CITY OF SAN MARINO
REQUEST FOR PROPOSALS
FOR TRANSPORTATION SERVICES
Proposals Due No Later Than 5 PM, Thursday, March 28, 2024 Submit Proposals To:
City of San Marino
Community Services Department
Attention: Eddie Covarrubias, Recreation Manager
Subject: Transportation Services RFP
1800 Huntington Drive, San Marino, California 91108-2639 [email protected]
RFP Issued on March 7, 2024
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 2
CITY OF SAN MARINO
REQUEST FOR PROPOSALS FOR
TRANSPORTATION SERVICES
I. OVERVIEW
The City of San Marino is accepting proposals from qualified vendors having professional experience in providing transportation services for students and children to and from schools, summer programs, field trips, and classes. The selected vendor will be responsible for providing the Community Services Department, Recreation Division with excellent transportation services for youth-related programs. The contract will entail an initial one-year term starting on July 1, 2024, with the option to renew the contract annually for up to four (4) additional years.
II. BACKGROUND
The City of San Marino is a full-service general law city with a small suburban residential community in the western part of the San Gabriel Valley. The City was incorporated in 1913 and operates under the Council-Manager form of government. San Marino has approximately 100 full-time employees, distributed among the following departments: City Manager’s Office, Community Development, Community Services (Recreation and Library), Finance (including Human Resources), Fire, Parks & Public Works, and Police.
Residents takes great pride in what the City offers, from outstanding municipal services to a top-ranking school district. One of the key factors for why families move into San Marino is the excellent quality of life which includes Lacy Park, public safety, and community services.
The Recreation Division requires transportation for summer day camps and field trips. Under the supervision of experienced Recreation staff and the professional transportation services of the qualified vendor, students are transferred to and from summer programs and field trips.
Recreation staff carefully coordinate the schedules with the transportation vendor. Because the majority of participants served are San Marino residents, special attention is paid to San Marino Unified School District calendar.
III. RFP SCHEDULE
The RFP schedule is summarized below:
Issuance of RFP March 7, 2024
Last day to accept questions and requests for clarifications on the RFP March 21, 2024, 5 PM Vendor submittals due March 28, 2024, 5 PM
Vendor reference checks Week of April 1, 2024
Vendor approval, enter negotiations, execute a vendor agreement May 8, 2024 IV. SCOPE OF SERVICES
The City of San Marino is requesting transportation services for youth summer day camps and field trips.
Route stops for each may include the following:
San Marino High School – 2701 Huntington Drive
Lacy Park – 1485 Virginia Road
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 3
Transportation schedules are subject to change depending on changes in school schedules, program needs, and unforeseen health & safety or other impacts.
a. Summer Day Camp
One (1) passenger bus to provide transportation for up to seventy-two (72) children and/or adults to and from the locations listed above from June through early / mid-August. Trips will be conducted Monday, Wednesday, and Friday.
Bus Services: 26 Working Days (Summer 2024)
Daily Schedule (Subject to Change) – June through early / mid-August Mondays from 10:45 AM – 4:30 PM
Wednesdays from 10:45 AM – 4:30 PM
Fridays from 1:30 PM – 4:30 PM
b. Weekly Field Trips
Unless otherwise stated, every Thursday from 1 – 6 PM during the months of June – August, field trips are scheduled. Field trips are tentative and will be scheduled on an as needed basis. For purposes of providing a quote, please estimate on a maximum of twenty (20) field trips. Charges will be assessed based on field trips taken. There may be some Thursdays where multiple buses will be scheduled.
One (1) passenger bus to provide transportation for up to seventy-two (72) children and/or adults to and from destination with a maximum of ten (10) field trips between June – August. Eight (8) field trips average ten (10) miles round trip and two (2) field trips average one hundred (100) miles round trip.
One (1) passenger bus to provide transportation for up to forty (40) children and/or adults to and from destination with a maximum of ten (10) field trips between June – August. Nine (9) field trips average ten (10) miles round trip and one (1) field trip averages one hundred (100) miles round trip.
V. PROPOSAL FORMAT
The City of San Marino will evaluate vendor experience, qualifications, and capabilities for providing excellent transportation services for youth-related programs. Vendors are required to submit a written narrative corresponding to each of the underlined section items. Emphasis should be on completeness and clarity of content.
Executive Summary
In no more than four (4) pages, provide an overview and summary of how the vendor will assist the City of San Marino in reaching the needs and goals of providing excellent and reliable transportation services for youth-related programs.
Background and Experience
Provide a detailed description of the vendor’s background and experience, with a particular focus on similar work for other local governments, including areas such as:
o Vendor overview and history
Number of years the vendor been in business
Number of current employees
Location of headquarters and branches
o Capabilities of vendor - Why should your vendor be chosen? City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 4
o Number of clients currently utilizing the vendor’s transportation services and average length of time that clients have contracted for said services o Number of open lawsuits, if any
Service Team
Provide information on each member that would be assigned to the City of San Marino, including:
o Name, title, role (e.g., service management, training, deliverance), education, and years of experience
Experience and References
Provide three (3) municipality and/or other government entity customers involving similar transportation services. Include the entity name, address, contact name, telephone number, and email address for each reference. Your references must have been assigned the same service management team that would be assigned to the City of San Marino.
Contact Person
Identify a member authorized to be a contact person for communication and inquiries from the City. The individual must be, within reasonable limitations, accessible to the City staff during regular business hours.
Proposal Price Sheet
Complete the Proposal Price Sheet (Exhibit A) to include the hourly rate and maximum charge for each of the outlined tasks. Upon mutual written agreement, the term of the Agreement can be extended annually for up to four (4) additional one (1) year periods. Negotiated annual price increases may be allowed, however, at no time will any annual price increase exceed the Consumer Price Index (CPI) over the last 12 months based on the latest data available at the time of the contract extension as published by the U.S. Bureau of Labor Statistics (www.bls.gov) for Transportation in Los Angeles-Long Beach-Anaheim, CA, all urban consumers, not seasonally adjusted published Consumer Price Index (CPI)
Certify that the person signing the proposal is entitled to represent the vendor, empowered to submit the bid, and authorized to sign a contract with the City of San Marino Certify that the vendor can comply with the requirements of the City’s standard Vendor Agreement and insurance requirements
VI. STAFFING, VEHICLE, AND SAFETY REQUIREMENTS
Staff Requirements
The vendor shall comply with all federal, state, and local regulations to include, but not limited to:
FMSCA/DOT, ADA, California DMV, and Cal/OSHA. Drivers employed with the vendor must have previous experience in providing transportation services, must have a valid California Class B driver’s license with Passenger Endorsement, and shall comply with the following:
Drivers shall have no revocations of their driver’s license in the past five (5) years. Drivers shall have no moving violations or accidents in the past three (3) years. Drivers shall be a minimum of 21 years of age
Drivers shall not use alcohol or drugs while on duty and shall not abuse such at any time. Drivers shall not smoke while on duty or in the presence of clients. Drivers shall have an appropriate class license.
Drivers shall be School Pupil Activity Bus (SPAB) certified. Drivers shall adhere to all FMCSA/DOT/DMV passenger safety requirements.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 5
Vehicle Requirements
The vendor’s vehicle must be capable of transporting a maximum of seventy-two (72) passengers at one time. The vehicle must be equipped with properly working heating and air conditioning and accessible seat belts for all passengers. In addition, the vehicle must have the ability to meet the requirements of the Americans with Disabilities Act (ADA). The vendor must have a current and valid transportation business registration, licenses, and permits as required by law at the time of proposal submission and must remain valid for the entirety of the contract period. Please include the number of buses in your fleet along with the year, make, and model of vehicles. Buses must be certified under School Pupil Activity Bus (SPAB) program through the California Highway Patrol. Adequate camera recording systems throughout busses are highly desirable.
VII. SUBMITTAL REQUIREMENTS
The deadline for questions is March 21, 2024, 5 PM (PST). All questions and their respective responses will be posted on the City of San Marino’s official website within two (2) working days from the day they are received. Questions will be accepted via email to:
Eddie Covarrubias, Recreation Manager, Community Services Department [email protected]
Subject: “RFP TRANSPORTATION SERVICES QUESTION”
The deadline for RFP responses is March 28, 2024, 5 PM (PST). Submissions will be accepted via email and must be submitted electronically before the deadline. Please submit a single PDF document via email to:
Eddie Covarrubias, Recreation Manager, Community Services Department [email protected]
Subject: “RFP TRANSPORTATION SERVICES – [VENDOR NAME].” Submittals not received on or before the specified deadline stated above will not be accepted (no exceptions). The City reserves the right to request follow-up information or clarification from vendors in consideration. Vendor is responsible to ensure delivery by the date and time included.
VIII. REVIEW AND SELECTION PROCESS
Evaluation Criteria
Responses to this RFP will help the City of San Marino identify the most qualified vendor and will be indicative of the level of the vendor’s commitment. The City’s standard vendor agreement is included in this RFP as Exhibit B and the selected vendor is expected to accept the terms of the agreement. The vendor is also expected to honor their quoted pricing for a period no less than one hundred and twenty (120) days following the close of the bidding period. If the vendor has concerns pertaining to the agreement or these terms, the vendor may write their concerns and include this as part of their submittal. The contract will entail an initial one-year term starting on July 1, 2024, with the option to renew the contract annually for up to four (4) additional years. The City will evaluate the qualifications, references, and ability to address the needs of the City of San Marino, as well as take into consideration the proposed scope and pricing submitted to determine the most qualified vendor.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 6
Process
The selection process will involve the following phases:
Phase 1:
City review team will evaluate vendor submittals. The initial review will determine conformance to submission requirements and whether responses meet minimum criteria established. Review will include the vendor's acceptance of RFP terms and completeness of submissions.
Phase 2:
City review team will check references given.
Phase 3:
The vendor deemed best qualified will be recommended for contract award. If the cost is $30,000 or more, the contract will be considered for approval at a public City Council meeting. If it is under $30,000, the City Manager will be able to execute the contract.
IX. TERMS AND CONDITIONS
Proposal Preparation Costs
The City is not, nor shall be deemed, liable for any costs incurred by the vendor in the preparation, submittal, or presentation of their proposals.
Method of Billing
Invoices for services provided are to be submitted to the City on a monthly basis with a description distinguishing actual services that were rendered and the amount of the billing for the month. Invoices are due within thirty (30) days of the end of the service month. Payments will be made within thirty (30) days of receipt of the invoices.
Reservation of Rights
This RFP does not commit or obligate the City of San Marino to accept or execute an agreement for any expressed or implied service. The City reserves the right to:
Reject any and all proposals received and to accept or reject any item(s) herein. Take all proposals under advisement for up to one hundred and twenty (120) days after opening. Waive any informality on any proposal.
Be the sole judge of the relative merits of the material mentioned in the respective proposal received.
Request any vendor submitting a proposal to clarify its proposal during the selection phase. Negotiate the service schedule and reasonable costs with the selected vendor. Modify or alter any requirements herein, and issue addenda or amendments to this RFP. Terminate this RFP process at any time.
Acceptance of Conditions
It is the vendor’s responsibility to examine the scope of the proposed work to fully acquaint themselves with the specifications and the nature of the work to be accomplished. Vendors shall have no claim against the City based upon ignorance of the nature and requirements of the services provided, misapprehension of the work environment, or misunderstanding of the specification or agreement provisions. By submitting a proposal, each vendor expressly agrees to and accepts the following conditions:
Proposal and compensation rate shall be valid and binding for one hundred and twenty (120) days following the proposal due date and will become part of the Agreement that is negotiated with the City.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 7
The City reserves the right to request further information from the vendor, either in writing or orally, to establish any stated qualifications.
The City reserves the right to solely judge the vendor’s representations, and to solely determine whether the vendor is qualified to undertake these services pursuant to the criteria set forth herein. The vendor, by submitting a proposal, expressly acknowledges and agrees that the judgment of the City as to whether or not the vendor is qualified to perform these services shall be binding, final, and conclusive.
Proposal Inclusions
The Request for Proposals documents shall be submitted in their entirety, with all applicable portions fully completed by the vendor. All vendors are encouraged to review and confirm that their proposal includes and specifically addresses all of the proposal requirements prior to submitting as outlined elsewhere in this document.
Withdrawal of Proposal Before Closing
Any vendor may request the withdrawal of their submitted proposal by written request at any time prior to the scheduled closing date and time. Upon receiving written request to withdraw any proposal, the City will consider the proposal null and void. Withdrawal of proposal will not impact vendor’s resubmittal for this or any future proposal(s).
Professional Licensing
The professional services provider shall possess any necessary professional certification(s) and/or license(s) relative to the work to be performed required by an appropriate licensing authority of the State of California and shall provide evidence of such to the City with their proposal or prior to commencement of the work in such a form as the City shall require.
Insurance Requirement
The vendor shall, at its own expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the consultants, its agent, representatives, or employees. The vendor shall not assign, transfer, or subcontract any of its rights, burdens, duties, or obligations. Only affiliates of the parent company may be permitted to provide services with written consent from the City.
See Exhibit C for specific insurance requirements and provisions.
Public Record
Be advised that all information contained in proposals submitted in response to this solicitation shall become a matter of public record upon contract award, and made available upon request, unless otherwise marked. The vendor must identify, in writing, all copyrighted material, trade secrets, or other proprietary information the vendor claims are exempt from disclosure pursuant to the California Public Records Act.
The vendor who claims such an exemption must also state in the proposal that:
“The vendor agrees to indemnify and hold harmless the City and its officers, employees, and agents from any claims, liability, or damages against the City and to defend any actions brought against the City for its refusal to disclose such material, trade secrets, or other proprietary information to any party.”
Equal Opportunity
The City of San Marino requires all vendors to comply with equal opportunity policies.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 8
Independent Contractor
The vendor will be an independent contractor. All persons employed by an organization in accordance with an Agreement resulting from this RFP will be employees of the organization and not of the City of San Marino.
X. EXHIBITS
Exhibit A – Proposal Price Sheet
Exhibit B – Vendor Agreement
Exhibit C – Insurance Requirements
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 9
EXHIBIT A – PROPOSAL PRICE SHEET
Name of Company:
Address:
Business Phone:
RFP Contact Person:
Title:
Business Phone: Email Address: ________________________ Person Submitting Bid (if different):
Title:
Signature of Person Submitting Bid:
Contract Pricing
Summer Day Camps/Field Trips
Total Cost:
Hourly Rate: OR Daily Rate:
Excess Hourly Rate:
The rate for “additional transportation services” beyond the Scope of Work detailed in this RFP.
Additional transportation services are not guarantee. Based on a passenger bus capable of transporting an average of sixty (60) passengers at one time. If hourly rate varies for weekends or after hour time frames, please include all varied per hour rates.
Rev. 3/2023 Page 1 of 19 Vendor Agreement for
One Time Service
EXHIBIT B
VENDOR AGREEMENT FOR ONE TIME SERVICE
between
The City of San Marino
2200 Huntington Drive
San Marino, CA 91108
&
[VENDOR NAME]
Rev. 3/2023 Page 2 of 19 Vendor Agreement for
One Time Service
AGREEMENT FOR VENDOR SERVICES WITH [VENDOR NAME]
This AGREEMENT (“AGREEMENT”) is made and entered into as of July 1, 2024 (the “Effective Date”), by and between the City of San Marino, a municipal corporation (“CITY”), and [VENDOR NAME] (“VENDOR”).
RECITALS:
CITY wishes to retain the services of an experienced and qualified VENDOR to provide transportation services as described in the Request for Proposal attached hereto as Exhibit “A”.
VENDOR represents and warrants that it is qualified to perform those services.
AGREEMENT:
I. SERVICES TO BE PERFORMED BY VENDOR
VENDOR will provide the services listed in the Request for Proposal attached hereto as Exhibit A, and VENDOR’s Proposal attached hereto as Exhibit B.
VENDOR warrants that all work and services described therein will be performed in a competent, professional and satisfactory manner.
II. LICENSES; STANDARD OF CARE
A. VENDOR represents and agrees that all personnel engaged by VENDOR in performing services are and shall be fully qualified and are authorized or permitted under state and local law to perform such services. VENDOR represents and warrants to CITY that it has all licenses, permits, qualifications, and approvals required of its profession to provide the services and work required to be performed by this AGREEMENT. VENDOR further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this AGREEMENT.
B. VENDOR shall perform the services under this AGREEMENT in a skillful and competent manner. VENDOR shall be responsible to CITY for any errors or omissions in the performance of work pursuant to this AGREEMENT.
Should any errors caused by VENDOR be found in such services or products, VENDOR shall correct such errors at no cost to the CITY.
III. TERM
Unless earlier terminated in accordance with Paragraph 5 below, the AGREEMENT will continue in full force and effect from the Effective Date through Rev. 3/2023 Page 3 of 19 Vendor Agreement for
One Time Service
June 30, 2025. Upon mutual written AGREEMENT, the term of this AGREEMENT can be extended annually for up to four (4) additional one (1) year periods.
IV. COMPENSATION
A. Vendor’s Fee
For services rendered pursuant to this AGREEMENT, VENDOR will be paid in accordance with the Compensation Schedule attached hereto as Exhibit B, provided, however, that in no event will the total amount of money paid the VENDOR, for services initially contemplated by this AGREEMENT, exceed the sum of [Insert amount] ($__.00) (“Agreement Sum”), unless otherwise first approved in writing by CITY. Should this AGREEMENT be renewed, the VENDOR’s fee may be adjusted upon the written agreement of the parties; however, at no time will any annual price increase exceed the Consumer Price Index (CPI) over the last 12 months based on the latest data available at the time of the contract extension as published by the U.S. Bureau of Labor Statistics (www.bls.gov) for Transportation in Los Angeles-Long Beach-Anaheim, CA, all urban consumers, not seasonally adjusted published Consumer Price Index (CPI).
B. Schedule of Payment
Provided the VENDOR is not in default under the terms of this AGREEMENT, upon presentation of an invoice, VENDOR will be paid the undisputed fees described in Paragraph 4.A. above, according to the Compensation Schedule. Payment will be due within thirty (30) days after the date of the invoice. CITY will not withhold any applicable federal or state payroll and other required taxes, or other required or authorized deductions from payments made to VENDOR.
V. TERMINATION OF AGREEMENT
A. The CITY may at any time, for any reason, with or without cause, suspend or terminate this AGREEMENT, or any portion hereof, by giving written notice to VENDOR at least five (5) calendar days before the termination or suspension is to be effective. Upon receipt of said notice, the VENDOR shall immediately cease all work under this AGREEMENT, unless the notice provides otherwise. If the CITY suspends or terminates a portion of this AGREEMENT, such suspension or termination shall not make void or invalidate the remainder of this AGREEMENT.
B. In the event this AGREEMENT is terminated pursuant to this Section, the CITY shall pay VENDOR for all services satisfactorily rendered through Rev. 3/2023 Page 4 of 19 Vendor Agreement for
One Time Service
the last working day this AGREEMENT is in effect; providing that in no event, including but not limited to termination, shall VENDOR be entitled to receive more than the Agreement Sum set forth in paragraph 4. Upon termination of the AGREEMENT pursuant to this Section, the VENDOR will submit an invoice to the CITY pursuant to Section 4. Neither party shall have any other claim against the other party by reason of termination pursuant to this paragraph 5.
VI. FORCE MAJEURE
If any party fails to perform its obligations because of strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental control, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond the reasonable control of the party obligated to perform, then that party’s performance shall be excused for a period equal to the period of such cause for failure to perform.
VII. RETENTION OF FUNDS
VENDOR authorizes CITY to deduct from any amount payable to VENDOR (whether or not arising out of this AGREEMENT) any amounts the payment of which may be in dispute or that are necessary to compensate CITY for any losses, costs, liabilities, or damages suffered by CITY, and all amounts for which CITY may be liable to third parties, by reason of VENDOR’s acts or omissions in performing or failing to perform VENDOR’s obligations under this AGREEMENT.
In the event that any claim is made by a third party, the amount or validity of which is disputed by VENDOR, or any indebtedness exists that appears to be the basis for a claim of lien, CITY may withhold from any payment due, without liability for interest because of the withholding, an amount sufficient to cover the claim. The failure of CITY to exercise the right to deduct or to withhold will not, however, affect the obligations of VENDOR to insure, indemnify, and protect CITY as elsewhere provided in this AGREEMENT.
VIII. CITY REPRESENTATIVE
City Manager is designated as the “CITY Representative”, authorized to act in its behalf with respect to the work and services specified in this AGREEMENT and to make all decisions in connection with this AGREEMENT. Whenever approval, directions, or other actions are required by CITY under this AGREEMENT, those actions will be taken by the CITY Representative, unless otherwise stated. The CITY’s City Manager has the right to designate another CITY Representative at any time, by providing notice to VENDOR.
IX. VENDOR REPRESENTATIVE(S)
Rev. 3/2023 Page 5 of 19 Vendor Agreement for
One Time Service
The following principal(s) of VENDOR are designated as being the principal(s) and representative(s) of VENDOR authorized to act in its behalf with respect to the work specified in this AGREEMENT and make all decisions in connection with this AGREEMENT:
[Insert representative(s)]
X. INDEPENDENT CONTRACTOR
A. VENDOR is an independent contractor and not an employee of CITY. All services provided pursuant to this AGREEMENT shall be performed by VENDOR or under its supervision. VENDOR will determine the means, methods, and details of performing the services. Any additional personnel performing services under this AGREEMENT on behalf of VENDOR shall also not be employees of CITY and shall at all times be under VENDOR’s exclusive direction and control. VENDOR shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of services under this AGREEMENT and as required by law. VENDOR shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.
B. VENDOR shall indemnify and hold harmless CITY and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from VENDOR’s personnel practices. CITY shall have the right to offset against the amount of any fees due to VENDOR under this AGREEMENT any amount due to CITY from VENDOR as a result of VENDOR’s failure to promptly pay to CITY any reimbursement or indemnification arising under this Section. All duties of VENDOR under this Section shall survive termination of this AGREEMENT.
C. In the event that VENDOR provides any of the services by or through any employee or any person whose work under this AGREEMENT becomes cause for any payment or contribution required by law, including but not limited to the California Public Employees' Pension Reform Act (PEPRA), to the Public Employee Retirement System, VENDOR shall be solely responsible for all such payments or contributions. VENDOR shall indemnify and hold harmless CITY and its elected officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of CITY officials, from any and all liability, damages, claims, costs, and expenses of any nature to the extent arising from VENDOR’s failure to make any such payment or contribution. CITY shall have the right to offset against the amount of any fees due to VENDOR under Rev. 3/2023 Page 6 of 19 Vendor Agreement for
One Time Service
this AGREEMENT any amount due to CITY from VENDOR as a result of VENDOR’s failure to promptly pay to CITY any reimbursement or indemnification arising under this section. All duties of VENDOR under this Section shall survive termination of this AGREEMENT.
XI. BUSINESS LICENSE
The VENDOR must obtain an CITY business license prior to the start of work under this AGREEMENT, unless VENDOR is qualified for an exemption.
XII. OTHER LICENSES AND PERMITS
VENDOR warrants that it has all professional, contracting and other permits and licenses required to undertake the work contemplated by this AGREEMENT.
XIII. VENDOR’S ACCOUNTING RECORDS; OTHER PROJECT RECORDS Records of the VENDOR’s time pertaining to the project, and records of accounts between CITY and the VENDOR, will be kept on a generally recognized accounting basis. VENDOR will also maintain all other records, including without limitation specifications, drawings, progress reports and the like, relating to the project. All records will be available to CITY during normal working hours.
VENDOR will maintain these records for three (3) years after final payment.
XIV. INDEMNIFICATION
Vendor shall indemnify, defend, and hold harmless the CITY, and its officers, employees, and agents (“CITY Indemnitees”), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable attorney’s fees and costs of litigation (“claims”), arising out of the Vendor’s performance of its obligations under this agreement or out of the operations conducted by Vendor, including the CITY’s active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the CITY. In the event the CITY Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Vendor’s performance of this Agreement, the Vendor shall provide a defense to the CITY Indemnitees or at the CITY’s option reimburse the CITY Indemnitees their costs of defense, including reasonable attorney’s fees, incurred in defense of such claims.
Payment by CITY is not a condition precedent to enforcement of this indemnity.
In the event of any dispute between Vendor and CITY, as to whether liability arises from the sole negligence or willful misconduct of the CITY or its officers, employees, or agents, Vendor will be obligated to pay for CITY’s defense until such time as a final judgment has been entered adjudicating the CITY as solely negligent or to have acted with willful misconduct. Vendor will not be entitled in Rev. 3/2023 Page 7 of 19 Vendor Agreement for
One Time Service
the absence of such a determination to any reimbursement of defense costs including but not limited to attorney’s fees, expert fees, and costs of litigation.
XV. NON-LIABILITY OF CITY OFFICERS AND EMPLOYEES
No officer or employee of CITY will be personally liable to VENDOR, in the event of any default or breach by the CITY or for any amount that may become due to VENDOR under this Agreement.
XVI. INSURANCE
Without limiting VENDOR’s indemnification of CITY, and prior to commencement of Work, VENDOR shall obtain, provide and maintain at its own expense during the term of this AGREEMENT, policies of insurance of the type and amounts described below and in a form that is satisfactory to CITY.
General liability insurance. VENDOR shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
Automobile liability insurance. VENDOR shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the VENDOR arising out of or in connection with Work to be performed under this AGREEMENT, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $10,000,000 combined single limit for each accident.
Umbrella or excess liability insurance. VENDOR shall obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
A drop down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
Pay on behalf of wording as opposed to reimbursement; Concurrency of effective dates with primary policies; Rev. 3/2023 Page 8 of 19 Vendor Agreement for
One Time Service
Should Vendor obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile liability, and employer’s liability policies. Such policy or policies shall include wording that the excess liability policy follows the terms and conditions of the underlying policies.
Workers’ compensation insurance. VENDOR shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
Vendor shall submit to the CITY, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the CITY, its officers, agents, employees, and volunteers.
Sexual Abuse/Molestation Insurance. VENDOR shall procure and maintain sexual abuse/molestation liability coverage with limits of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. Coverage may be provided as part of commercial general liability coverage, professional liability coverage, or as a separate policy.
VENDOR shall submit to CITY, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of CITY, its officers, agents, employees and volunteers.
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One Time Service
Other provisions or requirements
Proof of insurance. Vendor shall provide certificates of insurance and required endorsements to CITY as evidence of the insurance coverage required herein.
Insurance certificates and endorsements must be approved by CITY’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with CITY for the contract period and any additional length of time required thereafter. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time.
Duration of coverage. Vendor shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of the Work hereunder by Vendor, their agents, representatives, employees, or subconsultants.
Primary/non-contributing. Coverage provided by VENDOR shall be primary and any insurance or self-insurance procured or maintained by CITY shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of CITY before the CITY’s own insurance or self-insurance shall be called upon to protect it as a named insured.
CITY’s rights of enforcement. In the event any policy of insurance required under this AGREEMENT does not comply with these specifications or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary and any premium paid by CITY will be promptly reimbursed by VENDOR or CITY will withhold amounts sufficient to pay premium from VENDOR payments. In the alternative, CITY may cancel this AGREEMENT.
Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the CITY’s Risk Manager.
Waiver of subrogation. All insurance coverage maintained or procured pursuant to this AGREEMENT shall be endorsed to waive subrogation against CITY, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow VENDOR or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. VENDOR Rev. 3/2023 Page 10 of 19 Vendor Agreement for
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hereby waives its own right of recovery against CITY, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
Enforcement of contract provisions (non estoppel). VENDOR acknowledges and agrees that any actual or alleged failure on the part of the CITY to inform VENDOR of non-compliance with any requirement imposes no additional obligations on the CITY nor does it waive any rights hereunder.
Requirements not limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the VENDOR maintains higher limits than the minimums shown above, the CITY requires and shall be entitled to coverage for the higher limits maintained by the VENDOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY.
Notice of cancellation. VENDOR agrees to oblige its insurance agent or broker and insurers to provide to CITY with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the Vendor’s insurers are unwilling to provide such notice, then Vendor shall have the responsibility of notifying the CITY immediately in the event of Vendor’s failure to renew any of the required insurance coverages or insurer’s cancellation or nonrenewal.
Additional insured status. General liability, automobile liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that CITY and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies.
Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to CITY and approved of in writing.
Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that VENDOR’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
Rev. 3/2023 Page 11 of 19 Vendor Agreement for
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Pass through clause. Vendor agrees to ensure that its subconsultants, subcontractors, and any other party who is brought into or involved in the services by Vendor (hereinafter collectively “Subcontractor”), provide the same minimum insurance coverage and endorsements required of Vendor. Vendor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section.
However, in the event Vendor’s Subcontractor cannot comply with this requirement, which proof must be submitted to the CITY, Vendor may still be able to utilize the Subcontractor provided Vendor shall be required to ensure that its Subcontractor provide and maintain insurance coverage and endorsements sufficient to the specific risk of exposure involved with Subcontractor’s scope of work and services, with limits less than required of the Vendor, but in all other terms consistent with the Vendor’s requirements under this Agreement. This provision does not relieve the Vendor of its contractual obligations under the Agreement and/or limit its liability to the amount of insurance coverage provided by its Subcontractors. This provision is intended solely to provide Vendor with the ability to utilize a Subcontractor who may be otherwise qualified to perform the work or services but may not carry the same insurance limits as required of the Vendor under this Agreement given the limited scope of work or services provided by the Subcontractor. Vendor agrees that upon request, all agreements with Subcontractors, and others engaged in the services, will be submitted to CITY for review.
CITY’s right to revise specifications. The CITY reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the VENDOR ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the VENDOR, the CITY and VENDOR may renegotiate VENDOR’s compensation.
Self-insured retentions. Any self-insured retentions must be declared to and approved by CITY. CITY reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention through confirmation from the underwriter.
Timely notice of claims. VENDOR shall give CITY prompt and timely notice of claims made or suits instituted that arise out of or result from VENDOR’s performance under this AGREEMENT, and that involve or may involve coverage under any of the required liability policies.
Additional insurance. VENDOR shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.
XVII. SUBCONTRACTORS
Rev. 3/2023 Page 12 of 19 Vendor Agreement for
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Before VENDOR retains or hires a subcontractor to provide any work, labor, or services relative to this AGREEMENT, VENDOR must:
A. Present the name and identifying information of the subcontractor that will provide any work, labor, or services to CITY;
B. Present to the CITY the form of subcontract that will be used with the subcontractor for CITY’s approval, which approval will not be unreasonably withheld. Such subcontract AGREEMENT must include an indemnity agreement that is generally in accord with the indemnity obligations contained in Paragraph 14 of this AGREEMENT and must specifically name the CITY as an indemnified party; and C. Secure from the subcontractor evidence of insurance coverage that meets with this AGREEMENT including naming the CITY as an additional insured as required by this AGREEMENT, unless such requirement is waived in writing by the CITY Risk Manager as provided in Paragraph 18 below.
XVIII. CONFLICT OF INTEREST
No officer or employee of the CITY may have any financial interest, direct or indirect, in this AGREEMENT, nor may any officer or employee participate in any decision relating to the AGREEMENT that effects the officer or employee’s financial interest or the financial interest of any corporation, partnership or association in which the officer or employee is, directly or indirectly interested, in violation of any law, rule or regulation.
No person may offer, give, or agree to give any officer or employee or former officer or employee, nor may any officer or employee solicit, demand, accept, or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation or any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any way pertaining to any program requirement, contract or subcontract, or to any solicitation or proposal.
XIX. NOTICE
All notices, requests, demands, or other communications permitted or required under this AGREEMENT shall be in writing. Notice will be sufficiently given for all purposes as follows:
A. Personal delivery. When personally delivered to the recipient; notice is effective on delivery.
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B. First Class mail. When mailed first class to the last address of the recipient known to the party giving notice; notice is effective three mail delivery days after deposit in an United States Postal Service office or mailbox.
C. Certified mail. When mailed certified mail, return receipt requested; notice is effective on receipt, if delivery is confirmed by a return receipt.
D. Overnight delivery. When delivered by an overnight delivery service, charges prepaid or charged to the sender’s account; notice is effective on delivery, if delivery is confirmed by the delivery service.
E. Facsimile transmission. When sent by fax to the last fax number of the recipient known to the party giving notice; notice is effective on receipt.
Any notice given by fax will be deemed received on the next business day if it is received after 5:00 p.m. (recipient’s time) or on a non-business day.
Addresses for purpose of giving notice are as follows:
To CITY: City of San Marino
2200 Huntington Drive
San Marino, California 91108
Attention: City Manager
To VENDOR: [VENDOR NAME]
[VENDOR ADDRESS]
[VENDOR ADDRESS]
Attention: [NAME OF VENDOR CONTACT]
F. Any correctly addressed notice that is refused, unclaimed, or undeliverable because of an act or omission of the party to be notified, will be deemed effective as of the first date the notice was refused, unclaimed or deemed undeliverable by the postal authorities, messenger or overnight delivery service.
G. Either party may change its address or fax number by giving the other party notice of the change in any manner permitted by this AGREEMENT.
Any change in address or fax number that is not provided to the other party will not void delivery of any notice under this AGREEMENT, and delivery to the last known address or fax number shall be deemed sufficient for notice under this AGREEMENT.
XX. PROHIBITION AGAINST ASSIGNMENT AND SUBCONTRACTING
Rev. 3/2023 Page 14 of 19 Vendor Agreement for
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This AGREEMENT and all exhibits are binding on the heirs, successors, and assigns of the parties. The AGREEMENT may not be assigned or subcontracted by either CITY or VENDOR without the prior written consent of the other.
XXI. INTEGRATION; AMENDMENT
This AGREEMENT represents the entire understanding of CITY and VENDOR as to those matters contained in it. No prior oral or written understanding will be of any force or effect with respect to the terms of this AGREEMENT. The AGREEMENT may not be modified or altered except in writing signed by both parties.
XXII. INTERPRETATION
The terms of this AGREEMENT should be construed in accordance with the meaning of the language used and should not be construed for or against either party by reason of the authorship of this AGREEMENT or any other rule of construction that might otherwise apply.
XXIII. SEVERABILITY
If any part of this AGREEMENT is found to be in conflict with applicable laws, that part will be inoperative, null and void insofar as it is in conflict with any applicable laws, but the remainder of the AGREEMENT will remain in full force and effect.
XXIV. TIME OF ESSENCE
Time is of the essence in the performance of this AGREEMENT.
XXV. GOVERNING LAW; JURISDICTION
This AGREEMENT will be administered and interpreted under the laws of the State of California. Jurisdiction of any litigation arising from the AGREEMENT will be in a court of competent jurisdiction within the county in which CITY is located.
XXVI. COMPLIANCE WITH STATUTES AND REGULATIONS
VENDOR will be knowledgeable of and will comply with all applicable federal, state, county and city statutes, rules, regulations, ordinances and orders.
XXVII. WAIVER OF BREACH
No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default will impair the right or remedy or be construed as a waiver.
A party’s consent or approval of any act by the other party requiring the party’s Rev. 3/2023 Page 15 of 19 Vendor Agreement for
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consent or approval will not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and will not be a waiver of any other default concerning the same or any other provision of this AGREEMENT.
XXVIII. ATTORNEY’S FEES
If either party commences any legal, administrative, or other action against the other party arising out of or in connection with this AGREEMENT, the prevailing party in such action shall be entitled to have and recover from the losing party all of its attorneys’ fees and other costs incurred in connection therewith.
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XXIX. EXHIBITS
Each exhibits referenced in this AGREEMENT are hereby incorporated into the AGREEMENT as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this AGREEMENT, the terms of this AGREEMENT shall control over the CITY’s Request for Proposal, which shall govern over the terms of VENDOR’s Proposal.
XXX. VENDOR’S AUTHORITY TO EXECUTE
The persons executing this AGREEMENT on behalf of the VENDOR warrant that (i) the VENDOR is duly organized and existing under the appropriate State laws; (ii) they are duly authorized to execute this AGREEMENT on behalf of the VENDOR; (iii) by so executing this AGREEMENT, the VENDOR is formally bound to the provisions of this AGREEMENT; and (iv) the entering into this AGREEMENT does not violate any provision of any other AGREEMENT to which the VENDOR is bound.
VENDOR: [VENDOR NAME]
By:
(Signature)
(Typed Name)
(Title)
CITY: City of San Marino
A Municipal Corporation APPROVED AS TO FORM:
___________________________ By: ___________________________ Philippe Eskandar CITY Attorney
City Manager
ATTEST:
___________________
CITY Clerk
Rev. 3/2023 Page 17 of 19 Vendor Agreement for
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Attachments: Exhibit A Request for Proposal
Exhibit B Proposal
Rev. 3/2023 Page 18 of 19 Vendor Agreement for
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EXHIBIT A
REQUEST FOR PROPOSAL
Rev. 3/2023 Page 19 of 19 Vendor Agreement for
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EXHIBIT B
PROPOSAL
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 1
EXHIBIT C – INSURANCE REQUIREMENTS
Without limiting the Vendor’s indemnification of the City, and prior to commencement of work, the Vendor shall obtain, provide, and maintain at its own expense during the term of this Agreement, policies of insurance of the types and amounts described below and in a form that is satisfactory to City.
General Liability Insurance
Vendor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
Automobile Liability Insurance
Vendor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Vendor arising out of or in connection with work to be performed under this Agreement, including coverage for any owned, hired, non-owned, or rented vehicles, in an amount not less than $10,000,000 combined single limit for each accident.
Workers’ Compensation Insurance
Vendor shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000).
Umbrella or Excess Liability Insurance
Vendor shall obtain and maintain an umbrella liability insurance policy with limits that will provide bodily injury, personal injury, and property damage liability coverage, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason, other than bankruptcy or insolvency of said primary insurer;
“Pay on behalf of” wording as opposed to “reimbursement”; Concurrency of effective dates with primary policies.
Should Vendor obtain and maintain an excess liability policy, such policy shall be excess over commercial general liability, automobile liability, and employer’s liability policies. Such policy or policies shall include wording that the excess liability policy follows the terms and conditions of the underlying policies.
Sexual Abuse/Molestation Insurance
Vendor shall procure and maintain sexual abuse/molestation liability coverage with limits of not less than $1,000,000 per occurrence and $2,000,000 general aggregate. Coverage may be provided as part of commercial general liability coverage, professional liability coverage, or as a separate policy.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 2
Other Provisions or Requirements
Proof of Insurance
Vendor shall provide certificates of insurance and required endorsements to the City as evidence of the insurance coverage required herein. Insurance certificates and endorsements must be approved by the City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with the City for the contract period and any additional length of time required thereafter.
The City reserves the right to require complete, certified copies of all required insurance policies, at any time.
Duration of Coverage
Vendor shall procure and maintain for the contract period, and any additional length of time required thereafter, insurance against claims for injuries to persons or damages to property, or financial loss which may arise from or in connection with the performance of the work hereunder by Vendor, their agents, representatives, or employees.
Primary/Non-Contributing
Coverage provided by Vendor shall be primary and any insurance or self-insurance procured or maintained by the City shall not be required to contribute with it.
The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City’s own insurance or self- insurance shall be called upon to protect it as a named insured.
City’s Rights of Enforcement
In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by the City will be promptly reimbursed by Vendor or the City will withhold amounts sufficient to pay premium from Vendor payments. In the alternative, the City may cancel this Agreement.
Acceptable Insurers
All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager.
Waiver of Subrogation
All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow Vendor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Vendor hereby waives its own right of recovery against the City and shall require similar written express waivers and insurance clauses from each of its subconsultants.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 3
Enforcement of Contract Provisions (Non-Estoppel)
Vendor acknowledges and agrees that any actual or alleged failure on the part of the City to inform Vendor of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
Requirements not Limiting
Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Vendor maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Vendor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
Notice of Cancellation
Vendor agrees to oblige its insurance agent or broker and insurers to provide the City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. If any of the Vendor’s insurers are unwilling to provide such notice, the Vendor shall have the responsibility of notifying the City immediately in the event of Vendor’s failure to renew any of the required insurance coverages or insurer’s cancellation or non-renewal.
Additional Insured Status
General liability, automobile liability, and umbrella/excess liability insurance policies shall provide or be endorsed to provide that the City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies.
Prohibition of Undisclosed Coverage Limitations
None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to the City and approved of in writing.
Separation of Insureds
A severability of interests provision must apply for all additional insureds ensuring that Vendor’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
City’s Right to Revise Specifications
The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Vendor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Vendor, the City and Vendor may renegotiate Vendor’s compensation.
Self-Insured Retentions
Any self-insured retentions must be declared to and approved by the City. The City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible, or require proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention through confirmation from the underwriter.
City of San Marino RFP for Transportation Services
Issued March 7, 2024 Page 4
Timely Notice of Claims
Vendor shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Vendor’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
Additional Insurance
Vendor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.