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City Council Staff Report
June 11, 2024
Agenda Item No. 10
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Tara Finnigan, Assistant City Manager - 949-644-3001,
tinnigan@newportbeachca.gov
PREPARED BY: Melanie Franceschini, Management Analyst - 949-644-3028
mfranceschini@newportbeachca.gov
TITLE: Professional Services Agreement with Lyons Security Service, Inc.
for Security Guard Services
ABSTRACT:
The City of Newport Beach contracts for a security guard service to monitor the Newport
Beach Civic Center campus after hours. Given the existing professional services
agreement for this service is due to expire, the City Manager's Office is requesting the
City Council's approval for a new, professional services agreement with Lyons Security
Services, Inc. If approved, the Civic Center campus security guard agreement would be
for a not -to -exceed amount of $300,000 over a three-year term.
RECOMMENDATIONS:
a) Determine this action is exempt from the California Environmental Quality Act (CEQA)
pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines because
this action will not result in a physical change to the environment, directly or indirectly;
and
b) Approve Professional Services Agreement with Lyons Security Service, Inc. for
Security Guard Services in an amount not -to -exceed $300,000, and authorize the
Mayor and City Clerk to execute the agreement.
DISCUSSION:
In November 2022, the City Manager's Office retained a firm to provide security guard
services at the Civic Center campus for a limited term. The primary focus of the
limited -term engagement was to secure the facility and help ensure staff working after
business hours felt safe. Given the success of the limited -term engagement, the City's
Purchasing Division conducted a request for proposals (RFP) process to identify a firm to
provide security services over the course of a proposed one-year contract term, with the
option of two, one-year renewals.
RFP Process and Selection
Using specifications and service requirements provided by the City Manager's Office, and
after consultation with the Police Department, the Purchasing Division staff issued a
formal RFP solicitation, No. 23-40, for Security Guard Services. The RFP was posted on
the City's public procurement system (PlanetBids) and distributed directly to known
providers of the service. Of the 22 proposals received by the City, six proposals qualified
to advance to the cost evaluation phase for further review.
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Professional Services Agreement with Lyons Security Service, Inc.
for Security Guard Services
June 11, 2024
Page 2
From this two-step process, the highest ranked proposer for security guard services was
selected and the City entered into a one-year contract term, with the option of two,
one-year renewals agreement.
The City Manager's Office has decided not to renew the agreement with the current
security service provider, which will expire on June 30, 2024. Instead, staff recommends
that the City enter into an agreement with another highly qualified security guard firm
identified during the RFP No. 23-40 review process.
The City's Purchasing Division staff, along with City Manager's Office staff, conducted
reference checks on the other highly ranked firms. As a result, staff is seeking City Council
approval of an agreement with Lyons Security Service, Inc.
Under the proposed agreement, the security guard would be scheduled to patrol the Civic
Center, Central Library, Civic Center Park and the parking structure from 8 p.m. to 4 a.m.
every day of the year. Hours may be subject to change based on operational needs.
Recommendation
Following the procurement evaluation and review process, the City Manager's Office is
recommending Lyons Security Service, Inc. to provide security guard services at the Civic
Center campus.
Lyons Security Service, Inc. (Lyons) is an experienced security firm in the Orange County
region and provides services to many local government agencies. Lyons is familiar with
Newport Beach, having provided security services at the Civic Center campus for the
initial, limited -term basis. The firm was also the most recent providers of beach fire ring
patrol and are currently under contract with the Recreation & Senior Services Department
to provide Civic Center Community Room security services during special events.
It should be noted that the Newport Beach Police Department has a separate item on the
City Council's June 11, 2024, agenda in which the department is recommending Lyons
Security Services, Inc. to continue to provide beach fire ring patrol services under a new
agreement. Lyons Security Service, Inc. was selected to provide beach fire ring patrol
services as a result of a separate RFP, No. 24-50.
FISCAL IMPACT:
The proposed FY 2024-25 budget includes sufficient funding for the Civic Center Security
Professional Services Agreement. It will be expensed to the Professional Services
account in the City Manager's Office - Administration, 01020005-811008.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not
result in a direct or reasonably foreseeable indirect physical change in the environment)
and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA
Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no
potential for resulting in physical change to the environment, directly or indirectly.
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Professional Services Agreement with Lyons Security Service, Inc.
for Security Guard Services
June 11, 2024
Page 3
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENT:
Attachment A — Civic Center Security Professional Services Agreement
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ATTACHMENT A
PROFESSIONAL SERVICES AGREEMENT
WITH LYONS SECURITY SERVICE, INC. FOR
SECURITY GUARD SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement') is made and
entered into as of this 1 st day of July, 2024 ("Effective Date"), by and between the CITY
OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and
LYONS SECURITY SERVICE, INC., a California corporation ("Consultant'), whose
address is 505 South Villa Real Drive, Suite #203A, Anaheim Hills, CA 92807, and is
made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant to provide security guard services ("Project')
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall expire
on June 30, 2025 ("Initial Term"), unless terminated earlier as set forth herein. City shall
have the right to exercise two (2) additional one (1) year consecutive term extensions
(each a "Renewal Term"). Should City wish to exercise its option to extend, City shall
notify Consultant in writing of such extension no less than ten (10) calendar days prior to
the end of the Initial Term or Renewal Term, as applicable. In any event, the term of the
Agreement, including the Initial Term, and all Renewal Terms, shall not extend beyond
June 30, 2027, without a written amendment to this Agreement.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
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3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Consultant shall not be responsible for
delays due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Consultant's control.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's
compensation for all Work performed in accordance with this Agreement, including the
Initial Term and all Renewal Terms and including all reimbursable items and
subconsultant fees, shall not exceed Three Hundred Thousand Dollars and 00/100
($300,000.00), without prior written authorization from City. No billing rate changes shall
be made during the term of this Agreement without the prior written approval of City.
4.2 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
Lyons Security Service, Inc. Page 2
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4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Consultant shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Consultant has designated Nicholas Guidice to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
5.2 Consultant, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Consultant warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
U,111i,I ,1G-31:LrIIs] Z
This Agreement will be administered by the City Manager's Office. City's Assistant
City Manager or designee shall be the Project Administrator and shall have the authority
to act for City under this Agreement. The Project Administrator shall represent City in all
matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Consultant, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Consultant's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably
Lyons Security Service, Inc. Page 3
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competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Consultant to practice its profession. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate
(directly or indirectly) to any breach of the terms and conditions of this Agreement, any
Work performed or Services provided under this Agreement including, without limitation,
defects in workmanship or materials or Consultant's presence or activities conducted on
the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions
of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable, or any or all of them).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Consultant.
Lyons Security Service, Inc. Page 4
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10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis
and Consultant is not an agent or employee of City. The manner and means of
conducting the Work are under the control of Consultant, except to the extent they are
limited by statute, rule or regulation and the expressed terms of this Agreement. No civil
service status or other right of employment shall accrue to Consultant or its employees.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or any
of Consultant's employees or agents, to be the agents or employees of City. Consultant
shall have the responsibility for and control over the means of performing the Work,
provided that Consultant is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Consultant as to the details
of the performance of the Work or to exercise a measure of control over Consultant shall
mean only that Consultant shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in order
to ensure the Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of Work, Consultant shall obtain, provide and maintain at its own expense during the term
of this Agreement or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
Lyons Security Service, Inc. Page 5
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of the issued and outstanding capital stock of Consultant, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Consultant,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole right
to use such materials in its discretion without further compensation to Consultant or any
other party. Additionally, all material posted in cyberspace by Consultant, its officers,
employees, agents and subcontractors, in the course of implementing this Agreement,
shall become the exclusive property of City, and City shall have the sole right to use such
materials in its discretion without further compensation to Consultant or any other party.
Consultant shall, at Consultant's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Consultant will be at City's sole risk and without liability to Consultant. Further, any and
all liability arising out of changes made to Consultant's deliverables under this Agreement
by City or persons other than Consultant is waived against Consultant, and City assumes
full responsibility for such changes unless City has given Consultant prior notice and has
received from Consultant written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
Lyons Security Service, Inc. Page 6
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18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Consultant
under this Agreement. All such records and invoices shall be clearly identifiable.
Consultant shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Consultant shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Consultant
under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant shall not
discontinue Work as a result of such withholding. Consultant shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Consultant shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding of
any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would have
resulted if there were not errors or omissions in the Work accomplished by Consultant,
the additional design, construction and/or restoration expense shall be borne by
Consultant. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
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23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seg., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
24.2 If subject to the Act and/or Government Code §§ 1090 et sea., Consultant
shall conform to all requirements therein. Failure to do so constitutes a material breach
and is grounds for immediate termination of this Agreement by City. Consultant shall
indemnify and hold harmless City for any and all claims for damages resulting from
Consultant's violation of this Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Assistant City Manager
City Manager's Office
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: Nicholas Guidice
Lyons Security Service, Inc.
505 South Villa Real Drive, Suite #203A
Anaheim Hills, CA 92807
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26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 of seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination, Consultant
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
28.2 Compliance with all Laws. Consultant shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be subject
to approval of the Project Administrator and City.
28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
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of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
28.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
28.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
28.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
28.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Consultant and City and approved as to form by the
City Attorney.
28.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
28.9 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
28.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM: CITY OF NEWPORT BEACH,
CITY ATTORNEY'S OFFICE a California municipal corporation
Date: Date:
17
By: 49YPU! vh/l By:
ron C. Harp �7� Will O'Neill
City Attorney d� Mayor
ATTEST: CONSULTANT: LYONS SECURITY
Date: SERVICE, INC., a California corporation
Date:
By: By:
Leilani I. Brown Nicholas Robert Guidice
City Clerk Chief Executive Officer, Secretary,
Chief Financial Officer
[END OF SIGNATURES)
Attachments: Exhibit A — Scope of Services
Exhibit B -- Schedule of Billing Rates
Exhibit C — Insurance Requirements
Lyons Security Service, Inc. Page 11 10-14
EXHIBIT
SCOPE OF SERVICES
Lyons Security Service, Inc. Page A-1 10-15
EXHIBIT A
SCOPE OF SERVICES
Description:
• Contractor shall provide an unarmed, uniformed security guard who is registered with the
California Bureau of Security and Investigative Service.
• Security guard shall arrive in uniform provided by Contractor, prior to arriving on site.
Uniform must have Contractor's name. A photo ID badge is to be worn at all times.
• Upon arrival, security guard shall contact Park Patrol at 949-795-2381 to confirm the guard
is onsite.
• Security guard shall patrol continuously to deter vandalism, theft, illegal activities, parking
violations, non -approved use of the Central Library, Civic Center and Park, trespassing to
the site facilities, and loitering after the complex is closed.
• Each site patrol shall consist of foot patrols of the entire Civic Center complex including
Newport Beach City Hall, Civic Center Park, the parking structure, and the Central Library
on regular intervals. During each patrol, the security guard will check all exterior doors and
facility structures to confirm everything is locked and has not been tampered with.
• Security guard shall be available to escort staff exiting the buildings after hours to the
parking structure or lots. Contractor to provide City staff with a phone number to reach the
security guard.
• Security guard shall contact the Newport Beach Police Department at 949-644-3717 (non -
emergency line) or by calling 9-1-1 (emergency) to address situations that they cannot
handle.
• Security guard shall act as a polite and professional "ambassador" for the City, educating
visitors on current site rules and regulations and requesting compliance.
• Security guard shall protect the safety of persons and properties on site.
• Security guard shall be clearly visible at all times when on foot patrol.
• Security guard shall prohibit entry into secured sites by anyone other than persons with
authorized access to the premises and assist/escort patrons on/off the property as
necessary.
• Security guard shall not have the ability to issue citations on behalf of the City.
• Security guard shall provide an electronic log to the City on a daily basis outlining visitor
encounters (including number of visitors), description of encounters, notable occurrences,
location of encounters, pictures (when necessary), and any contact with the Newport
Beach Police Department.
• Security guard shall immediately report any health and safety issues to the designated
City representative via email, by 8 a.m. the following morning. For emergency situations,
security guards shall contact the Newport Beach Police Department. For non -emergency
maintenance issues, the security guard will contact NBPD dispatch nonemergency line.
• For emergency contact and auditing purposes, the security guard assigned by Contractor
shall be reachable by City staff via cellphone or radio at any point in time during a patrol
shift. Contractor shall provide such equipment at its sole expense and responsibility.
• Contractor must provide the City with a 24-hour point of contact to resolve scheduling
issues or no-shows.
10-16
• Contractor shall ensure security guards provide exceptional service through checks,
balances, audits and/or inspections and provide a project manager, who shall coordinate
all phases of security services.
• Supervision of on -site security guards must be provided by management staff through
sporadic checks of security guard staff during assigned shifts. Management to report to
City representatives when these checks have occurred, any issues identified, and any
resolution, as necessary.
• Contractor shall work continuously with the City representative to improve or modify the
schedules, service model, and reporting protocols as needed.
• All personnel engaged in performance of this work shall be employees of the Contractor
and as such shall be warranted to possess sufficient experience and security records to
perform this work. Contractor is responsible for conducting sufficient background checks
before commencing work under this agreement, to ensure no employees performing work
in the City of Newport Beach on behalf of the Contractor, are listed on the National Sex
Offender Public Registry (NSOPR). Contractor shall monitor employee security records to
ensure no existing or new employees performing work under this agreement are added to
the NSOPR or convicted of any crimes that would disqualify them from adhering to conduct
conducive to public safety.
• Prior to commencing services, Contractor workers are required to successfully pass a
California Department of Justice Live Scan Fingerprinting background check ("Live Scan"),
performed by the City of Newport Beach Police Department. The Contractor shall
schedule the Live Scan with the Newport Beach Police Department.
• Contractor shall provide strict key control for any and all government keys and key cards.
Keys issued to the Contractor are not to be duplicated. Should the Contractor lose a set
of keys or a key card, or should it be shown that duplication of the keys by the Contractor
has wrongfully occurred, the Contractor must immediately notify the City and reimburse
the City for the actual cost of re -keying all locks and doors to the facility.
• Contractor shall provide confirmation that the assigned security guard conducted patrols
using barcode or RFID scanning checkpoints.
• Contractor shall provide each security guard with specialized instruction and training
relating to the security requirements of this agreement. Security guard shall be familiar
with emergency procedures and know how to implement when necessary.
• Contractor will fully cooperate with the Newport Beach Police Department, Newport Beach
Human Resources, and any other public agency, in addition to make available any and all
assigned security guard to said agencies/entities in the event of any investigation.
• Contractor shall make available to the City any and all assigned security guards for
specialized training conducted by the Newport Beach Police Department on an as -needed
basis. Request for training shall be coordinated by the City.
• Contractor shall be responsible for any loss or damage to property including money
securities, merchandise, fixtures, and equipment belonging to the City if any such loss or
damage was caused by the Contractor while such person is on the premises of the City
as an employee of the Contractor.
Penalty for No Shows
• The Contractor shall be assessed a penalty for No -Shows. A No -Show occurs when the
position(s) for the security guard is/are not filled within two (2) hours after the required shift
start time. If any shift is not filled within two (2) hours from the required shift start time, the
failure to fill the shift within that two (2) hour timeframe will automatically be considered a
No -Show.
10-17
The automatic penalty for any No -Show is $400.00 which shall be reflected as a reduction
to the contract price and a credit to the City as a separate entry on the Contractor's invoice.
In addition to the automatic penalty of $400.00 for any shift designated as a No -Show, the
Contractor shall not be monetarily compensated for any duration of time the shift remains
unfilled from the required shift start -time.
The Contractor remains responsible for ensuring the No -Show is filled at no cost to the
City.
The Contractor shall submit a monthly Non -Compliance Penalty Report along with their
monthly invoice. The Non -Compliance Penalty Report shall include the date of the No -
Show, the post/shift missed, hourly rate of the post, and the total number of hours the post
was unfilled.
Optional Services
• In the future, the City may be interested in expanding the scope of this agreement to
include the offsite patrol of public restrooms around the City. These facilities remain
unlocked throughout the night and require the occasional patrol.
Additional Information
Hours of Service
The security guard would be scheduled to patrol the Civic Center, Central Library and Civic Center
Park and the parking structure from 8 p.m. to 4 a,m., every day of the year. Hours may be subject
to change based on operational needs.
Holidays
The City observes the following holidays:
Holiday Observed
New Year's Day
Martin Luther King, Jr's Birthday
President's Day
Memorial Day
Independence Day
Labor Day
Veteran's Day
Thanksgiving Day
Christmas Day
Amenities for Security Guard
Day of the Week Observed
January 1
Third Monday in January
Third Monday in February
Last Monday in May
July 4
First Monday in September
November 11
Fourth Thursday in November
December 25
The security guard will not be permitted to take a working lunch. All required breaks and lunches,
as required by California Labor Law, shall be observed. During the breaks and lunch, the security
guard will have the option to use the kitchen and interior space provided in the Newport Beach
Civic Center Community Room.
10-18
EXHIBIT B
SCHEDULE OF BILLING RATES
Lyons Security Service, Inc. Page B-1 10-19
SCHEDULE OF BILLING RATES
The following is the proposed pricing for the Contractor to provide services:
PROPOSED PRICING
Calendar Year
Regular Rate
Overtime Rate
(1.5x)
Double Overtime
Rate (2x)
Holiday Rate
Year 1
$30.50
$45.75
$45.75
$45.75
Year 2 (Optional
Upon Renewal)
$33.00
$49.50
$49.50
$49.50
Year 3 (Optional
Upon Renewal)
$35.00
$52.50
$52.50
$52.50
Rate Type
Regular Rate: Hours of service from 0 —8 hour shifts
Overtime Rate (1.5x): If personnel are requested to stay over 8 hours but less than 12 consecutive hours
Double Overtime (2x): If personnel are requested to stay over 12 consecutive hours
Holiday Rates:
• New Year's Day (January 1)
• Martin Luther King, Jr. Day
• President's Day
• Easter Sunday
• Memorial Day
• Independence Day (July 4)
• Labor Day
• Thanksgiving Day
• Christmas Eve
• Christmas Day (December 25)
• New Year's Eve
City shall not be responsible for providing or reimbursing Contractor for any items or expenses related
to: travel, mileage, communications equipment or uniforms.
If the City cancels any or all of its personnel requests less than twenty-four (24) hours prior to the
assigned reporting time, the City shall pay, in addition to sums due for services actually provided, at the
regular rate for each canceled employees as if such employee worked four (4) hours.
10-20
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City,
and prior to commencement of Work, Consultant shall obtain, provide and
maintain at its own expense during the term of this Contract, policies of
insurance of the type and amounts described below and in a form satisfactory
to City. Consultant agrees to provide insurance in accordance with
requirements set forth here. If Consultant uses existing coverage to comply and
that coverage does not meet these requirements, Consultant agrees to amend,
supplement or endorse the existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance 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.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance providing statutory benefits and Employer's
Liability Insurance with limits of at least one million dollars ($1,000,000)
each employee for bodily injury by accident and each employee for
bodily injury by disease in accordance with the laws of the State of
California.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council,
boards and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial
general liability insurance, and if necessary excess/umbrella liability
insurance, with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than two million
dollars ($2,000,000) per occurrence, four million dollars ($4,000,000)
general aggregate. The policy shall cover liability arising from premises,
operations, personal and advertising injury, and liability assumed under
an insured contract (including the tort liability of another assumed in a
business contract).
C. Automobile Liability Insurance. Consultant 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 Consultant
arising out of or in connection with Work to be performed under this
Contract, including coverage for any owned, hired, non -owned or rented
Lyons Security Service, Inc. Page C-1 10-21
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit for each accident.
D. Excess/Umbrella Liability Insurance. If any Excess or Umbrella Liability
policies are used to meet the limits of liability required by this contract,
then said policies shall be "following form" of the underlying policy
coverage, terms, conditions, and provisions and shall meet all of the
insurance requirements stated in this contract, including, but not limited
to, the additional insured and primary & non-contributory insurance
requirements stated herein. No insurance policies maintained by the
City, whether primary or excess, and which also apply to a loss covered
hereunder, shall be called upon to contribute to a loss until the
Consultant's primary and excess/umbrella liability policies are
exhausted.
4. Other Insurance Requirements. The policies are to contain, or be endorsed
to contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Contract shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents,
volunteers and employees, or shall specifically allow Consultant or
others providing insurance evidence in compliance with these
requirements to waive their right of recovery prior to a loss. Consultant
hereby waives its own right of recovery against City, and shall require
similar written express waivers and insurance clauses from each of its
subcontractors.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess/umbrella liability, pollution
liability, and automobile liability, if required, but not including professional
liability, shall provide or be endorsed to provide that City, its City Council,
boards and commissions, officers, agents, volunteers and employees
shall be included as additional insureds under such policies.
C. Primary and Non -Contributory. Consultant's insurance coverage shall
be primary insurance and/or the primary source of recovery with respect
to the City, its City Council, boards and commissions, officers, agents,
volunteers and employees. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation or nonrenewal of coverage (except
for nonpayment for which ten (10) calendar days' notice is required) for
each required coverage.
Lyons Security Service, Inc. Page C-2 10-22
5. Additional Agreements Between the Parties. The parties hereby agree to
the following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance
to City as evidence of the insurance coverage required herein, along
with a waiver of subrogation endorsement for workers' compensation
and other endorsements as specified herein for each coverage. All of
the executed documents referenced in this Contract must be returned
to City within ten (10) regular City business days after the date on the
"Notification of Award". 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 at all times during the term of this Contract. The certificates and
endorsements for each insurance policy shall be signed by a person
authorized by that insurer to bind coverage on its behalf. At least fifteen
(15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Consultant shall, within ten (10) days after receipt of written
notice of such cancellation or reduction of coverage, file with the City
evidence of insurance showing that the required insurance has been
reinstated or has been provided through another insurance company or
companies. City reserves the right to require complete, certified copies
of all required insurance policies, at any time.
B. City's Right to Revise Requirements. 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 Consultant ninety (90) calendar days'
advance written notice of such change. If such change results in
substantial additional cost to Consultant, City and Consultant may
renegotiate Consultant's compensation.
C. Right to Review Subcontracts. Consultant agrees that upon request, all
agreements with subcontractors or others with whom Consultant enters
into contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any
liability on City, or its employees. Consultant shall require and verify that
all subcontractors maintain insurance meeting all the requirements
stated herein, and Consultant shall ensure that City is an additional
insured on insurance required from subcontractors. For CGL coverage,
subcontractors shall provide coverage with a format at least as broad as
CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no
additional obligations on City nor does it waive any rights hereunder.
Lyons Security Service, Inc. Page C-3 10-23
E. 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
Consultant maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits
maintained by the Consultant. Any available proceeds in excess of
specified minimum limits of insurance and coverage shall be available
to the City.
F. 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.
Self-insurance will not be considered to comply with these requirements
unless approved by City.
G. City Remedies for Non -Compliance. If Consultant or any subconsultant
fails to provide and maintain insurance as required herein, then City
shall have the right but not the obligation, to purchase such insurance, to
terminate this Agreement, or to suspend Consultant's right to proceed
until proper evidence of insurance is provided. Any amounts paid by
City shall, at City's sole option, be deducted from amounts payable to
Consultant or reimbursed by Consultant upon demand.
H. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Consultant's performance under this Contract, and that involve or may
involve coverage under any of the required liability policies. City
assumes no obligation or liability by such notice, but has the right (but
not the duty) to monitor the handling of any such claim or claims if they
are likely to involve City.
I. Consultant's Insurance. Consultant 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.
Lyons Security Service, Inc. Page C-4 10-24