Agenda packet — Rialto City Council, September 8, 2026 (part 3 of 4)

CITY OF RIALTO, CALIFORNIA

NOTICE OF REQUEST FOR PROPOSALS #26-021

INDUSTRIAL LINEN SERVICES

Requests for Proposals #26-021, for Industrial Linen Services (hereinafter the “RFP”) will be electronically received via PlanetBids on their website at https://pbsystem.planetbids.com/portal/28159/bo/bo-search on April 9, 2026, at 4:00 P.M. PST.

The receiving time on the PlanetBids website will be the governing time for acceptability of Proposals. Paper proposals, or proposals sent by any other means, or to any other electronic file or email address other than the link provided in this RFP will NOT be accepted. Late proposals will not be accepted. Failure to acknowledge Addenda may render a proposal as being non- responsive.

1. PURPOSE AND SCHEDULE:

The City of Rialto (“City”) is soliciting proposals for various uniforms, towels, mops, and mats on a weekly basis in accordance with the attached item specifications.

SCHEDULE:

Notice requesting Proposals posted and issued ................................................. March 10, 2026 Deadline for receipt of Questions ........................................................................ March 23, 2026 Deadline for receipt of Statement of Qualifications ........................................... April 9, 2026 Contract Award ..................................................................................................................... TBD *Dates above are subject to change.

“KEY” TO RFP ATTACHMENTS:

ATTACHMENT A – Signature Authorization and Addenda Acknowledgement ATTACHMENT B – Non-Collusion Affidavit Form
ATTACHMENT C – Conflict Disclosure Form
ATTACHMENT D – Debarment and Suspension Certification
ATTACHMENT E – Non-Discrimination Certification
ATTACHMENT F – Local Business Preference Form
ATTACHMENT G – Sample Professional Services Agreement

2. BACKGROUND:
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The City of Rialto was incorporated in 1911 but can trace its roots to the 15th century when the Serrano Indians settled in the region. Over the next 500 years, Rialto went through multiple iterations – as a Mexican land grant, a ranching and railroad center, a popular stop along Route 66, and, ultimately, a thriving population and economic center for Southern California’s Inland Empire.

According to the 2020 U.S. Census, 104,026 people live in Rialto . Rialto is 4 miles wide and

8.5 miles long (24.13 s quare miles). The City operates as a general law City with a City Council-City Manager form of government. Five Council members serve four years , overlapping terms, with elections held every two years.

Rialto is an ethnically diverse and progressive community, which boasts several unique community assets including its own Police and Fire Departments, a City owned Racquet and Fitness Center, Performing Arts Theater, a Community Center and Senior Center. Rialto is conveniently located to various recreational pursuits from the mountains, beaches, and desert.

3. SCOPE OF SERVICES:

The following scope of services is provided for the selection process. The City may alter the scope prior to executing a services agreement with the selected respondent.

The vendor’s primary responsibility will be to furnish the City with various uniforms, towels, mops, and mats on a weekly basis in accordance with the attached item specifications.

Uniform shirts shall have a City of Rialto patch, American Flag, and individual wor ker name badge firmly sewn to the shirt. Badges will be printed by the successful contractor with final approval of design, font and all other aspects of the badge by the City. The successful proposer shall be responsible for the pick -up of all dirty rental items and replace these items with freshly cleaned items on a weekly basis.

The City of Rialto has approximately eight (8) buildings and forty -five (45) staff members to be serviced by this contract. The City has the right to alter or modify the ite ms requested and used, both in character and quality, in its sole and absolute discretion without any notice provided to the Proposer. Employees eligible for uniform service shall be allowed to request any combination of uniforms items up to their maximum allotment, currently set at nine (9) shirts and nine (9) pants , coveralls, or shorts. Quantities listed in this document are estimates provided to assist the bidder. The City makes no guarantee as to the number and/or frequency of items to be obtained, used, rented or purchased pursuant to this contract.

DELIVERY: Delivery and pick -up shall normally be made weekly, on a mutually agreed day, between the hours of 7:00 A.M. and 3:30 P.M., or within one (1) business day in the event or holiday. Proposer must correct all shortages or mistakes within twenty -four hours of each occurrence without additional charge. It should be noted that the City’s business hours are Monday through Friday, 7:00 A.M. to 6:00 P.M.

DELIVERY TICKETS:
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The proposer shall submit an itemized delivery ticket with each delivery made. The ticket shall specify the number of items for each delivery to location as well as an itemized list of the items picked up from the same location.

The proposer shall not deliver or pick up any items without the delivery ticket being signed. In the event that the City employee refuses to sign the ticket, the proposer’s driver shall immediately remove all newly delivered items from the delivery location and then shall immediately contact his supervisor.

The supervisor shall then immediately notify the designated Contract Administrator as to the problem incurred, the location and, if available, the name of the employee.

LOST RENTAL ITEMS:

A. The proposer may submit a complete accounting of missing items every six (6) months to the designated Contract Administrator.

B. The City may either locate the missing items and return them to the proposer or reimburse the proposer for the missing items provided there is sufficient documentation to verify the shortages, and a proper invoice is submitted.

C. The City will not be liable for payment of any lost items for which it has not been notified.

D. Items lost by the proposer will be replaced at no charge to the City and may result in liquidated damage.

LIQUIDATED DAMAGE:

The City reserves the right to deduct payment from the invoices or refuse payment and require an amended invoice to be provided as liquidated damages based on the following schedule:
• Delivery Shortages – amount equal to the cost per item, per week. • Failure to replace or repair damaged items - amount equal to the cost per item, per week.
• Failure to replace worn out, stained or otherwise unserviceable items - amount equal to the cost per item per week.

The service information provided below is being provided to assist the vendor in preparing a proposal for uniform and linen services. Quantities listed below are subject to change. The City makes no guarantee as to the number and/or frequency of uniforms, linens or services to be utilized pursuant to this contract.

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Notes:
• The uniform and item counts listed in this document reflect amounts currently used by the City as of July 1, 2025
• . Amounts provided are approximate and could vary. No minimum or maximum number of items is implied nor guaranteed by the City of Rialto.

• Any delivery charge must be included in the cost per item price. Additional charges not agreed to in advance by the City will not be allowed.

• The costs per item will apply to any item identified and added dur ing the term of the Contract.

• Should the City elect to exercise any option to extend this Contract for an additional one (1) year period, the Parties shall negotiate pricing for such period prior to commencement of the additional one (1) year period. Negotiated price increases during the additional one (1) year period shall be effective on July 1 of such year and not exceed the percentage change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Los Angeles, Riverside and Orange County, CA" (CPI) for the most recent twelve months for which statistics are available.

• Contract Renewal: The Contract may be extended by the City for up to four (4) consecutive one (1) year option renewal periods under the terms and conditions of the original contract, upon execution of an Amendment to the Contract by both parties.

Should the City elect to exercise the option to extend this agreement for an additional one (1) year period, the Parties shall negotiate pricing for such per iod prior to commencement of the additional one-year period. Negotiated price increases during the 401

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additional one (1) year period shall not exceed the percentage change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Los Angeles, Riverside and Orange County, CA" (CPI) for the most recent twelve months for which statistics are available. This method of price negotiation shall apply to each extension period exercised. Actual option year pricing shall be negotiated with the successful proposer prior to exercising of any given option year. Optional years shall become effective only upon issuance by the City of a duly authorized Purchase Order.

4. PROPOSAL REQUIREMENTS:

The respondents’ proposal should describe the methodology to be used to accomplish each of the tasks. The proposal should also describe the work which shall be necessary in order to satisfactorily complete the task requirements. Please note: this RFP cannot identify each specific, individual task req uired to successfully and completely implement this project. The City of Rialto relies on the professionalism and competence of the selected proposer to be knowledgeable of the general areas identified in the scope of work and to include in its proposal all required tasks and subtasks, personnel commitments, man- hours, direct and indirect costs, etc. The City of Rialto will not approve addenda to the selected firm’s agreement which do not involve a substantial change from the general scope of work identifie d in this RFP.

5. SELECTION PROCESS:

This solicitation has been developed in the Request for Proposals (RFP) format. Accordingly, respondents should take note that multiple factors as identified in the RFP will be considered by the Evaluation Committee to determine which proposal best meets the requirements set forth in the RFP document. PRICE IS NOT PART OF THE EVALUATION CRITERIA . The City shall review the proposals submitted in reply to this RFP, and a limited number of respondents may be invited to make a formal presentation at a future date if desired by the City. The format, selection criteria and date of the presentation will be established at the time of short listing, if conducted.

6. PROPOSAL EVALUATION CRITERIA:

This solicitation has been developed in the “Request for Proposals” (RFP ) format.

Accordingly, respondents should take note that the City will consider multiple criteria in selecting the most qualified firm. Consistent with Federal, State and local laws for the acquisition of professional services, price is NOT an evaluation criterion . Cost proposals are not considered during proposal evaluations. Upon selection of the most qualified respondent , the associated cost proposal will be used as a basis for contract negotiations. A contract shall be negotiated on the basis of the submitted Cost Proposal, and in consideration of reasonable and mutually agreed project costs and time requirements. Should successful negotiations not occur with the highest ranked firm, the City may, at its s ole discretion, choose to enter into negotiations with the second highest ranked firm, and so on.

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PRIOR CITY WORK: If your firm has prior experience working with the City DO NOT assume this prior work is known to the evaluation committee. All respondent s are evaluated solely by the information contained in their proposal, information obtained from references, and presentations if requested. All proposals must be prepared as if the evaluation committee has no knowledge of the respondent, their qualifications or past projects.

Participation in any phase of this RFP process, including the interview phase if conducted, is at the sole expense of the respondents replying to this RFP. The City shall NOT be responsible for any costs incurred by any respondent in response to, or participation in, this RFP.

Respondents are requested to submit their proposals so that they correspond to and are identified with the following specific evaluation criteria:

A. Understanding of City’s Request for Proposal needs (20 POINTS):

The respondent’s proposal must concisely demonstrate that the respondent has a unique understanding of the City’s needs based upon th e RFP. Proposals will be evaluated on the following general criteria:

i. Demonstrates clear understanding of the City's linen service needs, facility requirements, delivery schedules, sanitation standards, and service expectations. Proposal reflects familiarity with municipal operations and compliance requirements. ii. Provide a detailed Scope of Work identifying how all of the services will be provided and deliverables completed.

B. Approach in Delivering Services (35 POINTS):

The respondent’s proposal must concisely demonstrate the qualifications of the project manager to be assigned to manage and provide services related to the RFP . Proposals should include the following:

i. Provide a summary of the proposed plan to deliver identified in the scope of services ii. The total number of projects the proposer is currently engaged in which involves the services described in the RFP.
iii. Quality and practicality of the service plan, including pickup/delivery schedule, inventory management, laundering and sanitation processes, quality control procedures, replacement policies, and responsiveness to urgent needs.

C. Proposer’s Qualifications (25 POINTS):

The proposer’s proposal must demonstrate past experience with services similar to those requested in the RFP. The proposal shall include the following information:
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i. List the firm’s complete name, type of firm (individual, partnership, corporation or other), telephone number, contact person and E -mail address. If a corporation indicate the state the corporation was organized under.
ii. List the name and title of the firm’s principal officers with the authority to bind the company in a contractual agreement.
iii. List the firm’s specific and relevant experience with the requested professional services.

Contact information for at least three (3) previous clients with similar projects. Identify firm capabilities and the services provided by the firm directly and those provided through sub consultants; provide detailed project specific information, including type of work, dates, agency contact information and other appropriate supporting information, etc. iv. Relevant experience providing industrial or municipal linen services, performance on similar contracts, references, compliance with health and safety standards, and demonstrated reliability.

D. Proposer’s Resources (20 POINTS):

The proposer’s proposal must demonstrate how it has sufficient resources to provide the requested professional services in the time frame required.

i. Describe the proposer’s ability to assign additional resources as demand for services may increase dependent upon the City’s needs. Identify the lead time required to respond to a request for services, to prepare a cost proposal, and/or to implement additional staff resources.
ii. Provide a thorough organization structure/chart of staff resources that will be used and available to provide the requested services.

E. Local Business Preference (Bonus 5 POINTS):

This solicitation is subject to the provisions of Rialto Municipal Co de (RMC) Chapter 2.47 – Local Business Preference. Pursuant to RMC section 2.47.020 a “Qualified Local Business” means a business that: (1) has maint ained an office, place of business or distribution point within the city for a period of one year preceding the date upon which a bid is required to be submitted to the city; (2) has secured all licenses and permits necessary to conduct business in the city and has paid all fees and taxes imposed by the city; (3) consents, in writing, to a reduction of its original bid by a percentage determined by the city council and to enter into a contract with the city for the preference bid amount; and (4) meets all other qualifications required to perform the contract for which its bid has been submitted. Pursuant to RMC section

2.47.030 the City may apply a reduction of up to five percent of the amount of the original bid submitted by each qualified local business for any particular project, purchase or service for which the city has solicited bids to achieve a preference bid for each qualified local business .

As this solicitation is for professional services where price is not a factor, implementation of the Local Business Preference required by RMC Chapter 2.47 shall be as a 5- point bonus to the evaluation score. Only those Qualified Local Businesses meeting the criteria in RMC Chapter

2.47 will receive the 5 -point bonus. All other firms will receive zero points. Firms must submit the Local Business Preference Form (see Attachment F).

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7. PROPOSAL CONTENTS : Firms are requ ested to format their proposals so that responses correspond directly to, and are identified with, the specific evaluation criteria stated in Section 6 above. The proposals must be in an 8 ½ X 11 format, may be no more than a total of forty (40), including an organization chart, staff resumes and appendices, and cover letter. (A minimum font size of 10 points must be used). NOTE: Dividers, attachments included in this RFP to be submitted with the proposal, and Addenda acknowledgments do NOT count toward the 40-page limit.

Each proposal must include the Technical Proposal, and the Cost Proposals as outlined below:

The Technical Proposal shall be provided in PDF format. The Technical proposal files shall be named beginning with your Firms Name ; then “Technical Proposal” and shall include the following items:
• Technical proposal – describe in detail your approach and understanding of all necessary tasks and steps involved in the project; include a list of deliverables • Related Experience; include relevan t experience date, name of agency, and reference name/contact information

Cost Proposals shall be named beginning with your Firm’s Name; then “Cost Proposal”, and shall include the following items:
• Respondents are required to submit the attached Cost Worksheets and Replacement Cost Worksheets as their “Cost Proposals”
• Cost proposal s shall be provided as a separate file , which will not be opened until the consultant’s ranking process is complete

Required Forms shall be attached as General Attachments:

• Completed Signature authorization and Addenda Acknowledgment (see Attachment A) • Completed Non-Collusion Affidavit Form (see Attachment B) • Completed Conflict Disclosure Form (see Attachment C ). Note: the Consultant and all Sub-Consultant Firms are required to submit Attachment C. • Completed Debarment and Suspension Certification (see Attachment D ). Note: the Consultant and all Sub-Consultant Firms are required to submit Attachment D. • Completed Non-Discrimination Certification (see Attachment E ). Note: the Consul tant and all Sub-Consultant Firms are required to submit Attachment E. • If applicable, a completed Local Business Preference Form (see Attachment F).

DEADLINE FOR SUBMISSION OF PROPOSALS: All proposals must be received via the City’s electronic bidding system through PlanetBids at

https://pbsystem.planetbids.com/portal/28159/bo/bo-search

The deadline for receiving proposals is: Thursday, April 9, 2026, at 4:00 P.M. PST

The receiving time of the PlanetBids system will be the governing time for acceptability of Proposals. Late proposals will not be accepted and will be considered non-responsive. 405

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QUESTIONS: Respondents, their representatives, agents or anyone else acting on their behalf are specifically directed NOT to contact any city employee, commission member, committee member, council member, or other agency employees or associates for any purpose related to this RFP other than as directed below. Contact with anyone other t han as directed below may be cause for rejection of a proposal.

All questions, technical or otherwise, pertaining to this RF P must be submitted electronically via the Q&A tab of this RFP 26-021 on the PlanetBids website.

Interpretations or clarifications considered necessary in response to such questions will be resolved by the issuance of formal Addenda to the RF P. The deadline for all questions is March 23, 2026, at 4:00 P.M . PST Questions received after this date and time may not be answered. Only questions that have been resolved by formal written Addenda will be binding.

Oral and other interpretations or clarifications will be without legal or contractual effect.

FORM OF AGREEMENT: The selected firm will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City of Rialto in accordance with the standard Professional Services Agreement (see Attachment G). Requested changes to the Professional Services Agreement may not be approved, and the selected firm must ensure that the attached document will be executed.

Failure or refusal to enter into an Agreement or to conform to any of the stipulated requirements in connection therewith shall be just cause for an annulment of the award.

AWARD OF CONTRACT: It is the City’s intent to award a contract to the firm that can provide all services identified in the RF P document. However, the City reserves the right to award a contract to multiple firms or to a single firm, or to make no award, whichever is in the best interest of the City. It is anticipated that award of the contract will occur at the next regularly scheduled City Council meeting after the evaluation committee has made its final selection of the firm to be recommended for award and a contract has been negotiated and agendized for consideration. The decision of the City Council will be final.

RESPONSIBILITY OF PROPOSER: All firms responding to this RFP shall be responsible. If it is found that a firm is irresponsible (e.g., has not paid taxes, is not a legal entity, submitted a proposal without an authorized signature, falsified any information in the proposal package, etc.), the proposal shall be rejected.

PUBLIC RECORD: All documents submitted in response to this solicitation will become the property of the City of Rialto and are subject to the California Code Section 6250 et seq., commonly known as the Public Records Act. Information contained in the documents, or any other materials associated with the solicitation, may be made public after the review process has been completed, negotiations have concluded and a recommendation for award has been officially agendized for City Council consideration, and/or following award of contract to a specific firm, if any, by the City Council.

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COST RELATED TO PROPOSAL PREPARATION: The City will NOT be responsible for any costs incurred by any firm responding to this RF P in the preparation of their proposal or participation in any presentation if requested, development of any technical proposal if requested, or any other aspects of the entire RFP process.

BUSINESS LICENSE: The selected firm will be required to be licensed in accordance with Title 5 of the City of Rialto Municipal Code, entitled “Business Licenses and Regulations”.

PROPOSAL INFORMALITIES OR DEFECTS : The City of Rialto reserves the right to waive any informality or technical defect in a proposal and to accept or reject, in whole or in part, any or all proposals and to seek new RFPs, as best serves the interests of the City.

INVESTIGATIONS: The City reserves the right to make such investigations as it deems necessary to determine the ability of the firms responding to this RF P to perform the Work and the firm shall furnish to the City all such information and data for this purpose as the City may request. The City reserves the right to reject any proposal if the evidence submitted by or investigation of such firm fails to satisfy the City that such firm is properly qualified to carry out the obligations of the Contract and to complete the Work contemplated therein.

PROPOSALS TO REMAIN OPEN: The Proposer shall guarantee that all contents of their proposal shall be valid for a period of 120 calendar days from the due date of proposals.

SIGNED PROPOSAL AND EXCEPTIONS : Submission of a signed proposal will be interpreted to mean that the firm responding to this RF P has hereby agreed to all the terms and conditions set forth in all of the sheets which make up this Request for Proposals, and any attached sample agreement. Exceptions to any of the requirements contained in the RFP documents will not be accepted . Exceptions to the City’s standard Agreement terms and conditions, including insurance requirements, may be considered in the evaluation process; however, the City makes no guarantee that any such exceptions will be approved. Any exceptions to the standard Agreement must be identified in the submitted Proposal. 407

RFP #26-021
Attachment “A”
ATTACHMENT “A”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

SIGNATURE AUTHORIZATION

PROPOSER: ___________________________________________________________________________

A. I hereby certify that I have the authority to submit this Proposal to the City of Rialto for the above listed individual or company. I certify that I have the authority to bind myself/this company in a contract should I be successful in my proposal.

____________________________________

SIGNATURE

B. The following information relates to the legal contractor listed above, whether an individual or a company. Place check marks as appropriate:

1. If successful, the contract language should refer to me/my company as:

____ An individual;
____ A partnership, Partners’ names:

____ A company; (registered in ________)
____ A corporation; (incorporated in _______)

2. My tax identification number is: __________________________

ADDENDA ACKNOWLEDGMENT:

Acknowledgment of Receipt of any Addenda issued by the City for this RFP is required by including the acknowledgment with your proposal. Failure to acknowledge the Addenda issued may result in your proposal being deemed non-responsive.

In the space provided below, please acknowledge receipt of each Addenda:

Addendum(s) # _______________ is/are hereby acknowledged.

The “Small Business Concerns Information” sheet shall be included as part of Attachment “A”. 408

RFP #26-021
Attachment “A”
Attachment “A” – Small Business Concerns Information

The Proposer shall furnish the following information. Additional sheets may be attached, if necessary.

(1) Name: ________________________________________________________________ (2) Address: ________________________________________________________________ (3) Phone No.: ______________________________Fax No.:___________________________ (4) E-Mail: ________________________________________________________________ (5) Type of Firm: (Check all that apply)
______ Individual ______ Partnership ______ Corporation ______ Minority Business Enterprise (MBE) ______ Women Business Enterprise (WBE) ______ Small Disadvantaged Business (SDB) ______ Veteran Owned Business ______ Disabled Veteran Owned Business ______ Other (6) Business License: _____Yes _____No License Number: ___________________________ (7) Tax Identification Number: _____________________________________________________ (8) Names and Titles of corporate members of the firm:
____________________________________ ____________________________________ ____________________________________ ____________________________________ ____________________________________ ____________________________________ (9) Three (3) projects of this type recently completed:

Type of project: ________________________________________________________________ Contract Amount: _________________________ Date Completed: _______________________ Owner: _________________________________ Phone: _______________________________ Type of project: ________________________________________________________________ Contract Amount: _________________________ Date Completed: _______________________ Owner: _________________________________ Phone: _______________________________ Type of project: ________________________________________________________________ Contract Amount: _________________________ Date Completed: _______________________ Owner: _________________________________ Phone: _______________________________

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RFP #26-021
Attachment “B”
ATTACHMENT “B”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

NON-COLLUSION AFFIDAVIT

The undersigned, being first duly sworn, deposes and says that he or she is the followi ng person authorized to submit the attached proposal from the following firm (herein the “Proposer”):

Further, that the Proposal is not made in the interests of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal is genuine and not collusive or sham; that the Proposer has not directly or indirectly induced or solicited any other Proposer to put in a false or sham Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any Proposer or anyone else to put in a sham Proposal, or that anyone shall refrain from Proposing; that the Proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Proposal price of the Proposer or any other Proposer, or to fix any overhead, profit, or cost element of the Proposal price, or of that of any other Proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the Proposal are true; and, further, that the Proposer has not, directly or indirectly, submitted his or her Proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, Proposal depository, or any other member or agent thereof to effectuate a collusive or sham Proposal.

By:

Signature

Title:

Subscribed and sworn to before this ____ day of ___________________, 20__.

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RFP #26-021
Attachment “C”
ATTACHMENT “C”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

CONFLICT DISCLOSURE FORM

411

RFP #26-021
Attachment “C”
ATTACHMENT “C”

CONFLICT DISCLOSURE FORM

412

RFP #26-021
Attachment “C”
ATTACHMENT “C”

CONFLICT DISCLOSURE FORM

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RFP #26-021
Attachment “D”

ATTACHMENT “D”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

DEBARMENT AND SUSPENSION CERTIFICATION

The Consultant, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, and manager:
• Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency;
• Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past 3 years;
• Does not have a proposed debarment pending; and
• Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years.

If there are any exceptions to this certification, insert the exceptions in the following space.

Exceptions will not necessarily result in denial of award but will be considered in determining Proposer responsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.

Notes: Providing false information may result in criminal prosecution or administrative sanctions.

Consultant Name:

(Date) (Signature)

(Name & Title)

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RFP #26-021
Attachment “E”
ATTACHMENT “E”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

NON-DISCRIMINATION CERTIFICATION

In connection with its performance under this Agreement, the Consultant hereby certifies that it shall not discriminate in its employment with regard to age, handicap, race, color, religion, gender, gender identity, sex, sexual orientation, or national origin; that it is in compliance with all federal, state, local directives, and executive orders regarding non- discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal employment opportunity in employment.

We agree specifically:

1. To establish or observe employment policies which affirmatively promote opportunities for minority persons at all job levels.

2. To communicate this policy to all persons concerned, including all company employees, outside recruiting services, especially those serving minority com munities, and to the minority communities at large.

3. To take affirmative steps to hire minority employees within the company.

Consultant Name:

(Date) (Signature)

(Name & Title)

Attached herewith is a copy of the Consultant’s currently adopted equal opportunity employment program.

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RFP #26-021
Attachment “G”
ATTACHMENT “F”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

LOCAL BUSINESS PREFERENCE FORM

I certify that the following business I represent is submitting a proposal as a “Qualified Local Business” in accordance with Chapter 2.47 of the Rialto Municipal Code and satisfies the following criteria:

(1) It has maintained an office, place of business or distribution point within the city for a period of one year preceding the date upon which the proposal submitted herewith is required to be submitted to the city.

(2) It has secured all licenses and permits necessary to conduct business in the city and it has paid all fees and taxes imposed by the city.

(3) It meets all other qualifications required to perform the contract for which its bid has been submitted.

I hereby request a 5 -point bonus to the evaluation score in accordance with the RFP Documents. I make this certification with the full knowledge that I personally, and the following business I represent, may be subject to penalties and remedies pursuant to Section 2.47.070 of the Rialto Municipal Code for misrepresentation as a Qualified Local Business, including, but not limited to, a restriction from submitting any future proposal and award of a contract for a period of three (3) years.

Company Name:

Address:

Type of Products or Services:

Business License Number:

Phone Number:

Owner’s Name:

Total number of employees ___ Total number of employees that reside in the City ___ Attached herewith is a copy of our City of Rialto Business License.

_________________________________ ____________________________ Signature Printed Name / Title
ATTACHMENT “G”
416

RFP #26-021
Attachment “G”

REQUEST FOR PROPOSAL #26-021

INDUSTRIAL LINEN SERVICES

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF RIALTO AND
(FIRM NAME)
THIS SERVICES AGREEMENT (herein “Agreement”) is made and entered into this ____ day of ______________, 20__, by and between the City of Rialto, a municipal corporation and California general law city (“City”), and ( SPECIFY FULL LEGAL NAME OF FIRM), (“Consultant”). City and Consultant are sometimes individually referred to as “Party” or collectively as “Parties”.

RECITALS
A. City has sought, by Request for Proposals No. XX-XXX, the performance of professional services related to ( SPECIFY SCOPE OF SERVICES INCLUDING RELATED CAPITAL PROJECT INFORMATION IF AVAILABLE ), as defined and described particularly in Article 1 of this Agreement.

B. Following the submission of a proposal for the performance of the services defined and described particularly in Article 1 of this Agreement, Consultant was selected by the City to perform those services.

C. Pursuant to Chapter 2.48 of the Rialto Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Consultant for the performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Consultant shall provide those professional services associated with (SPECIFY SCOPE OF SERVICES INCLUDING RELATED CAPITAL PROJECT INFORMATION IF AVAILABLE ), and as specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated 417

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herein by this reference, which services may be referred to herein as the “services” or “work” hereunder. As a material inducement for City to enter into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, it meets all local, state, and federal requirements in performing the services, and it is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Consultant’s Proposal.

The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals No. XX- XXX; and, ( 4) the Consultant’s signed, original proposal submitted to the City (“Consultant’s Proposal”), (collectively referred to as the “Contract Documents”) . The Contract Documents and Accepted Proposal shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the Scope of Services , Consultant’s Proposal, and/or this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any federal, state, or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Licenses, Permits, Fees, and Assessments.

Consultant shall obtain, at its sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, and shall indemnify, defend, and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder.

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the services under 418

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this Agreement. If the services involve work upon any sit e, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. If Consultant discovers any latent or unknown conditions that will materially affect the performance of the services hereunder, then Consultant shall immediately inform the City of such fact and shall not proceed except at City’s risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies, and/or other components thereof, to prevent losses or damages, and shall be responsible for all such damages to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence.

1.7 Prevailing Wages.

Consultant is aware of the requirements of California Labor C ode Section 1720, et seq. and 1770, et seq. , as well as California Code of Regulations, Title 8, Section 1600, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “Public Works” and “Maintenance” projects. It is the understanding of City and Consultant that the Prevailing Wage Laws may not apply to this Agreement because the Agreement does not involve any services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder. However, Consultant shall defend, indemnify, and hold City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

1.8 Further Responsibilities of Parties.

Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all inst ruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless specified in this Agreement, neither Party shall be responsible for the service of the other.

1.9 Additional Services.

No such extra work or change may be undertaken unless a written order is first given by the Contract Officer to the Consultant, describing in detail the extra work or change and the reason(s) therefor and incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work or change, and/or (ii) the time to perform this Agreement, which said adjustments shall be reflected in an amendment to the 419

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Agreement subject to the written approval of the Parties . Any amendment to this Agreement shall be reviewed and approved by the City Manager. In accordance with Rialto Municipal Code section 2.48.180, i ncreases in compensation of this Agreement may be approved by the City Manager provided: (a) the initial Contract Sum was less than One Hundred Thousand Dollars ($100,000) and the amended Contract Sum when considering any or all amendments will not exceed One Hundred Thousand Dollars ($100,000); or (b) the agreement was approved by the City Council and the increases in compensation taken either separately or cumulatively do not exceed One Hundred Thousand Dollars ($100,000). Any greater increases, taken either separately or cumulatively must be approved by the City Council. Payment for additional services rendered by Consultant under this Agreement requires the submission of the actual costs of Consultant’s performance of the extra work with the invoice(s) for the extra work claim(s), as provided in Section 2.4. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors.

No claim for an adjustment in the contract amount or time for performance shall be valid unless the procedures established in this Section are followed.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Cost Proposal” attached hereto as Exhibit “B” and incorporated herein by this reference. For the Initial Phase of Services (Pre- Construction), upon commencement of this Agreement the total compensation, including reimbursement for actual expenses, shall not exceed (SPECIFY CONTRACT SUM) ($XXXX.XX) (the “Contract Sum”). The Contract Sum may also be increased for additional services pursuant to Section 1.9.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services; (iii) payment for time and materials based upon the Consultant’s rates as specified in the Schedule of Compensation, provided that time estimates are provided for the performance of sub tasks, but not exceeding the Contract Sum; or (iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

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approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expens es incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories:
labor (by sub- category), travel, materials, equipment, supplies, and sub- contractor contracts. Sub -contractor charges shall also be detailed by such categories.

Consultant shall not invoice City for any duplicate services performed by more than one person.

City may independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section

7.3, City will use its best efforts to cause Consultant to be paid within thirty (30) days of receipt of Consultant’ s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission.

2.5 No Waiver.

Review and payment by City to Consultant of any invoice for work performed by Consultant pursuant to this Agreement shall not be deemed a waiver of any defects in work performed by Consultant or of any rights or remedies provided herein or any applicable law.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “C” and incorporated herein by this reference. When requested by the Consultant, extensions to 421

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the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall, within ten (10) days of the commencement of such delay, notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer shall extend the time for performance in accordance with the procedures set forth in Section 1.9. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section.

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect through completion of the services related to Request for Proposals No. XX-XXX, (the “Project”), and as identified in the Schedule of Performance, Exhibit “C”.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

(Name) (Title)

It is expressly understood that the experience, knowledge, capability, and reputation of the foregoing Principals were a substantial inducement for City to enter into this Agreement. Therefore, the Principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any 422

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authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires to reassign any staff or subcontractor of Consultant, Consultant shall, immediately upon a Reassign Notice from City of such desire of City, reassign such persons or persons.

4.2 Status of Consultant.

Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in wr iting by City. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care, or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be the City Manager or other such person designated by the City Manager . It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager , to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither the City nor any of its employees shall have any control over the manner, mode, or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service.

Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees 423

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of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability, and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the expres s written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty-five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS

5.1 Insurance Coverages.

The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees, and agents of City:
(a) Comprehensive General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury, and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general ag gregate limit is used, then the general aggregate limit shall be twice the occurrence limit.
(b) Worker’s Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure, and provide legal defense for both the Consultant and the City against any loss, claim, or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement.
(c) Automotive Insurance (Form CA 0001 (Ed 1/87) including “any auto” and endorsement CA 0025 or equivalent) . A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in 424

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an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, and hired cars.
(d) Professional Liability. Professional liability insurance appropriat e to the Consultant’s profession. This coverage may be written on a “claims made” basis and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant’s services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage.
(e) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements.
(f) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees, and agents as additional insureds, and any insurance maintained by City or its officers, employees, or agents shall apply in excess of, and not contribute with, Consultant’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees, and agents and t heir respective insurers. The insurance policy must specify that where the primary insured does not satisfy the self - insured retention, any additional insured may satisfy the self -insured retention. All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any Party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, t he Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer. No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of all required insurance pol icies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

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limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, eithe r the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages to any persons or property resulting from the Consultant’s activities or the activities of any person or persons for which the Consultant is otherwise responsible nor shall it limit the Consultant’s indemnification liabilities as provided in Section 5.3.

In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend, and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations, or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), arising from Consultant’s reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant, or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its officers, agents, or employees for any such claims or liabili ties arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; 426

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(c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents, or employees, any and all costs and expenses incurred by the City, its officers, agents, or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

Consultant shall incorporate similar, indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness, or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer or Surety.

If this Agreement continues for more than 3 years duration, or in the event the Risk Manager determines that the work or services to be performed under this Agreem ent creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager Consultant.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and s ervices performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a 427

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period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest.

6.2 Reports.

Consultant shall periodically prepare and submit to the Contract Of ficer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consulta nt is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors sha ll provide for assignment to City any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom.

6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by 428

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the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement . Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena.
(c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct.
(d) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed, and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California.

Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of San Bernardino, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, Eastern Division.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part 429

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of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for whi ch City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. T he failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant.

Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.

No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

7.6 Legal Action.

In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.

7.7 Termination Prior to Expiration of Term.
430

RFP #26-021
Attachment “G”
This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation f or all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the City need not provide the Cons ultant with the opportunity to cure pursuant to Section 7.2.

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulat ed (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set -off or partial payment of the amounts owed the City as previously stated.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
431

RFP #26-021
Attachment “G”
No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects his financial interest or the financial interest of any corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

Additionally, pursuant to Rialto Municipal Code section 2.48.145, Consultant represents that it has disclosed whether it or its officers or employees is related to any officer or employee of the City by blood or marriage within the third degree which would subject such officer or employee to the prohibition of California Government Sections 87100 et. seq., Fair Political Practices Commission Regulation Section 18702, or Government Code Section 1090. To this end, by approving this Agreement, Consultant attests under penalty of perjury, personally and on behalf of Consultant, as well its officers, representatives, that it/they have no relationship, as described above, or financial interests, as such term is defined in California Government Section 87100 et. seq., Fair Political Practices Commission Regulation Section 18702, or Government Code Section 1090, with any City of Rialto elected or appointed official or employee, except as specifically disclosed to the City in writing.

8.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, gender identity, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, sexual orientation, gender, gender identity, marital status, national origin, ancestry, or other protected class.

8.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein.

Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreemen t, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorney’s fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Facilities and Equipment.
432

RFP #26-021
Attachment “G”
Except as otherwise provided, Consultant shall, at its own cost and expense, provide all facilities and equipment necessary to perform the services requir ed by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space (“City Facilities”), as may be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quality, and time of furnishing of City Facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facilities that may involve incurring any direct expense, including but not limited to computer, long distance telephone, network data, internet, or other communication charges, vehicles, and reproduction facilities.

9.2 Payment of Taxes.

Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal and state taxes.

9.3 Notices.

All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by pre- paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission, and shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) three (3) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty -eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e- mails, text messages, instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows:

If to City: City of Rialto
150 S. Palm Ave.

Rialto, CA 92376
Attn: City Manager
Tel: (909) 820-2525

With copy to: Burke, Williams & Sorensen, LLP
1770 Iowa Avenue, Suite 240
Riverside, CA 92507
Attn: Eric S. Vail, City Attorney
Tel: (951) 788-0100

If to Consultant: (SPECIFY FIRM NAME)
(SPECIFY ADDRESS)
(SPECIFY ADDRESS)
(SPECIFY CONTACT NAME)
(SPECIFY PHONE/FAX/EMAIL)
433

RFP #26-021
Attachment “G”
Either Party may change its address by notifying the other Party of the change of address in writing.

9.4 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.5 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.6 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the Parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.7 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder unless the invalid provis ion is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.8 Corporate Authority.

The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such Party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said Party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
[SIGNATURES ON FOLLOWING PAGE]
434

RFP #26-021
Attachment “G”

IN WITNESS WHEREOF , the parties hereto have executed and entered into this Agreement on the date first written above.

CITY: CONSULTANT:

CITY OF RIALTO, a municipal (SPECIFY FIRM NAME)
corporation

By: By:

Tanya Williams, City Manager Signature

ATTEST:

Name

By:

Barbara A. McGee, City Clerk
Title

APPROVED AS TO FORM:

By:

Burke, Williams & Sorensen, LLP Signature

By:

Eric S. Vail, City Attorney Name

Title

**Two signatures are required if a
corporation**

435
A-1
EXHIBIT “A“

SCOPE OF SERVICES

Consultant shall provide ( SPECIFY SCOPE OF SERVICES INCLUDING RELATED CAPITAL PROJECT INFORMATION IF AVAILABL E – THIS INFORMATION

SHOULD BE IDENTICAL TO THE SCOPE OF SERVICES PROVIDED BY THE CITY IN THE RFP DOCUMENT ). Specifically, Consultant shall provide those services as outlined in its proposal dated ( SPECIFY DATE OF CONSULTANT’S PROPOSAL ), included on the following pages.

436
B1
EXHIBIT “B”
“COST PROPOSAL”

437

B2
EXHIBIT “C”
“SCHEDULE OF PERFORMANCE”

438
RFP 26-021 Industrial Linen Services

Final Evaluation Scores
1 2
3 4
5 6
7 8
9 10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
29 30
31 32
33 34
35 36
37 38
39 40
41 42
43 44
45 46
47 48
49 50
51 52
53 54
55 56
57 58
59 60
61 62

A B C D E F G H I J K L M N O P Q
Evaluator 1 Evaluator 2 Evaluator 3 Evaluator 4 Evaluator 5 RFP 26-021 Industrial Linen Services
Evaluators: E1 E2 Average
Prudential Overall
Supply
STR Investment
Group, LLC
Criterion Score

1. Understanding of City's Request for Proposal Needs (20 points) Prudential Overall Supply 20 19 19.500
STR Investment Group. LLC 20 17 18.500

0.000

2.Approach in Delivering Services (35 points)
Prudential Overall Supply 25 33 29.000 29.000
STR Investment Group. LLC 30 30 30.000 30.000

0.000

3. Proposer's Qualifications (25 points)
Prudential Overall Supply 20 25 22.500 22.500
STR Investment Group. LLC 15 25 20.000 20.000

0.000

4. Proposer's Resources: (20 points)
Prudential Overall Supply 10 19 14.500 14.500
STR Investment Group. LLC 5 17 11.000 11.000

0.000
Firm:

TOTAL POSSIBLE POINTS = 100 SCORE: 66.000 61.000 0.000 0.000 0.000 0.000 0.000 0.000 0.000 2 PROPOSALS RECEIVED & EVALUATED
RANK: SCORE:

Prudential Overall Supply 1 66 Firm: Prudential Overall Supply STR Investment Group, LLC 2 61.000
Company Scoring:
439

SERVICES AGREEMENT

BETWEEN THE CITY OF RIALTO AND

PRUDENTIAL OVERALL SUPPLY DBA PRUDENTIAL CLEANROOM SERVICES THIS SERVICES AGREEMENT (herein “Agreement”) is made and entered into this 8th day of September, 2026, (“Effective Date”) by and between the City of Rialto, a municipal corporation and California general law city (“City”), organized under the laws of the State of California, with its principal place of business at 150 S. Palm Avenue, Rialto, California 92376 and Prudential Overall Supply DBA Prudential Cleanroom Services , a California C corporation, with its principal place of business at 1661 Alton Parkway, Irvine, California , 92606, (“Supplier”). City and Supplier are sometimes individually referred to as “Party” or collectively as “Parties”.

RECITALS
A. City has sought, by Request for Proposals No. 26-021, the performance of services related to providing uniforms, linen, and laundry services (“Project”), as defined and described particularly in Article 1 of this Agreement.

B. Following the submission of a proposal for the performance of the services defined and described particularly in Article 1 of this Agreement, Supplier was selected by the City to perform those services.

C. Supplier represents that it is experienced in providing the services to public clients, is licensed in the State of California, and is familiar with the plans of City.

D. Pursuant to Chapter 2.48 of the Rialto Municipal Code, City has authority to enter into and execute this Agreement.

E. The Parties desire to formalize the selection of Supplier for the performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

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ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, Supplier shall provide those services associated with the Project, as specified in the Supplier’s “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which services may be referred to herein as the “services” or “work” hereunder. As a material inducement for City to enter into this Agreement, Supplier represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, it meets all local, state, and federal requireme nts in performing the services, and it is experienced in performing the work and services contemplated herein. Supplier shall at all times faithfully, competently, and to the best of its ability, experience, and talent, perform all services described herein. Supplier covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be of good quality, fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances.

1.2 Supplier’s Proposal.

The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City’s Request for Proposals No. 26-021 and, ( 4) the Supplier ’s original proposal submitted to the City (“ Supplier’s Proposal”), (collectively referred to as the “Contract Documents”). The Contract Documents and a ccepted Proposal shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the Scope of Services, Supplier’s Proposal and/or this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Supplier shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any federal, state, or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Licenses, Permits, Fees, and Assessments.

Supplier shall obtain, at its sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement and such licenses, permits, and approvals shall be maintained throughout the Term of this Agreement . Supplier shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Supplier’s performance of the services required by this Agreement, and shall indemnify, defend, and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder.

1.5 Familiarity with Work.

By executing this Agreement, Supplier warrants that Supplier (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Supplier warrants that 441
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Supplier has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. If Supplier discovers any latent or unknown conditions that will materially affect the performance of the services hereunder, then Supplier shall immediately inform the City of such fact and shall not proceed except at City’s risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

Supplier shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies, and/or other components thereof, to prevent losses or damages, and shall be responsible for all such damages to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence.

1.7 Prevailing Wages.

It is the understanding of City and Supplier that the Prevailing Wage Laws may not apply to this Agreement because the Agreement does not involve any services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction” includes work performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work. Supplier shall defend, indemnify, and hold City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

Supplier is aware of the requirements of California Labor Code Section 1720, et seq. and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “Public Works” and “Maintenance” projects. It is the understanding of City and Supplier that the Prevailing Wage Laws may not apply to this Agreement because the Agreement does not involve any services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder.

However, Supplier shall defend, indemnify, and hold City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

1.8 Further Responsibilities of Parties.

Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably nece ssary to carry out the purposes of this Agreement. Unless specified in this Agreement, neither Party shall be responsible for the service of the other.

Supplier shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Supplier ’s failure to comply with the standard of care provided for herein. Supplier shall at all times enforce strict discipline and good order among its employees. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the services, or any employee who fails or refuses to 442
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perform the services in a manner acceptable to the City, shall be promptly removed from the services to be performed by the Supplier and shall not be re-employed on the services.

1.9 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from said work. No such extra work or change may be undertaken unless a written order is first given by the Contract Officer to the Supplier, describing in detail the extra work or change and the reason(s) therefor and incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work or change, and/or (ii) the time to perform this Agreement, which said adjustments shall be reflected in an amendment to the Agreement subject to the written approval of the Parties. Any amendment to this Agreement shall be reviewed and approved by the City Manager. In accordance with Rialto Municipal Code section 2.48.180, i ncreases in compensation of this Agreement may be approved by the City Manager provided: (a) the initial Contract Sum was less than One Hundred Thousand Dollars ($100,000) and the amended Contract Sum when consider ing any or all amendments will not exceed One Hundred Thousand Dollars ($100,000); or (b) the agreement was approved by the City Council and the increases in compensation taken either separately or cumulatively do not exceed One Hundred Thousand Dollars ($100,000). Any greater increases, taken either separately or cumulatively, must be approved by the City Council. Payment for additional services rendered by Supplier under this Agreement requires the submission of the actual costs of Supplier ’s performance of the extra work with the invoice(s) for the extra work claim(s), as provided in Section 2.4. It is expressly understood by Supplier that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Supplier hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time-consuming than Supplier anticipates and that Supplier shall not be entitled to additional compensation therefor. City may, in its sole and absolute discretion, have similar work done by other contractors.

No claim for an adjustment in the contract amount or time for performance shall be valid unless the procedures established in this Section are followed.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Supplier the amounts specified in the “Cost Proposal” attached hereto as Exhibit “B” and incorporated herein by this reference.

Upon commencement of this Agreement the total compensation, including reimbursement for actual expenses, shall not exceed Two Hundred Twenty-Five Thousand Dollars and Zero Cents ($225,000.00) (the “Contract Sum”) . The Contract Sum may also be increased for additional services pursuant to Section 1.9.

2.2 Method of Compensation.

The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services; (iii) payment for time and materials based upon the Supplier’s rates as specified in the Schedule of Compensation, provided that time estimates are provided for the performance of sub tasks, but not exceeding the Contract Sum; or (iv) such other methods as may be specified in the Schedule of Compensation. 443
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2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Supplier at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Supplier is required to attend additional meetings to facilitate such coordination, Supplier shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Supplier shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Supplier is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub- contractor contracts.

Sub-contractor charges shall also be detailed by such categories. Supplier shall not invoice City for any duplicate services performed by more than one person.

City may independently review each invoice submitted by the Supplier to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Supplier which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Supplier to be paid within thirty (30) days of receipt of Supplier’s correct and undisputed invoice; however, Supplier acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Supplier for correction and resubmission.

2.5 No Waiver.

Review and payment by City to Supplier of any invoice for work performed by Supplier pursuant to this Agreement shall not be deemed a waiver of any defects in work performed by Supplier or of any rights or remedies provided herein or any applicable law.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Supplier shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “C”. and incorporated herein by this reference. When requested by the Supplier , extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer.

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3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Supplier, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Supplier shall, within ten (10) days of the commencement of such delay, notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer shall extend the time for performance in accordance with the procedures set forth in Section 1.9. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Supplier be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Supplier ’s sole remedy being extension of the Agreement pursuant to this Section.

3.4 Term.

The Term of this Agreement is Three (3) years, commencing on the Effective Date (“Term”).

The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one (1)-year terms, not-to-exceed five (5) years.

ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Supplier.

The following principals of Supplier (“Principals”) are hereby designated as being the principals and representatives of Supplier authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Sergio Camacho Corporate Sales Representative
(Name) (Title)

Ruben Garcia Assistant General Manager
(Name) (Title)

It is expressly understood that the experience, knowledge, capability, and reputation of the foregoing Principals were a substantial inducement for City to enter into this Agreement. Therefore, the Principals shall be responsible during the term of this A greement for directing all activities of Supplier and devoting sufficient time to personally supervise the services hereunder. All personnel of Supplier , and any authorized agents, shall at all times be under the exclusive direction and control of the Principals.

For purposes of this Agreement, the Principals may not be replaced, nor may their responsibilities be substantially reduced by Supplier without the express written approval of City. Additionally, Supplier shall utilize only competent personnel to perform services pursuant to this Agreement. Supplier shall make every reasonable effort to maintain the stability and continuity of Supplier’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Supplier shall notify City of any changes in Supplier’s staff and subcontractors, if any, assigned to perform the services required under this 445
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Agreement, prior to and during any such performance. If City does not agree to the substitution of key personnel by Supplier, City shall be entitled to terminate this Agreement for cause. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires to reassign any staff or subcontractor of Supplier, Supplier shall, immediately upon a Reassign Notice from City of such desire of City, reassign such persons or persons.

4.2 Status of Supplier.

Supplier shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City.

Supplier shall not at any time or in any manner represent that Supplier or any of Supplier ’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Supplier, nor any of Supplier’s officers, employees or agents, shall obtain any rights to retirement, health care, or any other benefits which may otherwise accrue to City’s employees. Supplier expressly waives any claim Supplier may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be the City Manager or other such person designated by the City Manager. It shall be the Supplier’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Supplier shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 Independent Contractor.

Neither the City nor any of its employees shall have any control over the manner, mode, or means by which Supplier, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Supplier’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Supplier shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Supplier shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Supplier in its business or otherwise or a joint venturer or a member of any joint enterprise with Supplier.

4.5 Prohibition Against Subcontracting or Assignment.

The experience, knowledge, capability, and reputation of Supplier , its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Supplier shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acti ng in concert of more than twenty-five percent (25%) of the present ownership and/or control of Supplier , taking all transfers into 446
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account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Supplier or any surety of Supplier of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE, INDEMNIFICATION AND BONDS

5.1 Insurance Coverages.

The Supplier shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees, and agents of City:

5.1.1 Comprehensive General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury, and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit.

5.1.2 Workers’ Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure, and provide legal defense for both the Supplier and the City against any loss, claim, or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Supplier in the course of carrying out the work or services contemplated in this Agreement.

If Supplier has no employees or agents, Supplier shall not be required to maintain Workers’ Compensation Insurance. However, in the event that Supplier hires employees or agents during the Term of this Agreement, Supplier shall obtain and maintain Workers’ Compensation Insurance in accordance with this section.

5.1.3 Automotive Insurance (Form CA 0001 (Ed 1/87) including “any auto” and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, and hired cars.

5.1.4 Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements.

5.1.5 Subcontractors. Supplier shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees, and agents as additional insureds, and any insurance maintained by City or its officers, employees, or agents shall apply in excess of , and not contribute with, Supplier ’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees, and agents and their respective insurers. The insurance policy must specify that where the primary insur ed does not satisfy the self -insured retention, any additional insured may satisfy the self -insured retention. All of said policies of insurance shall provide that said 447
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insurance may not be amended or cancelled by the insurer or any Party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Supplier shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer. No work or services under this Agreement shall commence until the Supplier has provided the City with Certificates of Insurance or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects : liability arising out of activities Supplier performs; products and completed operations of Supplier; premises owned, occupied or used by Supplier; or automobiles owned, leased, hired or borrowed by Supplier . The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Supplier ’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed of ficers, officials, employees and volunteers or the Supplier shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Supplier agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Supplier may be held responsible for the payment of damages to any persons or property resulting from the Supplier ’s activities or the activities of any person or persons for which the Supplier is otherwise responsible nor shall it limit the Supplier ’s indemnification liabilities as provided in Section 5.3.

In the event the Supplier subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Supplier and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Supplier is required to maintain pursuant to Section

5.1, and such certificates and endorsements shall be provided to City.

5.3 Indemnification.

To the full extent permitted by law, Supplier agrees to indemnify, defend, and hold harmless the City, its officers, employees , volunteers, and agents (“Indemnified Parties”) against any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or th reatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations, or activities provided herein of Supplier , its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Supplier is legally liable (“indemnitors”), arising from Supplier ’s reckless or willful misconduct, or arising from Supplier’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant, or condition of this Agreement, and in connection therewith:

5.3.1 Supplier will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith;
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5.3.2 Supplier will promptly pay any judgment rendered against the City, its officers, agents, or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Supplier hereunder; and Supplier agrees to save and hold the City, its officers, agents, volunteers, and employees harmless therefrom;

5.3.3 In the event the City, its officers, agents, volunteers, or employees is made a party to any action or proceeding filed or prosecuted against Supplier for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Supplier hereunder, Supplier agrees to pay to the City, its officers, agents, volunteers, or employees, any and all costs and expenses incurred by the City, its officers, agents, volunteers, or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees.

Supplier shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Supplier shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence. The indemnity obligation shall be binding on successors and assigns of Supplier and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer or Surety.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (“Risk Manager”) due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the Risk Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Supplier agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager Consultant.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Supplier shall keep, and require subcontractors to keep, such ledgers books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records ”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of 3 years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Supplier’s business, custody of the books and records may be given to City, and access shall be provided by Supplier ’s successor in interest.

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6.2 Reports.

Supplier shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Supplier hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Supplier agrees that if Supplier becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Supplier is providing design services, the cost of the project being designed, Supplier shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Supplier is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents and Materials; Exceptions; Warranty.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Supplier, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Supplier shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents and materials for other projects and/or use of uncompleted documents and materials without specific written authorization by the Supplier will be at the City’s sole risk and without liability to Supplier , and Supplier’s guarantee and warranties shall not extend to such use, reuse or assignment. Supplier may retain copies of such documents and materials for its own use. Supplier shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City any documents or materials prepared by them, and in the event Supplier fails to secure such assignment, Supplier shall indemnify City for all damages resulting therefrom.

Supplier warrants that all documents and m aterials it drafts and completes pursuant to this Agreement constitutes original work. Specifically, Supplier understands and agrees that use of artificial intelligence (AI) tools including, without limitation, ChatGPT, Microsoft’s Bing Chat, Google’s Bard, and Meta’s LLaMA (Large Language Model Meta AI), in the performance of this Agreement does not constitute an original work, i.e., submitting documents and m aterials generated by such AI tools to City and representing it as Supplier’s original work constitutes a material breach of this Agreement, constitutes a false claim, and may also violate applicable intellectual property right laws including, without limitation, United States Copyright Law. Accordingly, and notwithstanding any other provision of this Agreement as to ownership, City specifically rejects ownership of such documents and materials. Supplier is required to indemnify and defend City to the fullest extent allowed by applicable law should it violate this Section.

6.4 Confidentiality and Release of Information.

6.4.1 All information gained or work product produced by Supplier in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Supplier. Supplier shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. Supplier shall not use City’s name or insignia, photographs, or any publicity pertaining to the services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
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6.4.2 Supplier, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Supplier gives City notice of such court order or subpoena.

6.4.3 If Supplier, or any officer, employee, agent or subcontractor of Supplier , provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Supplier for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Supplier’s conduct.

6.4.4 Supplier shall promptly notify City should Supplier, its officers, employees, agents, or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Supplier or be present at any deposition, hearing or similar proceeding.

Supplier agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Supplier . However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed, and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of San Bernardino, State of California, or any other appropriate court in such county, and Supplier covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, Eastern Division.

7.2 Disputes; Default.

In the event that Supplier is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Supplier for any work performed after the date of default.

Instead, the City may give notice to Supplier of the default and the reasons for the default. The notice shall include the timeframe in which Supplier may cure the default. This timeframe is presumptively thirty (30) days, but may be extended if circumstances warrant , however, the timeframe may also be shortened if the default results in a safety issue or imminent threat to City employees or the public. During the period of time that Supplier is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Supplier does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Supplier’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

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7.3 Retention of Funds.

Supplier hereby authorizes City to deduct from any amount payable to Supplier (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Supplier ’s acts or omissions in performing or failing to perform Supplier’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Supplier, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Supplier to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Supplier shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

7.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercis e by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

7.6 Legal Action.

7.7 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ wr itten notice to Supplier, except that where termination is due to the fault of the Supplier , the period of notice may be such shorter time as may be determined by the Contract Officer. Upon receipt of any notice of termination, Supplier shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Supplier shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In 452
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the event of termination without cause pursuant to this Section, the City need not provide the Supplier with the opportunity to cure pursuant to Section 7.2.

7.8 Termination for Default of Supplier.

If termination is due to the failure of the Supplier to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Supplier shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Supplier for the purpose of set -off or partial payment of the amounts owed the City as previously stated.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Supplier, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Supplier or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest.

Supplier covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Supplier ’s performance of services under this Agreement. Supplier further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Supplier agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which effects their financial interest or the financial interest of any corporation, partnership or association in which t hey are, directly or indirectly, interested, in violation of any State statute or regulation. The Supplier warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

Additionally, pursuant to Rialto Municipal Code section 2.48.145, Supplier represents that it has disclosed whether it or its officers or employees is related to any officer or employee of the City by blood or marriage within the third degree which would subject such officer or employee to the prohibition of California Government Sections 87100 et. seq., Fair Political Practices Commission Regulation Section 18702, or Government Code Section 1090. To this end, by approving this Agreement, Supplier attests under penalty of perjury, personally and on behalf of Supplier , as well its officers, representatives, that it/they have no relationship, as described above, or financial interests, as such term is defined in California Government Section 87100 et. seq., Fair Political Practices Commission Regulation Section 18702, or Government Code Section 1090, with any City of Rialto elected or appointed official or employee, except as specifically disclosed to the City in writing.

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8.3 Covenant Against Discrimination.

Supplier covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, there shall be no discrimination against or segregation of any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, gender identity, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Supplier shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, sexual orientation, gender, gender identity, marital status, national origin, ancestry, or other protected class.

8.4 Unauthorized Aliens.

Supplier hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Supplier so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Supplier hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorney’s fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Facilities and Equipment.

Except as otherwise provided, Supplier shall, at its own cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Supplier only physical facilities such as desks, filing cabinets, and conference space (“City Facilities”), as may be reasonably necessary for Supplier ’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quality, and time of furnishing of City Facilities shall be in the sole discretion of City. In no event shall City be required to furnish any facilities that may involve incurring any direct expense, including but not limited to computer, long distance telephone, network data, internet, or other communication charges, vehicles, and reproduction equipment.

9.2 Payment of Taxes.

Supplier is solely responsible for the payment of employment taxes incurred under this Agreement and any federal and state taxes.

9.3 Notices.

All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by pre -paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by email , and shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) three (3) business days after the date of posting by the Unit ed States Post Office if by mail; or (iii) when sent if given by email. Any notice, request, demand, direction, or other communication sent by email must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as text messages and instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows:
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If to City: City of Rialto
150 S. Palm Ave.

Rialto, CA 92376
Attn: City Manager
Tel: (909) 820-2525

With copy to: Burke, Williams & Sorensen, LLP
1770 Iowa Avenue, Suite 240
Riverside, CA 92507
Attn: Eric S. Vail, City Attorney
Tel: (951) 788-0100

If to Supplier: Prudential Overall Supply
1661 Alton Pkwy
Irvine, CA 92606
Attn: Sergio Camacho, Corporate Sales Representative
Tel: (951) 824-6048/[email protected]
Either Party may change its address by notifying the other Party of the change of address in writing.

9.4 Interpretation.

9.5 Counterparts.

This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument.

9.6 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties. It is understood that there are no oral agreements between the Parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the Parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Supplier and by the City. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

9.7 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the Parties hereunder unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.
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9.8 Corporate Authority.

9.9 Data Protection.

9.9.1 Supplier shall protect, using the most secure means and technology that is commercially available, City-provided data or consumer-provided data acquired in the course and scope of this Agreement, including but not limited to customer lists and customer credit card or consumer data, (collectively, the “City Data”). Supplier shall notify City in writing as soon as reasonably feasible, and in any event within twenty-four (24) hours, of Supplier’s discovery or reasonable belief of any unauthorized access of City Data (a “Data Breach”), or of any incident affecting, or potentially affecting City Data related to cyber security (a “Security Incident”), including, but not limited to, denial of service attack, and system outage, instability or degradation due to computer malware or virus. Supplier shall begin remediation immediately. Supplier shall provide daily updates, or more frequently if required by City, regarding findings and actions performed by Supplier until the Data Breach or Security Incident has been effectively resolved to City’s satisfaction. Supplier shall conduct an investigation of the Data Breach or Security Incident and shall share the report of the investigation with City. At City’s sole discretion, City and its authorized agents shall have the right to lead or participate in the investigation. Supplier shall cooperate fully with City, its agents and law enforcement.

9.9.2 If City is subject to liability for any Data Breach or Security Incident, then Supplier shall fully indemnify and hold harmless City and defend against any resulting actions.

[SIGNATURES ON FOLLOWING PAGE]

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IN WITNESS WHEREOF, the parties hereto have executed and entered into this Agreement on the date first written above.

CITY: SUPPLIER:

CITY OF RIALTO, a municipal
corporation
Prudential Overall Supply, a California
C corporation

By: By:

Tanya Williams, City Manager Signature

ATTEST: Sergio Camacho
Name

By:

Barbara A. McGee, City Clerk Corporate Sales Representative Title

APPROVED AS TO FORM:

By:

Burke, Williams & Sorensen, LLP Signature

By: Rosa Vasquez
Eric S. Vail, City Attorney Name

General Manager
Title

**Two signatures are required if a
corporation**

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EXHIBIT “A“

SCOPE OF SERVICES

Supplier shall provide. Specifically, Supplier shall provide those services as outlined in its proposal submitted via PlanetBids on April 9, 2026, included on the following pages:

The vendor’s primary responsibility will be to furnish the City with various uniforms, towels, mops, and mats on a weekly basis in accordance with the attached item specifications. Uniform shirts shall have a City of Rialto patch, American Flag, and individual worker name badge firmly sewn to the shirt. Badges will be printed by the successful contractor with final approval of design, font and all other aspects of the badge by the City. The successful proposer shall be responsible for the pick- up of all dir ty rental items and replace these items with freshly cleaned items on a weekly basis.

The City of Rialto has approximately eight (8) buildings and forty- five (45) staff members to be serviced by this contract. The City has the right to alter or modify the items requested and used, both in character and quality, in its sole and absolute discretion without any notice provided to the Proposer. Employees eligible for uniform service shall be allowed to request any combination of uniforms items up to their maximum allotment, currently set at nine (9) shirts and nine (9) pants, coveralls, or shorts. Quantities listed in this document are estimates provided to assist the bidder.

The City makes no guarantee as to the number and/or frequency of items to be obtained, used, rented or purchased pursuant to this contract.

DELIVERY: Delivery and pick- up shall be scheduled for every Tuesday between 6:30 AM and 9:30 AM. Proposer must correct all shortages or mistakes within twenty -four hours of each occurrence without additional charge. It should be noted that the City’s business hours are Monday through Friday, 7:00 A.M. to 6:00 P.M.

DELIVERY TICKETS:

The supervisor shall then immediately notify the designated Contract Administrator as to the problem incurred, the location and, if available, the name of the employee.

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LOST RENTAL ITEMS:

A. The proposer may submit a complete accounting of missing items every six (6) months to the designated Contract Administrator.

C. The City will not be liable for payment of any lost items for which it has not been notified.

D. Items lost by the proposer will be replaced at no charge to the City and may result in liquidated damage.

LIQUIDATED DAMAGE:

The City reserves the right to deduct payment from the invoices or refuse payment and require an amended invoice to be provided as liquidated damages based on the following schedule:
• Delivery Shortages – amount equal to the cost per item, per week. • Failure to replace or repair damaged items - amount equal to the cost per item, per week. • Failure to replace worn out, stained or otherwise unserviceable items - amount equal to the cost per item per week.

Notes:
• The uniform and item counts listed in this document reflect amounts currently used by the City as of July 1, 2025

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• Amounts provided are approximate and could vary. No minimum or maximum number of items is implied nor guaranteed by the City of Rialto.

• Any delivery charge must be included in the cost per item price. Additional charges not agreed to in advance by the City will not be allowed.

• The costs per item will apply to any item identified and added during the term of the Contract.

• Should the City elect to exercise any option to extend this Contract, the Parties shall negotiate pricing for such period prior to commencement of the additional period(s).

Negotiated price increases during the additional period(s) shall be effective on July 1 of such year and not exceed the percentage change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Los Angeles, Riverside and Orange County, CA" (CPI) for the most recent twelve months for which statistics are available. This method of price negotiation shall apply to each extension period exercised.

Actual option year pricing shall be negotiated with the successful proposer prior to exercising of any given option year. Optional years shall become effective only upon issuance by the City of a duly authorized Purchase Order.

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EXHIBIT “B”
“COST PROPOSAL”
Upon commencement of this Agreement the total compensation, including reimbursement for actual expenses, shall not exceed Two Hundred Twenty-Five Thousand Dollars and Zero Cents ($225,000.00) (the “Contract Sum”).

Should the City elect to exercise any option to extend this Contract, the Parties shall negotiate pricing for such period prior to commencement of the additional period(s). Negotiated price increases during the additional period(s) shall be effective on July 1 of such year and not exceed the percentage change in the United States Bureau of Labor Statistics Consumer Price Index “All Urban Consumers for Los Angeles, Riverside and Orange County, CA" (CPI) for the most recent twelve months for which statistics are available. This method of price negotiation shall apply to each extension period exercised. Actual option year pricing shall be negotiated with the successful proposer prior to exercising of any given option year. Optional years shall become effective only upon issuance by the City of a duly authorized Purchase Order.

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EXHIBIT “C”
“SCHEDULE OF PERFORMANCE”
The Term of this Agreement is Three (3) year s, commencing on the Effective Date (“Term”).

Unless earlier terminated in accordance with Article 7 of this Agreement, Supplier shall complete the services within the Term of this Agreement and shall meet any other established schedules and deadlines. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one (1)-year terms, not-to-exceed five (5) years.

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CITY OF RIALTO

DISCLOSURES REQUIRED BY PERSONS OR ENTITIES
CONTRACTING WITH THE CITY OF RIALTO*

Pursuant to City of Rialto Municipal Code Section 2.48.510, all persons or business entities supplying any goods or services to the city, or seeking a loan or grant awarded by the city, whether through an application or proposal, shall disclose in such application or proposal whether any city officer, employee, or consultant may have a financial or non-financial interest in the person or business entity, or in any member, employee, owner, or officer of the business entity. • A financial interest shall mean any interest that is prohibited under state law, including California Government Code Sections 1090 and 87100, and California Code of Regulation Section 18700 et seq.
• A non-financial interest shall mean any interest that is prohibited by City of Rialto Municipal Code Section 2.48.450.

For the purpose of helping the City understand whether City personnel might have a conflict of interest in you or your organization, please disclose below whether you or any of your members, employees, paid or unpaid officers, paid or unpaid directors, or owners are (or are related to) a City elected or appointed official, a City officer, or a City employee or consultant.

Name of Your Organization’s
Affected Member, Employee,
Paid or Unpaid Officer, Paid or
Unpaid Director, or Owner
Name of City Elected or
Appointed Official, City
Officer, a City Employee or
Consultant
Relationship Between the
Two

By submitting this [application/proposal], or supplying any goods or services to the City, the [applicant/vendor/contractor/consultant] hereby attests under penalty of perjury, personally and/or on behalf of the entity [submitting this application/proposal or supplying any goods or services to the City] that no City of Rialto elected or appointed official, employee or consultant has a financial or non-financial interest, as such terms are defined in California Government Code Sections 1090 and 87100 and in City of Rialto Code of Ordinances Section

2.48.145, in the [applicant/vendor/contractor/consultant], except as specifically disclosed herein.

Name of Person/Entity:

Title:

Signature: Date:

Form Date 11/11/2021

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2.48.450 Employee conflict of interest.
(1) No covered person shall participate in the making of a grant or contract by the city in which the covered person has a conflicting interest.
(2) For purposes of this section, the following definitions shall apply:
(a) A “covered person” includes any person who holds an elected or appointed City office, a City officer, a City employee, and any person who is a consultant to the City. (b) A “conflicting interest” includes, but is not limited to, those decisions where:
(i) A covered person holds or has held within the previous twelve months a position with a potential grant or contract recipient;
(ii) A close relative of a covered person holds or has held within the previous twelve months a position with a grant or contract recipient;
(iii)A close relative of the spouse or domestic partner of a covered person holds or has held within the previous twelve months a position with a grant or contract recipient. (c) “Position” includes the status of a member, employee, owner, paid or unpaid officer of, paid or unpaid leadership position in, or had an ownership interest in, a grant or contract recipient. (d) A “close relative” includes a spouse, parent, grandparent, child, grandchild, aunt, uncle, or cousin. (e) “Participate in the making of a grant or contract” includes participation in: drafting a solicitation or contract; negotiating, voting on, approving, or executing a grant or contract; disc ussion of same with any city officer or employee; or attempts in any way to influence the making of a grant or contract. (3) This prohibition shall not apply to a contract let by written competitive bid where the contract will be awarded to the person or entity who submits the lowest responsible and responsive bid. (4) Except for the Mayor or a member of the City Council, a covered person may request a waiver of any potential conflict of interest in writing from the City Manager. Any request for such a waiver must include full disclosure of the potential conflict of interest and a statement detailing any mitigating factors. The request and the City Manager’s response shall be provided to the City Council prior to any vote to approve the contract or grant, or if City Council approval is not required, at least five days before the contract or grant is approved. The request and the City Manager’s response shall be considered a public record. (5) The prohibitions in this section are in addition to any applicable federal or s tate conflict of interest laws, including but not limited to Government Code section 1090, and Government Code section 87100 et seq.

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(6) Any person who violates this section is subject to the following:
(a) Public censure;
(b) If the conflict of interest was i n the making of a contract, a prohibition from participation in the making of a contract by the city for a period of time up to twelve (12) months from the date of the imposition of the discipline;
(c) If the conflict of interest was in the making of a gra nt, a prohibition from participation in the making of a grant by the city for a period of time of up to twenty-four (24) months from the date of the imposition of the discipline;
(d) An administrative fine pursuant to Chapter 1.10 of this code. (7) The discipline specified herein may be imposed:
(a) By the City Manager in the case of any employee or consultant who violates this section. (b) By the City Council in the case of any person who holds an elected or appointed City office, or any City officer who violates this section.

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City of Rialto
Legislation Text
File #: 26-0559, Version: 1, Agenda #: TAB6
For City Council Meeting September 8, 2026
TO: Honorable Mayor and City Council
FROM: Tanya Williams, City Manager
AUTHOR: Christopher P. Jensen, Fire Chief
Request City Council to: (1) Approve a Three Year Services Agreement with Kalmikov Enterprises, Inc., a California corporation, dba Fire Apparatus Solutions, in the Amount of $400,000 Annually, Not to Exceed $1,200,000, for Preventive Maintenance and Repairs of Fire Apparatus, with the Option to Extend for Two Additional One-Year Terms in the amount of $400,000 annually per year with a total contract value of $2,000,000 at the City’ssole discretion; and (2) Authorize the City Manager or Their Designee to Execute All Related Documents.
(ACTION)

RECOMMENDATION
Staff recommends that the City Council:
1) Approve a three (3) year Services Agreement with Kalmikov Enterprises, Inc., a California corporation, dba Fire Apparatus Solutions, in the amount of four hundred thousand dollars ($400,000.00) annually, not to exceed one million two hundred thousand dollars ($1,200,000.00) over the initial three-year term, for preventive maintenance and repairs of fire apparatus, with the City's unilateral option to extend the agreement for up to two (2) additional one-year terms at four hundred thousand dollars ($400,000) per year with a total contract value at two million dollars ($2,000,000) at the City's sole discretion; 2) Authorize the City Manager or their designee to execute the Services Agreement and any related documents, amendments, and optional year extensions on behalf of the City, consistent with the City Manager's authority under the Rialto Municipal Code.

BACKGROUND
Fire apparatus is unique in design and function, requiring specialized maintenance and emergency repair services. The City of Rialto Fire Department operates a fleet of fire apparatus and emergency vehicles, including engines, truck companies, brush units, and rescue apparatus, which must be maintained in top operating condition at all times to ensure the safety of Department personnel and the communities they serve. Due to the specialized nature of fire apparatus maintenance, the Fire Department has historically contracted with an outside vendor to provide these services.

Kalmikov Enterprises, Inc., dba Fire Apparatus Solutions (“FAS”),a Rialto-based business located at 1762 S. Sycamore Avenue, has provided the City of Rialto Fire Department with fire apparatus preventive maintenance and repair services since 2013. FAS has provided services under competitive bid processes, most recently under Request for Proposal No. 21-053, which was City of Rialto Printed on 9/3/2026Page 1 of 4
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competitive bid processes, most recently under Request for Proposal No. 21-053, which was awarded by the City Council on September 28, 2021. That agreement was structured as a one (1) year contract with up to four (4) optional one-year extensions at an annual not-to-exceed amount of $300,000.

In anticipation of the expiration of the existing agreement, the City of Rialto Purchasing Division, in coordination with the Fire Department, issued a formal competitive solicitation, Request for Proposal No. 27-001, for Fire Apparatus Preventive Maintenance Program services. The solicitation was advertised electronically through the City’sPlanetBids procurement portal and distributed to vendors in the region. RFP No. 27-001 closed on July 29, 2026, at 4:00 P.M. PST.

The City received two (2) proposals in response to the solicitation. Upon review by the City’s Purchasing Division, only one (1) of the two proposals was deemed responsive to the requirements of the RFP. The proposal submitted by Kalmikov Enterprises, Inc., dba Fire Apparatus Solutions, was determined to be the sole responsive proposal. The responsive proposal was subsequently reviewed jointly by the Purchasing Division and the Fire Department, and following that review, Fire Apparatus Solutions was selected for award.

ANALYSIS/DISCUSSION
RFP No. 27-001 for Fire Apparatus Preventive Maintenance Program services closed on July 29, 2026, at 4:00 P.M. PST. The City received two (2) proposals. Following review by the Purchasing Division, one (1) proposal was found to be non-responsive to the mandatory requirements of the RFP and was disqualified from further consideration. The proposal submitted by Kalmikov Enterprises, Inc., dba Fire Apparatus Solutions, was the sole responsive proposal received.

The RFP required bidders to demonstrate, among other qualifications, the following mandatory requirements:
• Current manufacturer-authorized service center certifications for the apparatus brands represented in the City’s fleet (Pierce, Spartan/Crimson Fire, and KME) • Authorized Cummins Service Facility and Authorized Meritor Repair Facility status • Certified technicians holding California Fire Mechanic Academy (CFMA), Emergency Vehicle Technician (EVT/EVTCC), and ASE Medium/Heavy Truck (T-Series) certifications • NFPA-trained technicians and managers
• A minimum of five (5) years of continuous experience providing fire apparatus maintenance and repair services
• Primary service facility located within the City of Rialto city limits • In-house capabilities including MIG/TIG welding, poly tank repair, paint and body repair, Allison diagnostics, engine repair, and generator repair
• Authorized repair center and parts distributor status for Darley, Hale, and Waterous fire pump systems
• Diagnostic capability for Detroit Diesel and Cummins engine platforms, ABS systems (Bendix, Bosch, Wabco), and multiplex software platforms (ESKEY, Weldon, DTD) The responsive proposal submitted by Fire Apparatus Solutions demonstrated compliance with all mandatory qualifications set forth in the RFP. Upon joint review by the Purchasing Division and the Fire Department, FAS was selected for award. FAS is an established, Rialto-based contractor with over a decade of experience servicing the City’s fire apparatus fleet and has been found to be responsive, technically proficient, and reliable in both scheduled maintenance and emergency repair City of Rialto Printed on 9/3/2026Page 2 of 4
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responsive, technically proficient, and reliable in both scheduled maintenance and emergency repair situations throughout the duration of the prior contract.

Key factors supporting the award recommendation include:
• FAS has maintained a facility within the City of Rialto, providing reduced response time and logistical efficiency for scheduled and emergency service calls. • FAS has demonstrated consistent performance in maintaining the currency of the Fire Department’s fleet, including responsiveness to emergency repair needs and timely completion of scheduled preventive maintenance.
• FAS holds all required manufacturer authorizations and technician certifications necessary to service the specific apparatus makes, models, engine platforms, pump systems, and drivetrain components in the City’s fleet.
• FAS has provided maintenance and repair training relevant to the current Fire Department fleet, supporting the Department’s operational readiness and in-house knowledge base. • The proposed contract is consistent with the prior agreement and represents a competitive and reasonable cost for the scope of services required.

Under the proposed agreement, FAS will provide the following services, among others: preventive maintenance inspections and fluid services per NFPA 1915; annual fire pump service testing per NFPA 1911; aerial device diagnostics and repair; emergency and unscheduled repairs with a maximum three (3) hour response time; roadside and field service; warranty support coordination; fleet management software integration; and up to twelve (12) hours of annual training for Fire Department personnel.

The agreement provides the City with a three (3) year initial term commencing upon execution, with the City’sunilateral option to extend for up to two (2) additional one-year terms at the City’ssole discretion, subject to satisfactory contractor performance and mutual agreement on pricing. The total not-to-exceed compensation for the initial three-year term is $1,200,000, at $400,000 per year.

Should both optional extension years be exercised, the maximum aggregate contract value would not exceed $2,000,000 over five years.

ENVIRONMENTAL IMPACT
The proposed action is exempt from the California Environmental Quality Act (CEQA) because it does not meet the definition of a “project”under CEQA Guidelines Section 15378. The award of a services agreement for fire apparatus preventive maintenance and repair constitutes an administrative activity that does not result in a direct or reasonably foreseeable indirect physical change in the environment.

Pursuant to CEQA Guidelines Section 15378(b)(2), continuing administrative or maintenance activities, including the procurement of services for the upkeep of existing equipment, are not considered projects under CEQA. Additionally, Section 15378(b)(5) excludes organizational and administrative activities of governments that will not result in environmental impacts. As the award of this services agreement does not involve construction, land use changes, or any commitment to a physical environmental modification, no further CEQA review is required.

GENERAL PLAN CONSISTENCY
The City of Rialto General Plan establishes goals, objectives, and guiding principles through which the City seeks to protect the quality of life and improve the community for its residents. The proposed City of Rialto Printed on 9/3/2026Page 3 of 4
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the City seeks to protect the quality of life and improve the community for its residents. The proposed agreement supports the General Plan in the following area:

Goal 5-3.1: Provide fire personnel, equipment, and fire stations to have adequate and appropriate resources to meet the needs and serve all areas of Rialto.

Maintaining the City’sfire apparatus fleet in safe, reliable operating condition through a professional preventive maintenance and repair program directly supports this General Plan goal by ensuring that Fire Department resources are available and fully functional to respond to emergency incidents throughout the City.

LEGAL REVIEW
The City Attorney's Office has reviewed the agreement and approved it as to form.

FINANCIAL IMPACTS
Operating Budget Impact
Funds for this services agreement are available in the Fire Department’s operating budget. The annual cost of services shall not exceed Four Hundred Thousand Dollars $400,000.00 per contract year, charged to Account No. 10105150-52011, Contract Services. The total not-to-exceed amount for the initial three (3) year term is One Million Two Hundred Thousand Dollars $1,200,000.00.

Should both optional extension years be exercised, the maximum aggregate contract value would not exceed Two Million Dollars $2,000,000.00 over the full five-year period. Expenditures are subject to annual budget appropriation by the City Council.

Capital Improvement Budget Impact
There is no impact on the Capital Improvement Budget.

Licensing
Kalmikov Enterprises, Inc., dba Fire Apparatus Solutions, is a California corporation operating within the City of Rialto. As a condition of this agreement, FAS is required to maintain a valid City of Rialto Business License and Occupational License throughout the term of the contract. A completed vendor disclosure form is attached to this staff report. FAS has confirmed that it holds, or will obtain prior to contract execution, all required licenses, permits, and certifications necessary to perform the services described herein.

ATTACHMENTS

1. Fire Apparatus Solutions - Services Agreement (RFB No. 27-001)

2. Request for Proposals No. 27-001 - Fire Apparatus Preventive Maintenance Program

3. FAS Technical Proposal

4. Disclosure Form
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AGREEMENT FOR MAINTENANCE
& REPAIR SERVICES

BETWEEN

THE CITY OF RIALTO, CALIFORNIA
AND
KALMIKOV ENTERPRISES, INC. DBA FIRE APPARATUS SOLUTIONS

This Agreement for Maintenance & Repair Services (“Agreement”) is entered into as of __________, 20__ (“Effective Date”) between the City of Rialto , a municipal corporation, organized under the laws of the State of California, with its principal place of business at 150 S.

Palm Avenue, Rialto, California 92376 (“City”) and Kalmikov Enterprises, Inc. DBA: Fire Apparatus Solutions , a California Corporation, with its principal place of business at 1762 S.

Sycamore Ave. Rialto, California 92376 (“Contractor”) (collectively the “Parties ”). In consideration of the mutual promises and covenants made by the parties and contained here and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

RECITALS
A. City has sought through formal solicitation Request for Proposal 27-001 the performance of the services defined and described particularly in Section 1 of this Agreement.

B. Contractor was selected by the City to perform those services as needed and requested by the City.

C. The Parties desire to formalize the selection of Contractor for the performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

SECTION 1. SCOPE OF SERVICES

1.1 Term. T he term of this Agreement i s three ( 3) years commencing on the Effective Date (“Term”) unless earlier terminated in accordance with the provisions of Section 8 [Default and Termination ]. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one (1) year terms.

1.2 Contractor Services . Subject to the terms and conditions of this Agreement, Contractor agrees to perform for City those services related to providing ongoing maintenance, preventive inspections, repairs, diagnostics, testing, and refurbishment of City fire apparatus and related emergency vehicle equipment as specified in the Scope of Services attached hereto and 479

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incorporated herein by reference as Exhibit “A” [Scope of Services] (“ Services”). Contractor agrees to furnish, for the compensation provided for herein, all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately perform and complete the Services. The Services shall be subject to inspection and approval by City.

Contractor agrees to work closely with City staff in the performance of the Services and shall be available to City’s staff and consultants at all reasonable times.

1.3 Extra Work . Contractor shall not be compensated for any work or services rendered in connection with its performance of this Agreement, which are in addition to or outside of the Services (“ Extra Work ”), except as expressly provided for herein. It shall be Contractor’s responsibility to ensure that the scope and price of any Extra Work to be p erformed by Contractor is approved by City in writing in advance of Contractor’s commencement of the Extra Work in accordance with Section 9.10 [Amendments] and Section 9.19 [Administration and Implementation]. City shall not be obligated to pay for or otherwise be liable for unauthorized Extra Work performed by Contractor.

1.4 Schedule of Performance. Contractor agrees to diligently perform and complete the Services in accordance with the schedule of performance attached hereto and incorporated herein by re ference as Exhibit “B” [Schedule of Performance] (“Schedule of Performance”).

Modifications to the Schedule of Performance must be agreed upon in writing in advance by the City Manager pursuant to Section 9.19 [Administration and Implementation] and Contractor.

1.5 General Warranty . Contractor warrants all Services under this Agreement (which for purposes of this Section shall be deemed to include unauthorized Extra Work which has not been removed and any non -conforming materials incorporated into the Servi ces) to be of good quality and free from any defective or faulty material and workmanship. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the Services, whether express or implied, are deemed to be obtained by Contractor for the benefit of City, regardless of whether or not such warranties and guarantees have been transferred or assigned to City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of City.

1.6 Repair of Defects . Contractor agrees that for a period of one (1) year from and after final acceptance of the Services, or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the Services, whichever is later, Contractor shall within ten (10) days after being notified in writing by City of any defect in the Services or non-conformance of the Services, commence and prosecute with due diligence all work and services necessary to fulfill the terms of the warranty at its sole cost and expense. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the work, facilities, fixtures, or materials damaged by its defective Services or which becomes damaged in the course of repairing or replacing defective Services. For any Services so corrected, Contractor's obligation hereunder to correct defective Services shall be reinstated for an additional one -year period, commencing with the date of acceptan ce of such corrected Services. Contractor shall perform such tests as City may require to verify that any corrective actions are adequate to remedy the defective condition. In the event that Contractor fails to 480

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perform its obligations under this Section to the reasonable satisfaction of City, then City shall have the right to correct and replace any defective, non- conforming, or damaged Services at Contractor's sole expense. Contractor shall be obligated to fully reimburse City for any expenses incurred hereunder upon demand.

1.7 Contractor’s Representative. Contractor hereby designates the representative named in Exhibit “D” [Representatives], or his or her designee, to act as its representative for the performance of this Agreement (“Contractor’s Representative”). Contractor’s Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. Contractor’s Representative shall supervise and direct the Services, using his or her best skill and a ttention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

1.8 Contract Documents. The following documents shall be referred to collectively as the "Contract Documents," each of which is incorporated into and made part of this Agreement by reference:

This Agreement
All exhibits to this Agreement
Instructions to Bidders, and any documents referenced therein Bid Forms (including Contractor’s Bid Schedule)

The Contract Documents are intended to be complementary, and a requirement in one document is as effective as if it appeared in all of the Contract Documents. In the event of a conflict between any of the Contract Documents, the documents shall be given effect in the order set forth above.

SECTION 2. COMPENSATION AND METHOD OF PAYMENT

2.1 Compensation. City shall pay to Contractor for non- disputed Services rendered the compensation set forth in Exhibit “C” [Compensation] attached hereto and incorporated herein by reference. Total compensation to Contractor for the Services shall not exceed One Million Two Hundred Thousand Dollars and Zero Cents ($1,200,000.00), the total price or “not to exceed” amount set forth in Exhibit “C,” without the prior written approval of City in accordance with Section 9.10 [Amendments] and Section 9.19 [Administration and Implementation].

2.2 Payment of Compensation . Contractor shall submit periodic (monthly or quarterly as specified in Exhibit “C”) invoices toget her with an itemized statement of Services provided. The statement shall describe the Services provided, the percent of work completed by item, together with such other reasonable detail and supporting documentation as may be required by the City Manager, or his/her designee. City will review the statement and pay, with the exception of any charges for work performed or expenses incurred by Contractor which are disputed by City, within 30 days of receiving such statement, all approved charges thereon.

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Services performed or expenses incurred as of the date of the invoice. Payment to Contractor for work performed pursuant to this Agreement shall not be deemed to waive any defect in work performed by Contractor.

SECTION 3. RESPONSIBILITIES OF CONTRACTOR

3.1 Control and Payment of Subordinates; Independent Contractor . Contractor agrees that all Services shall be performed by Contractor or under its supervision. The personnel performing the Services under this Agreement on behalf of Contractor shall at all times be under the Contractor’s exclusive direction and control. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. Contractor is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Contractor shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Neither Contractor, nor any of Contractor’s officers, employees or agents, shall obtain any rights to retirement, healthcare or any other benefits which may otherwise accrue to City’s employees. Contractor expressly waives any claim Contractor may have to any such rights. Contractor shall make payments promptly, as due, to all persons supplying labor or materials for the Services. Contractor shall not permit any lien or claim to be filed or prosecuted against the City on any account of any labor or material furnished for the Services. If Contractor fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to Contractor or a subcontractor by any person as such claim becomes due, City may pay such claim and charge the amount of the payment against funds due or to become due the Contractor. The payment of the claim in this manner shall not relieve Contractor or their surety from obligation with respect to any unpaid claims.

3.2 Standard of Care and Licenses . Contractor agrees that all Services shall be performed in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and warrants that it, its employees and subcontractors shall have sufficient ski ll and experience to perform the Services and that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained in good standing throughout the term of this Agreement.

3.3 Required Corrections. Contractor shall perform, at its own expense and without reimbursement from the City, any work necessary to correct errors or omissions that are caused by the Contractor’s failure to comply with the standard of care provided for herein.

3.4 Law and Regulations . Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services.
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3.5 Safety. Contractor shall perform the Services, and maintain its work area, so as to avoid injury or damage to any person or property and shall otherwise exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.6 Labor Code and Prevailing Wage Requirements.

3.6.1 Apprenticeable Crafts. To the extent applicable, Contractor shall comply with the provisions of Section 1777.5 of the Labor Code with respect to the employment of properly registered apprentices upon public works.

3.6.2 Hours of Work. Contractor shall comply with the legal days work and overtime requirements of Section 1813 of the Labor Code.

3.6.3 Payroll Records . In accordance with the requirements of Labor Code Section 1776, Contractor shall keep accurate payroll records which are either on forms provided by the Division of Labor Standards Enforcement, or which contain the same information required by such forms. Contractor shall make all such records available for inspection at all reasonable hours.

3.6.4 Prevailing Wage Laws. Contractor represents and warrants that it is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., (“ Prevailing Wage Laws ”), which require the payment of prevailing wage rates and the performance of other requirements on “Public Works” and “Maintenance” projects. If the Services are being performed as part of an applicable “Publ ic Works” or “Maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upo n request and shall post copies at the Contractor’s principal place of business and any location where the Services are performed.

Contractor shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

Registration. If the services are being performed as part of an applicable “public works” or “maintenance” p roject, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors must be registered with the Department of Industrial Relations.

Contractor shall maintain registration for the duration of the p roject and require the same of any subcontractors. This project may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor ’s sole responsibility to comply with all applicable registration and labor compliance requirements.

3.7 Equal Opportunity Employment . Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or 483

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applicant, in any way, in the employment of persons to perform the Services in violation of any federal or state law prohibiting discrimination in employment, including based on the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, of any person, except as provided under California Government Code section 12940.

3.8 Conduct and Removal of Contractor Personnel. Contractor shall at all times enforce strict discipline and good order among its employees, agents, volunteers, officers and directors. Any such person who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the services, or who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Services to be performed by the Contractor and shall not be re-employed on the Services.

SECTION 4. INDEMNIFICATION

4.1 Indemnity. Except as to the sole negligence, active negligence, gross negligence or willful misconduct of City, Contractor expressly agrees to, and shall, indemnify, defend, release, and hold City, and its respective officials, officers, employees, agents, volunteers and contractors harmless from and against any Action, liability, loss, damage, entry, judgment, order, lien, and Costs and Expenses which arises out of, or are in any way related to, any act or omission of Contractor, or its officers, directors, employees, agents, volunteers or contractors, connected with the performance or failure to perform under this Agreement, notwithstanding that City may have benefited therefrom, or any challenge to this Agreement. This Section shall apply to any acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of Contractor’s officers, directors, employees, agents , volunteers and contractors, including but not limited to acts or omissions in any way related to, the release, treatment, use, generation, transportation, storage, or disposal in, on, under, to, or from the location at which work under this Agreement is performed of any Hazardous Substances by Contractor or its officers, directors, employees, agents, volunteers and subcontractors. The Parties expressly agree that any payment, or Costs and Expenses City incurs or makes to, or on behalf of, an injured employee under City’s workers’ compensation or other insurance, is included as a loss or Costs and Expenses for the purpose of this Section. City shall not be responsible for any acts, errors or omissions of any person or entity except City and its officers, agents, servants, employees, volunteers or contractors. The Parties expressly agree that the obligations of Contractor under this Section shall survive the expiration or early termination of the Agreement.

4.2 Action. For purposes of this Agreement, “ Action” shall mean any suit (whether legal, equitable, or declaratory in nature), proceeding or hearing (whether administrative or judicial), arbitration or mediation (whether voluntary, court-ordered, binding, or non-binding), or other alternative dispute resolution process, and the filing, recording, or service of any process, notice, claim, demand, lien, or other instrument which is a prerequisite or prelude to commencement of the Action.
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4.3 Costs and Expenses . For purposes of this Agreement, “ Costs and Expenses ” shall mean all costs and expenses, to the extent reasonable in amount, actually and necessarily incurred by a Party in good faith in the investigation, prosecution or defense of an Action, including, but not limited to, court costs, filing, recording, and service fees, copying costs, exhibit production costs, special media rental costs, attorney’s fees, consultant fees, fees for investigators, witness fees (both lay and expert ), travel expenses, deposition and transcript costs, and any other costs or expenses, the award of which a court of competent jurisdiction may determine to be just and reasonable.

4.4 Hazardous Substances . For purposes of this Agreement, “Hazardous Substances” shall mean any and all of the following:
a. any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or for which liability arises for misuse, pursuant to the Comprehensive Environmental Response Compensation and Liability Act (“CERCLA”), 42 U.S.C. §9601, et seq .; the Hazardous Materials Transportation Act, 49 U.S.C. §1801, et seq.; the Resource Conservation and Recovery Act (“RCRA”), 42 U.S.C. §6901, et seq.; the Toxic Substances Control Act, 15 U.S.C.S. §2601, et seq. ; the Clean Water Act, 33 U.S.C. §1251, et seq .; the Insecticide, Fungicide, Rodenticide Act, 7 U.S.C. §136, et seq .; the Superfund Amendments and Reauthorization Act, 42 U.S.C. §6901, et seq .; the Clean Air Act, 42 U.S.C. §7401, et seq.; the Safe Drinking Water Act, 42 U.S.C. §300f, et seq .; the Solid Waste Disposal Act, 42 U.S.C. §6901, et seq .; the Surface Mining Control and Reclamation Act, 30 U.S.C. §1201, et seq .; the Emergency Planning and Community Right to Know Act, 42 U.S.C. §11001, et seq .; the Occupational Safety and Health Act, 29 U.S.C. §§655 and 657; the Hazardous Waste Control Act, California Health and Safety Code (“H.&S.C.”) §25100, et seq .; the Hazardous Substance Account Act, H.&S.C.§25330, et seq .; the California Safe Drinking Water and Toxic Enforcement Act, H.&S.C. §25249.5, et seq .; the Underground Storage of Hazardous Substances, H.&S.C. §25280, et seq. ; the Carpenter -Presley-Tanner Hazardous Substance Account Act, H.&S.C. §25300, et seq .; the Hazardous Waste Management Act, H.&S.C. §25170.1, et seq .; the Hazardous Materials Response Plans and Inventory, H.&S.C. §25001, et seq.; the Porter-Cologne Water Quality Control Act, Water Code §13000, et seq ., all as they may from time to time be amended; and
b. any substance, product, waste or other material of any nature whatsoever which is or becomes listed, regulated, or for which liability for misuse arises pursuant to any other federal, state or local statute, law, ordinance, resolution, code, rule, regulation, order or decree due to its hazardous, toxic or dangerous nature.

SECTION 5. RECORDS AND DOCUMENTS

5.1 Accounting Records.

5.1.1 Maintenance and Inspection . Contractor shall maintain complete and accurate records with respect to all expenses incurred under this Agreement. Any and all su ch documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation 485

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of the Services provided by Contractor pursuant to this Agreement. All such records shall be clearly identifiable.

5.1.2 Inspection and Copying. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pur suant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. At no cost to City, Contractor shall provide copies of such documents or records directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Contr actor’s address indicated for receipt of notices in this Agreement.

5.2 Ownership of Documents and Materials; Exceptions; Warranty. All specifications, original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents or materials (the “documents and materials”) prepared, developed or discovered by Contractor in the course of providing the Services shall become the sole property of City and may be used, reused or otherwise disposed of by the City without the permission of the Contractor. Upon completion, expiration or termination of this Agreement, Contractor shall turn over to City all such documents and materials. All subcontractors shall provide for assignment to City any documents or materials prepared by them, and in the event Contractor fails to secure such assignment, Contractor shall indemnify City for all damages resulting therefrom.

Contractor warrants that all documents and materials it drafts and completes pursuant to this Agreement constitutes original work. Specifically, Contractor understands and agrees that use of artificial intelligence (AI) tools including, without limitation, ChatGPT, Microsoft’s Bing Chat, Google’s Bard, and Meta’s LLaMA (Large Language Model Meta AI), in the performance of this Agreement does not constitute an original work, i.e., submitting documents and materials generated by such AI tools to City and representing it as Contractor’s original work constitutes a material breach of this Agreement, consti tutes a false claim, and may also violate applicable intellectual property right laws including, without limitation, United States Copyright Law.

Accordingly, and notwithstanding any other provision of this Agreement as to ownership, City specifically rejects ownership of such documents and materials. Contractor is required to indemnify and defend City to the fullest extent allowed by applicable law should it violate this Section.

SECTION 6. INSURANCE

6.1 Maintenance of Insurance. Prior to the beginning of and throughout the term of this Agreement, Contractor will maintain insurance in conformance with requirements established by City for the type of Services being performed. Contractor acknowledges that prior to the Effective Date of this Agreement, City provided to Contractor the applicable insurance requirements, a copy of which are attached hereto as Exhibit “F” [Insurance].

Contractor acknowledges that the insurance coverage and policy limits provided by City 486

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constitute the minimum amount of coverage required. Any insurance proceeds in excess of the limits and coverage required in this Agreement and which are applicable to a given loss, will be available to the City.

6.2 Subcontractors Insurance. Contractor agrees to ensure that subcontractors, and any other party involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review.

6.3 Modification of Insurance Provisions. The City Manager may make reasonable amendments to the insurance requirements of this section, with the written concurrence of the Finance Director or Risk Manager, in accordance with Section 9.19 [Administration and Implementation] after considering the Scope of Serv ices, potential liabilities, and the required level of insurance to adequately protect the City.

SECTION 7. BONDS

7.1 Performance and Payment Bonds . If required by law or specifically required by City as set forth in Exhibit “E” [Bonds Required], attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with Contractor’s execution of this Agreement, but in no event later than the Effective Date of this Agreement, a Performance Bond and/or a Payment Bond in the amount of the total, not-to-exceed compensation indicated in Exhibit C, and in a form provided or approved by the City.

7.2 Bond Provisions. Should, in City's sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the affected bond within 10 days of receiving notice from City. In the event the surety or Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contra ctor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Agreement until any replacement bonds required by this section are accepted by the City. To the extent, if any, that the total compensation is increased in accordance with the Agreement, the Contractor shall, without further notice from City, cause the amount of the bonds to be increased accordingly and shall promptly deliver satis factory evidence of such increase to the City. To the extent available, the bonds shall further provide that no change or alteration of the Agreement (including, without limitation, an increase in the total compensation, as referred to above), extensions of time, or modifications of the time, terms, or conditions of payment to the Contractor, will release the surety.

7.3 Surety Qualifications . Only bonds executed by an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, shall be accepted. The surety must be a California-admitted surety with a current A.M. Best’s rating no less than A:VIII and satisfactory to the City. If a California -admitted surety insurer issuing bonds does not meet these 487

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requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.

SECTION 8. DEFAULT AND TERMINATION

8.1 Termination by City. In the event that Contractor is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Contractor for any work performed after the date of default. Instead, the City may give notice to Contractor of the default and the reasons for the default. The notice shall include the timeframe in which Contractor may cure the default. This timeframe is presumptively thirty (30) days, but the timeframe may be shortened if the default results in a safety issue or imminent threat to City employees or the public. Dur ing the period of time that Contractor is in default, the City shall hold all invoices and shall proceed with payment on the invoices only when the default is cured.

In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. Any failure on the part of the City to give notice of the Contractor’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

8.2 City may, by written notice to Contractor, terminate with or without cause, and without any prior notice of default or right to cure by Contractor, the whole or any part of this Agreement at any time and by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least five (5) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those non -disputed Services that have been adequately rendered to Ci ty, and Contractor shall be entitled to no further compensation.

8.3 Termination by Contractor . Contractor may, by written notice to City, terminate this Agreement based upon City’s failure to timely cure a default under this Agreement as provided herein. At least forty- five (45) days prior to termination, Contractor shall provide City with a written notice specifying City’s alleged default and providing City with a forty -five (45) day period to cure the default. Should City timely cure such default, the A greement shall continue. Should City fail to timely or adequately cure such default, Contractor may terminate this Agreement by issuance of written notice to City.

SECTION 9. GENERAL PROVISIONS

9.1 Assignment or Transfer. Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or int erest by reason of such attempted assignment, hypothecation or transfer.

9.2 Loss and Damage. Contractor shall be responsible for all loss and damage which may arise out of the nature of the Services agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or be encountered in the prosecution of the Services until the same is fully completed and accepted by City. 488

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9.3 Excusable Delays . Contractor shall not be liable for damages, including liquidated damages, if any, caused by delay in performance of failure to perform due to causes beyond the control of Contractor. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

9.4 Cooperation; Further Acts. The Parties shall fully cooperate with one anot her and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of the Agreement.

9.5 Governing Law. This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of San Bernardino. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Eastern Division of the Central District of California, located in San Bernardino, California.

9.6 Integration. This Agreement, including the attached Exhibits “A” through “F ”, is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Contractor and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any party which are not embodied herein shall be valid and binding.

9.7 Severability. If a term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby, and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).

9.8 Prohibited Interests . Contractor represents and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement.

9.9 Amendments. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Contractor and City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Rialto Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for amendments or modifications to be in writing cannot be waived and that any attempted waiver shall be void.

9.10 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
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9.11 Delivery Of Notices . All notices required or permitted to be given under this Agreement shall be in writing and shall be given to the respective parties at the addresses listed in Exhibit “D”, or at such other address as the respective parties may provide in writing for this purpose. Such notice shall be deemed made when personally delivered or when ma iled, forty- eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address or when sent if given by email. Any notice, request, demand, direction, or other communication sent by email must be confirmed within forty- eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as text messages and instant messages are not acceptable manners of notice required hereunder . Notwithstanding the foregoing, if a party actually receives notice by any method, such actual receipt shall be deemed effective notice as of the date of receipt, even if not sent in the manner prescribed.

9.12 Binding Effect . This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

9.13 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party or any breach of the provisions of this Agreement shall not constitute a waiver of any other provision, nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any Services by Contractor shall not constitute a waiver of any of the provisions of this Agreement.

9.14 Attorney’s Fees, Costs and Expenses. In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing party in such litigation or other proceeding s hall be entitled to an award of reasonable attorney’s fees and Costs and Expenses, in addition to any other relief to which it may be entitled.

9.15 Subcontracting. Contractor shall not subcontract any portion of the Services, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions of this Agreement.

9.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

9.17 Authority To Execute. The person or persons executing this Agreement on behalf of Contractor represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Contractor to the performance of its obligations hereunder.

9.18 Administration and Implementation. This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agr eement, including amendments that commit additional funds, consistent with the City Manager’s contracting authority under the Rialto Municipal Code.

9.20 Data Protection.
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a) Contractor shall protect, using the most secure means and technology that is commercially available, City-provided data or consumer-provided data acquired in the course and scope of this Agreement, including but not limited to customer lists and customer credit card or consumer data, (collectively, the “City Data”). Contractor shall notify City in writing as soon as reasonably feasible, and in any event within twenty-four (24) hours, of Contractor’s discovery or reasonable belief of any unauthorized access of City Data (a “Data Breach”), or of any incident affecting, or potentially affecting City Data related to cyber security (a “Security Incident”), including, but not limited to, denial of service attack, and system outage, instability or degradation due to computer malware or virus. Contractor shall begin remediation immediately. Contractor shall provide daily updates, or more frequently if required by City, regarding findings and actions performed by Contractor until the Data Breach or Security Incident has been effectively resolved to City’s satisfaction. Contractor shall conduct an investigation of the Data Breach or Security Incident and shall share the report of the investigation with City. At City’s sole discretion, City and its authorized agents shall have the right to lead or participate in the investigation. Contractor shall cooperate fully with City, its agents and law enforcement. b) If City is subject to liability for any Data Breach or Security Incident, then Contractor shall fully indemnify and hold harmless City and defend against any resulting actions.

9.21 Confidentiality. Contractor shall not use City’s name or insignia, photographs, or any publicity pertaining to the services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 491

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

CITY OF RIALTO KALMIKOV ENTERPRISES, INC.

DBA: FIRE APPARATUS SOLUTIONS

________________________________ ______________________________ Tanya Williams, City Manager By: _William Kalmikov_
Its: President
ATTEST:
______________________________
By: Jennifer Rodriguez
________________________________ Its: Office Manager
Barbara A. McGee, City Clerk
APPROVED AS TO FORM:

________________________________
Eric S. Vail, City Attorney

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EXHIBIT “A”

SCOPE OF SERVICES

Contractor shall provide those services as outlined below, and in its proposal dated July 29, 2026, included on the following pages.

The following scope of services is provided for the selection process. The City may alter the scope prior to executing a professional services agreement with the selected firm.

GENERAL PROVISION FOR SERVICES.

Vehicle Inspections
All fire apparatus inspections shall be performed in compliance with the current edition of NFPA 1915, Standard for Fire Apparatus Preventive Maintenance Program. The Contractor shall inspect each unit in the City’s fleet at scheduled intervals and document all findings in writing.

Preventive Maintenance Services
The following services shall be performed annually or when manufacturer -specified service intervals have been reached, whichever comes first:
• Engine oil and filter replacement
• Transmission fluid and filter service (where equipped) • Transfer case oil and filter replacement
• Axle oil replacement (front and rear)
• Engine coolant system service and flush
• Air filter inspection, service, and/or replacement as needed • Auxiliary pump engine oil and filter replacement
• Brake system inspection and service (pads, shoes, rotors, drums, hydraulic fluid) • Charging system inspection (alternator, batteries, cables) • Steering and suspension inspection
• Lighting and electrical systems inspection
• Air system inspection (compressors, air dryers, tanks, lines) • Fuel system inspection
• Cooling system hose and belt inspection
• Cab and body inspection, including compartment doors, latches, and hinges

Annual Fire Pump Service Testing
The Contractor shall perform Annual Service Tests of Fire Pump Systems on all applicable fire apparatus in accordance with NFPA 1911, Standard for the Inspection, Maintenance, Testing, 493

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and Retirement of In -Service Emergency Vehicles. All test results shall be documented and copies provided to the Department Fleet Manager within five (5) business days of test completion.

Emergency and Unscheduled Repairs
The Contractor shall be available to perform emergency repairs and unscheduled maintenance services twenty-four (24) hours per day, seven (7) days per week, three hundred sixty- five (365) days per year, including holidays. For emergency situations, as determined by the City of Rialto Fire Department, the Contractor shall provide a maximum response time of three (3) hours. The Contractor shall maintain sufficient parts inventory and qualified personnel to achieve fast turnaround and minimize apparatus downtime.

Roadside and Field Service
The Contractor shall be capable of providing roadside service and field repairs on disabled apparatus that cannot be safely transported to the Contractor’s facility. Roadside service shall be available 24/7 at the rates bid by the Contractor.

Warranty Support
The Contractor shall assist the City of Rialto Fire Department in maintaining warranty coverage on all apparatus under manufacturer or extended war ranties. The Contractor shall notify the Department immediately upon discovering any condition that may affect warranty status. At the request of the Department, the Contractor shall act as the primary contact with apparatus or equipment manufacturers for warranty-related repair coordination.

Additional Repair Services
In addition to scheduled preventive maintenance, the Contractor shall be qualified and equipped to perform the following repair services, among others:
• Brake system repairs (front and rear axle, hydraulic, air) • Engine repairs, including in-frame and out-of-frame overhauls • Transmission removal, rebuilding, and installation
• Radiator removal and installation
• Alternator and charging system repairs
• Battery replacement and cable service
• Air conditioning system service (charging, nitrogen check, vacuum check) • Pump packing adjustment and fire pump repairs
• Electrical diagnostics and repairs
• Suspension, steering, and driveline repairs

GENERAL SERVICE REQUIREMENTS
Response Time and Availability
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The Contr actor shall maintain 24/7/365 availability for emergency response. For critical situations as determined by the Department, the maximum response time shall not exceed three (3) hours. The Contractor shall staff sufficient qualified technicians and maintain adequate parts inventory to meet this requirement consistently throughout the contract term.

Service Documentation and Reporting
• The Contractor shall provide an itemized list of all completed services and/or repairs at the time of vehicle pick-up or delivery to the Department, including parts used, labor hours, and any recommended follow-up work.
• A hard copy of all service documentation shall accompany the apparatus at return, and a copy shall be submitted electronically to the City of Rialto Fleet Manager. • The Contractor shall submit invoices to the City no later than thirty (30) calendar days following completion of service. Invoices shall be itemized by labor category, parts, and applicable service type.
• The Contractor shall maintain a tracking system to monitor the status of all work orders and provide the Department with status updates upon request. • The Contractor shall maintain and archive records for all maintenance and repairs related to all of the City Fleet by individual vin/unit numbers.

Fleet Management Software Integration
The Contractor shall participate in and enter all service records, work orders, and maintenance data into the City of Rialto Fire Department’s Fleet Operations Management Software. The Contractor shall be responsible for timel y and accurate data entry and shall cooperate with the Department’s Fleet Manager to ensure system compatibility. No additional fees shall be charged to the City for data entry, software integration, or reporting compliance.

Training
The Contractor shall provide up to twelve (12) hours of annual training to Fire Department personnel covering preventive maintenance procedures, apparatus inspection, and related topics.

Training shall be conducted at a mutually agreed location and schedule. Training hours shal l be billed at the Contractor’s standard preventive maintenance labor rate as submitted in the bid response.

Tools, Equipment, and Facilities
The Contractor shall provide all tools, test equipment, diagnostic equipment, and facilities necessary to perform the required services. The City shall have the right to inspect the Contractor’s facility prior to contract award and periodically during the contract term upon reasonable notice.

Emergency Contact Information
Prior to contract commencement, and upon any c hanges thereafter, the Contractor shall provide the City of Rialto Fire Department with a current 24/7 emergency call- out list identifying the appropriate contact persons for after -hours emergency response, including names, titles, phone numbers, and alternate contacts.
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Subcontractors
The Contractor shall not subcontract any portion of the required work without prior written approval from the City. Any approved subcontractor shall be subject to the same qualification, certification, and insurance requirements applicable to the primary Contractor.

Warranty Assistance
The Contractor shall assist the City in maintaining warranty coverage on all apparatus and equipment under manufacturer or extended warranties. The Contractor shall notify the Fleet Manager and the Fire Chief immediately upon discovering any condition that may affect warranty status.

PARTS AND MATERIALS
Parts Standards
The Contractor shall use OEM (Original Equipment Manufacturer) parts or parts that meet or exceed the quality and specifications of the parts currently in service on the apparatus. The use of aftermarket parts that do not meet OEM specifications is not permitted without prior written approval from the Fleet Manager.

Parts Availability and Freight
The City of Rialto shall not pay freight charges for any part identified as a regularly stocked item. The City shall not pay freight charges on any part returned or replaced under warranty. The Contractor shall provide, with the bid submission, a written explanation of parts availability clearly identifying which commonly used parts are regularly stocked at the Contractor’s facility.

Sample Parts List
As part of the bid response, the Contractor shall submit a sample list of commonly used parts and materials along with proposed pricing. This list is for evaluation purposes only and shall not be construed as a complete inventory. The sample list shall include, at minimum, items such as brake pads, brake shoes, rotors, filters (oil, air, fuel, hydraulic), batteries, belts, hoses, bulbs, and fluids.

SPECIALIZED SERVICES

In addition to general preventive maintenance and repair, the Contractor shall be qualified and equipped to provide the following specialized services. These requirements reflect the technical complexity of the City’s fire apparatus fleet and are considered essential to the performance of this contract.

Aerial Device Services

• The Contractor shall be capable of performing diagnostics, inspection, and repair of aerial devices, including ladder systems, platforms, and associated hydra ulic and structural components, in compliance with applicable NFPA standards.

Fire Pump Systems
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• The Contractor shall be proficient in the service, repair, and testing of fire pump systems, including Darley, Hale, and Waterous pump brands.
• The Contractor shall be an Authorized Repair Center and Parts Distributor for Darley and Waterous pumps. Proof of authorization from each pump manufacturer shall be submitted with the bid.

Transmission Diagnostics

• The Contractor shall possess Allison DOC 2 diagnostic s oftware and be capable of performing Allison transmission diagnostic services and minor repairs. This capability shall be maintained in-house and available throughout the contract term.

Generator Systems

• The Contractor shall be capable of servicing and repairing emergency generators installed on fire apparatus, including Onan, Harrison, and Smart Power generator systems.

Diagnostic capability and parts availability for each of these generator brands shall be demonstrated at the time of facility inspection.

Engine Platforms

• The Contractor shall provide full diagnostic and repair services for the following engine platforms used in the City’s fire apparatus fleet:
• Detroit Diesel DD13, DD15, and Series 60
• Cummins ISL9, X12, X15, and CM2350

Technicians assigned to engine repair work shall have documented training and verifiable experience on each of the engine platforms listed above.

ABS Systems

• The Contractor shall possess the capability to diagnose and repair ABS (Anti-Lock Braking System) systems across the following platforms used in the City’s fleet: Bendix, Bosch, and Wabco. Diagnostic tools for each platform shall be maintained at the Contractor’s facility.

Suspension Systems

• The Contractor shall be authorized or have demonstrated expertise in performing maintenance and repairs on the following suspension systems: Hendrickson, Reyco Granning, Stander, and Tak-4. Documentation of authorization or equivalent experience for each suspension platform shall be submitted with the bid.

Multiplex and Electrical Diagnostics

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• The Contractor shall be an authorized service facility for, and possess operational capability to use, the following multiplex diagnostic software platforms: ESKEY, Weldon, and DTD. Proof of authorization
or licensed software access for each platform shall be
submitted with the bid.

REQUIRED IN-HOUSE CAPABILITIES
The Contractor shall possess and maintain the following in- house service capabilities throughout the contract term. These capabilities shall be performed at the Contractor’s facility by qualified on-staff personnel and shall not be routinely subcontracted without prior written approval from the City. Proof of capability shall be demonstrated during any pre - award facility inspection.

Fabrication and Body
• Welding — MIG and TIG welding on aluminum, steel, and stainless steel. The Contractor shall employ at least one (1) certified welder capable of performing structural and cosmetic weld repairs on fire apparatus components. • Poly Tank Repair — The Contractor shall have the equipment and expertise to perform in-house repair of polyethylene water tanks used on fire apparatus. • Paint and Body Repair — The Contractor shall be capable of performing paint touch- up, body panel repair, and finish work on fire apparatus.

Drivetrain and Diagnostics
• Allison Transmission Diagnostics — The Contractor shall possess Allison DOC (Diagnostic Optimized Connection) software and be capable of performing Allison DOC 2 diagnostic services and minor transmission repairs in-house. • Engine Repair — The Contractor s hall be capable of performing diagnostics and repair on Cummins and Detroit Diesel engine platforms, including in- house engine work on the specific engine models used in the City’s fleet.

Electrical and Power Systems
Generator Repair — The Contractor shall be capable of performing in-house diagnostic and repair services on emergency generators, including Onan, Harrison, and Smart Power generator systems used on fire apparatus.

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CFMA certification is the preferred standard for fire apparatus mechanics in California.
• Emergency Vehicle Technician (EVT) Certification — At least one (1 ) technician holding a current, valid EVT certification issued by the Emergency Vehicle Technician Certification Commission (EVTCC) shall be employed and available for fire apparatus service. Possession of the EVT Fire Apparatus Technician (FAT) designation will be given positive consideration in the bid evaluation. • ASE Medium/Heavy Truck (T-Series) Certification — A minimum of two (2) full - time technicians shall hold current ASE Medium/Heavy Truck certifications. At least one (1) ASE-certified technician shall be on duty during all normal business hours. • NFPA-Trained Technicians and Managers — The Contractor shall demonstrate that technicians and supervisory staff performing fire apparatus maintenance have received training consistent with NFPA standards, including NFPA 1915 and NFPA 1911. Documentation of NFPA-aligned training shall be submitted with the bid.

• Certified Welder — The Contractor shall employ at least one (1) certified welder qualified to perform MIG, TIG, aluminum, steel, and stainless -steel welding. Proof of welder certification shall be submitted with the proposal.

Proof of all required certifications shall be submitted with the bid for each qualifying technician, including full name, certification number(s), certifying entity, and expiration date(s). The Contractor shall ensure certifications are renewed prior to expiration and shall submit updated documentation to the City’s Fleet Manager upon each renewal. Lapse of any required certification without immediate remediation shall constitute a breach of contract.

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• Manufacturer-authorized technicians shall perform or directly supervise all warranty- related repairs and manufact urer-required service procedures on corresponding apparatus in the City’s fleet.
• The Contractor shall immediately notify the City’s Fleet Manager and Fire Chief in writing if any manufacturer authorization is placed under review, suspended, or revoked. Failure to maintain all required manufacturer authorizations shall constitute a material breach of contract.
• In the event a manufacturer authorization is lost and cannot be reinstated within sixty (60) calendar days, the City reserves the right to terminate t he contract or engage a supplemental contractor for affected apparatus at the primary Contractor’s expense.

Technician Qualifications — General
• All technicians performing work on City apparatus shall be qualified by documented training, experience, and applicable certifications for the specific type of work being performed.
• Technicians performing diesel engine diagnostics and repairs shall have verifiable training and experience with the specific engine platforms in the City’s fleet, including Detroit DD13/DD15/Series 60 and Cummins ISL9/X12/X15/CM2350. • The Contractor shall maintain a current personnel roster identifying each technician by full name, position title, certifications held (with certification numbers and expiration dates), and the manufacturer platforms and systems they are qualified to service. This roster shall be submitted with the bid and updated in writing whenever personnel changes occur.
• The City reserves the right to request removal of any technician from City work assignments if qualifications are found to be insufficient or if conduct issues arise, and the Contractor shall comply within forty-eight (48) hours.

Mandatory Qualifications
• The Contractor shall have been continuously in business for a minimum of five (5) years providing preventive maintenance and repair services for fire apparatus and emergency vehicles.
• The Contractor’s primary service facility shall be located within San Bernardino County. • The Contractor shall be an Authorized Cummins Service Facility at the time of bid submission and throughout the contract term. Verification of authorization is available at:
https://www.cummins.com/en-na/locations
• The Contractor shall be an Authorized Meritor Repair Facility at the time of bid submission and throughout the contract term.
• The Contractor shall submit a minimum of three (3) verifiable references from public agencies (municipalities, fire districts, or counties) for whom fire apparatus maintenance services were provided within the past five (5) years. References shall include the agency 500

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name, contact name, contact phone and email, contract term, and a description of services provided.

Facility Requirements
• The Contractor’s service facility shall have sufficient bay size and overhead clearance to accommodate full-size fire apparatus, including aerial ladder trucks. Bay dimensions and overhead clearance shall be stated in the bid response. • The facility shall be equipped with electronic service tools and test equipment required to service the specific makes, models, and engine/drivetrain platforms in the City’s fleet.
• The Contractor shall permit inspection of the service facility by the City’s Fleet Manager or designee prior to contract award and at any time during the contract term upon reasonable advance notice.
• The Contractor’s service facility must be located within San Bernardino County or within a fifty (50) mile radius of the City limits to ensure timely response, efficient transportation of apparatus, and minimal disruption to Fire Department operations.

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EXHIBIT “B”

SCHEDULE OF PERFORMANCE

The term of this Agreement is three (3) years commencing on the Effective Date (“Term”) unless earlier terminated in accordance with the provisions of Section 8 [Default and Termination]. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one (1) year terms.

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EXHIBIT “C”

COMPENSATION

Total compensation to Contractor for the Services shall not exceed One Million Two Hundred Thousand Dollars and Zero Cents ($1,200,000.00), the total price or “not to exceed” amount set forth in Exhibit “C,” without the prior written approval of City in accordance with Section 9.10 [Amendments] and Section 9.19 [Administration and Implementation].

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EXHIBIT “D”

REPRESENTATIVES

CITY’S REPRESENTATIVE
City of Rialto Fire Department
Attn: Division Chief Jacob Huber
150 S. Palm Avenue
Rialto, CA 92376
Phone: 909-820-2525
Email Address: [email protected]

CONTRACTOR’S REPRESENTATIVE

Kalmikov Enterprises, Inc. Dba Fire Apparatus Solutions Attn: President William Kalmikov
1762 S. Sycamore Ave.

Rialto, CA 92376
Phone: 714-357-9706
Email Address: [email protected]

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EXHIBIT “E”

BONDS REQUIRED

“No Bonds Required”
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EXHIBIT “F”

INSURANCE REQUIREMENTS FOR CITY OF RIALTO

The City requires a certificate of insurance, including an underwriter’s endorsement, prior to commencement of the Services.

The insurance policies are to include additional endorsements that contain the following provisions:

1. That the City of Rialto and its respective elected officials, officers, employees, agents and representatives are additional insureds under the policy;

2. The policies are primary and non-contributory to any insurance that may be carried by City;

3. The City is entitled to thirty (30) days’ prior written notice of cancellation , material reduction, or non-renewal of the policy or policies.

4. The insurance shall be carried only by responsible insurance companies that have rated “A -” and “V” or better by the A.M. Best Key Rating Guide, that are licensed to do business in the State of California. City will accept insurance provided by non- admitted “surplus lines” carriers only if the carrier is authorized to do business in the State of California.

Only the following “marked” requirements are applicable:

X Commercial General Liability (CGL): Insurance written on an occurrence basis to protect Contractor and City against liability or claims of liability which may arise out of this Agreement in the amount of one million dollars ($1,000,000) per occurrence and subject to an annual aggregate of two million dollars ($2,000,000). There shall be no endorsement or modification of the CGL limiting the scope of coverage for either insured vs. additional insured claims or contractual liability. All defense costs shall be outside the limits of the policy.

X Vehicle Liability Insurance: Contractor shall also procure and shall maintain during the term of this Agreement vehicle liability insurance in an amount not less than $1,000,000 for injuries, including accidental death, to any one person, and subject to the same minimum for each person, in a n amount not less than one million dollars ($1,000,000) for each accident, and property damage insurance in an amount of not less than one million dollars ($1,000,000). [ NOTE: IF CONTRACTOR

DOES NOT OWN ANY COMPANY VEHICLES OR MAY NOT BE ABLE TO PURCHASE A

BUSINESS AUTOMOBILE INSURANCE POLICY, THE REQUIREMENT MAY BE SATISFIED BY PROVIDING EITHER OF THE FOLLOWING: (1) a Personal Automobile Liability policy for the Contractor’s own vehicle stipulating “Automobile Liability Insurance with a limit of not less than 516

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$1,000,000 each accident”; or (2) a non -owned auto endorsement to the Commercial General Liability policy if Contractor uses vehicles of others e.g., vehicles of employees).

X Workers’ Compensation Insurance: For all of Contractor’s employees who will provide Services under this Agreement and to the extent required by applicable state or federal law, Contractor shall keep in full force and effect a Workers’ Compensation policy that includes a minimum of one million dollars ($1,000,000) of employers’ liability coverage. Contractor shall provide an endorsement that the insurer waives the right of subrogation against the City and its respective elected officials, officers, employees, agents, volunteers and representatives. In the event a claim under the provisions of the California Workers’ Compensation Act is filed against City by a bona fide employee of Contractor participating under this Agreement, Contractor is to defend and indemnify the City from such claim. If Contractor has no employees or agents, Contractor shall not be required to maintain Workers’ Compensation Insurance. However, in the event that Contractor hires employees or agents during the Term of this Agreement, Contractor shall obtain and maintain Workers’ Compensation Insurance in accordance with this section.

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City of Rialto
Purchasing Division
Purchasing Manager: Shanita Simmons
Phone: (909) 820-2570
Email: [email protected]

REQUEST FOR PROPOSAL #27-001

FIRE APPARATUS PREVENTION MAINTENANCE

PROGRAM

Closing Date: July 29, 2026, 4:00 P.M. PST

RFP Number: 27-001
Due Date: July 29, 2026
Time: 4:00 P.M. PST
Project: Fire Apparatus
Prevention
Maintenance
Program

Proposers shall submit a fully executed proposal via PlanetBids, to be received no l ater than 4:00 P.M. PST, Wednesday, July 29, 2026.

NOTE: Proposals shall be submitted electronically online through PlanetBids.

Proposals will not be accepted directly by the City. Please refer to the Bid Opportunities through PlanetBids at:

https://pbsystem.planetbids.com/portal/28159/bo/bo-search

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CITY OF RIALTO, CALIFORNIA

NOTICE FOR REQUEST FOR PROPOSALS #27-001

FIRE APPARATUS PREVENTIVE MAINTENANCE

PROGRAM

NOTICE IS HEREBY GIVEN by the City of Rialto (City) is requesting proposals from qualified professional firms to provide the City with Fire Apparatus Preventive Maintenance Program.

SCOPE OF SERVICES: The scope of work generally includes: The City is seeking proposals from experienced qualified contractors to provide a comprehensive Fire Apparatus Preventive Maintenance Program for the Department’s fleet of fire apparatus and emergency vehicles .

The City may alter the scope prior to executing a professional services agreement with the selected firm.

OBTAINING RFP DOCUMENTS AND ADDENDA: The RFP document may be downloaded through PlanetBids at: https://pbsystem.planetbids.com/portal/28159/bo/bo-search.

To obtain RF P Documents and Addenda , and to submit a Proposal, will require the Proposer to register with the City of Rialto Vendor Portal.

For assistance with accessing RFP Documents or with registering as a Vendor, please contact the Purchasing Division at (909) 820-2570.

EVALUATION OF PROPOSALS AND AWARD OF CONTRACT : This solicitation has been developed in the One-Step Request for Proposals (RFP) format. Accordingly, firms should take note that multiple factors as identified in the RF P will be considered by the Evaluation Committee to determine which proposal best meets the requirements set forth in the RF P document. PRICE IS NOT PART OF THE EVALUATION CRITERIA. The City reserves the right to negotiate the terms and conditions of any resulting contract. Final contract award, if any, will be made by the City Man ager or City Council in accordance with Chapter 2.48 of the Rialto Municipal Code . The selected firm will be required to comply with all insurance and license requirements of the City. The City also reserves the right to reject all submitted proposals and cancel the RFP or reissue the RFP.

DEADLINE: Proposals must be submitted electronically through PlanetBids before July 29, 2026, at 4:00 P.M. PST Mailed or hand delivered proposals will not be accepted. 519

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PROPOSALS TO REMAIN OPEN: The Proposer shall guarantee that all contents of their proposal shall be valid for a period of 120 calendar days from the due date of proposals.

(s) Shanita Simmons
City of Rialto
Purchasing

Publish:

Provide proof of publication

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CITY OF RIALTO, CALIFORNIA

NOTICE OF REQUEST FOR PROPOSALS #27-001

FIRE APPARATUS PREVENTION MAINTENANCE PROGRAM

Requests for Proposals #27-001, for Fire Apparatus Prevention Maintenance Program (hereinafter the “RFP”) will be electronically received via PlanetBids on their website at https://pbsystem.planetbids.com/portal/28159/bo/bo-search on July 29, 202 6, at 4:00 P.M.

PST. The receiving time on the PlanetBids website will be the governing time for acceptability of Proposals. Paper proposals, or proposals sent by any other means, or to any other electronic file or email address other than the link provided in this RFP will NOT be accepted.

Late proposals will not be accepted . Failure to acknowledge Addenda may render a proposal as being non- responsive.

1. PURPOSE AND SCHEDULE:

The City of Rialto (“City”) is soliciting proposals from qualified firms to provide the City with Fire Apparatus Preventive Maintenance Program for the Department’s fleet of fire apparatus and emergency vehicles. The selected contractor will be responsible for performing all scheduled preventive maintenance, safety inspections, fire pump service testing, and emergency repair services in accordance with applicable NFPA standards, California regulations, and manufacturer specifications.

SCHEDULE:

Notice requesting Proposals posted and issued .................................................... July 14, 2026 Deadline for receipt of Questions ........................................................................... July 21, 2026 Deadline for receipt of Statement of Qualifications .......................................... July 29, 2026 Contract Award ..................................................................................................................... TBD *Dates above are subject to change.

“KEY” TO RFP ATTACHMENTS:

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ATTACHMENT E – Non-Discrimination Certification
ATTACHMENT F – Local Business Preference Form
ATTACHMENT G – Sample Professional Services Agreement

2. BACKGROUND:

According to the 2020 U .S. Census, 104,026 people live in Rialto . Rialto is 4 miles wide and

8.5 miles long (24.13 square miles). The City operates as a general law City with a City Council-City Manager form of government. Five Council members serve four years , overlapping terms, with elections held every two years.

Rialto is an ethnically diverse and progressive community, which boasts several unique community assets including its own Police and Fire Departments, a City owned Racquet and Fitness Center, Performing Arts Theater , a Community Center and Senior Center. Rialto is conveniently located to various recreational pursuits from the mountains, beaches, and desert.

3. SCOPE OF SERVICES:

The following scope of services is provided for the selection process. The City may alter the scope prior to executing a professional services agreement with the selected firm.

GENERAL PROVISION FOR SERVICES.

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• Engine coolant system service and flush
• Air filter inspection, service, and/or replacement as needed • Auxiliary pump engine oil and filter replacement
• Brake system inspection and service (pads, shoes, rotors, drums, hydraulic fluid) • Charging system inspection (alternator, batteries, cables) • Steering and suspension inspection
• Lighting and electrical systems inspection
• Air system inspection (compressors, air dryers, tanks, lines) • Fuel system inspection
• Cooling system hose and belt inspection
• Cab and body inspection, including compartment doors, latches, and hinges Annual Fire Pump Service Testing
The Contractor shall perform Annual Service Tests of Fire Pump Systems on all applicable fire apparatus in accordance with NFPA 1911, Standard for the Inspection, Maintenance, Testing, and Retirement of In -Service Emergency Vehicles. All test results shall be documented and copies provided to the Department Fleet Manager within five (5) business days of test completion.

Emergency and Unscheduled Repairs
The Contractor shall be available to perform emergency repairs and unscheduled maintenance services twenty- four (24) hours per day, seven (7) days per week, three hundred sixty -five (365) days per year, including holidays. For emergency situations, as determined by the City of Rialto Fire Department, the Contractor shall provide a maximum response time of three (3) hours. The Contractor shall maintain sufficient parts inventory and qualified personnel to achieve fast turnaround and minimize apparatus downtime.

Warranty Support
The Contractor shall assist the City of Rialto Fire Department in maintaining warranty coverage on all apparatus under manufacturer or extended warranties. The Contractor shall notify the Department immediately upon discovering any condition that may affect warranty status. At the request of the Department, the Contractor shall act as the primary contact with apparatus or equipment manufacturers for warranty-related repair coordination. 523

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GENERAL SERVICE REQUIREMENTS
Response Time and Availability
The Contractor shall maintain 24/7/365 availability for emergency response. For critical situations as determined by the Department, the maximum response time shall not exceed three (3) hours. The Contractor shall staff sufficient qualified technicians and maintain adequate parts inventory to meet this requirement consistently throughout the contract term.

Fleet Management Software Integration
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The Contractor shall participate in and enter all service records, work orders, and maintenance data into the City of Rialto Fire Department’s Fleet Operations Management Software. The Contractor shall be responsible for timely and accurate data entry and shall cooperate with the Department’s Fleet Manager to ensure system compatibility. No additional fees shall be charged to the City for data entry, software integration, or reporting compliance.

Training
The Contractor shall provide up to twelve (12) hours of annual training to Fire Department personnel covering preventive maintenance procedures, apparatus inspection, and related topics. Training shall be conducted at a mutually agreed location and schedule. Training hours shall be billed at the Contractor’s standard preventive maintenance labor rate as submitted i n the bid response.

Emergency Contact Information
Prior to contract commencement, and upon any changes thereafter, the Contractor shall provide the City of Rialto Fire Department with a current 24/7 emergency call-out list identifying the appropriate contact persons for after -hours emergency response, including names, titles, phone numbers, and alternate contacts.

Subcontractors
The Contractor shall not subcontract any portion of the required work without prior written approval from the City. Any approved subcontractor shall be subject to the same qualification, certification, and insurance requirements applicable to the primary Contractor.

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use of aftermarket parts that do n ot meet OEM specifications is not permitted without prior written approval from the Fleet Manager.

The Contractor shall provide, with the bid submission, a written explanation of parts availability clearly identifying which commonly used parts are regularly stocked at the Contractor’s facility.

SPECIALIZED SERVICES

Aerial Device Services

• The Contractor shall be capable of performing diagnostics, inspection, and repair of aerial devices, including ladder systems, platforms, and associated hydraulic and structural components, in compliance with applicable NFPA standards.

Fire Pump Systems

Transmission Diagnostics

• The Contractor shall possess Allison DOC 2 diagnostic software and be capable of performing Allison transmission diagnostic services and minor r epairs. This capability shall be maintained in-house and available throughout the contract term.

Generator Systems

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• The Contractor shall be capable of servicing and repairing emergency generators installed on fire apparatus, including Onan, Harrison, and Smart Power generator systems. Diagnostic capability and parts availability for each of these generator brands shall be demonstrated at the time of facility inspection.

Engine Platforms

Technicians assigned to engine repair work shall have documented training and verifiable experience on each of the engine platforms listed above.

ABS Systems

• The Contractor shall possess the capability to diagnose and repair ABS (Anti -Lock Braking System) systems across the following platforms used in the City’s fleet: Bendix, Bosch, and Wabco. Diagnostic tools for each platform shall be maintained at the Contractor’s facility.

Suspension Systems

Multiplex and Electrical Diagnostics

• The Contractor shall be an authorized service facility for, and possess operational capability to use, the following multiplex diagnostic software platforms: ESKEY, Weldon, and DTD. Proof of authorization
or licensed software access for each platform shall be
submitted with the bid.

REQUIRED IN-HOUSE CAPABILITIES
The Contractor shall possess and maintain the following in -house service capabilities throughout the contract term. These capabilities shall be performed at the Contractor’s facility by qualified on-staff personnel and shall not be routinely subcontracted without prior written approval from the City. Proof of capability shall be demonstrated during any pre- award facility inspection.

Fabrication and Body
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• Welding — MIG and TIG welding on aluminum, steel, and stainless steel. The Contractor shall employ at least one (1) certified welder capable of performing structural and cosmetic weld repairs on fire apparatus components. • Poly Tank Repair — The Contractor shall have the equipment and expertise to perform in-house repair of polyethylene water tanks used on fire apparatus. • Paint and Body Repair — The Contractor shall be capable of performing paint touch-up, body panel repair, and finish work on fire apparatus.

Drivetrain and Diagnostics
• Allison Transmission Diagnostics — The Contractor shall possess Allison DOC (Diagnostic Optimized Connection) software and be capable of performing Allison DOC 2 diagnostic services and minor transmission repairs in-house. • Engine Repair — The Contractor shall be capable of performing diagnostics and repair on Cummins and Detroit Diesel engine platforms, including in-house engine work on the specific engine models used in the City’s fleet.

Electrical and Power Systems
Generator Repair — The Contractor shall be capable of performing in- house diagnostic and repair services on emergency generators, including Onan, Harrison, and Smart Power generator systems used on fire apparatus.

Required Technician Certifications
All technicians assigned to perform work on City of Rialto fire apparatus shall hold the applicable certifications required for their assigned scope of work. At minimum, the Contractor’s workforce shall include technicians certified as follows:
• California Fire Mechanic Academy (CFMA) Certification — At least one (1) CFMA - certified technician shall be on staff and available for City work assignments. CFMA certification is the preferred standard for fire apparatus mechanics in California. • Emergency Vehicle Technician (EVT) Certification — At least one (1) technician holding a current, valid EVT certification issued by the Emergency Vehicle Technician Certification Commission (EVTCC) shall be employed and available for fire apparatus service. Possession of the EVT Fire Apparatus Technician (FAT) designation will be given positive consideration in the bid evaluation. • ASE Medium/Heavy Truck (T-Series) Certification — A minimum of two (2) full-time technicians shall hold current ASE Medium/Heavy Truck certifications. At least one (1) ASE-certified technician shall be on duty during all normal business hours. • NFPA-Trained Technicians and Managers — The Contractor shall demonstrate that technicians and supervisory staff performing fire apparatus maintenance have received training consistent with NFPA standards, including NFPA 1915 and NFPA 1911. Documentation of NFPA-aligned training shall be submitted with the bid. 528

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• Certified Welder — The Contractor shall employ at least one (1) certified welder qualified to perform MIG, TIG, aluminum, steel, and stainless-steel welding. Proof of welder certification shall be submitted with the proposal.

Manufacturer Authorized Service Center Certifications
The Contractor shall hold current, valid authorized service center certification from the following manufacturers and shall maintain all such authorizations in good standing throughout the full term of the contract:
• Spartan — Authorized Service Center
• KME (Kovatch Mobile Equipment) — Authorized Service Center • Cummins — Authorized Service Facility (see also Section 3.2). Verification available at: https://www.cummins.com/en-na/locations
• Meritor — Authorized Repair Facility
The following requirements apply to each manufacturer authorization listed above:
• Proof of current authorization for each manufacturer for vehicles owned or have on order shall be submitted with the bid in the form of a valid authorization letter or certificate issued directly by the manufacturer, dated within twelve (12) months of the bid submission date.
• Manufacturer-authorized technicians shall perform or directly supervise all warranty- related repairs and manufacturer -required service procedures on corresponding apparatus in the City’s fleet.
• The Contractor shall immediately notify the City’s Fleet Manager and Fire Chief in writing if any manufacturer authorization is placed under review, suspended, or revoked. Failure to maintain all required manufacturer authorizations shall constitute a material breach of contract.
• In the event a manufacturer authorization is lost and cannot be reinstated within sixty (60) calendar days, the City reserves the right to terminate the contract or engage a supplemental contractor for affected apparatus at the primary Contractor’s expense.

Technician Qualifications — General
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• All technicians performing work on City apparatus shall be qualified by documented training, experience, and applicable certifications for the specific type of work being performed.
• Technicians performing diesel engine diagnostics and repairs shall have verifiable training and experience with the specific engine platforms in the City’s fleet, including Detroit DD13/DD15/Series 60 and Cummins ISL9/X12/X15/CM2350. • The Contractor shall maintain a current personnel roster identifying each technician by full name, position title, certifications held (with certification numbers and expiration dates), and the manufacturer platforms and systems they are qualified to service. This roster shall be submitted with the bid and updated in writing whenever personnel changes occur.
• The City reserves the right to request removal of any technician from City work assignments if qualifications are found to be insufficient or if conduct issues arise, and the Contractor shall comply within forty-eight (48) hours.

Mandatory Qualifications
• The Contractor shall have been continuously in business for a minimum of five (5) years providing preventive maintenance and repair services for fire apparatus and emergency vehicles.
• The Contractor’s primary service facility shall be located within San Bernardino County. • The Contractor shall be an Authorized Cummins Service Facility at the time of bid submission and throughout the contract term. Verification of authorization is available at: https://www.cummins.com/en-na/locations
• The Contractor shall be an Authorized Meritor Repair Facility at the time of bid submission and throughout the contract term.
• The Contractor shall submit a minimum of three (3) verifiable references from public agencies (municipalities, fire districts, or counties) for whom fire apparatus maintenance services were provided within the past five (5) years. References shall include the agency name, contact name, contact phone and email, contract term, and a description of services provided.

Facility Requirements
• The Contractor’s service facility shall have sufficient bay size and overhead clearance to accommodate full -size fire apparatus, including aerial ladder trucks.

Bay dimensions and overhead clearance shall be stated in the bid response. • The facility shall be equipped with electronic service tools and test equipment required to service the specific makes, models, and engine/drivetrain platforms in the City’s fleet.
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• The Contractor shall permit inspection of the service f acility by the City’s Fleet Manager or designee prior to contract award and at any time during the contract term upon reasonable advance notice.
• The Contractor’s service facility must be located within San Bernardino County or within a fifty (50) mile radius of the City limits to ensure timely response, efficient transportation of apparatus, and minimal disruption to Fire Department operations.

ADDITIONAL REQUIREMENTS
Each bid submitted in response to this RFP shall include all of the following. Incomplete submissions may be deemed non-responsive:
• Itemized pricing for all services, including standard hourly labor rates, after -hours labor rates, roadside/field service rates, and holiday rates. • An itemized list of all services the Contractor is qualified and equipped to perform, including flat-rate pricing or estimated completion time for common jobs (e.g., PM services, safety inspections, A/C service, brake work, etc.). • Copies of all current manufacturer warranty center certifications, including authorized service center documentation for Spartan, KME, Cummins, and Meritor, and authorized repair center documentation for Darley and Waterous pump systems.
• A current personnel roster for all technicians and staff who will perform work on City apparatus, including full name, position, certifications held (with certification numbers and expiration dates), and the certifying entity for each credential. • Proof of CFMA certification for qualifying technician(s). • Proof of current EVT certification for qualifying technician(s), issued by the EVTCC. • Documentation of NFPA-aligned training for technicians and supervisory staff. • Proof of certified welder qualification.
• Proof of Occupational License.
• A written explanation of parts availability, identifying regularly stocked parts and the process for sourcing non-stocked items.
• A sample parts list with pricing.
• A description of the Contractor’s facility, including Rialto address, shop bay dimensions and overhead clearance, and available diagnostic tools and software licenses (including ESKEY, Weldon, DTD, and Allison DOC 2). • A minimum of three (3) verifiable public agency references • Copies of all applicable state and local business licenses and regulatory registrations.
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Preference for Demonstrated Prior Performance
Consistent with the City of Rialto’s interest in operational continuity, apparatus reliability, and protection of the public safety mission of the Fire Department, the City reserves the right to give reasonable preference in the selection process to a contractor that has previously provided fire apparatus maintenance services to the City and has demonstrated a documented record of satisfactory performance, quality workmanship, responsive service, and compliance with contractual obligations.

This preference shall not override the requirement for competitive pricing and shall not be applied in a manner inconsistent with applicable California law governing competitive bidding. The City’s determination of satisfactory prior performance shall be based on documented service records, Fleet Manager evaluations, and verifiable performance data maintained by the City.

The City of Rialto reserves the right to reject any and all bids, to waive irregularities in any bid, and to accept the bid deemed most advantageous to the City in its sole and absolute discretion.

COMPLIANCE AND REGULATORY STANDARDS
The Contractor shall perform all services in full compliance with the following standards and regulations, as applicable:
• NFPA 1915 – Standard for Fire Apparatus Preventive Maintenance Progr am (current edition)
• NFPA 1911 – Standard for the Inspection, Maintenance, Testing, and Retirement of In-Service Emergency Vehicles (current edition)
• All applicable federal, state, and local laws, codes, and regulations • Manufacturer specifications and service requirements for each apparatus in the City’s fleet
The Contractor shall obtain and maintain, at its sole cost and expense, all licenses, permits, and approvals required by law for the performance of services under this agreement.

4. PROPOSAL REQUIREMENTS:

The firm’s proposal should describe the methodology to be used to accomplish each of the project tasks. The proposal should also describe the work which shall be necessary in order to satisfactorily complete the task requirements. Timeline: Proposed start and completion dates based on project scope. Please note: this RFP cannot identify each specific, individual task required to successfully and completely implement this project. The City of Rialto relies on the professionalism and competence of the selected firm to be knowledgeable of the general areas identified in the scope of work and to include in its proposal all required tasks and subtasks, personnel commitments, man- hours, direct and indirect costs, etc. The City of Rialto will not 532

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approve addenda to the selected firm’s agreement which do not involve a substantial change from the general scope of work identified in this RFP.

5. SELECTION PROCESS:

This solicitation has been developed in the Request for Proposals (RFP) format. Accordingly, proposers should take note that multiple factors as identified in the RFP will be considered by the Evaluation Committee to determine which proposal best meets the requirements set forth in the RFP document. PRICE IS NOT PART OF THE EVALUATION CRITERIA. The City shall review the proposals submitted in reply to this RFP, and a limited number of firms may be invited to make a formal presentation at a future date if desired by the City. The format, selection criteria and date of the presentation will be established at the time of short listing, if conducted.

6. PROPOSAL EVALUATION CRITERIA:

This solicitation has been developed in the “Request for Proposals” (RFP ) format.

Accordingly, firms should take note that the City will consider multiple criteria in selecting the most qualified firm. Consistent with Federal, State and local laws for the acquisition of professional services, price is NOT an evaluation criterion. Cost proposals are not considered during proposal evaluations. Upon selection of the most qualified firm, the associated cost proposal will be used as a basis for contract negotiations. A contract shall be negotiated on the basis of the submitted Cost Proposal, and in consideration of reasonable and mutually agreed project costs and time requirements. Should successful negotiations not occur with the highest ranked firm, the City may, at its sole discretion, choose to enter into negotiations with the second highest ranked firm, and so on.

PRIOR CITY WORK: If your firm has prior experience worki ng with the City DO NOT assume this prior work is known to the evaluation committee. All firms are evaluated solely by the information contained in their proposal, information obtained from references, and presentations if requested. All proposals must be prepared as if the evaluation committee has no knowledge of the firm, their qualifications or past projects.

An Evaluation Committee, using the following evaluation criteria for this RFP , will evaluate all responsive proposals submitted. The Evaluation Committee may request, if desired by City, formal presentations/interviews from shortlisted firms at a future date of which the format and presentation evaluation criteria shall be provided at the time of short listing. Participation in any phase of this RFP process, including the interview phase if conducted, is at the sole expense of the firms replying to this RFP . The City shall NOT be responsible for any costs incurred by any firm in response to, or participation in, this RFP.

Firms are requested to submit their proposals so that they correspond to and are identified with the following specific evaluation criteria:

A. Understanding of City’s Request for Proposal needs (35 POINTS):

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The firm’s proposal must concisely demonstrate that the firm has a unique understanding of the City’s needs based upon the RFP . Proposals will be evaluated on the following general criteria:

i. Without a verbatim recitation of the information contained within this RFP, convey an understanding of the intent of the RFP and of the City’s expectations upon implementation of the scope of services required under this RFP.
ii. Identify and discuss “key” or “critical” aspects of the potential services delivered as identified in this RF P, based on prior experiences. Identify methodologies for managing delivery of the services , modes of communication, how the work tasks will be controlled, how the work assignments will be tracked and how project status will be reported. iii. Provide a detailed Scope of Work identifying how all of the services will be provided and deliverables completed.

The firm’s proposal must concisely demonstrate an approach that will successfully deliver on the needs identified in the RFP. Proposals should include the following:

1. Understanding of the Project
• A summary showing the understanding of the fire prevention needs described in the RFP.

2. Technical Approach/Methodology
Explain how the firm will perform fire prevention services, such as:

• Fire construction, operational, fire protection and prevention inspections • Plan review for construction, operational, fire protection and prevention • Hazard identification and risk assessments
• Public education and outreach
• Fire prevention program development
• Reporting and documentation processes

3. Scope of Services

A clear breakdown of services the firm will provide, for example:
• Fire construction, operational, fire protection and prevention inspections • Plan review for construction, operational, fire protection and prevention • Permit processing and compliance checks
• Inspects buildings and structures to ensure compliance with applicable codes, ordinances and regulations
• Maintain electronic and paper files and reports regarding inspection and plan check activities
• Community fire safety education programs

4. Work Plan/Implementation Plan
• Step-by-step plan for delivering services
• Schedule or timeline
• Procedures for handling plan check, inspections, reporting, and requests 534

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5. Staffing and Qualifications
• Key personnel and their roles
• Certifications (Fire Inspector, Fire Marshal, etc.)
• Relevant experience with similar fire prevention programs

6. Communication and Coordination
• How the firm will coordinate with the city
• Reporting methods and meeting schedules
• Point of contact and escalation procedures

7. Quality Assurance/Performance Management
• Methods to ensure compliance with fire codes and standards • Internal review procedures
• Performance metrics and continuous improvement

8. Relevant Experience/Past Projects
• Examples of similar fire prevention service contracts • Client references or case studies

B. Firm’s Qualifications (35 POINTS):

The proposer ’s proposal must demonstrate past experience with services similar to those requested in the RFP. The proposal shall include the following information:

i. List the firm’s complete name, type of firm (individual, partnership, corporation or other), telephone number, contact person and E -mail address. If a corporation, indicate the state the corporation was organized under.
ii. List the name and title of the firm’s principal officers with the authority to bind the company in a contractual agreement.
iii. List the firm’s specific and relevant experience with the requested professional services.

Contact information for at least three (3) previous clients with similar projects. Identify firm capabilities and the services provided by the firm directly and those provided through sub consultants; provide detailed project specific information, including type of work, dates, agency contact information and other appropriate supporting information, etc. iv. Qualifications of key personnel, availability and capacity to complete project, and local knowledge or regional experience.

C. Firm’s Resources (30 POINTS):

The proposer ’s proposal must demonstrate how it has sufficient resources to provide the requested professional services in the time frame required.

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ii. Provide a thorough organization structure/chart of staff resources that will be used and available to provide the requested services.

E. Local Business Preference (Bonus 5 POINTS):

This solicitation is subject to the provisions of Rialto Municipal Code (RMC) Chapter 2.47 – Local Business Preference. Pursuant to RMC section 2.47.020 a “Qualified Local Business” means a business that: ( 1) has maint ained an office, place of business or distribution point within the city for a period of one year preceding the date upon which a bid is required to be submitted to the city; (2) has secured all licenses and permits necessary to conduct business in the city and has paid all fees and taxes imposed by the city; (3) consents, in writing, to a reduction of its original bid by a percentage determined by the city council and to enter into a contract with the city for the preference bid amount; and (4) meets all other qualifications required to perform the contract for which its bid has been submitted. Pursuant to RMC section

2.47 will receive the 5 -point bonus. All other firms will receive zero points. Firms must submit the Local Business Preference Form (see Attachment F).

7. PROPOSAL CONTENTS : Firms are requested to format their proposals so that responses correspond directly to, and are identified with, the specific evaluation criteria state d in Section 6 above. The proposals must be in an 8 ½ X 11 format, may be no more than a total of forty (40), including an organization chart, staff resumes and appendices, and cover letter. (A minimum font size of 10 points must be used). NOTE: Dividers, attachments included in this RFP to be submitted with the proposal, and Addenda acknowledgments do NOT count toward the 40-page limit.

Each proposal must include the Technical Proposal, and the Cost Proposals as outlined below:

The Technical Proposal shall be provided in PDF format. The Work proposal files shall be named beginning with your Firms Name ; then “Technical Proposal” and shall include the following items:
• Technical proposal – describe in detail your approach and understanding of all necessary tasks and steps involved in the project; include a list of deliverables • Related Experience; include relevant experience date, name of agency, and reference name/contact information

Cost Proposals shall be named beginning with your Firm’s Name; then “Cost Proposal”, and shall include the following items:
• Firms are required to provide a fully detailed cost proposal which should include all labor, expenses, and incidentals involved with delivery of the requested services. If an “ on-call” type of service is requested, provide a fully detailed hourly rate schedule with list of reimbursable expenses involved.
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• Cost proposal s shall be provided as a separate file , which will not be opened until the consultant’s ranking process is complete

Required Forms shall be attached as General Attachments:

• Completed Signature authorization and Addenda Acknowledgment (see Attachment A) • Completed Non-Collusion Affidavit Form (see Attachment B) • Completed Conflict Disclosure Form (see Attachment C ). Note: The Consultant and all Sub-Consultant Firms are required to submit Attachment C. • Completed Debarment and Suspension Certification (see Attachment D ). Note: The Consultant and all Sub-Consultant Firms are required to submit Attachment D. • Completed Non-Discrimination Certification (see Attachment E ). Note: The Consultant and all Sub-Consultant Firms are required to submit Attachment E. • If applicable, a completed Local Business Preference Form (see Attachment F).

DEADLINE FOR SUBMISSION OF PROPOSALS: All proposals must be received via the City’s electronic bidding system through PlanetBids at

https://pbsystem.planetbids.com/portal/28159/bo/bo-search

The deadline for receiving proposals is: Wednesday, July 29, 2026, at 4:00 P.M. PST

The receiving time of the PlanetBids system will be the governing time for acceptability of Proposals. Late proposals will not be accepted and will be considered non-responsive.

QUESTIONS: Firms, their representatives, agents or anyone else acting on their behalf are specifically directed NOT to contact any city employee, commission member, committee member, council member, or other agency employees or associates for any purpose related to this RFP other than as directed below. Contact with anyone other than as directed below may be cause for rejection of a proposal.

All questions, technical or otherwise, pertaining to this RF P must be submitted electronically via the Q&A tab of this RFP 27-001 on the PlanetBids website.

Interpretations or clarifications considered necessary in response to such questions will be resolved by the issuance of formal Addenda to the RF P. The deadline for all questions is July 21, 202 6, at 4:00 P.M . PST Questions received after this date an d time may not be answered. Only questions that have been resolved by formal written Addenda will be binding.

Oral and other interpretations or clarifications will be without legal or contractual effect.

FORM OF AGREEMENT: The selected firm will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City of Rialto in accordance with the standard Professional Services Agreement (see Attachment G). Requested changes to the Professional Services Agreement may not b e approved, and the selected firm must ensure that the attached document will be executed.

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Failure or refusal to enter into an Agreement or to conform to any of the stipulated requirements in connection therewith shall be just cause for an annulment of the award.

PUBLIC RECORD: All documents submitted in response to this solicitation will become the property of the City of Rialto and are subject to the California Code Section 6250 et seq., commonly known as the Public Records Act. Information contained in the documents, or any other materials associated with the solicitati on, may be made public after the review process has been completed, negotiations have concluded and a recommendation for award has been officially agendized for City Council consideration, and/or following award of contract to a specific firm, if any, by the City Council.

BUSINESS LICENSE: The selected firm will be required to be licensed in accordance with Title 5 of the City of Rialto Municipal Code, entitled “Business Licenses and Regulations”.

PROPOSALS TO REMAIN OPEN: The Proposer shall guarantee that all contents of their proposal shall be valid for a period of 120 calendar days from the due date of proposals.

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Rialto City CouncilSeptember 8, 2026

Rialto City Council
September 8, 2026