CITY OF RICHMOND
STANDARD CONTRACT
Department: City Project Manager:
City Project Manager E-mail: City Project Manager Phone No:
Vendor No: Contract No:
Description of Services:
The parties to this STANDARD CONTRACT do mutually agree and promise as follows:
1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:
Contractor Name:
Street Address:
City, State, Zip Code:
Contact Person:
Telephone: Email:
Business License No:
☐ A California corporation, ☐ limited liability corporation ☐ general partnership, ☐ limited partnership, ☐ individual, ☐ non-profit corporation, ☐ individual dba as [specify:] ____________________ ☐ other [specify:] _______________________________
2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth herein.
3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:
FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________
4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.
5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.
6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C), attached hereto and incorporated herein.
7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.
8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.
9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F), which are attached hereto and incorporated herein.
10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.
11. Signatures. These signatures attest the parties' agreement hereto:
CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)
By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________ I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)
By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)
LIST OF ATTACHMENTS:
Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT A
SERVICE PLAN
Contractor shall, to the satisfaction of the Project Manager ( set forth in Exhibit B) , perform the following services and be compensated as outlined below [or attach service plan if necessary]:
2026 - 2028
CITY OF RICHMOND
Service Agreement
EXHIBIT A-1
1 TOW SERVICE AGREEMENT
I. GENERAL DEFINITIONS, CONDITIONS AND TERMS
A. This Tow Services Agreement (hereinafter "AGREEMENT") contains terms and conditions that all contracting tow companies shall comply with in order to be part of the City of Richmond's Police Department rotational tow program ("ROTATION TOW LIST").
B. No tow company ("TOW OPERATOR") shall be placed or retained on the ROTATION TOW LIST unless t he tow company has a valid contract with the City of Richmond ("CITY"). T he Richmond Police Department ("RPD") Officer, Parking E nforcement Representative, RPD Cadet or Code Enforcement Officer ("REQUESTING OFFICER") on scene shall direct all towing service requests and has the sole discretion, i n conformity with RPD tow policy, to call for and/or cancel tows.
C. The CITY'S Chief of Police is hereby designated as the Administrator for the AGREEMENT. The Chief of Police or his/her designee shall supervise the progress and execution of this AGREEMENT through the term of the AGREEMENT.
D. TOW OPERATOR hereby names and designates
(name) as its
agent/representative ("AGENT") having sole responsibility for the overall responsibility for the performance of the terms and conditions of this AGREEMENT. The designated AGENT is required to pass the limited background investigation as set forth below.
II. TERM OF AGREEMENT
A. This AGREEMENT shall not exceed t hirty-s ix (36) months from the date of execution unless extended by written amendment executed by the CITY and TOW OPERATOR. In no event shall the total term of the AGRE EMENT exceed sixty (60) months.
B. The total annual amount payable by the CITY to the TOW OPERATOR under this AGREEMENT shall not exceed a total amount of TWO HUNDRED FIFTY THOUSAND DOLLARS ($25 0,000), except by contract amendment.
III ROTATION TOW LIST
A. Within the CITY , the RPD shall maintain the ROTATION TOW LIST for each class of tow truck to ensure equitable distribution of calls. 2 B. Nothing i n this AGREEMENT shall prohibit an RPD supervisor from requesting a specific TOW OPERATOR when, in the supervisor's opinion, the necessary resources to clear a hazard as expeditiously as possible are not available from the T
OW OPERATOR next on the ROTATION TOW LIST.
C. In suc h an instance, the TOW OPERATOR who had been passed over shall be retained at the top of the ROTATION TOW LIST. Regardless of the class of tow truck utilized for the call, charges shall not be more than for the class of vehicl e t
owed or serviced, except with vehicle recovery operations that require a larger class of tow truck.
D. More t han one TOW OPERATOR may be dispatched to a location requiring m
ultiple vehicle tows. Distribution of the vehicles to be towed shall be at the d
iscretion of the REQUESTING OFFICER
E. A R EQUESTING OFFICER may direct a TOW OPERATOR to move vehicles to cl
ear a roadway or for emergency lifesaving operations. TOW OPERATOR sha ll p
rovide such assistance as directed and there shall be no charge for this assistance.
The assistance provided shall not change the TOW OPERATOR'S place on the TO
W ROTATION LIST.
F. The TOW OPERATOR shall participate in t he Contra Costa County Victim Assistance Program, which will offer a 15% discount to crime victims that have met the requirements of the program. Payments made by Contra Costa County Victim Assistance Program will be made by check only. TOW OPERATOR sha ll ag
ree to accept checks from the Contra Costa County Victim Assistance Program.
G. The t ow operator shall waive the first 48 hours of vehicle storage fees for City of R
ichmond residents that are victims of crime or whose vehicle was towed as a result of being involved with a crime. Verification of crime victims will be verified by Richmond Police Department.
IV. CANCELLED TOW REQUESTS/FEES
A. If vehicle to be towed is gone when the TOW OPERATOR arrives to perform the tow, the REQUESTING OFFICER shall be responsible for insuring that the TOW OPERATOR is placed back on top of the ROTATION TOW LIST.
B. A tow request may only be cancelled by the RPD Dispatcher or the REQUESTING OFFICER. The TOW OPERATOR does not have the authorization to cancel calls for service. The REQUESTING OFFICER may cancel tows at their sole discretion and in conformity with Departmental Policy.
1. An R PD Dispatch call to a TOW OPERATOR shall constitute one turn on the list and that TOW OPERATOR shall be moved to the bottom of the ROTATION TOW LIST unless the TOW OPERATOR is cancelled while
3 in route and up to arrival at the tow location solely because the tow is no longer required. Displacement from the top of the ROTATION TOW LIST shall also occur when the TOW OPERATOR fails to answer the phone, is unable to respond, is unable to perform the required service, refuses to respond or provide service, or is canceled due to excessive response time. If the TOW OPERATOR is cancelled prior to and up to arrival at the scene, there shall be no charges. For the purpose of the AGREEMENT "arrival" is defined as the time the tow truck physically stops at the location and the tow truck's wheels are no longer moving. The REQUESTING OFFICER shall have the sole discretion to make the determination if the tow truck has arrived under the above definition
2. The City shall not reimburse any t ow company for any reimbursable tow services that are canceled while enroute and up to arrival to the tow location. Therefore, no fees or charges billed by the TOW OPERATOR, will be accepted or paid by the CITY, as this practice is considered "a cost o
f doing business" in the towing industry
V. DROP FEES
A. When a vehicle is being towed due to a parking violation and the vehicle owner or authorized driver returns to the vehicle after the tow truck's arrival but before the tow truck is in motion, he/she shall be informed of his/her right to have the vehicl e released upon payment of a Drop Fee. The Drop Fee in this c ircumstance shall be one half (1/2) of cost of the AGREEMENT tow fee. The Drop Fee shall be paid at that time to the TOW OPERATOR with consent of the REQUESTING OFFICER. The Drop Fee release does not apply when the REQUESTING OFFICER is impounding the vehicle.
B. If the attachment process i s complete and the tow truck is in motion, the vehicle owner or authorized driver shall pay the full AGREEMENT tow fee to the TOW OPERATOR, with consent of the REQUESTING OFFICER. The TOW OPERATOR is required to ensure that all tow truck drivers have the necessary equipment to accept Drop Fee payment by credit card and the necessary receipts for ac cepting cash payment.
VI. TOWING, RECOVERY, LOAD SALVAGE, IMPOUND SERVICES AND
STORAGE FACILITY
A. Services required to be provided under this AGREEMENT include the following:
1. Towing of vehicles from the REQUESTING OFFICER's l ocation to the TOW OPERATOR's storage/impound facility or, upon direction of the REQUESTING OFFICER, to a designated dismantling facility. 4 2. The ability to conduct Vehicle Recovery Operations. Vehicle recovery operation means an operation requiring the up-righting of an overturned vehicle or returning a vehicle to a normal position on the roadway any may require the use of auxiliary equipment due to the size or location of the vehicle. This will generally be limited to operations requiring a Class B, C, or D tow truck.
3. The ability to conduct Load Salvage Operations. Load savage operation means any operation involving the recovery of a load which has been spilled, or the off-loading of a load from an overturned vehicle necessary to upright the vehicle.
4. TOW OPERATOR shall respond RPD calls 24 hours a day, 7-days a week and within the maximum response times set herein. The TOW OPERATOR shall respond with the appropriate class tow truck required to tow the vehicle specified by the REQUESTING OFFICER. The TOW OPERATOR shall advise RPD Dispatch, at the time of notification, if they are either unable to respond or unable to meet the maximum response time. If, after accepting the call, the TOW OPERATOR is unable to respond or will be delayed in responding, the TOW OPERATOR shall immediately notify the appropriate RPD Dispatch Center. The TOW OPERATOR shall not assign initial calls to any other TOW OPERATOR.
5. The maximum response times for RPD tows shall be as follows:
• For normal tow requests - 30 minutes;
• For "expedited" tow requests - 20 minutes;
• For "big rig" tow requests - 60 minutes.
6. A failure to respond and/or repeated failure to meet the maximum response time requirements shall constitute failure to comply with the terms and conditions of this AGREEMENT.
7. When a TOW OPERATOR will be temporarily unavailable to provide services due to pre-planned or scheduled activity, e.g., vacation, maintenance, medical leave, etc., the TOW OPERATOR shall notify the RPD Dispatch supervisor at least 24 hours prior to the date that services will be unavailable, noting the times and dates of the unavailability.
8. Only the tow truck personnel and equipment requested shall respond to a RPD call. Additional tow truck personnel and equipment shall be at the approval of the RPD Watch Commander. This shall not preclude the TOW OPERATOR from responding to an incident to ascertain if additional assistance or equipment is requested. There shall be no additional charge for any personnel or equipment that is not necessary to perform the required service.
5 9. TOW OPERATOR shall have a business office and storage facility located within the CITY or within three (3) miles of the CITY limits throughout the term of the AGREEMENT.
VII. TOW TRUCK CLASSIFICATIONS
A. An operator shall equip and maintain tow trucks covered under this AGREEMENT in accordance with the provisions set forth in the California Vehicle Code (CVC), Title 13 of the California Code of Regulations (Title 13), the specifications contained in this AGREEMENT, and in a manner consistent with industry standards and practices.
B. All tow trucks shall have recovery and wheel lift capabilities meeting the specifications contained in this AGREEMENT.
1. Class D tow trucks used exclusively for recovery operations are not required to possess wheel lift capabilities.
2. An operator who has a car carrier is exempted from the recovery, wheel lift, and boom capability requirements. However, the car carrier must be an additional unit and shall not be used for recovery.
C. A violation of the gross vehicle weight rating (GVWR) and/or safe loading requirements of a tow truck will result in termination of AGREEMENT. This includes exceeding the tow truck's GVWR, front axle weight rating, rear axle weight rating, maximum tire weight ratings, or not maintaining 50 percent of the tow truck's unladen front axle weight on the front axle when towing.
D.
Each Tow Operator must have at least three tow trucks capable of towing Cl
ass A, and at least one tow truck capable of towing Class B, Class C, or Cl
ass D at all times during the term of the AGREEMENT.
1. Class A-Light Duty
• TOW OPERATOR shall maintain a minimum of one tow truck which has a manufacturer's GVWR of at least 14,000 pounds.
• After June 30, 2006, Class A 4-wheel drive tow trucks with a GVWR of less than 14,000 pounds may be listed as special equipment on the CHP 234A, Rotation Tow Listing Application. These tow trucks shall be used only for recoveries requiring the use of 4-wheel drive.
2. Class B -Medium Duty
• TOW OPERATOR shall maintain a minimum of one tow truck with a GVWR of at least 26,001 pounds. The truck shall be equipped with air 6 brakes and a tractor protection valve or device, and be capable of providing and maintaining continuous air to the towed vehicle.
3. Class C -Heavy Duty
• TOW OPERATOR shall maintain at least one three-axle tow truck with a GVWR of at least 48,000 pounds. The truck shall be equipped with air brakes and must be capable of providing and maintaining continuous air to the towed vehicle.
4. Class D -Super Heavy
• TOW OPERATOR shall maintain at least one three-axle tow truck with a GVWR of at least 52,000 pounds. The truck shall be equipped with air brakes and must be capable of providing and maintaining continuous air to the towed vehicle.
VIII. TOW TRUCK DRIVERS
A. The TOW OPERATOR shall maintain a current list of drivers at all times.
1. The TOW OPERATOR shall provide a current list of drivers to the RPD upon implementation of this AGREEMENT. The TOW OPERATOR shall notify the RPD upon any change in driver status, including the addition of any new drivers, or the deletion of any drivers. An updated list shall be provided to the RPD within seven (7) calendar days of any change in driver status.
2. All drivers are required to complete and sign the Tow Operator/Driver Information Sheet. If a driver refuses to complete and sign the form, he/she shall not be permitted respond to calls from the TOW ROTATION LIST
3. TOW OPERATORS shall, as a minimum, maintain the following information for each employee:
• Full name
• Date of birth
• California driver's license number
• Copy of valid medical certificate (if required)
• Job title/description
• Current home address
• Current home phone number
• Types of truck the driver is trained, instructed, and qualified to operate.
B. All tow truck drivers shall obtain a Tow Driver Permit prior to responding to any RPD towing calls. The TOW OPERATOR is responsible for scheduling the required Live Scan at the RPD for each of its drivers. The TOW OPERATOR 7 shall ensure that each of its drivers has applied for and obtained a Tow Driver Permit from RPD prior to allowing the driver to respond to any RPD tow request.
C. A
ll tow truck drivers and TOW OPERATOR managers are required to successfully complete the CITY sponsored Customer Service Training program within 90-days of their employment with any TOW OPERATOR. The TOW OPERATOR shall pay the cost of the training to the CITY.
D. All tow truck drivers will be required to wear an approved "mechanic style" uniform including a shirt with the operator's name and company name embossed and will be required to maintain acceptable standards of dress and cleanliness while in the field.
E. Al
l tow truck drivers engaged in performing their duties under the provisions of this AGREEEMT will take direction in performing such duties from the REQUESTING OFFICER at the scene.
IX. SERVICE REQUEST TYPES
A. In addition to light duty, medium duty and heavy-duty tows, the TOW OPERATOR will be required to respond to the following types of tows commonly requested by the PD Tow Dispatcher:
1. Abandoned Vehicle Tow (private property tows): Any tow designated by the CITY as part of its abandoned vehicle abatement program, which must be taken to the contracted tow dismantler.
2. CITY Vehicle Tow: Any tow of a City-owned vehicle.
3. CITY Vehicle Road Service: A request for road service on a City owned vehicle, limited to tire changes, jump starts, lock outs, and winch outs.
4. Courtesy Tow: Requests to have a legally parked vehicle moved to another legal parking place for emergency purposes, at no charge to the citizen.
5. Motorcycle Tow: Request to tow a motorcycle not requiring use of a motorcycle trailer.
6. Scheduled Tow: A tow that is scheduled in advance and does not require a specific arrival time.
7. Tows that are assigned a DMV 462 form: All tows given a DMV 462 must be taken to the contracted salvage/dismantlers that have a valid contract with the CITY for such services.
8 , X. CANCELLED TOW REQUESTS
A. Tows Gone On Arrival (GOA) - If a tow request vehicle is gone when the TOW OPERATOR arrives to perform a tow the REQUESTING OFFICER will be responsible for insuring that the TOW OPERATOR be placed back on top of the rotation tow list.
B. Cancelled Calls - A tow request may only be cancelled by the RPD Dispatcher or the REQUESTING OFFICER. The TOW OPERATOR or its employees do not have the authorization to cancel calls for service. The REQUESTING OFFICER may cancel tows at his or her sole discretion and in conformity with Departmental Policy.
XI. BACKGROUND EXAMINATIONS
A. All persons performing or causing towing services to be performed pursuant to this AGREEMENT shall submit to a limited background examination and shall pay the required fees as established by City Council resolution. Each first-time tow driver applicant must undergo a live scan examination as part of the limited background process and pay the tow drivers permit fee as set in the Master Fee Schedule (currently $31). The CONTRACT ADMINISTRATOR may deny an application and may summarily revoke a previously approved tow driver permit when he or she determines, at his or her sole discretion, which said application or tow driver permit would be detrimental to the public health, safety and welfare. A temporary tow driver's permit to begin providing services on behalf of the TOW OPERATOR may be issued upon determination of the following:
1. The fees for the live scan exam (if required) and tow truck driver permit, as established by resolution of the City Council have been paid (cash or check required); currently $89.00 and subject to change.
2. The applicant has submitted a complete and truthful application, including photographs and all required evidence of identity and right to work in the United States. Incomplete applications or applications containing omissions or misrepresentations of any sort will be rejected. Applications will be deemed untruthful if they contain material omissions and material misstatements of fact.
3. Within the past seven (7) years, the applicant has not been convicted of a felony or any crime involving vehicles or vehicle parts; burglary, theft or stolen property; assault, battery or any similar violent crime; any criminal conviction under State Narcotic Law; any sex crime; any crime involving fraud or deceit; or any crime involving moral turpitude. 9 4. Within the past five (5) years, the applicant has not been convicted of any serious driving offense, including but not limited to driving under the influence of intoxicants, reckless driving, attempt to evade/elude a peace officer, or hit and run.
5. Th
e applicant's Department of Motor Vehicles (DMV) driving record for the five- year period prior to the date of application does not contain more than:
• Five (5) traffic infractions or,
• Five (5) serious traffic violations, or
• Five (5) motor vehicle accidents which are required to be reported to the DMV, or
• Greater than five (5) of any combination of infractions, serious traffic violations or motor vehicle accidents, as defined above.
B. The TOW OPERATOR shall be responsible for scheduling tow truck drivers for their background check appointments and for ensuring that the drivers arrive on time, with all required documents and fees. The TOW OPERATOR may incur a billing deduction when any driver fails to arrive on time and/or is not adequately prepared.
C. The TOW OPERATOR must procure all permits and licenses, pay all charges and fees, and give all notices required by state and local law.
XII. RESPONSE TO REQUEST FOR SERVICE
A. The TOW OPERATOR shall respond to a minimum of eighty percent (80%) of all standard requests for service, and a minimum of eighty percent (80%) of all flatbed requests for service, over any given monthly billing period. A TOW OPERATOR cannot refuse response for vehicles that contain refuse, trash and debris.
B. It shall be the TOW OPERATOR responsibility to perform as follows:
1. V
ehicle tows as requested by the RPD, including, but not limited to, vehicles impounded for evidence or taken into custody by the RPD, vehicles involved in accidents or disabled for other causes (when alternative towing is either not appropriate or not requested by the owner or operator of the vehicle), and vehicles which for other reasons are within the jurisdiction of the RPD.
2. Remove debris from public streets resulting from accidents. Debris does not include personal property of the owner or operator of the vehicle.
Failure to remove accident debris will result in a $150.00 penalty to be deducted from the payment of the invoice.
3. Perform the necessary work preliminary to towing such as removal of vehicles from ditches, righting said vehicles, separating entangled vehicles, disconnecting drive shafts, and other such work in connection with the towing operations performed under the AGREEMENT.
4. R
eview the CHP 180 form and ensure that all damages and items located in the car have been noted by the REPORTING OFFICER and only then sign the CHP 180 form.
5. C
lear the location specified in the originating dispatch sufficiently to restore normal traffic movement. In the event that the TOW OPERATOR receives an additional tow request to remove a disabled vehicle that is interrupting traffic flow, park the first tow request in a safe location, then immediately proceed to the site specified for the additional tow request.
Any disabled vehicle deposited or parked by the TOW OPERATOR at the site specified in any tow request shall be towed at the earliest opportunity after the TOW OPERATOR has complied with the above provisions for restoring traffic movements at all specified locations.
6. Write the RPD case number and the date of tow on the front and rear windows of the towed vehicle in a legible manner, excluding plastic windows.
7. Transport all towed vehicles directly to the TOW OPERATOR's tow yard or to the location designated by the impounding REQUESTING OFFICER requesting towing service or the vehicle owner.
8. Tow vehicles that do not have any wheels.
9. E
nsure that the tow driver/operators shall not interfere with a REQUESTING OFFICERS decision to impound or release a vehicle
10. N
otify RPD Dispatch operator when a tow truck arrives on the scene of a requested response for tow service.
11. Communicate directly and at all times, with Dispatch when providing tow services for the CITY.
12. Tow all vehicles including vehicle that are abandoned and filled with trash and debris.
11 XIII. FORBIDDEN ACTIVITIES
A. The following activities are forbidden:
1. D
riving "code" by operating overhead emergency lights while enroute to or from a tow scene.
2. Disobeying traffic control devices (traffic lights, stop signs, etc.).
3. M
onitoring police radio dispatches for gain or profit.
4. S
oliciting preferential dispatches to accident locations by payment, of any form or favor or gratuity, to a party of this AGREEMENT.
5. S
oliciting those at the scene of an accident or disabled vehicle for personal profit.
6. Soliciting performance of repair work on a vehicle involved in an accident or breakdown in connection with providing towing service for such vehicle.
7. Making any repairs or alterations to a vehicle, without first being authorized by the owner or an authorized insurance company or other authorized agent of the vehicle owner, with the exception of emergency alterations necessary to permit the safe towing of a vehicle.
8. No
t taking private property tows and tows given a DMV 462 form to a CITY contracted dismantler.
9. Towing any vehicle that is occupied by any person, except as specifically directed by the REQUESTING OFFICER.
10. C
harging for services not performed, creating duplicate charges for the same service or charging any fee in excess of those permitted under the AGREEMENT.
11. Causing damage to the persons or property of others while performing under the AGREEMENT.
12. Making false statements of fact or omitting disclosure of material fact.
13. P
ossession of any firearm or weapon in a tow truck during performance of this AGREEMENT.
14. Use of profane or obscene language, which offends a customer or any other person; or being verbally or physically offensive, abusive, 12 disrespectful, or discourteous to any customer, motorist, agency employee or any other person.
15. T
ouching any customer, motorist, agency employee or any other person in any inappropriate manner, except in self-defense when threatened with imminent physical harm.
16. R
emoving any parts, property, personal affects or any other items from a vehicle, except as specifically permitted in the AGREEMENT or at the explicit request of the vehicle owner/owner's agent.
17. Driving under the influence of alcohol, prescription or over the counter drugs if such drugs impair the tow operator's ability to safely perform all functions necessary to the fulfillment of the AGREEMENT.
18. O
perating any vehicle or other equipment in a careless, reckless or negligent manner, or operating a towing vehicle during the commission of a crime.
19. Refusing to issue a clearly legible receipt, if necessary, in addition the standard tow bill, to any owner/ owner's agent who requests a detailed listing of all charges.
20. Requiring any vehicle owner/owner's agent to make any statement or sign any document relieving the TOW OPERATOR from responsibility for the condition of the vehicle or its personal effects prior to the owner/owner's agent inspection of the vehicle.
21. O
perating any towed vehicle, except as directed by a REQUESTING OFFICER or other agent of the CITY.
22. All TOW OPERATORS shall refrain from recommending or promoting their tow business or other business services when performing tow requests for the CITY and its agents. The act of soliciting and/ or recommending a business or service for personal financial gain or when acting as an agent for a body shop, repair shop, or legal service is strictly forbidden.
23. Refusing to tow ANY vehicle, trailer or vessel that is filled with trash, refuse and debris.
XIV. RATES AND STORAGE FEES
A. Fees charged for response to calls originating from the RPD shall not exceed those rates which have been established by resolution by the City Council of the City of Richmond.
13 B. In an effort to remain competitive in the open market, the TOW OPERATOR may lower retail rates at any time by notifying the RPD in writing. When a TOW OPERATOR lowers the retail rate, that retail rate becomes the new approved RPD rates. A TOW OPERATOR may only raise previously lowered rates for RPD calls through a written contract amendment approved by the CITY.
C. Any TOW OPERATOR who charges rates above the TOW OPERATOR'S retail hourly rates or submitted rates for a RPD call shall be in violation of this AGREEMENT.
D. The fees charged by a TOW OPERATOR for storage of vehicles towed in response to calls originating from the RPD shall not exceed those rates which have been established by resolution by the City Council of the City of Richmond.
E. The TOW OPERATOR shall display in plain view at all cashiers' stations, a sign as described in Section 3070 of the Civil Code, disclosing all storage fees and charges in forced, including the maximum storage rate.
F. Vehicles stored 24 hours or less shall be charged nor more than one day storage.
Each day thereafter or less shall be calculated by calendar day.
G. The approved scheduled of rates charges by the TOW OPERATOR shall be available in the tow truck, and shall be presented upon demand to the person(s) whom the tow services were provided, their agent, or any RPD officer at the scene.
H. Rate requirements represent the maximum a TOW OPERATOR may charge on a RPD call. The TOW OPERATOR is not precluded from charging less when deemed appropriate by the TOW OPERATOR. These requirements shall not be construed as requiring a charge when the TOW OPERATOR would not normally charge for such service.
I. No TOW OPERATOR or any employee of the TOW OPERATOR shall refer to any rate as the" minimum required" or as a rate set by the RPD.
J. Whenever the Chief of Police, or his/her designee, determines that a vehicle was towed improperly or in error or that fairness requires that towed vehicle be released to the owner and orders the TOW OPERATOR to release the towed vehicle to its owner without charging him/her for the tow or storage thereof, the CITY shall pay the cost of the tow and one day storage only. The TOW OPERATOR shall waive all other storage costs and release the vehicle. 14 XV. INSPECTION, REPAIR & MAINTAINENCE
A. Tow trucks used in the performance of this AGREEMENT shall display evidence of having passed a semi-annual safety inspection. The CITY's Maintenance Division, the California Highway Patrol, or other acceptable and equivalent organizations may conduct this inspection. No tow truck shall be approved for operation under the conditions of this AGREEMENT unless such truck meets the equipment standards set forth in this AGREEMENT and is owned by or is under the exclusive control of the TOW OPERATOR by means of a lease. All tow trucks used in the performance of this AGREEMENT shall be maintained in good condition, which includes:
1. To
w truck bodies shall be adequately painted and the paint shall be maintained in good condition
2. To
w trucks shall be marked and conform to all requirements of the California Vehicle Code.
3. T
ow trucks shall be marked with the name/identification for this AGREEMENT and shall be the same name as the name shown as "Firm Name"
4. To
w trucks must be registered with the DMV for this AGREEMENT and shall be same as the name shown as "Firm Name'' on the first page of this AGREEMENT.
5. To
w truck bodies shall be kept in good repair, clean and free of major damage or dents.
6. To
w truck wrecker bed interiors shall have all equipment properly mounted and properly maintained...
7. To
w truck cab interiors shall be kept clean and free of dirt and grease, shall have complete instrumentation, including manufacturer's interior panels, shall have passenger seatbelts, and shall have clean upholstery surfaces and floor.
XVI. SERVICE COST ADJUSTMENTS
A. The time required to complete a standard tow request should not exceed one (1) hour including response time. Any charges for additional tow trucks or extra persons used during a vehicle recovery will require approval from the REQUESTING OFFICER or RPD SUPERVISOR, and the times of arrival and departure of the additional equipment or person. The TOW OPERATOR shall notify RPD Dispatch if there is any delay or extension of billable hours and 15 provide a written justification for the extra charges on the Impound Storage Report.
XVII. AUTHORITY OF THE CONTRACT ADMINISTRATOR
A. The Contract Administrator reviews and regulates the performance of the TOW O
PERATOR. For the purpose of the AGREEMENT, the CONTRACT ADMINISTRATOR shall:
1. Determine if the TOW OPERATOR is in compliance with the AGREEMENT, and shall hear and investigate complaints regarding the performance of the TOW OPERATOR.
2. Determine and apply appropriate remedies for violations of the A
GREEMENT.
3. Determine the terms and content of the AGREEMENT between the CITY and the TOW OPERATOR.
4. Oversee inspections of all equipment, facilities, and personnel for c
ompliance with this AGREEMENT.
5. Investigate the appropriate use of specialized equipment and the rates charged, and take any action deemed appropriate if it is determined that the use of specialized equipment was unnecessary or the charges excessive.
6. During the term of this AGREEMENT, the CITY, acting through the CONTRACT ADMTNTSTRATOR, may issue new policies or directives not included in the original AGREEMENT in the form of an amendment.
The TOW OPERATOR will be furnished with copies of such policies and directives. Such policies and directives will become part of and incorporated into this AGREEMENT and shall become effective as provided.
XVIII. DEDUCTIONS
Any violation of the AGREEMENT may cause extreme inconvenience and hardship to the City, and failure to abide by all rules, directives, laws, and terms and conditions of the AGREEMENT may result in the CITY, at its sole discretion terminating the AGREEMENT and/or imposing deductions as enumerated above.
16 1 Insufficient staffing or tow trucks in service - $25.00 per occurrence without cause. 2 Improperly equipped truck - $25.00 per occurrence, per item, per truck. 3 Failure to mark invoice numbers on a vehicle - $25.00 per occurrence without cause. 5 Tow driver does not meet minimum qualifications $100.00 per occurrence without cause. 6 Late call-in of information to Dispatch-(if applicable) $25.00 per occurrence without cause. 7 Tow driver out of uniform or unkempt $25.00 per occurrence without cause. 8 Failure to itemized billing - $25.00 per occurrence without cause. 9 Failure to submit a Tow Storage Report - $25.00 per occurrence without cause. 10 Failure to provide stored vehicles protection from weather - $25.00 per occurrence without cause. 11 Unprepared or late for a background investigation - $25.00 per occurrence without cause. 12 Late response (3) times within a 30-day period - $100.00 per occurrence without cause. 13 Failure to perform a vehicle recovery - $50.00 per occurrence without cause. 14 Failure to clean up at accident scene - $150.00 per occurrence without cause.
XIX. NOTIFICATION
A. The TOW OPERATOR shall inform the CONTRACT ADMINISTRATOR within twenty-four (24) hours of the arrest, criminal charges, conviction or sentencing of any owner, part -owner, partner, business associate, principal party, officer, director, agent, employee or any other person associated with the TOW O
PERATOR's performance of this AGREEMENT for any criminal offenses including, but not limited to, theft, robbery, burglary, assault, drugs, prostitution, weapons, fraud, trafficking in stolen goods or any traffic crime, driving under the influence of intoxicants, reckless driving, attempt to elude a police officer, leaving the scene of an injury accident or hit and run or any other offense related to the protection of the public interest.
XX. TOW TRUCK PERMIT
A. All tow truck drivers perfo1ming towing services on behalf of the TOW OPERATOR must obtain and maintain a valid "Tow Truck Driver Pe1mit" issued b
y the RPD, while performing services under this AGREEMENT. The "Tow Truck Driver Permit" must be in the driver's possession at all times, and must be presented upon demand for inspection by any employee of the CITY. Any TOW OPERATOR whose driver arrives at a call for service without the required Permit m
ay incur a billing deduction.
XXI. PAYMENT PROVISIONS FOR ABATEMENT AND PRIVATE PROPERTY TOWS.
A. The TOW OPERATOR shall tow only vehicles towed under RMC 11.76, CVC 2 2651(k) & CVC 22669(d) to those dismantlers that have a current contract with th
e CITY. Failure to tow such vehicle to the designated auto salvage/dismantler will result in termination of the AGREEMENT.
17 XXII. COLLUSION
A. No TOW OPERATOR shall conspire, or attempt to conspire, or commit any other act of collusion or comingling of services, with any other TOW OPERATOR for the purpose of secretly, or otherwise, establishing an unfair understanding regarding rates or conditions to the agreement that would bring about any unfair c
ondition which could be prejudicial to the RPD, the motoring public or other TOW OPERATOR or violate any condition or term of this AGREEMENT.
B. Examples of "collusion" include, but are not limited to: conspiracy by any TOW OPERATOR to establish artificially low rates for services performed pursuant to t
his AGREEMENT; conspiracy or attempts, by any TOW OPERATOR to circumvent any term of this AGREEMENT including rotation list placement.
C. A dete1mination by the RPD that any TOW OPERATOR has been involved in collusion shall result in termination of the AGREEMENT at the sole discretion of the CITY. Any TOW OPERATOR found to be involved in any act, or attempted a
ct of collusion or comingling of two or more TOW OPERATOR businesses, shall be removed from participation on the RPD ROTATION TOW LIST.
XXIII. STORAGE FACILITY
A. The TOW OPERATOR shall be responsible for the security of vehicles and property at the place of storage. The TOW OPERATOR shall comply with all zoning and building code provisions applicable to the location but, at a minimum, a f
enced or enclosed area shall be provided. The fence shall be of sufficient height to screen from the view of the adjacent street levels all vehicles, parts, materials and equipment stored on the subject property and in no event, shall any vehicles, parts, materials or equipment be stored or stacked in such a way as to be visible over the fence from any adjacent street level public right -of-way or from adjoining street level public or private prope1iy. Additionally, the TOW O
PERATOR is responsible for the reasonable care, custody, and control of any property contained in towed or stored vehicles.
B. The TOW OPERATOR shall, at all times during the term of this AGREEMENT, and at its sole cost and expense, maintain or cause to be maintained in good condition and repair the interior of the properties, including windows, and any systems and fixtures installed by the TOW OPERATOR. The TOW OPERATOR shall, at all times, keep the properties in a neat, clean and sanitary condition or public nuisance thereon. All refuse, including non -salvageable vehicle parts and litter, shall be removed from the premises on a r egular basis by an authorized refuse collection company. All refuse areas shall be effectively screened from view and maintained in an orderly manner. All refuse containers shall be maintained in enclosures approved by the RPD. In the event that damage to any of th
e improvements which are TOW OPERATOR'S obligation to maintain, by 18 reason of ordinary wear and tear or deterioration results in such improvements not meeting the standard of maintenance required by the RPD for such uses as operator is making of the properties, then the operator shall have the independent responsibility for, and shall promptly undertake such maintenance or repair and complete the same with due diligence. If the storage facility is located within the CITY limits, and if the TOW OPERATOR fails to make the necessary maintenance or repairs within ten (10) days after receiving notice in writing from the CITY, then the CITY may make such maintenance or repairs and the TOW OPERATOR shall reimburse the CITY.
C. The TOW OPERATOR, in constructing and operating the facilities, shall satisfy all hazardous materials handling and storage requirements imposed by local, state, and federal governments. Additionally, if the storage facility is located within the CITY, the TOW OPERATOR shall comply with the following fire prevention measures:
1. Welding and torch cutting shall be in conformance with the requirements of the California Fire Code as adopted by the CITY;
2. No s
moking shall be allowed on the premises except in designated areas consistent with applicable local ordinances;
3. No bur
ning of wrecked or discarded motor vehicles or waste materials shall be allowed;
4. Motor vehicles, discarded parts of motor vehicles, junk, waste, or other materials shall not be stored, displayed, or kept in a manner that could hinder or endanger firefighting efforts and operations; D. In the area where the vehicles are stored, vehicles must be arranged to meet the following minimum requirements, to allow the Richmond Fire Department access in the event of fire:
1. Entrances and exists to the area must be at least fifteen (15) feet in width and there must be access for the entrances and exits to all parts of the storage area by way of aisles of at least fifteen (15) feet in width;
2. There must be thirty (30) inches separation between the side, front and rear of any one vehicle and the side, front or rear of any other adjacent vehicle;
3. For every five cars stored lengthwise (end to end), there must be an aisle at least fifteen (15) feet in width. The requirements for aisles are based on the storage of passenger cars of an average width or length. If vehicles exceeding the length or width of an average passenger car are store, the 19 number of vehicles which may be stored between the required fifteen (15) foot aisles is decreased accordingly.
4. F
or every ten (10) vehicles stored side-by-side, there must be an aisle at least fifteen (15) feet in width. The requirements for aisles are based on the storage of passenger cars of an average width or length. If vehicles exceeding the length or width of an average passenger car are stored, the number of vehicles which may be stored between the required fifteen (15) foot aisles is decreased accordingly.
E. The TOW OPERATOR shall obtain approval from the RPD prior to the removal of any property from a stored or impounded vehicle and shall provide a receipt, with a copy placed in the stored vehicle. The requirement to obtain approval from the RPD prior to the removal of property may be excused by the RPD supervisor if it is determined that proper safeguards and procedure are utilized by the TOW OPERATOR.
1. This requirement may not be waived in cases where a vehicle has been impounded for evidence or investigation.
2. Upon approval from the RPD, the TOW OPERATOR shall release personal property from an impounded vehicle at the request of the vehicle owner or agent.
3. T
here shall be no charge for the release of personal property during normal business hours. TOW OPERATORS may charge an after-hours release fee for property released after normal business hours, consistent with the after-hours vehicle release provisions.
4. P
ersonal property is considered to be items which are not affixed to the vehicle.
• Personal property includes papers, transportable cellular telephones, pull-out radios, portable radios and/or portable stereo equipment, clothes, luggage, tools, etc.
• Personal property from a stored vehicle shall be released upon the request of the vehicle owner or agent.
5. C
argo shall be released upon the demand of the carrier or pursuant to a court order.
F. The TOW OPERATOR shall store all towed vehicles at a location which is within the CITY limits or not more than five (3) miles from the exterior boundary of the CITY limits. The primary storage facility shall normally be at the same location as the business address. If not at the same location, there shall be no charge for any additional distance traveled to and from a secondary location. The vehicle 20 and/or personal property shall be released at the primary storage facility or place of business (when the primary storage facility and the place of business are not at the same location) upon request of the owner or a person having a legal entitlement to the vehicle and/or property.
1. Prior to the utilization of new storage facilities that were not listed on the application for rotation tow listing, the TOW OPERATOR shall furnish the address and obtain the CONTRACT ADMINISTRATOR's approval.
2. Secondary storage facilities shall be located reasonably close to the main business office.
G. TOW OPERATORS shall maintain sufficient storage spaces. At all times, the TOW OPERATOR shall provide sufficient space at the approved location(s) to store all vehicles towed and stored pursuant to this AGREEMENT. At a minimum, there shall be available at the approved location(s), space sufficient to store 150 vehicles, when stored in a manner consistent with all applicable health and safety requirements and with all requirements of this AGREEMENT. In the event all available space at the approved location(s) is utilized, the TOW OPERATOR shall be removed by RPD from the ROTATION TOW LIST unless and until there is available space at said location or until another suitable location is obtained by the TOW OPERATOR and approved by the RPD in the manner provided for herein.
H. A TOW OPERATOR'S place of business shall have a sign that clearly identifies it to the public as a towing service. T he sign shall have letters that are clearly visible to the public from the street. The sign shall be visible at night.
I. For the purpose of this AGREEMENT, "normal business hours" shall not be less than 8:00 a.m. to 5:00 p.m., Monday through Friday, except for the following State holidays:
New Year's Day, Martin Luther King Jr. Day, Presidents' Day, Cesar Chavez Day, Memorial Day, Juneteenth, Independence Day, Labor Day, Veterans Day, Thanksgiving Day, day after Thanksgiving Day and Christmas Day. • J. Business
hours shall be posted in plain view to the public.
K. Employees shall be properly trained to conduct business transactions related to towing, storage, and release of vehicles/property.
L. No motor vehicle towed at the direction of the RPD shall be released by the TOW OPERATOR to the owner of the vehicle, or any other enumerated person, except with the prior written authorization of the RPD.
21 XXIV. INDEMENIFICATION
A. The TOW OPERATOR shall defend, save harmless and indemnify the CITY and its office, agents and employees from any and all claims, costs and liability for any damages, sickness, death or injury to persons or property arising from, or connected with, the operations of services of the TOW OPERATOR or its agents, servants, employees or subcontractors hereunder, save and except claims or litigation arising from the sole negligence or willful misconduct of the CITY or its officers or employees. The TOW OPERATOR shall reimburse the CITY for any expenditure, including reasonable attorney' s fees incurred by the CITY i n pursuit or defense of matters that are the subject of this indemnification. If requested by the CITY, the TOW OPERATOR shall defend any claims or litigation to which this i ndemnification provision applies at the sole cost and expense of the TOW OPERATOR.
XXV. INSURANCE
The TOW OPERATOR shall maintain the following minimum levels of insurance from an insurance carrier that is authorized to do business in California:
The insurance provisions in the Contract -General Conditions shall be supplemented with the following:
Without limiting the TOW OPERATORS indemnification of the City, the TOW OPERATOR shall provide and maintain at its own expense, during the term of the AGREEMENT, or as may be further required herein, the following insurance coverages and provisions:
A. Evidence of Coverage
Prior to commencement of any contract awarded under this AGREEMENT the TOW OPERATOR shall provide a Certificate of Insurance certifying that coverage as required herein has been obtained. Individual endorsements executed by the insurance carrier shall accompany the certificate. In addition, a certified copy of the policy or policies shall be provided by the TOW OPERATOR upon request.
This verification of coverage shall be sent to the CONTRACT ADMINISTRATOR, unless otherwise directed. The TOW OPERATOR shall not be awarded a contract until it has obtained all insurance required and such insurance has been approved by the CITY. This approval of insurance shall neither relieve nor decrease the liability of the TOW OPERATOR.
B. Qualifying Insurers
All coverage shall be issued by U. S. domiciled companies which hold a current AIM. Best rating of not less than A: VII, unless otherwise approved by the CITY's Risk Manager.
22 C. Notice of Cancellation
All coverage as required herein shall provide that no cancellation, major change in coverage, expiration, or nonrenewal (except for non-payment of premium) will be made during the term of the AGREEMENT, without thirty (30) days written notice (10 days for non-payment of premium) to the Police Chief prior to the effective date of such cancellation, or change in coverage. Upon cancellation of coverage without evidence of replacement coverage, the TOW OPERATOR shall not
engage in any services under any contract awarded pursuant to this AGREEMENT until replacement coverage is obtained and approved by CITY.
D. Insurance Required
1. Garage Liability
Insurance - for bodily injury (including death) and
property damage which
provides limits of not less than two million dollars
($2,000,000) combined single limit (CSL) per occurrence, $4,000,000 aggregate.
2. Commercial
General Liability Insurance (if not provided under Garage liability) - shall have coverage equivalent to or greater than Insurance Services Office, Inc. (ISO) Form number CG 00010798 and include bodily injury
(including death) and property damage coverage and have limits
as follows:
a. Each occurrence $2,000,000
b. General aggregate $4,000,000
c. Products/completed operations aggregate $4,000,000
d. Personal Injury $2,000,000
3. Garage an
d General liability coverage shall include:
a. Premis
es and Operations
b. Products/Completed
c. Personal Injury liability
d. Severability of interest
4. Garage an
d General liability coverage shall include the following endorsement, a copy of which shall be provided to the CITY:
• Additiona
l Insured Endorsement shall be equivalent to or greater than ISO form number CG 20261185, and shall read:
"City of R
ichmond, its officers, agents, employees and volunteers as additional insured"
23 Insurance afforded by the additional insured endorsement shall apply as primary insurance, and other insurance maintained by the CITY, its officers, agents, and employees shall be excess only and not contributing with insurance provided under this policy.
5. Automobile Liability Insurance - For bodily injury (including death) and property damage which provides total limits of not less than one million dollars ($1,000,000) combined single limit per occurrence applicable to all owned, non-owned and hired vehicles. The CITY, its officers, agents, and employees
shall be named as additional insured by endorsement for this coverage.
6. Workers' Compensation and Employer's Liability Insurance • Statutory California Workers' Compensation coverage.
•
Employer's Liability coverage for not less than one million dollars ($,000,000) per occurrence.
7. Garage keepers Legal Liability- with a minimum limit of five hundred thousand dollars
($500,000) per occurrence.
On Hook Coverage/Cargo - insuring the vehicle in tow with limits based on the size of the tow truck.
• Class A tow truck
• Class B tow truck
• Class C tow truck
• Class D tow truck
$ 50,000
$100,000
$200,000
$250,000
E. Special Provisions
1. The
following provisions shall apply to this AGREEMENT:
• The
foregoing requirements as to the types and limits of insurance • coverage to be maintained by the TOW OPERATOR and any approval of said insurance by the CITY or its insurance consultant(s) are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the TOW OPERATOR as part of any contract awarded pursuant to this AGREEMENT, including but not limited to the provisions concerning indemnification.
• The
CITY reserves the right to withhold payments of any contract awarded to a TOW OPERATOR in conjunction with this AGREEMENT in the event of material noncompliance with the insurance requirements outlined above.
24 2. Proof of insurance shall be in the form of a certification of insurance. Policy expiration or cancellation will immediately nullify the AGREEMENT. The TOW OPERATOR'S insurance policy shall provide in no less than 30 days a written notice to the RPD in the event that the insurance policy is canceled or is due to expire. Additionally, the TOW OPERATOR shall notify the RPD in advance of the expiration, or cancellation of the TOW OPERATOR'S insurance policy.
XXVI. VEHICLE INSPECTIONS
A. All TOW OPERATORS shall participate and qualify for the annual CHP Tow Truck Inspections. The results will be forwarded to RPD, by the TOW OPERATOR, for review and inclusion in the TOW OPERATOR'S service file.
RPD maintains the right to conduct additional inspections, without prior notice, during normal business hours.
B. Any TOW OPERATOR who fails an inspection is entitled to only one re- i
nspection. Failure to pass the re-inspection shall be cause for the disqualification of the tow truck from use on RPD rotation.
XX.VII. BUSINESS RECORDS
A. The TOW OPERATOR shall maintain records of all tow service furnished. The records will be maintained at the TOW OPERATOR'S place of business.
1. I
nvoices shall, at a minimum include: a description of each vehicle, the nature of service, the start time, the end time, the location of call, and an itemized cost of towing and storage.
2. R
ecords for each call shall indicate the tow truck driver's name and truck used.
B. The TOW OPERATOR shall also maintain business records relating personnel, insurance, personnel taxes, payroll, applicable operating authorities, local operating authorities, lien sale actions, FCC licensing, and non-RPD tows.
C. The RPD may inspect all TOW OPERATOR records without notice during normal business hours.
D. TOW OPERATOR shall permit the RPD to make copies of business records at their place of business, or to remove business records for the purpose of reproduction.
1. Th
e RPD shall provide a receipt for any records removed from the place of business.
25 E. Records shall be maintained and available for inspection for a period of two years after the term of this AGREEMENT expires or is terminated.
F. Failure of the TOW OPERATOR to comply with the inspection requirements may in the CONTRACT ADMINISTRATOR's sole discretion, result in immediate termination of this AGREEMENT.
XXVIII. SINGLE BUSINESS
A. No TOW OPERATOR shall own (in wh ole or part), manage, exercise dominion or control over, or have any legal, financial or beneficial in, or have any affiliation with any other towing company that has been awarded a contract with the CITY. This i ncludes, but is not limited to, any form of ownership, either as a corporation, limited liability company, partnership, shareholder, sole proprietor, employee, agent or representative, or any other business form or agreement. TOW OPERATOR shall not use or share the storage yard or any facility or any equipment of any other TOW OPERATOR that has a contract with the CITY. Any TOW OPERATOR who violates this clause shall have this AGREEMENT terminated if the CITY, in its sole discretion has cause to believe that any information in the sworn Single Business Declaration was incorrect, inaccurate or misleading. If TOW OPERATOR, subsequent to being awarded a tow contract enters into any arrangement or affiliation, formal or informal, that violates or may violate this clause, the TOW OPERATOR shall have three (3) business days to notify CITY in writing of the possible conflict and provide any information or documentation requested by the CITY to assist in making a determination whether the change in position creates a conflict and violates this section. The City's determination shall be final.
XXIX.
A. The CONTRACT ADMINISTRATOR shall conduct, at a minimum, one annual meeting to discuss issues concerning the TOW ROTATION LIST. All meetings shall be mandatory for the TOW OPERATOR or TOW OPERATOR's designee wishing to remain on rotation.
XXX. DEMEANOR AND CONDUCT
A. While involved in RPD TOW ROTATION LIST or related business, the TOW OPERATOR and/or em ployees shall refrain from any acts of misconduct including, but not limited to, any of the following:
1. Rude or discourteous behavior.
2. Lack of service, selective service, or refusal to provide service which the operator is/should be capable of performing.
ANNUAL MEETING
26 3. Any act of sexual harassment or sexual impropriety.
4. U
nsafe driving practices.
5. E
xhibiting any objective symptoms of alcohol and/or drug use.
6. A
ppearing at the scene of a RPD rotation tow call with the odor of an alcoholic beverage emitting from the driver's breath or person.
B. The TOW OPERATOR/tow truck driver with the odor of an alcoholic beverage emitting from the driver's breath or person shall submit to a preliminary alcohol screening test upon demand of the RPD.
C. All RPD related service complaints received by the RPD against a TOW OPERATOR or a TOW OPERATOR'S employee will be accepted and investigated in a fair and impartial manner. As a result of the investigation, the RPD shall take any action necessary in the CITY's sole discretion. In any event, the TOW OPERATOR will be notified if the allegations are deemed founded or unfounded.
1. Should the filing of a criminal charges be a possibility, the RPD will conduct the investigation to conclusion or assist the lead investigation agency and, if warranted, request prosecution.
XXXI. COMPLIANCE WITH THE LAW
A. The TOW OPERATOR and its employees and agents shall, at all times, comply with federal, state and local laws and ordinances, which include, but are not limited to, those laws which are applicable to the TOW OPERATOR. (refer to Attachment B for selected Vehicle Code and Civil Code Sections).
1. In t
he event of a minor traffic violation by a TOW OPERATOR which is known by the RPD, the TOW OPERATOR shall be advised of the violation by the RPD. The TOW OPERATOR will be required to the opportunity to take necessary steps to ensure that the drive complies with the law.
B. Any conviction of the TOW OPERATOR involving a stolen or embezzled vehicle, fraud related to the towing business, stolen or embezzled property, a crime of violence, a drug related offense, felony driving while under the influence of alcohol and/or a drug while involved in a RPD rotation tow call, or moral turpitude shall be cause of termination of the AGREEMENT. 27 C. Any conviction of an TOW OPERATOR and it's drivers or agents, involving a stolen or embezzled vehicle, fraud related to the towing business, stolen or embezzled property, a crime of violation, a drug, misdemeanor driving while under the influence of alcohol and/or a drug while participating on the RPD ROTATION TOW LIST, or moral turpitude shall be cause for the immediate removal of the employee, driver or agent from the list of current RPD rotation tow truck drivers.
D. A TOW OPERATOR or its drivers or agents, arrested or charged for a violation involving any of the above crimes shall be prohibited from driving under this contract until the case is adjudicated.
XXXII. COMPLIANCE WITH AGREEMENT
A. The TOW OPERATOR shall, as a condition of inclusion in the ROTATION TOW LIST, comply with the terms and conditions of this AGREEMENT.
XXXIII. ADVERSTISING
A. The TOW OPERATOR shall not display any sign or engage in any advertisement indicating an official or unofficial connection with the RPD or the Department of Motor Vehicles.
1. Ex
amples include: "Official Police Department Tow," "Approved by RPD," etc.
2. Thi
s will not preclude the RPD supervisor from implementing a system to mark and identify particular tow trucks as having passed the RPD inspection.
XXXIV. CANCELLATION
A. This AGREEMENT may be terminated by either party upon giving thirty (30) days advance written notice to the other party.
XXXV. ASSIGNMENTS: SUBCONTRACTORS: EMPLOYEES
A. Assignment. Both parties shall faithfully perform the provisions of this AGREEMENT and shall not assign, transfer, convey, or otherwise dispose of this AGREEMENT or any right, title, or interest to any part thereof, unless otherwise specified in the AGREEMENT without the prior written consent of the other party and then only subject to such terms and conditions as the other party may require. Any assignment without such approval shall be null and void and, at the option of the other party, shall terminate this AGREEMENT and any permits, licenses, or privileges granted herein. This AGREEMENT and any interest herein 28 shall not be assignable by operation of law without the prior written consent of the other party.
B. Subcontractors: Em ployees. The TOW OPERATOR may, for this AGREEMENT, subcontract for dispatching services only.
XXXVI. NO
N-INTERFERENCE
A. The TOW OP ERATOR and/or employees, subcontractors or other representatives of TOW OPERATOR, shall not deliberately disrupt or interfere in any matter with the operations of other TOW OPERATORS within the CITY. Evidence of deliberate interference by the TOW OPERATOR with the operations of other TOW OPERATORS shall result in the immediate termination of the AGREEMENT.
XXXVII. FORCE MAJEURE
A. Neither party her eto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by any cause, existing or future, which is beyond the reasonable control of such party.
XXXII
I. INDEPENDENT CONTRACTORS STATUS
A. For purposes of th is AGREEMENT, the TOW OPERATOR is an independent contractor and this AGREEMENT is not intended to and shall not be construed to create the relationship of agent, servant, employee, partnership, joint venture or association.
XXXIX. INSPECTION
A. The TOW OPERATOR's performance, place of business and records pertaining to this AGREEMENT are subject to monitoring, inspection, review and audit by authorized representatives of the CITY, the State of California, and the United States Government.
B. The RPD may inspect all TOW OPERATOR records without notice during normal business hours.
C. Failure o f the TOW OPERATOR to comply with the inspection requirements may in the CONTRACT ADMINISTRATORS sole discretion, result in immediate termination of this AGREEMENT.
29 XL. ENTIRE AGREEMENT
A. This AGREEMENT contains all the terms and conditions agreed upon by the parties. Except as expressly provided herein, no other understanding, oral or otherwise, regarding the subject matter of this AGREEMENT shall be deemed to exist or to bind any of the parties hereto.
XLI. MODIFICATIONS AND AMENDMENTS
A. General amendments. This AGREEMENT may be modified or amended by a written document executed by the TOW OPERATOR and at the direction of the City of Richmond City Council.
XLII. CHOICE OF LAW AND JURISDICTION
A. This AGREEMENT is made in Contra Costa County and shall be governed and construed in accordance with laws of the State of California.
B. Any action relating to this AGREEMENT shall be instituted and prosecuted in the courts of Contra Costa County, State of California.
XLIII. CONFORMATION WITH FEDERAL AND STATE REGULATIONS A. Should Federal or state regulations touching upon the subject of this AGREEMENT be adopted or revised during the term hereof, this AGREEMENT may be amended to assure conformance with such Federal or State requirements.
XLIV. NO WAIVER BY CITY
A. Inspections or approvals, or statements by any REQUESTING OFFICER, agent or employee of the CITY relating to the TOW OPERATOR'S performance, or payments therefore, or any combination of these acts, shall not relieve the TOW OPERATOR'S obligation to fulfill this AGREEMENT as prescribed; nor shall the CITY be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this A
GREEMENT.
XLV. CONFLICTS OF INTEREST
A. The TOW OPERATOR promises and attests that the TOW OPERATOR and any members of its governing body shall avoid and actual or potential conflicts of interest. If the TOW OPERATOR is a corporation, the TOW OPERATOR agrees to furnish to the CITY upon demand a valid copy of its most recently adopted bylaws and also a complete and accurate list of its governing body (Board of Directors or Trustees) and to timely update said bylaws or the list of its governing body as changes in such governance occur.
30 XLVI. CONFIDENTIALITY
A. The TOW OPERATOR agrees to comply with, and to require its employees, officers, agents and partners to comply with, all applicable State or Federal statutes
or regulations respecting confidentially, including but not limited to, the identity of persons served under this AGREEMENT, their records, or services provided them, and assures that:
1. All applications and records concerning any individual made or kept by the TOW
OPERATOR or any public officer or agency in connection with the administration of or relating to services provided under this
AGREEMENT
will be confidential, and will not be open to examination for any purposes not directly connected with administration of such service or
as required by law.
2. No person will publish or disclose or permit or cause to be published or
disclosed, any list of persons receiving services, except as may be required in
the administration of such services or as required by law.
B. The
TOW OPERATOR shall inform all employees, agents, officers and partners of
the above provisions, and that any person knowingly and intentionally disclosing such information other than as authorized by law may be subject to legal action.
XLVII. NON-D ISCRIMINATION - CONTRACTOR
A. The TOW OPERATOR shall abide by the provisions of Section 2.28.030 of the Municipal Code of the City of Richmond, obligating every contractor under a contract with the CITY for public work or for goods or for services to refrain from discriminatory employment or subcontracting practices on the basis of race, color, sex, religious
creed, national origin or ancestry of any employees, any applicant for employment for any potential subcontractors.
XLVI
II. NON-R ENEW AL
A. There is no representation, implication, or understanding that the services provided by the TOW
OPERATOR under this AGREEMENT will be renewed by the CITY upon expiration or termination of this AGREEMENT and TOW OPERATOR waives all rights or claims to notice or hearing respecting any determination by the CITY to terminate or discontinue any services
from the TOW OPERATOR.
31 XLIX. NO THIRD-PARTY BENEFICIARIES
A. Notwithstanding mutual recognition that services under this AGREEMENT may provide
some aid or assistance to members of the CITY'S population, it is not the intention
of either the CITY or the TOW OPERATOR that such individuals occupy the position of intended third-party beneficiaries of the obligations assumed by either party to this AGREEMENT.
L. SURVIVAL
A. The right and obligations of the parties which by their nature survive termination or
completion of the services covered by this AGREEMENT shall remain in full force
and effect after termination or completion.
LI. SEVERABILITY
A. In
the event that any of the provision or portions or applications thereof of this AGREEMENT are held to be unenforceable or invalid by any court of competent jurisdiction,
the CITY and the TOW OPERATOR shall negotiate an equitable adjustment
in the provisions of the AGREEMENT with a view toward effecting the
purpose of this AGREEMENT, and the validity and enforceability of the remaining
provisions or portions or applications thereof, shall not be affected thereby.
LII. AUTHORIZED REPRESENTATIVES AND NOTICES
A. The
CITY and the TOW OPERATOR shall each designate, below, an Authorized Representative
who has authority to act on its behalf in the administration of this AGREEMENT.
B. Written
notification to the other party shall be provided, in advance, or charges in name or address of such Authorized Representatives.
C. Notices
provided for under this AGREEMENT shall be in writing, and shall be served on the Authorized Representative of the receiving party, either personally or at
the party's offices, or by registered or certified mail to its office address.
D. The
CITY hereby designates as its Authorized Representative the CONTRACT
ADMINISTRATOR
whose name and address are as follows:
CHIEF
OF POLICE OR DESIGNEE
CHIEF BISA FRENCH
1701 REGATTA BLVD
RICHMOND CA 94804
32 E. The TOW OPERATOR hereby designates as its Authorized Representative whose name and address are as follows:
TOW OPERATOR
ADDR
ESS
CIT
Y
Z
IP CODE
LIII. RICHMOND BUSINESS LICENSE
A. Pursuant t o Richmond Municipal Code Section 7.04.030, the TOW OPERATOR must have or must obtain a CITY Business License before any provisions of this A
GREEMENT will be deemed to take effect.
1 EXHIBIT A-2
A. MAXIMUM BASIC CHARGE:
Beginning January 1, 2026, for each motor vehicle (including abandoned or stolen vehicles) towed at the request of the Richmond Police Department from a location within the City of Richmond to the nearest storage facility, the maximum basic charge shall be two hundred fifty dollars ($250.00) per hour.
B. MAXI
MUM ADDITIONAL CHARGES:
1. In any instance where the vehicle is towed outside the City limits and the distance between the location from which the motor vehicle is towed and the location to which it is delivered exceeds the distance between the location from which it is towed and the nearest storage facility operating under Chapter 7.74 of the Richmond Municipal Code, the following maximum additional charge may be made: $5.00 per mile.
2. Emergency road service at the location of the motor vehicle when the vehicle is not towed shall not exceed:
a. Flat tire repair or changing tires: One hundred twenty-five dollars ($125.00). b. Fuel, start batteries, lockout: One hundred twenty-five dollars ($125.00). c. Recovery and/or towing of a motor vehicle from off the roadway where special equipment or winches must be used: one hundred seventy-two dollars and fifty cents ($172.50) per hour prorated for each (one) 1- minute increment. This charge may be made whether or not all or just a portion of the vehicle is off the roadway, so long as the situation actually necessitates the use of special equipment or winches. As used herein, the term "roadway" shall mean that portion of a street, road, or highway improved, designed, or ordinarily used for vehicular travel. d. In any instance where a tow truck having a rated capacity in excess of one ton and two axles is required for towing and/or recovery the charge for the first hour or any portion thereof shall not exceed three hundred fifty dollars ($350.00). If the towing or recovery shall exceed one hour, the charges for the time in excess of one hour shall be assessed at a rate not to exceed one hundred fifty-five dollars ($155.00) per hour prorated for each (one) 1-minute increment.
2 e. In any instance where a tow truck having three axles is required for towing and/or recovery, the charge for the first hour, or any portion thereof, shall not exceed four hundred eighty-five dollars ($485.00) per hour prorated for each (one) 1-minute increment.
C. ADMINISTRATIVE FEES:
1. The owner of any vehicle towed away under the direction of the RPO pursuant to Chapter 11.76 shall be required to pay an administrative fee of four hundred and twenty-four dollars ($424.00) to the City for the release of said owner's vehicle.
2. The owner of any vehicle towed away under the direction of the RPO pursuant to Section 14.40.050 of the Richmond Municipal Code, or Sections 14602.6, 14607.6, 22651(o) or 22651(p) of the California Vehicle Code, shall be required to pay an administrative fee of two hundred and forty dollars ($240.00) to t he
C
ity for the release of said owner's vehicle.
D. GATE FEE:
The owner of a vehicle towed away under the direction of the RPO shall be required to pay an after-hours gate fee of one hundred thirty -five dollars ($135.00) when r
equesting release of a vehicle after hours, during holiday or on weekends.
E. EVIDENCE TOWING:
For each vehicle towed as evidence in a criminal matter, the charge for towi ng s
hall not exceed seventy-seven dollars and fifty cents ($77.50).
F. STORAGE FEES:
1. For each towed vehicle stored as evidence in a criminal matter, the storage fee shall not exceed twenty dollars ($20.00) per day for the first seven (7) days, and five dollars ($5.00) per day thereafter.
2. For all other vehicles, daily storage fee rates shall not exceed:
a. Vehicles designed for use of six or fewer passengers, including cars, light-duty pickup trucks, taxicabs, minibuses and minivans: one hundred and thirty-five dollars ($135.00) per day.
3 b. Local-use commercial vehicles, other than buses, including delivery vans, passenger vans, and two axle flatbed trucks: one hundred fifty -five dollars ($155.00) per day.
c. Long-distance commercial vehicles and all buses: one hundred fifty -five dol
lars ($155.00) per day.
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT B
PAYMENT PROVISIONS
1. COMPENSATION TO CONTRACTOR:
a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.
b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, meals and travel, etc.). Invoices shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request. c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.
2. SUBMISSION OF INVOICES:
Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:
Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804
3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, _______________________, before payments shall be authorized.
a. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.
b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.
4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT C
AUTHORIZED REPRESENTATIVES AND NOTICES
1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.
2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).
3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.
4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:
City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________
5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:
Attn:
Email: ________________________________________________ Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT D
GENERAL CONDITIONS
1. INDEPENDENT PARTIES:
Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.
The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.
2. TIME IS OF THE ESSENCE:
Contractor and the City agree that time is of the essence regarding the performance of this Contract.
3. STANDARD OF CARE:
Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.
4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.
5. NON-DISCRIMINATION:
Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, Contract No: ________ For the Contract between the City of Richmond and
_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.
6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.
b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.
c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee.
d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.
7. RECORDS:
a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).
b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.
8. PERMITS AND LICENSES:
Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.
The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.
9. TERMINATION:
a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.
b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.
10. CONFLICT OF INTEREST:
Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.
11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.
b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).
12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:
a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.
b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.
The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for Contract No: ________ For the Contract between the City of Richmond and
_____________________________
money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.
c. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint- venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.
d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add sub- contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.
e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.
f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”
g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.
13. SAFETY:
a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.
Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable Contract No: ________ For the Contract between the City of Richmond and
_____________________________
federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.
b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.
c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.
Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.
14. INSURANCE:
Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.
15. COMPLIANCE WITH ALL APPLICABLE LAWS:
a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50,
2.52, 2.56, and 2.60, if applicable.
b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code.
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor.
d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies.
Contractor agrees to abide by the terms and conditions of said policies.
16. INTEGRATED CONTRACT:
The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.
17. CONFLICTING PROVISIONS:
In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Condition as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.
18. FORCE MAJEURE:
Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.
19. CONFLICT OF LAW:
This Contract shall be interpreted under, and enforced by the laws of the State of Contract No: ________ For the Contract between the City of Richmond and
_____________________________
California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.
20. CLAIMS:
Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.
21. INTERPRETATION:
This Contract shall be interpreted as if drafted by both parties.
22. WARRANTY:
If any product is be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.
23. SEVERABILITY:
In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.
24. AUTHORITY:
City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.
25. WAIVER:
The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach. Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payment therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.
26. COUNTERPARTS:
This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):
The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G.
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT E
SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT F
INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.
1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.
Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond.
Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.
Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.
2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):
Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.
3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or
maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.
4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.
INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
EXHIBIT G
SANCTUARY CITY COMPLIANCE STATEMENT
The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”).
Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.
Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.
By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.
Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.
Printed Name: Title:
Signed: Date:
Business Entity: