contract).
Contractorshallsubmit to the City,along with a certificateof insurance, any additionalinsurance requirements stated inSection Four.
C. Automobile Liability Insurance. Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodilyinjuryand propertydamage forallactivitiesof Contractor arisingout of or in connection with Work to be performed under this Contract,includingcoverage forany owned, hired,non-owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined singlelimitforeach accident.
Contractorshallsubmit tothe City,along witha certificateof insurance, any additionalinsurance requirements stated in Section Four.
D. PollutionLiabilityInsurance.Contractorshallmaintain a policyproviding contractor'spollutionliability("CPL")coverage witha totallimitof liability of no lessthan one milliondollars($1,000,000)per loss and two million dollars($2,000,000)inthe aggregate per policyperiod.Claims-made policiesrequirea 10-year extended reportingperiod.The CPL policy shallinclude coverage for cleanup costs,third-partybodily injuryand property damage, includingloss of use of damaged property or of propertythathas not been physicallyinjuredor destroyed, resultingfrom pollutionconditions caused by contractingoperations. Coverage as required in this paragraph shall apply to sudden and non-sudden pollutionconditions resultingfrom the escape or release of smoke, vapors, fumes, acids,alkalis,toxicchemicals, liquids,or gases, waste materials,or other irritants,contaminants, or pollutants.The CPL shall also provide coverage for transportation and off-Site disposal of materials. The policy shall not contain any provision or exclusion (includingany so-called "insured versus insured" exclusion or "cross- liability"exclusion) the effect of which would be to prevent, bar, or otherwise preclude any insured or additionalinsured under the policy from making a claim which would otherwise be covered by such policy on the grounds that the claim is brought by an insured or additional insured against an insured or additionalinsured under the policy.
E. Excess/Umbrella LiabilityInsurance. Ifany Excess or Umbrella Liability policiesare used to meet the limitsof liabilityrequired by thiscontract, then said policiesshall be "followingform" of the underlying policy coverage, terms, conditions, and provisions and shall meet allof the insurance requirements stated inthiscontract,including,but not limited to, the additional insured and primary & non-contributory insurance requirements stated herein. No insurance policiesmaintained by the LINNES SERVICES, INC. Page C-2
City,whether primaryor excess,and which alsoapplyto a loss covered hereunder, shall be called upon to contributeto a loss until the Contractor's primary and excess/umbrella liabilitypolicies are exhausted.
Contractorshallsubmit to the City,along with a certiifcateof insurance, any additionalinsurance requirements statedinSection Four.
4. Other Insurance Requirements. The policiesare to contain, or be endorsed to contain,the followingprovisions:
A. Waiver of Subrogation.Allinsurance coverage maintained or procured pursuant to thisContract shallbe endorsed to waive subrogation against Cityof City,itsCityCouncil,boards and commissions, officers,agents, volunteers,employees, and any person or entityowning or otherwise in legalcontrolofthe propertyupon which Contractorperforms the Project and/or Services contemplated by thisContractor shallspecificallyallow Contractoror others providinginsurance evidence in compliance with these requirements to waive theirrightof recovery prior to a loss.
Contractor hereby waives itsown rightof recovery against City,and shallrequiresimilarwrittenexpress waivers and insurance clauses from each of itssubcontractors.
•B. AdditionalInsuredStatus.Allliabilitypoliciesincludinggeneral liability, excess/umbrella liability,pollution,and automobile liability,ifrequired, shallprovideor be endorsed to providethatCity,itsCityCouncil,boards and commissions, officers,agents, volunteers,employees, and any person or entityowning or otherwise inlegalcontrolofthe propertyupon which Contractorperforms the Projectand/orServices contemplated by this Contract shall be included as additional insureds under such policies.
C. Primary and Non Contributory. Contractor's insurance coverage shall be primary insurance and/or the primary source of recoverywith respect to City, its City Council, boards and commissions, officers,agents, volunteers,employees, and any person or entityowning or otherwise in legalcontrolof the propertyupon which Contractor performs the Project and/orServicescontemplatedby thisContract.Any insurance or self- insurance maintained by City shallbe excess of Contractor'sinsurance and shall not contribute with it.
D. Notice of Cancellation. All policiesshall provide City with thirty(30) calendar days' noticeof cancellationor nonrenewal of coverage (except fornonpayment forwhich ten (10) calendar days' noticeisrequired)for each quired coverage except Builders Risk Insurance, which shall contain an endorsement with said required notices.
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E. Subcontractors. Contractor shall require and verify that all subcontractors maintain insurance meeting allthe requirements stated herein.Subcontractors shallmaintain commercial general liabilityin an amount not less than one milliondollars($1,000,000) per occurrence, two milliondollars($2,000,000) general aggregate and two million dollars($2,000,000)completed operationsaggregate.
5. Additional Agreements Between the Parties. The parties hereby agree to the following:
A. Evidence of Insurance. Contractorshallprovide certificatesof insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. All of the executed documents referenced in this Contract must be returned to City withinten (10) regularCity business days afterthe date on the "Notification of Award". Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certificationof insurance shallbe kept on filewith City at alltimes during the term of thisContract. The certificatesand endorsements for each insurance policyshall be signed by a person authorized by that insurerto bind coverage on itsbehalf.At leastfifteen (15) days prior to the expiration of any such policy,evidence of insurance showing that such insurance coverage has been renewed or extended shallbe filedwith the City.Ifsuch coverage is cancelled or reduced, Contractor shall,withinten (10) days afterreceiptof written notice of such cancellationor reduction of coverage, filewith the City evidence of insurance showing that the required insurance has been reinstatedor has been provided through another insurance company or companies. City reserves the rightto require complete, certifiedcopies of allrequired insurance policies,at any time.
B. City'sRight to Revise Requirements. The City reserves the rightat any time during the term of the Contract to change the amounts and types of insurance required by giving Contractor ninety (90) calendar days' advance written notice of such change. If such change results in substantial additional cost to Contractor, City and Contractor may renegotiate Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all agreements with subcontractors or others with whom Contractor enters intocontracts with on behalf of City willbe submitted to Cityfor review.
Failureof Cityto request copies of such agreements willnot impose any liabilityon City,or itsemployees. Contractor shallrequireand verifythat all subcontractors maintain insurance meeting all the requirements stated in Section Four, including required coverage types, limits, endorsements, and notice provisions.Contractor shallensure thatCity LINNES SERVICES, INC. Page C-4
isan additionalinsured on insurance requiredfrom subcontractors. For CGL coverage, subcontractorsshallprovidecoverage with a format at least as broad as CG 20 38 04 13.
D. Enforcement of Contract Provisions.Contractoracknowledges and agrees that any actual or alleged failureon the part of City to inform Contractor of non-compliance with any requirement imposes no additionalobligationson Citynor does itwaive any rightshereunder.
E. Requirements not Limitinq.Requirements of specificcoverage features or limits contained in this Exhibit A are not intended as a limitation on coverage, limitsor other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage featureisforpurposes of clarificationonly as itpertains to a given issue and isnot intended by any partyor insured to be allinclusive, or to the exclusion of other coverage, or a waiver of any type. Ifthe Contractormaintains higherlimitsthan the minimums shown above, the City requires and shall be entitledto coverage for higher limits maintained by the Contractor. Any available proceeds in excess of specifiedminimum limitsof insurance and coverage shall be available to the City.
F. Self-InsuredRetentions. Contractoragrees not to self-insureor to use any self-insuredretentionson any portion of the insurance required herein and furtheragrees thatitwillnot allow any indemnifying party to self-insureits obligationsto City. If Contractor's existing coverage includes a self-insured retention, the self-insured retention must be declared to City. City may review options with Contractor, which may include reduction or elimination of the self-insured retention, substitution of other coverage, or other solutions. Contractor agrees to be responsibleforpayment of any deductibleson theirpolicies.
G. City Remedies for Non Compliance. IfContractor or any subcontractor failsto provide and maintain insurance as required herein, then City shallhave the rightbut not the obligation,to purchase such insurance, to terminate thisContract, or to suspend Contractor's rightto proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Contractor or reimbursed by Contractor upon demand.
H. Timely Notice of Claims. Contractor shallgive City prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under thisContract, and that involve or may involve coverage under any of the required liabilitypolicies.City assumes no obligationor liabilityby such notice,but has the right(but not the duty) to monitor the handling of any such claim or claims ifthey are likelyto involveCity.
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Coverage not Limited. All insurance coverage and limitsprovided by Contractor and availableor applicable to thisContract are intendedto apply to the fullextentof the policies.Nothing contained inthisContract or any other agreement relatingto City or itsoperations limitsthe applicationof such insurance coverage.
J. Coverage Renewal. Contractorwillrenew the coverage required here annually as long as Contractor continues to provide any Work under this or any other Contract or agreement with City. Contractor shall provide proof that policiesof insurance required herein expiringduring the term of this Contract have been renewed or replaced with other policies providing at leastthe same coverage. Proof that such coverage has been ordered shallbe submitted priorto expiration.A coverage binder or letterfrom Contractor'sinsurance agent to thiseffectis acceptable.
A certificate of insurance and/or additional insured endorsement as required in these specificationsapplicableto the renewing or new coverage must be provided to City with five(5) calendar days of the expirationof the coverages.
K. Maintenance of General Liability Coverage. Contractor agrees to maintain commercial general liabilitycoverage for a period of ten (10) years aftercompletion ofthe Projector to obtaincoverage forcompleted operations liabilityforan equivalent period.
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