Agreement with Revel Environmental Manufacturing, Inc. Page 1 Rev. 07-01-18
EBIX Insurance No. S200003071
AGREEMENT FOR SERVICES
BETWEEN THE
CITY OF SANTA CLARA, CALIFORNIA,
AND
REVEL ENVIRONMENTAL MANUFACTURING, INC.
PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and Revel Environmental Manufacturing, Inc, a California corporation, (Contractor). City and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”
RECITALS
A. City desires to secure the services more fully described in this Agreement, at Exhibit A1, entitled “Scope of Services”;
B. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.
The Parties agree as follows:
AGREEMENT TERMS AND CONDITIONS
1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Contractor shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:
Exhibit A1 – Scope of Services
Exhibit A2 – Product Warranty
Exhibit B – Schedule of Fees
Exhibit C – Insurance Requirements
Exhibit D – Labor Compliance Addendum
Exhibit E – Notice of Exercise of Option to Extend Agreement Agreement with Revel Environmental Manufacturing, Inc. Page 2 Rev. 07-01-18
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.
2. TERM OF AGREEMENT
A. Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on April 19, 2022 and terminate on April 30, 2023.
B. After the Initial Term, the City reserves the right, at its sole discretion, to extend the term of this Agreement for up to four (4) additional one-year terms through April 30, 2027 (“Option Periods”), subject to the appropriation of funds. See Exhibit E for Notice of Exercise to Option to Extend Agreement Form.
3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Contractor shall perform those Services specified in Exhibit A1 within the time stated in Exhibit A1. Time is of the essence.
4. WARRANTY
Contractor expressly warrants that all materials and services covered by this Agreement shall be fit for the purpose intended, shall be free from defect and shall conform to the specifications, requirements and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Contractor. If Contractor fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Contractor for the cost incurred by City.
5. QUALIFICATIONS OF CONTRACTOR - STANDARD OF CARE
Contractor represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.
Agreement with Revel Environmental Manufacturing, Inc. Page 3 Rev. 07-01-18
6. COMPENSATION AND PAYMENT
In consideration for Contractor’s complete performance of Services, City shall pay Contractor for all materials provided and Services rendered by Contractor in accordance with Exhibit B, entitled “SCHEDULE OF FEES.” The maximum compensation of this Agreement is Three Hundred One Thousand Dollars ($301,000), subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Contractor’s expense. Contractor shall not be entitled to any payment above the maximum compensation under any circumstance.
7. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days’ prior written notice to Contractor.
B. Termination for Default. If Contractor fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Contractor.
C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Contractor will deliver to City all City information or material that Contractor has in its possession.
8. ASSIGNMENT AND SUBCONTRACTING
City and Contractor bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Contractor shall not hire subcontractors without express written permission from City.
Contractor shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of persons directly employed by it.
9. NO THIRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.
Agreement with Revel Environmental Manufacturing, Inc. Page 4 Rev. 07-01-18
10. INDEPENDENT CONTRACTOR
Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Contractor has full rights to manage its employees in their performance of Services under this Agreement.
11. CONFIDENTIALITY OF MATERIAL
All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of City, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor or becomes generally known to the related industry shall be deemed confidential.
12. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Contractor may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.
13. RIGHT OF CITY TO INSPECT RECORDS OF CONTRACTOR
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the date of final payment for goods or services provided under this Agreement, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Contractor shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.
Contractor shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Contractor agrees Agreement with Revel Environmental Manufacturing, Inc. Page 5 Rev. 07-01-18
to assist City in meeting City’s reporting requirements to the State and other agencies with respect to Contractor’s Services hereunder.
14. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Contractor agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney’s fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Contractor pursuant to this Agreement – including claims of any kind by Contractor’s employees or persons contracting with Contractor to perform any portion of the Scope of Services – and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City; the obligation to defend is not similarly limited.
B. Contractor’s obligation to protect, defend, indemnify, and hold harmless in full City and City’s employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.
C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act (“Act”) and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Contractor’s responsibilities under the Act.
15. INSURANCE REQUIREMENTS
During the term of this Agreement, and for any time period set forth in Exhibit C, Contractor shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.
16. WAIVER
Contractor agrees that waiver by City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Neither City’s review, acceptance nor payments for any of the Services required under this Agreement Agreement with Revel Environmental Manufacturing, Inc. Page 6 Rev. 07-01-18
shall be constructed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement.
17. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:
City of Santa Clara
Attention: Public Works Department – Street Division
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected], and [email protected]
And to Contractor addressed as follows:
Revel Environmental Manufacturing, Inc.
Attention: Marcel Sloane
960-B Detroit Avenue
Concord, CA 94518
and by e-mail at [email protected]
The workday the e-mail was sent shall control the date notice was deemed given.
An e-mail transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.
18. COMPLIANCE WITH LAWS
Contractor shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to “The Code of the City of Santa Clara, California” (“SCCC”). In particular, Contractor’s attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Contractor has read and agrees to comply with City’s Ethical Standards (http://santaclaraca.gov/home/showdocument?id=58299).
19. CONFLICTS OF INTEREST
Contractor certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code section 87100 and Agreement with Revel Environmental Manufacturing, Inc. Page 7 Rev. 07-01-18
following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise City if a conflict arises.
20. FAIR EMPLOYMENT
Contractor shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.
21. NO USE OF CITY NAME OR EMBLEM
Contractor shall not use City’s name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.
22. GOVERNING LAW AND VENUE
This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.
23. SEVERABILITY CLAUSE
In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.
24. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.
25. COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but both of which shall constitute one and the same instrument.
Agreement with Revel Environmental Manufacturing, Inc. Page 8 Rev. 07-01-18
The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives.
CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Approved as to Form: Dated:
Office of the City Attorney
City of Santa Clara
Office of the City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
“CITY”
REVEL ENVIRONMENTAL MANUFACTURING, INC.
a California corporation
Dated:
By (Signature):
Name: Marcel Sloane
Title: Regional Manager
Principal Place of
Business Address:
960-B Detroit Avenue
Concord, CA 94518
Email Address: [email protected]
Telephone: (925) 676-4736
Fax: (925) 676-8676
“CONTRACTOR”
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 1 Rev. 07-01-18
EXHIBIT A1
SCOPE OF SERVICES
The following Scope of Services defines the services and responsibilities of Contractor and City to provide and install full trash capture¹ (FTC) catch basin inserts at various trans management areas in the city.
The Scope of Services, including Exhibit A1 and Contractor’s proposal response dated February 11, 2022 provide context, supplemental information, and are incorporated by reference to the extent not inconsistent with the Agreement.
1. Introduction/Background
1.1. The Municipal Regional Stormwater NPDES Permit (MRP) requires permittees to achieve no visual impact from trash by the year 2022. The City has been divided into thirteen trash management areas (TMA). The City’s Long Term Trashload Reduction Plan calls for the installation of FTC catch basin inserts to meet the trash reduction requirements described in the MRP.
1.2. During FY 2021/2022, the City is planning to purchase and install 470 FTC catch basin inserts
1. The City has the option to purchase and request installation of additional FTC catch basin inserts during the term of the agreement in order to maintain 100% trashload reduction.
2. Service Requirements
2.1. Contractor will provide all labor, parts, materials, and equipment to provide and install FTC catch basin inserts as specified herein.
2.2. Installation will begin upon execution of agreement and all FTC catch basin inserts shall be installed by September 30, 2022. Time extensions may be granted by the City on a day to day basis due to supply issues should the delivery of devices take more than 60 days. Contractor must contact the City immediately should any delays in device delivery arise.
2.3. Contractor will follow all applicable state, federal, local laws and policies when providing servicers. In addition, Contractor will follow all industry standards for installation of FTC catch basin inserts.
2.4. Contractor will coordinate with the City’s Project Manager prior to any installation.
________________
1 Full trash capture devices are defined as “any device or series of devices that traps all particles retained by a 5mm mesh screen and has a design treatment capacity of not less than the leak flow rate resulting from a one-year, one-hour, storm in the tributary drainage catchment area. Full capture systems are approved by the San Francisco Bay Regional Water Quality Control Board.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 2 Rev. 07-01-18
2.5. Pre-Installation Meeting (Virtual or In-Person): Contractor and City will review and discuss operation plans including project timelines, field assessment, fabrication, catch basin cleaning, barricades and no parking signage, installation, project updates and communication, and operational hours.
2.6. Field Assessment: Contractor will confirm and/or refine location information, measure and assess each catch basin structure to develop an initial FTC device installation plan, and to identify any issues that may affect the installation process (i.e. catch cleaning requirement, barricades and signage).
2.7. Contractor will submit initial installation plan to City Project Manager for approval utilizing a “working spread-sheet” listing each location with corresponding plan details.
2.8. Contractor will acquire all materials and begin device fabrication.
2.9. After City approval of installation plan Contractor will proceed with the installation process per approved plan. Contractor will note any unanticipated issues specific to each location during the field installation process. Contractor will update the “working spread-sheet” to consolidate the information for the City Project Manager to review and approve of necessary plan changes.
2.10. Contractor will be available for field post-installation walk-throughs as necessary for acceptance by City Project Manager.
3. Estimated Project Manhour Resource Requirements
3.1. Contractor estimates the following project manhour resource requirements:
3.1.1. Assessment: (10 to 15) 8-hour field days
3.1.2. Fabrication: (10 to 15) 2-person 8-hour shop warehouse days
3.1.3. Installation: (55 to 60) 2 and 3-person crew 8-hour field days
3.1.4. Project Management: (5 to 8) 8-hour office and field days
3.1.5. Administration: (3 to 5) 8-hour office days
4. FTC Catch Basin Inserts Minimum Requirements
4.1. Must be certified by the State Water Resources Control Board and at a minimum should be designed to trap all particles retained by a 5 mm mesh screen and have a treatment capacity that exceed the peak flow rate resulting from a one- year, one-hour storm.
4.2. Devices that utilize a pipe connector screen are preferred and should be used in all locations where feasible.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 3 Rev. 07-01-18
4.3. Device specifications for the device Contractor will provide can be found in the following link:
https://www.casqa.org/sites/default/files/downloads/rem_inc._ftc_device_fact_sh eet_triton_perf-ftc_2021_1.pdf
5. Trash Management Area Map
5.1. The City of Santa Clara Trash Management Area is identified in the below map and this Scope of Services (See next page).
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 4 Rev. 07-01-18
City of Santa Clara Trash Management Area
City of Santa Clara - Trash Management Areas
Trash Management Areas
□ , LJ 4 c::::J7
- 2 LJ 5 D a
LJ 3 -6 LJ 9
Guadalupe
Slough
c::::J10
□ 11
c::::J12
10 fs
~ < ~ \.J
- 13
...
~
0 ~ .,. .., r--
~
" ~
,, ti .
<!
l:Sl,.l'E&=.. G~{CIOpenSlree~ cont'lDUIOCS, andll'leGISU&e;JCCIT'fl'U'llty Street
Freeway N
D Agency Boortdary A
-
creek 025 0_5 I
.....
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 5 Rev. 07-01-18
5.2. A summary of the proposed catch basin locations for each of the targeted TMAs is provided in the below table:
Proposed Catch Basin Locations
Row # Latitude Longitude Trash
Generation TMA
1 37.3889 -121.9865 High 1
2 37.3888 -121.9859 High 1
3 37.3886 -121.9859 High 1
4 37.3499 -121.9327 Mod 3
5 37.3246 -121.9765 Mod 4
6 37.3248 -121.9752 Mod 4
7 37.3244 -121.9951 High 4
8 37.3237 -121.9928 High 4
9 37.3298 -121.9504 High 4
10 37.373 -121.9656 Mod 5
11 37.3636 -121.9412 Mod 5
12 37.3632 -121.9413 Mod 5
13 37.374 -121.9593 Mod 5
14 37.374 -121.9597 Mod 5
15 37.3619 -121.9369 Mod 5
16 37.3611 -121.9377 Mod 5
17 37.3664 -121.9519 Mod 5
18 37.3662 -121.9518 Mod 5
19 37.3608 -121.9386 Mod 5
20 37.3699 -121.9548 Mod 5
21 37.3698 -121.9547 Mod 5
22 37.3703 -121.9458 Mod 5
23 37.3619 -121.9369 Mod 5
24 37.3618 -121.9367 Mod 5
25 37.3607 -121.9389 Mod 5
26 37.3649 -121.9556 Mod 5
27 37.361 -121.9389 Mod 5
28 37.3606 -121.9411 Mod 5
29 37.3607 -121.9417 Mod 5
30 37.3605 -121.9417 Mod 5
31 37.3601 -121.9415 Mod 5
32 37.3564 -121.935 Mod 5
33 37.3603 -121.9351 Mod 5
34 37.3604 -121.935 Mod 5
35 37.3716 -121.9428 Mod 5
36 37.3717 -121.9427 Mod 5
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 6 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
37 37.3711 -121.9425 Mod 5
38 37.3712 -121.9422 Mod 5
39 37.3698 -121.9417 Mod 5
40 37.3698 -121.9413 Mod 5
41 37.3746 -121.9578 Mod 5
42 37.3745 -121.9578 Mod 5
43 37.3745 -121.9578 Mod 5
44 37.3742 -121.9578 Mod 5
45 37.3663 -121.9621 Mod 5
46 37.3662 -121.9621 Mod 5
47 37.3663 -121.9604 Mod 5
48 37.3662 -121.9604 Mod 5
49 37.3661 -121.9597 Mod 5
50 37.3661 -121.9593 Mod 5
51 37.3661 -121.9583 Mod 5
52 37.3663 -121.9582 Mod 5
53 37.3665 -121.9586 Mod 5
54 37.3677 -121.9592 Mod 5
55 37.3694 -121.9593 Mod 5
56 37.3694 -121.96 Mod 5
57 37.3696 -121.96 Mod 5
58 37.3696 -121.9622 Mod 5
59 37.3694 -121.9622 Mod 5
60 37.3694 -121.9636 Mod 5
61 37.3694 -121.9632 Mod 5
62 37.369 -121.9566 Mod 5
63 37.365 -121.9567 Mod 5
64 37.3641 -121.9565 Mod 5
65 37.3641 -121.9564 Mod 5
66 37.365 -121.955 Mod 5
67 37.365 -121.9537 Mod 5
68 37.3649 -121.9538 Mod 5
69 37.365 -121.9525 Mod 5
70 37.3649 -121.9525 Mod 5
71 37.365 -121.9513 Mod 5
72 37.3594 -121.9406 Mod 5
73 37.3669 -121.9504 Mod 5
74 37.3678 -121.9504 Mod 5
75 37.3683 -121.9504 Mod 5
76 37.3683 -121.9501 Mod 5
77 37.3699 -121.9505 Mod 5
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 7 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
78 37.3697 -121.9505 Mod 5
79 37.3713 -121.9504 Mod 5
80 37.3713 -121.9501 Mod 5
81 37.3732 -121.9504 Mod 5
82 37.3584 -121.9473 Mod 5
83 37.3584 -121.9473 Mod 5
84 37.3602 -121.9494 Mod 5
85 37.3601 -121.9494 Mod 5
86 37.3613 -121.95 Mod 5
87 37.3612 -121.95 Mod 5
88 37.3611 -121.9513 Mod 5
89 37.361 -121.9513 Mod 5
90 37.3619 -121.95 Mod 5
91 37.3619 -121.9499 Mod 5
92 37.3619 -121.9494 Mod 5
93 37.362 -121.9487 Mod 5
94 37.3627 -121.9498 Mod 5
95 37.3624 -121.9498 Mod 5
96 37.3624 -121.9502 Mod 5
97 37.363 -121.9493 Mod 5
98 37.3635 -121.9506 Mod 5
99 37.3634 -121.9506 Mod 5
100 37.3626 -121.9519 Mod 5
101 37.3625 -121.9521 Mod 5
102 37.3624 -121.9518 Mod 5
103 37.3625 -121.9532 Mod 5
104 37.3625 -121.9541 Mod 5
105 37.3632 -121.9556 Mod 5
106 37.3633 -121.9556 Mod 5
107 37.3739 -121.9649 Mod 5
108 37.3727 -121.9594 Mod 5
109 37.3713 -121.9597 Mod 5
110 37.3699 -121.9565 Mod 5
111 37.3697 -121.9564 Mod 5
112 37.3664 -121.9407 Mod 5
113 37.3669 -121.9413 Mod 5
114 37.3679 -121.9417 Mod 5
115 37.3646 -121.9396 Mod 5
116 37.3589 -121.941 Mod 5
117 37.3589 -121.9404 Mod 5
118 37.3585 -121.9405 Mod 5
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 8 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
119 37.3591 -121.9397 Mod 5
120 37.3583 -121.9386 Mod 5
121 37.3586 -121.9366 Mod 5
122 37.3597 -121.9364 Mod 5
123 37.3605 -121.9352 Mod 5
124 37.3586 -121.9333 Mod 5
125 37.3702 -121.9471 Mod 5
126 37.37 -121.9471 Mod 5
127 37.37 -121.9491 Mod 5
128 37.3699 -121.949 Mod 5
129 37.3632 -121.9462 Mod 5
130 37.3632 -121.9463 Mod 5
131 37.3633 -121.9467 Mod 5
132 37.3632 -121.9467 Mod 5
133 37.3567 -121.9352 High 5
134 37.3581 -121.9388 High 5
135 37.3574 -121.9371 High 5
136 37.3594 -121.9448 High 5
137 37.3595 -121.9446 High 5
138 37.3607 -121.9454 High 5
139 37.3606 -121.9455 High 5
140 37.3603 -121.9483 High 5
141 37.3645 -121.9499 High 5
142 37.3645 -121.9496 High 5
143 37.3662 -121.9486 High 5
144 37.3649 -121.9513 High 5
145 37.3666 -121.944 High 5
146 37.3664 -121.9417 High 5
147 37.3663 -121.9413 High 5
148 37.3648 -121.9424 High 5
149 37.3646 -121.9423 High 5
150 37.3635 -121.9441 High 5
151 37.3634 -121.9441 High 5
152 37.3634 -121.9417 High 5
153 37.3568 -121.9325 Very High 5
154 37.3585 -121.9331 Very High 5
155 37.3841 -121.9511 Mod 7
156 37.3891 -121.9532 High 7
157 37.391 -121.9509 High 7
158 37.3899 -121.9529 High 7
159 37.3896 -121.9533 High 7
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 9 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
160 37.3558 -121.9528 Mod 8
161 37.3557 -121.9527 Mod 8
162 37.3597 -121.9548 Mod 8
163 37.3596 -121.9547 Mod 8
164 37.3598 -121.9545 Mod 8
165 37.3597 -121.9544 Mod 8
166 37.3588 -121.9511 Mod 8
167 37.3587 -121.9509 Mod 8
168 37.3588 -121.951 Mod 8
169 37.3594 -121.9563 Mod 8
170 37.3593 -121.9563 Mod 8
171 37.3604 -121.954 Mod 8
172 37.3604 -121.9538 Mod 8
173 37.3603 -121.9538 Mod 8
174 37.3599 -121.9528 Mod 8
175 37.3598 -121.9523 Mod 8
176 37.3597 -121.9523 Mod 8
177 37.3598 -121.9519 Mod 8
178 37.3597 -121.9519 Mod 8
179 37.3589 -121.9529 Mod 8
180 37.3588 -121.953 Mod 8
181 37.3591 -121.9532 Mod 8
182 37.3576 -121.9502 Mod 8
183 37.3575 -121.9504 Mod 8
184 37.3568 -121.95 Mod 8
185 37.3563 -121.9511 Mod 8
186 37.3563 -121.951 Mod 8
187 37.3562 -121.9512 Mod 8
188 37.3555 -121.9574 Mod 8
189 37.3557 -121.9594 High 8
190 37.3561 -121.9594 High 8
191 37.3559 -121.9594 High 8
192 37.3561 -121.9593 High 8
193 37.3567 -121.9469 Very High 8
194 37.3565 -121.9468 Very High 8
195 37.3698 -121.9905 Mod 9
196 37.3698 -121.9879 Mod 9
197 37.37 -121.9878 Mod 9
198 37.3698 -121.9877 Mod 9
199 37.367 -121.9932 Mod 9
200 37.367 -121.9906 Mod 9
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 10 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
201 37.3678 -121.9957 Mod 9
202 37.367 -121.9945 Mod 9
203 37.3698 -121.9867 Mod 9
204 37.369 -121.9905 Mod 9
205 37.367 -121.9879 Mod 9
206 37.3698 -121.9896 Mod 9
207 37.3699 -121.9895 Mod 9
208 37.3658 -121.9942 Mod 9
209 37.3658 -121.9944 Mod 9
210 37.3641 -121.9871 Mod 9
211 37.3699 -121.9925 High 9
212 37.3698 -121.9925 High 9
213 37.3668 -121.9948 High 9
214 37.3668 -121.9947 High 9
215 37.3871 -121.9841 Mod 10
216 37.387 -121.984 Mod 10
217 37.3842 -121.9848 Mod 10
218 37.3841 -121.9848 Mod 10
219 37.3824 -121.9853 Mod 10
220 37.3823 -121.9854 Mod 10
221 37.3821 -121.9863 Mod 10
222 37.3808 -121.9854 Mod 10
223 37.3804 -121.9854 Mod 10
224 37.3803 -121.982 Mod 10
225 37.374 -122.0011 Mod 10
226 37.374 -121.9982 Mod 10
227 37.3757 -121.9976 Mod 10
228 37.374 -121.9967 Mod 10
229 37.3775 -121.9926 Mod 10
230 37.374 -121.994 Mod 10
231 37.3741 -121.9927 Mod 10
232 37.3741 -121.9897 Mod 10
233 37.3741 -121.9854 Mod 10
234 37.3742 -121.983 Mod 10
235 37.3775 -121.9836 Mod 10
236 37.3773 -121.98 Mod 10
237 37.374 -121.9762 Mod 10
238 37.3736 -121.9751 Mod 10
239 37.3727 -121.9746 Mod 10
240 37.3712 -121.9734 Mod 10
241 37.372 -121.9721 Mod 10
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 11 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
242 37.3737 -121.9721 Mod 10
243 37.3736 -121.972 Mod 10
244 37.3741 -121.9692 Mod 10
245 37.3685 -121.9689 Mod 10
246 37.3739 -121.9669 Mod 10
247 37.3737 -121.9664 Mod 10
248 37.3696 -121.9669 Mod 10
249 37.3762 -121.9675 Mod 10
250 37.376 -121.9676 Mod 10
251 37.3762 -121.9667 Mod 10
252 37.376 -121.9667 Mod 10
253 37.3784 -121.9675 Mod 10
254 37.3784 -121.9664 Mod 10
255 37.3787 -121.9669 Mod 10
256 37.3789 -121.9668 Mod 10
257 37.3808 -121.967 Mod 10
258 37.3757 -121.9992 Mod 10
259 37.3755 -121.999 Mod 10
260 37.3764 -121.9974 Mod 10
261 37.3765 -121.9963 Mod 10
262 37.3763 -121.9963 Mod 10
263 37.377 -121.9962 Mod 10
264 37.377 -121.9957 Mod 10
265 37.3761 -121.9947 Mod 10
266 37.3745 -121.9927 Mod 10
267 37.3745 -121.9925 Mod 10
268 37.3756 -121.9925 Mod 10
269 37.3759 -121.9927 Mod 10
270 37.3771 -121.9924 Mod 10
271 37.377 -121.9926 Mod 10
272 37.3772 -121.988 Mod 10
273 37.3772 -121.9878 Mod 10
274 37.3741 -121.9881 Mod 10
275 37.3741 -121.9877 Mod 10
276 37.3742 -121.9811 Mod 10
277 37.375 -121.9809 Mod 10
278 37.375 -121.9807 Mod 10
279 37.3742 -121.9792 Mod 10
280 37.374 -121.9792 Mod 10
281 37.374 -121.9781 Mod 10
282 37.3754 -121.9779 Mod 10
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 12 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
283 37.3751 -121.9775 Mod 10
284 37.3743 -121.9773 Mod 10
285 37.374 -121.9773 Mod 10
286 37.3741 -121.9744 Mod 10
287 37.3742 -121.9738 Mod 10
288 37.3742 -121.972 Mod 10
289 37.3742 -121.9693 Mod 10
290 37.3748 -121.9663 Mod 10
291 37.3747 -121.9678 Mod 10
292 37.3754 -121.9703 Mod 10
293 37.3754 -121.9701 Mod 10
294 37.3771 -121.9707 Mod 10
295 37.3769 -121.9707 Mod 10
296 37.3746 -121.9786 High 10
297 37.3852 -121.9797 High 10
298 37.395 -121.9583 Mod 11
299 37.3963 -121.9549 Mod 11
300 37.3963 -121.9527 Mod 11
301 37.3949 -121.9505 Mod 11
302 37.3909 -121.9579 Mod 11
303 37.3872 -121.9663 Mod 11
304 37.3934 -121.9619 Mod 11
305 37.3913 -121.9621 Mod 11
306 37.3829 -121.9624 Mod 11
307 37.3791 -121.9487 Mod 11
308 37.381 -121.9497 Mod 11
309 37.3812 -121.9496 Mod 11
310 37.3804 -121.9453 Mod 11
311 37.3806 -121.9453 Mod 11
312 37.3805 -121.9451 Mod 11
313 37.3804 -121.9426 Mod 11
314 37.3812 -121.9428 Mod 11
315 37.3813 -121.9426 Mod 11
316 37.3806 -121.9404 Mod 11
317 37.3819 -121.9414 Mod 11
318 37.3821 -121.9414 Mod 11
319 37.3822 -121.9412 Mod 11
320 37.382 -121.9411 Mod 11
321 37.3826 -121.9396 Mod 11
322 37.3828 -121.9396 Mod 11
323 37.3831 -121.9388 Mod 11
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 13 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
324 37.3833 -121.9382 Mod 11
325 37.3832 -121.9381 Mod 11
326 37.3862 -121.9436 Mod 11
327 37.3879 -121.944 Mod 11
328 37.3808 -121.963 Mod 11
329 37.3806 -121.9618 Mod 11
330 37.3806 -121.9616 Mod 11
331 37.3759 -121.9636 Mod 11
332 37.3761 -121.9647 Mod 11
333 37.376 -121.9647 Mod 11
334 37.3773 -121.962 Mod 11
335 37.3778 -121.9564 Mod 11
336 37.3764 -121.9568 Mod 11
337 37.3764 -121.9566 Mod 11
338 37.3761 -121.9566 Mod 11
339 37.3762 -121.9569 Mod 11
340 37.3753 -121.9492 Mod 11
341 37.4112 -121.9629 Mod 12
342 37.415 -121.9779 Mod 12
343 37.4044 -121.9656 Mod 12
344 37.4074 -121.9642 Mod 12
345 37.4082 -121.962 Mod 12
346 37.4038 -121.9652 Mod 12
347 37.3902 -121.9694 Mod 12
348 37.3901 -121.9692 Mod 12
349 37.4104 -121.9779 High 12
350 37.4056 -121.972 High 12
351 37.4042 -121.9717 High 12
352 37.4075 -121.9638 High 12
353 37.4057 -121.9719 High 12
354 37.4043 -121.9713 High 12
355 37.4035 -121.9715 High 12
356 37.4037 -121.9718 High 12
357 37.4036 -121.9684 High 12
358 37.4038 -121.9684 High 12
359 37.4042 -121.9687 High 12
360 37.4046 -121.9691 High 12
361 37.4068 -121.9694 High 12
362 37.4063 -121.9691 High 12
363 37.4067 -121.9683 High 12
364 37.4082 -121.9613 Mod 13
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 14 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
365 37.408 -121.9606 Mod 13
366 37.4078 -121.9606 Mod 13
367 37.4075 -121.9585 Mod 13
368 37.406 -121.9571 Mod 13
369 37.4066 -121.9574 Mod 13
370 37.4065 -121.9577 Mod 13
371 37.4055 -121.9566 Mod 13
372 37.4054 -121.9569 Mod 13
373 37.4042 -121.9551 Mod 13
374 37.4041 -121.9552 Mod 13
375 37.404 -121.9552 Mod 13
376 37.4037 -121.9544 Mod 13
377 37.4033 -121.9539 Mod 13
378 37.4046 -121.9606 Mod 13
379 37.4032 -121.9592 Mod 13
380 37.4033 -121.9592 Mod 13
381 37.401 -121.9542 Mod 13
382 37.3932 -121.9596 Mod 13
383 37.3992 -121.9474 Mod 13
384 37.3992 -121.947 Mod 13
385 37.3956 -121.9465 Mod 13
386 37.3958 -121.948 Mod 13
387 37.3686 -121.9759 Mod 13
388 37.3688 -121.9753 Mod 13
389 37.3677 -121.9748 Mod 13
390 37.3594 -121.9706 Mod 13
391 37.3592 -121.9706 Mod 13
392 37.3592 -121.9706 Mod 13
393 37.3571 -121.9743 Mod 13
394 37.3572 -121.9741 Mod 13
395 37.3565 -121.9692 Mod 13
396 37.3558 -121.9711 Mod 13
397 37.3573 -121.9865 Mod 13
398 37.3598 -121.9879 Mod 13
399 37.3595 -121.9957 Mod 13
400 37.3558 -121.9957 Mod 13
401 37.3576 -121.9957 Mod 13
402 37.3576 -121.9934 Mod 13
403 37.3587 -121.998 Mod 13
404 37.3541 -121.9913 Mod 13
405 37.3541 -121.9908 Mod 13
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 15 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
406 37.3542 -121.9887 Mod 13
407 37.3542 -121.9884 Mod 13
408 37.3542 -121.9869 Mod 13
409 37.3542 -121.9866 Mod 13
410 37.3542 -121.9842 Mod 13
411 37.35 -121.9869 Mod 13
412 37.3499 -121.9867 Mod 13
413 37.3506 -121.9847 Mod 13
414 37.3492 -121.9935 Mod 13
415 37.3491 -121.9918 Mod 13
416 37.3473 -121.9821 Mod 13
417 37.3467 -121.9822 Mod 13
418 37.347 -121.9867 Mod 13
419 37.3478 -121.9869 Mod 13
420 37.3452 -121.9902 Mod 13
421 37.3456 -121.985 Mod 13
422 37.3433 -121.9775 Mod 13
423 37.342 -121.9778 Mod 13
424 37.341 -121.9863 Mod 13
425 37.3409 -121.9742 Mod 13
426 37.3391 -121.978 Mod 13
427 37.3378 -121.984 Mod 13
428 37.3348 -121.9881 Mod 13
429 37.3342 -121.9855 Mod 13
430 37.3315 -121.9947 Mod 13
431 37.3316 -121.9996 Mod 13
432 37.3252 -122.003 Mod 13
433 37.3291 -121.9894 Mod 13
434 37.3304 -121.9863 Mod 13
435 37.3283 -121.9867 Mod 13
436 37.329 -121.9809 Mod 13
437 37.3293 -121.9791 Mod 13
438 37.3299 -121.964 Mod 13
439 37.3292 -121.9646 Mod 13
440 37.3271 -121.964 Mod 13
441 37.3348 -121.9599 Mod 13
442 37.3369 -121.9582 Mod 13
443 37.3379 -121.9574 Mod 13
444 37.3386 -121.9567 Mod 13
445 37.3388 -121.9566 Mod 13
446 37.3415 -121.9514 Mod 13
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A1-Scope of Services Page 16 Rev. 07-01-18
Row # Latitude Longitude Trash
Generation TMA
447 37.3399 -121.9505 Mod 13
448 37.3462 -121.9648 Mod 13
449 37.3462 -121.965 Mod 13
450 37.3434 -121.9676 Mod 13
451 37.3442 -121.9686 Mod 13
452 37.3403 -121.9437 Mod 13
453 37.341 -121.9438 Mod 13
454 37.3936 -121.9585 High 13
455 37.3941 -121.9601 High 13
456 37.3947 -121.9595 High 13
457 37.3942 -121.948 High 13
458 37.3945 -121.9484 High 13
459 37.3954 -121.9478 High 13
460 37.3955 -121.9464 High 13
461 37.396 -121.9454 High 13
462 37.3583 -121.9846 High 13
463 37.3599 -121.9963 High 13
464 37.3455 -121.9944 High 13
465 37.3315 -121.9965 High 13
466 37.3403 -121.9551 High 13
467 37.3408 -121.9551 High 13
468 37.3436 -121.9605 High 13
469 37.3433 -121.9606 High 13
470 37.3397 -121.939 High 13
6. Reporting Requirements
6.1. Contractor will provide status reports to the City Project Manager at a frequency determined by the City.
7. Warranty
7.1. See Exhibit A2 for warranty information.
7.2. Extended Warranty: Contractor will extend the warranty on parts, labor, and material for all existing and new REM FTC devices beyond the product two-year warranty for as long as Contractor continues to maintain the devices with two (or more) uninterrupted maintenance events per year.
8. Invoicing Requirements (See Exhibit B, Section 4 herein for invoicing requirements)
Agreement with Revel Environmental Manufacturing, Inc./Exhibit A2- Product Warranty Page 1 Rev. 07-01-18
EXHIBIT A2
PRODUCT WARRANTY
REM
,.ww.f'tTl1lilU'.O.(l.Jl11
Revel Enviroumeutal Matiufactttring Inc .
.j;ll~mtt6.li,:r~ (&8) )26-,1736 Lie.. Nu. 6)7410
Nouhnn C..!il'twni.i
%(1, 8 Dc-1rui1 AvrnUt'
Cont'Urd. Cililornb 94518
P: ('>25) 676-4736
F, (?2)) 676-8676
South~rn Califurni1
2110 Sou,li Gr.ind Avi'nlK'
S1111:a Ana, Cali~ mi:i ')2705
P, (714) ;;7-2676
F, (714)))7-2679
REM Inc. Product Wa rrant,1 & Maintenance
23 WARRANTY EXCEPT A$ SPEaFICALLY SET FORTH IN THIS PARAGRAPH. THERE ARE NO WARRANTIES, EITHER EXPRESS OR IM.PlEO , lNCLUOING T11f WARRANTY Of M.ERCHANTABI.ITY OR THE WARRANTY Of FITN.ESS FOR A PARTICULAR PURPOSE. A LL MERCHANDISE FURNISHED H.EREUNOER IS WARRANT ED AGAINST ANY DEFECT lN MATERIALS OR WORKMANSHlP, PROVIOING A CI.AfM IS MADE IN WRITING WlTHlN TWO (2) YEARS FROM 111E DATE Of DELIVERY Of THE MERCHANDISE TO 111E PURCHASER. REVEL ENVIRONMENTAL MANUFACTURING. lNC . OBUGATI OH ON ANY CLA1M IS LIMITED TO REPLACEMENT OR REPAIR Of THE DEFECTIVE MERCHANDISE FOB AT REVEL ENVIRONMENTA L MANUFACTURING INC. PREMISE$ . EXCEPT AS ABOVE STATED. SELLER WILL NOT Sf LIAB LE FOR ANY LOSS, lNJURY OR DAMAG E TO PERSONS OR PROPERTY RESULTING FROM FAILURE OR DEFECTIVE OPERATtoH OF ANY MERCHANDISE FURNISHED HEREUNDER OR DELA y IN PERFORMANCE OF n us AGREEMENT. NOR Will REVEL ENVIRONMENTAL MANUF ACTURING. INC.
Sf LIABLE FOR DIRECT. INDIRECT. SPECIAL OR CONSEQUfNTIAL DAMAG ES OF ANY KIND SUSTAINED BY PURCHASE.R FROM ANY CAUSE.
REVEL ENVIRONMENTAL MANUFACTURlNG, INC. PRODUCTS ARE DESIGNED TO Bf USEO IN CONJUNCTION WffH STRlNGENT MAINTENANCE PlAN$ ANO POLLUTION PREVENTION PUN$ AND ARE NOT lNTENOEO FOR USE AS THE EXCLUSIVE MEANS Of REOUaNG THE AMOUNT OF POUUTAN TS ENTE.RING THE ENVIRONMENT. PURCHASERS AHO USERS OF REVEL ENVIRONMENTAL MAHUFACTUffi'NG £NC. PRODUCTS ARE SOLELY RESPONSI.BlE FOR COMPLIANCE WITH LOCAL, STATE. AH O FEDERAL LAWS GOVERNING THE DISCHARGE ANO DISPERSAL OF FlL TEREO WATER. TREATED WATER. SPENT FILTER Mf OlA AND GENERA TEO SLUDGE. )1 all':-VNANCf • IUl.1 lffOUUIWUd$ th.u IU).1 FOG filtn D'l<:dill b<: nplll('ff .U l<:.ut OQ« ,uuuuJJy Ol" " 'bffl th<: Dl<l'llill i$ u.or<: thUl ~ , (Ollt<:d with contmlilunti (FOG uudi/1,.ilJ blll('km.,:d .u th<: $w:fl!Ct}. AU.II$ with high poUQunt loll.dil:ig DUY n qoin IPOU fnqQffl t d u cung, DU.intffl.UI« m.d.
DIC'di J. r<:pl11C~nt . R.E>J r«olS'ID'lu.® th.u J. qlUlifi.Ni $n'ri,: ,: pro1,"id<:r pfflOnn ~ fil tn uuint<:IUl'IC<: i.nduding fil ttt d ulU.ng,. r<:plllcil::ig m.NU/1, diipomlg of $p<:nt tn<:di11 m.d. upt'IU'fli poUu.u.nu .
11.nf SEJI.VlC'EM AJ:NTENANCE FaOG&AM : &'DJ Off¢$ tn.UUlf'IIChU'<: $n'Vie<: prop.um t11ilor<:d to •~peri f"':ii: ('Q$to:inn 11ccth. ft"op'UU.$ include filt tt itupcctions., de.uting, cli$poul of (l.ptar <:d debri s., m.d. neyding of $pent Ulich ln IPO$t c~. the JI.El.1 ="i« progrl.D'I mend$ 11m: DWUlf'IICN:rt' i WlllTll.nty .
Piuw «111uct &EM <lirffrly for IPOU i.nfonn.uio.n II.boat ="ii:t progr11moptiom , qQ/IJ.ifit d $~ic e providtt$ m.d. pattb.uing nphcecmnt 1nt di11 p/ld."$ .u TO LL FREE • (SSS) 526-¼.736, DIRECT· (925) 676-¼.736, f AX· (925) 676-&676 or 11.t [email protected] .COM.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit B-Schedule of Fees Page 1 Rev. 07-01-18
EXHIBIT B
SCHEDULE OF FEES
1. MAXIMUM COMPENSATION
1.1. The maximum amount payable for all services and products provided under this Agreement shall not exceed Three Hundred One Thousand Dollars ($301,000), during the term of the Agreement. No additional services will be performed unless both Parties execute an amendment outlining the services requested and the compensation agreed for such services.
1.2. All payments are based upon City’s acceptance of Contractor’s performance of services specified in Exhibit A, Scope of Services. City shall have no obligation to pay unless Contractor has successfully completed the work for which payment is due.
2. Pricing and Options
2.1. The City will pay Contractor based on the prices specified in Table B1 below for services provided:
Table B1: Pricing
Description UOM Unit Price
Price for Large FTC Catch Basin Insert (> or = to 850 Square Inch ID Catch Basin) Each $295/EA
Price for Small FTC Catch Basin Insert (< 850 Square Inch ID Catch Basin) Each $330/EA
Installation Cost (Include all labor, parts, material, and equipment for installation) per FTC Catch Basin Insert Each $205/EA
2.2. Pricing is fixed for the Initial Term of the Agreement.
2.3. Price Adjustments: Contractor may request adjustments to the fees prior to any one-year option to renew the Agreement after the Initial Term. Contractor must demonstrate to the satisfaction of the City that a price increase is justified by provided documentation, such as a price index (e.g. CPI or PPI). Price adjustments are subject to City’s approval.
3. INVOICING
3.1. Contractor will invoice the City on a monthly basis for services provided by Contractor during the preceding month on an invoice and in a format approved by the City and subject to verification and approval by the City. City will pay Contractor within thirty (30) days of City’s receipt of an approved invoice.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit B-Schedule of Fees Page 2 Rev. 07-01-18
3.2. The City will incur no obligation for out of scope work that is not authorized in advance in writing. These monthly invoices will provide a breakdown of cost of the work performed and have an attachment itemizing the work completed.
Invoices must include at a minimum the following:
3.2.1. Date of Service
3.2.2. Description of Service
3.2.3. Location of Service
3.2.4. Unit Pricing
3.2.5. Quantity
3.2.6. Labor (Installation) Cost
3.2.7. Extended Price and Total
3.2.8. Any other pertinent information.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit C-Insurance Requirements Page 1 Rev. 07-01-18
EXHIBIT C
INSURANCE REQUIREMENTS
Without limiting the Contractor’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Contractor shall provide and maintain in full force and effect, at its sole cost and expense, the following insurance policies with at least the indicated coverages, provisions and endorsements:
A. COMMERCIAL GENERAL LIABILITY INSURANCE
1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury
2. Exact structure and layering of the coverage shall be left to the discretion of Contractor; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.
3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Contractor to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.
B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned, non-owned and hired autos.
In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated Agreement with Revel Environmental Manufacturing, Inc./Exhibit C-Insurance Requirements Page 2 Rev. 07-01-18
wastes and/or hazardous or regulated materials, Contractor and/or its subcontractors involved in such activities shall provide coverage with a limit of two million dollars ($2,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.
C. WORKERS’ COMPENSATION
1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.
2. The indemnification and hold harmless obligations of Contractor included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Contractor or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).
3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.
D. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.
1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Contractor’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85 or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.
2. Primary and non-contributing. Each insurance policy provided by Contractor shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the Indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance Indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Contractor’s insurance.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit C-Insurance Requirements Page 3 Rev. 07-01-18
3. Cancellation.
a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of non- renewal.
4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through D of this Exhibit C, above.
E. ADDITIONAL INSURANCE RELATED PROVISIONS
Contractor and City agree as follows:
1. Contractor agrees to ensure that subcontractors, and any other party involved with the Services who is brought onto or involved in the performance of the Services by Contractor, provide the same minimum insurance coverage required of Contractor, except as with respect to limits. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Contractor agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.
2. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit C-Insurance Requirements Page 4 Rev. 07-01-18
3. The City reserves the right to withhold payments from the Contractor in the event of material noncompliance with the insurance requirements set forth in this Agreement.
F. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Contractor, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Contractor shall file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.
G. EVIDENCE OF COMPLIANCE
Contractor or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.
Upon City’s request, Contractor shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be emailed to:
[email protected]
or mailed to:
EBIX Inc.
City of Santa Clara Department of Public Works – Street Division P.O. Box 100085 – S2
Duluth, GA 30096
Telephone number: 951-766-2280
Fax number: 770-325-0409
H. QUALIFYING INSURERS
All of the insurance companies providing insurance for Contractor shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit D-Labor Compliance Page 1 Rev. 07-01-18
EXHIBIT D
LABOR COMPLIANCE ADDENDUM
This Agreement is subject to the requirements of California Labor Code section 1720 et seq. requiring the payment of prevailing wages, the training of apprentices, and compliance with other applicable requirements.
I. Prevailing Wage Requirements
1. Contractor shall be obligated to pay not less than the General Prevailing Wage Rate, which can be found at www.dir.ca.gov and are on file with the City Clerk’s office, which shall be available to any interested party upon request. Contractor is also required to have a copy of the applicable wage determination posted and/or available at each job site.
2. Specifically, contractors are reminded of the need for compliance with Labor Code Section 1774-1775 (the payment of prevailing wages and documentation of such), Section 1776 (the keeping and submission of accurate certified payrolls) and 1777.5 in the employment of apprentices on public works projects. Further, overtime must be paid for work in excess of 8 hours per day or 40 hours per week pursuant to Labor Code Section 1811-1813.
3. Special prevailing wage rates generally apply to work performed on weekends, holidays and for certain shift work. Depending on the location of the project and the amount of travel incurred by workers on the project, certain travel and subsistence payments may also be required.
Contractors and subcontractors are on notice that information about such special rates, holidays, premium pay, shift work and travel and subsistence requirements can be found at www.dir.ca.gov .
4. Only bona fide apprentices actively enrolled in a California Division of Apprenticeship Standards approved program may be employed on the project as an apprentice and receive the applicable apprenticeship prevailing wage rates. Apprentices who are not properly supervised and employed in the appropriate ratio shall be paid the full journeyman wages for the classification of work performed.
5. As a condition to receiving progress payments, final payment and payment of retention on any and all projects on which the payment of prevailing wages is required, Contractor agrees to present to City, along with its request for payment, all applicable and necessary certified payrolls (for itself and all applicable subcontractors) for the time period covering such payment request. The term “certified payroll” shall include all required documentation to comply with the mandates set forth in Labor Code Section 1720 et seq, as well as any additional documentation requested by the City or its designee including, but not limited to: certified Agreement with Revel Environmental Manufacturing, Inc./Exhibit D-Labor Compliance Page 2 Rev. 07-01-18
payroll, fringe benefit statements and backup documentation such as monthly benefit statements, employee timecards, copies of wage statements and cancelled checks, proof of training contributions (CAC2 if applicable), and apprenticeship forms such as DAS-140 and DAS-142.
6. In addition to submitting the certified payrolls and related documentation to City, Contractor and all subcontractors shall be required to submit certified payroll and related documents electronically to the California Department of Industrial Relations. Failure to submit payrolls to the DIR when mandated by the project parameters shall also result in the withholding of progress, retention and/or final payment.
7. No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].
8. No contractor or subcontractor may be awarded a contract for public work on a public works project, unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Contractors MUST be a registered “public works contractor” with the DIR AT THE TIME OF BID. Where the prime contract is less than $15,000 for maintenance work or less than $25,000 for construction alternation, demolition or repair work, registration is not required.
9. All contractors/subcontractors and related construction services subject to prevailing wage, including but not limited to: trucking, surveying and inspection work must be registered with the Department of Industrial Relations as a “public works contractor”. Those you fail to register and maintain their status as a public works contractor shall not be permitted to perform work on the project.
10. Should any contractor or subcontractors not be a registered public works contractor and perform work on the project, Contractor agrees to fully indemnify the City for any fines assessed by the California Department of Industrial Relations against the City for such violation, including all staff costs and attorney’s fee relating to such fine.
11. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
J. Audit Rights
All records or documents required to be kept pursuant to this Agreement to verify compliance with this Addendum shall be made available for audit at no cost to City, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such records or documents shall be provided to City for audit at City Hall when it is Agreement with Revel Environmental Manufacturing, Inc./Exhibit D-Labor Compliance Page 3 Rev. 07-01-18
practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records or documents shall be made available at Contractor’s address indicated for receipt of notices in this Agreement.
K. Enforcement
1. City shall withhold any portion of a payment; including the entire payment amount, until certified payroll forms and related documentation are properly submitted, reviewed and found to be in full compliance. In the event that certified payroll forms do not comply with the requirements of Labor Code Section 1720 et seq., City may continue to hold sufficient funds to cover estimated wages and penalties under the Agreement.
2. Based on State funding sources, this project may be subject to special labor compliance requirements of Proposition 84.
3. The City is not obligated to make any payment due to Contractor until Contractor has performed all of its obligations under these provisions. This provision means that City can withhold all or part of a payment to Contractor until all required documentation is submitted. Any payment by the City despite Contractor’s failure to fully perform its obligations under these provisions shall not be deemed to be a waiver of any other term or condition contained in this Agreement or a waiver of the right to withhold payment for any subsequent breach of this Addendum.
City or the California Department of Industrial Relations may impose penalties upon contractors and subcontractors for failure to comply with prevailing wage requirements.
These penalties are up to $200 per day per worker for each wage violation identified; $100 per day per worker for failure to provide the required paperwork and documentation requested within a 10-day window; and $25 per day per worker for any overtime violation.
Agreement with Revel Environmental Manufacturing, Inc./Exhibit E-Notice of Option to Extend Page 1 Rev. 07-01-18
EXHIBIT E
NOTICE OF EXERCISE OF OPTION TO EXTEND AGREEMENT
AGREEMENT TITLE:
CONTRACTOR:
DATE:
Pursuant to Section __ of the Agreement referenced above, the City of Santa Clara hereby exercises its option to extend the term under the following provisions:
OPTION NO. # of #
NEW OPTION TERM
Begin date:
End date:
CHANGES IN RATE OF COMPENSATION
Percentage change in CPI upon which adjustment is based:
Pursuant to Section ___ of the Agreement the rates of compensation are hereby adjusted as follows:
(use attachment if necessary)
MAXIMUM COMPENSATION for New Option Term:
For the option term exercised by this Notice, City shall pay Contractor an amount not to exceed the amount set forth above for Contractor’s services and reimbursable expenses, if any. The undersigned signing on behalf of the City of Santa Clara hereby certifies that an unexpended appropriation is available for the term exercised by this Notice, and that funds are available as of the date of this signature.
Approved as to Form:
Dated:
Office of the City Attorney
City of Santa Clara
Office of the City Manager
City of Santa Clara
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 615-2210
Fax: (408) 241-6771
□