HomeMy WebLinkAbout11 - Approval of On-Call M/RSA for Water Well and Pump Maintenance and Repair ServicesQ SEW Pp�T
CITY OF
z NEWPORT BEACH
c�<,FORN'P City Council Staff Report
September 10, 2024
Agenda Item No. 11
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Mark Vukojevic, Utilities Director - 949-644-3011,
mvukojevic@newportbeachca.gov
PREPARED BY: Joshua Rosenbaum, Senior Management Analyst - 949-644-3011,
josenbaum@newportbeachca.gov
TITLE: Approval of On -Call Maintenance Services Agreements for Water
Well and Pump Maintenance and Repair Services
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The City of Newport Beach's water pumping system is comprised of four water wells, 20
booster pumps, and 11 recycled water booster pumps. The operation and maintenance
of these wells and pumps are managed through a combination of certified Utilities
Department staff members, and contractor services. Staff conducted a request for
proposals and recommends approving two on -call service agreements with the top -rated
firms, Best Drilling and Pump, Inc., and General Pump Company, Inc., to provide water
well and pump maintenance and repair services.
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;
b) Approve the On -Call Maintenance/Repairs Services Agreement for Water Well and
Pump Maintenance with Best Drilling and Pump, Inc., for a five-year term and a total
not -to -exceed amount of $400,000, and authorize the Mayor and City Clerk to execute
the agreement; and
c) Approve the On -Call Maintenance/Repairs Services Agreement for Water Well and
Pump Maintenance with General Pump Company, Inc., for a five-year term and a total
not -to -exceed amount of $400,000, and authorize the Mayor and City Clerk to execute
the agreement.
DISCUSSION:
The Utilities Department operates and maintains the City's water pumping system and
manages the assets through licensed, in-house Water Production and Electrician/SCADA
staff members. Contracted service providers are also needed for well and pump
maintenance and repairs, variable frequency drive repairs and replacements, and electric
motor repairs. Additionally, the Public Works Department administers the Capital
Improvement Program, which includes regular well and pump station improvements and
rehabilitation.
Approval of On -Call Maintenance Services Agreements for
Water Well and Pump Maintenance and Repair Services
September 10, 2024
Page 2
The City's water wells and booster pump stations are critical facilities, responsible for
conveying and boosting water pressure into the piping systems for everyday water use
and firefighting measures. Last year, the City used 4 billion gallons of potable water and
approximately 135 million gallons of recycled water, nearly all of which passed through a
City booster pump station. Over time, pumps can become inefficient, unbalanced or worn
from normal wear and tear. Pumps may also fail, requiring repair, rehabilitation or
replacement.
Due to the critical nature of these pump stations, it is important to have knowledgeable
contractors to ensure timely repairs. The proposed service agreements require the
contractor to provide trained personnel, tools, equipment and materials to repair, maintain
and troubleshoot the City's water wells and booster pump stations when called upon.
Contractors are required to respond to work orders and perform non -emergency and
emergency repairs.
The existing service agreements with the current well and pump contractors will expire
this September. The Utilities and Finance Departments issued a request for proposals to
solicit proposals for these services. The City received six proposals, and a proposal
review team evaluated and graded them based on technical qualifications, experience,
project approach, and the proposer's ability to perform and deploy services. These factors
accounted for 60 percent of the evaluation criteria. The remaining 40 percent of the
evaluation criteria compared pricing, including the hourly rates for labor and equipment
to perform a typical booster pump removal, repair and re -installation. Per Finance
Department guidelines, of the six proposals, only three proposals that earned a technical
score greater than 70% were then evaluated for their labor and equipment costs.
The three qualifying technical proposals ranked as follows:
TECHNICAL
COST SCORE
PROPOSER
SCORE
TYPICAL
TOTAL
OVERALL
(MAX-60)
PROJECT
SCORE
RANKING
(MAX - 40)
BEST DRILLING
54.33
40.00
94.33
1
GENERAL PUMP
55.67
35.91
91.58
2
LAYNE CHRISTENSEN
50.00
33.70
83.70
3
Upon completing of the evaluation scoring, Best Drilling and Pump, Inc., and General
Pump Company, Inc., were ranked as the two highest in technical qualifications and
lowest pricing. Best Drilling is well-known throughout the county, having provided well
and pump maintenance services for numerous local agencies for over 20 years.
References indicate that Best Drilling has a great reputation for its quality of work and
responsiveness. General Pump is one of the City's two current contractors and has
performed very well and been highly responsive over the past five years.
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Approval of On -Call Maintenance Services Agreements for
Water Well and Pump Maintenance and Repair Services
September 10, 2024
Page 3
For this contracted service, the average annual expenses range from $50,000 to
$100,000. Retaining two contractors for five years will ensure the best value while
guaranteeing contractor availability during emergencies, repairs and rehabilitations.
On -call agreements do not guarantee any specific amount of business for the contracted
company. The utilization of each contractor will be based on factors including the cost
proposal, timeliness of response to the City's request, the company's ability to start and
complete the requested project in a timely manner, and the company's expertise in a
specific type of work.
The Utilities Department recommends approving agreements with Best Drilling and
General Pump that each have five-year agreement terms and have not -to -exceed
contract amounts of $400,000.
FISCAL IMPACT:
The adopted budget includes sufficient funding for these services. These contract
services will be expensed to the Utilities Department Water Enterprise Fund, account
numbers 7019052-851033 and 7019052-851073 (Well, Pump, and Motor Maintenance
Accounts).
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.
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).
ATTACHMENTS:
Attachment A — Best Drilling and Pump, Inc. On -Call Maintenance Services Agreement
Attachment B — General Pump Company, Inc. On -Call Maintenance Services Agreement
11-3
ATTACHMENT A
ON -CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH BEST DRILLING AND PUMP, INC. FOR
WATER WELL AND PUMP MAINTENANCE SERVICES
THIS ON -CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
("Agreement") is made and entered into as of this 10th day of September, 2024("Effective
Date"), by and between the CITY OF NEWPORT BEACH, a California municipal
corporation and charter city ("City"), and BEST DRILLING AND PUMP, INC., a California
corporation ("Contractor"), whose address is 1640 Pellisier Road, Colton, CA 92324, 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 Contractor to perform on -call maintenance and/or repair
services for City pertaining to water well and pump maintenance services
("Project").
C. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the maintenance and/or repair services described in this
Agreement.
D. Contractor has examined the location of all proposed work, carefully reviewed and
evaluated the specifications set forth by City for the Project, is familiar with all
conditions relevant to the performance of services, and has committed to perform
all work required for the compensation specified 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
terminate on August 31, 2029, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Contractor shall perform the on -call services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Upon written request from the Project Administrator as defined herein,
Contractor shall provide a letter proposal for Services requested by the City (hereinafter
referred to as the "Letter Proposal"). The Letter Proposal shall include the following:
2.1.1 A detailed description of the Services to be provided;
11-4
2.1.2 The position of each person to be assigned to perform the Services,
and the name of the individuals to be assigned, if available;
and
2.1.3 The estimated number of hours and cost to complete the Services;
2.1.4 The time needed to finish the specific project.
2.2 No Services shall be provided until the Project Administrator has provided
written acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall
diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Contractor shall perform the Services in accordance with the schedule included in
Exhibit A and the Letter Proposal. In the absence of a specific schedule, the Services
shall be performed to completion in a diligent and timely manner. The failure by
Contractor to strictly adhere to the schedule set forth in Exhibit A and the Letter Proposal,
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, Contractor shall not be responsible for
delays due to causes beyond Contractor'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 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein, not later than two (2) 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 Contractor's control.
3.4 For all time periods not specifically set forth herein, Contractor shall respond
in the most expedient and appropriate manner under the circumstances, by fax, hand -
delivery or mail.
4. COMPENSATION TO CONTRACTOR
4.1 City shall pay Contractor for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Letter Proposal
and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein
by reference. Except as otherwise provided herein, no rate changes shall be made during
the term of this Agreement without the prior written approval of City. Contractor's
compensation for all Services performed in accordance with this Agreement, including all
reimbursable items, shall not exceed Four Hundred Thousand Dollars and 00/100
($400,000.00), without prior written amendment to the Agreement.
Best Drilling and Pump, Inc. Page 2 11-5
4.2 Upon the first anniversary of the Effective Date and upon each anniversary
of the Effective Date thereafter, the billing rates set forth in Exhibit B ("Billing Rates") shall
be adjusted in proportion to changes in the Consumer Price Index, subject to the
maximum adjustment set forth below. Such adjustment shall be made by multiplying the
Billing Rates in Exhibit B by a fraction, the numerator of which is the value of the
Consumer Price Index for the calendar month three (3) months preceding the calendar
month for which such adjustment is to be made, and the denominator of which is the value
of the Consumer Price Index for the same calendar month immediately prior to Effective
Date. The Consumer Price Index to be used in such calculation is the "Consumer Price
Index, All Items, 1982-84=100 for All Urban Consumers (CPI-U)", for the Los Angeles -
Riverside -Orange County Metropolitan Area, published by the United States Department
of Labor, Bureau of Labor Statistics. If both an official index and one or more unofficial
indices are published, the official index shall be used. If said Consumer Price Index is no
longer published at the adjustment date, it shall be constructed by conversion tables
included in such new index. In no event, however, shall the amount payable under this
Agreement be reduced below the Billing Rates in effect immediately preceding such
adjustment. The maximum adjustment increase to the Billing Rates, for any year where
an adjustment is made pursuant to this Section, shall not exceed the Consumer Price
Index or 2.0% of the Billing Rates in effect immediately preceding such adjustment,
whichever is less.
4.3 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name and/or
classification of employee 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 Contractor no
later than thirty (30) calendar days after approval of the monthly invoice by City staff.
4.4 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit B to this Agreement and the Letter Proposal, or specifically approved
in writing in advance by City.
4.5 Contractor 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 Exhibit B
and the Letter Proposal.
5. PROJECT MANAGER
5.1 Contractor 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. Contractor has designated Chris Brown to be its
Project Manager. Contractor shall not remove or reassign the Project Manager or any
Best Drilling and Pump, Inc. Page 3 11-6
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 Contractor, 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.
Contractor warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Utilities Department. City's Utilities
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 Contractor in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Contractor, 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 Contractor's Work schedule.
8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE
8.1 Contractor shall use only the standard materials described in Exhibit A in
performing Services under this Agreement. Any deviation from the materials described
in Exhibit A shall not be installed or utilized unless approved in advance and in writing by
the Project Administrator.
8.2 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the 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 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,
Contractor certifies that the Work conforms to the requirements of this Agreement, all
applicable federal, state and local laws and legally recognized professional standards.
8.3 Contractor 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 Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
Best Drilling and Pump, Inc. Page 4 11-7
8.4 Contractor shall not be responsible for delay, nor shall Contractor 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 Contractor's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof and all persons
and entities owning or otherwise in legal control of the property upon which Contractor
performs the Project and/or Services shall not be responsible in any manner for any loss
or damage to any of the materials or other things used or employed in performing the
Project or for injury to or death of any person as a result of Contractor's performance of
the Services required hereunder; or for damage to property from any cause arising from
the performance of the Project and/or Services by Contractor, or its subcontractors, or its
workers, or anyone employed by either of them.
9.2 Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's Work on the Project and/or
Services, or the Work of any subcontractor or supplier selected by Contractor.
9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, employees, and any person or entity owning or otherwise in legal control of
the property upon which Contractor performs the Project and/or Services contemplated
by this Agreement (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, attomeys'
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 Contractor's presence or activities conducted on
the Project (including the negligent and/or willful acts, errors and/or omissions of
Contractor, 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).
9.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Contractor 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 Contractor.
Best Drilling and Pump, Inc. Page 5 11-8
9.5 Contractor shall perform all Work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Contractor shall perform work as specified in Exhibit "A" to limit impacts to traffic during
the system installation period. Contractor shall provide traffic control and access in
accordance with Section 7-10 of the State Standard Specifications and the latest edition
of the Work Area Traffic Control Handbook (WATCH), as published by Building News,
Inc. Traffic control and detours shall at a minimum meet the following requirements:
emergency vehicle access shall be maintained at all times; the locations and wordings of
all barricades, signs, delineators, lights, warning devices, parking restrictions, and any
other required details shall ensure that all pedestrian and vehicular traffic will be handled
in a safe manner with a minimum of inconvenience to the public; all advanced warning
sign installations shall be reflectorized and/or lighted; traffic signal system shutdown or
planned "red flash" shall be limited to 4-hour periods between the hours of 9:00 a.m. and
3:00 p.m. on weekdays (Monday through Thursday), except as authorized by the Project
Administrator; "STOP AHEAD" and "STOP" signs shall be furnished by the Contractor
and shall conform to the provisions in Section 12-3.06, "Construction Area Signs," of the
State Standard Specifications except that the base material for the signs shall not be
plywood; two "STOP AHEAD" signs and two "STOP" signs shall be placed for each
direction of traffic; and, locations of the signs shall be per the WATCH manual. Contractor
shall be liable for any private or public property damaged during the performance of the
Work by Contractor or its agents.
9.6 To the extent authorized by law, as much of the money due Contractor
under and by virtue of the Agreement as shall be considered necessary by City may be
retained by it until disposition has been made of such suits or claims for damages as
aforesaid.
9.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of conducting
the Work are under the control of Contractor, 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 Contractor or its employees. Nothing
in this Agreement shall be deemed to constitute approval for Contractor or any of
Contractor's employees or agents, to be the agents or employees of City. Contractor
shall have the responsibility for and control over the means of performing the Work,
provided that Contractor is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Contractor as to the details
of the performance of the Work or to exercise a measure of control over Contractor shall
mean only that Contractor shall follow the desires of City with respect to the results of the
Services.
Best Drilling and Pump, Inc. Page 6 11-9
11. COOPERATION
Contractor 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 Contractor on the Project.
12. CITY POLICY
Contractor 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
Contractor 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 Contractor's indemnification of City, and prior to commencement
of Work, Contractor 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. BONDING
15.1 For any Letter Proposal accepted by City of over Twenty Five Thousand
Dollars and 00/100 ($25,000.00), Contractor shall obtain, provide and maintain at its own
expense during the term of this Agreement: (1) a Labor and Materials Payment Bond in
the amount of one hundred percent (100%) of the total amount to be paid Contractor as
set forth in any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), and in the form attached hereto as Exhibit D which is
incorporated herein by this reference; and (2) a Faithful Performance Bond in the amount
of one hundred percent (100%) of the total amount to be paid Contractor as set forth in
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), and in the form attached hereto as Exhibit E which is incorporated herein
by this reference.
15.2 The Labor and Materials Payment Bond and Faithful Performance Bond
shall be issued by an insurance organization or surety (1) currently authorized by the
Insurance Commissioner to transact business of insurance in the State of California, (2)
listed as an acceptable surety in the latest revision of the Federal Register Circular 570,
and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class
VII (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property -
Casualty.
Best Drilling and Pump, Inc. Page 7 11-10
15.3 Contractor shall deliver, concurrently with City's approval of any Letter
Proposal over Twenty Five Thousand Dollars and 00/100 ($25,000.00), the Labor and
Materials Payment Bond and Faithful Performance Bond, a certified copy of the
"Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner,
which authorizes the Insurer or Surety to transact surety insurance in the State of
California.
16. PREVAILING WAGES
16.1 Pursuant to the applicable provisions of the Labor Code of the State of
California, not less than the general prevailing rate of per diem wages including legal
holidays and overtime Work for each craft or type of workman needed to execute the
Work contemplated under the Agreement shall be paid to all workmen employed on the
Work to be done according to the Agreement by the Contractor and any subcontractor.
In accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and requesting
one from the Department of Industrial Relations. The Contractor is required to obtain the
wage determinations from the Department of Industrial Relations and post at the job site
the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any
subcontractor under him/her to comply with all State of California labor laws, rules and
regulations and the parties agree that the City shall not be liable for any violation thereof.
16.2 Unless otherwise exempt by law, Contractor warrants that no contractor or
subcontractor was listed on the bid proposal for the Services that it is not currently
registered and qualified to perform public work. Contractor further warrants that it is
currently registered and qualified to perform "public work" pursuant to California Labor
Code section 1725.5 or any successor statute thereto and that no contractor or
subcontractor will engage in the performance of the Services unless currently registered
and qualified to perform public work.
17. 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
of the issued and outstanding capital stock of Contractor, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or
joint -venture or syndicate or cotenancy, which shall result in changing the control of
Contractor. 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.
Best Drilling and Pump, Inc. Page 8 11-11
18. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A and the Letter Proposal. Contractor 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.
19. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents"), prepared or caused to be prepared by Contractor,
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 Contractor or any
other party. Contractor shall, at Contractor's expense, provide such Documents to City
upon prior written request.
20. 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.
21. RECORDS
Contractor shall keep records and invoices in connection with the Services to be
performed under this Agreement. Contractor 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 Contractor
under this Agreement. All such records and invoices shall be clearly identifiable.
Contractor shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Contractor shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Contractor
under this Agreement.
Best Drilling and Pump, Inc. Page 9 11-12
22. WITHHOLDINGS
City may withhold payment to Contractor 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. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or his/her designee with respect to such disputed
sums. Contractor 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.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Contractor 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
sea., 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 seq., Contractor
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. Contractor shall
indemnify and hold harmless City for any and all claims for damages resulting from
Contractor'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 Contractor to City shall be
addressed to City at:
Attn: Utilities Manager
Utilities Department
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
Best Drilling and Pump, Inc. Page 10 11-13
25.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn: Chris Brown
Best Drilling and Pump, Inc.
1640 Pellisier Road
Colton, CA 92324
26. CLAIMS
26.1 Unless a shorter time is specified elsewhere in this Agreement, before
making its final request for payment under this Agreement, Contractor shall submit to City,
in writing, all claims for compensation under or arising out of this Agreement. Contractor'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 Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
26.2 To the extent that Contractor's claim is a "Claim" as defined in Public
Contract Code section 9204 or any successor statute thereto, the Parties agree to follow
the dispute resolution process set forth therein. Any part of such "Claim" remaining in
dispute after completion of the dispute resolution process provided for in Public Contract
Code section 9204 or any successor statute thereto shall be subject to the Government
Claims Act requirements requiring Contractor/Consultant to file a claim in strict
conformance with the Government Claims Act. To the extent that Contractor's claim is
not a "Claim" as defined in Public Contract Code section 9204 or any successor statute
thereto, Contractor shall be required to file such claim with the City in strict conformance
with the Government Claims Act (Government Code sections 900 et 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 Contractor. In the
event of termination under this Section, City shall pay Contractor for Services
Best Drilling and Pump, Inc. Page 11
11-14
satisfactorily performed and costs incurred up to the effective date of termination for which
Contractor has not been previously paid. On the effective date of termination, Contractor
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. LABOR
28.1 Contractor shall conform with all applicable provisions of state and federal
law including, but not limited to, applicable provisions of the federal Fair Labor Standards
Act ("FLSA") (29 USCA § 201, et seq.).
28.2 Whenever Contractor has knowledge that any actual or potential labor
dispute is delaying or threatens to delay the timely performance of this Agreement,
Contractor shall immediately give written notice to City, and provide all relevant
information.
28.3 Contractor represents that all persons working under this Agreement are
verified to be U.S. citizens or persons legally authorized to work in the United States.
28.4 To the fullest extent permitted by law, Contractor shall indemnify, defend,
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees from loss or damage, including but not limited to attorneys'
fees, and other costs of defense by reason of actual or alleged violations of any applicable
federal, state and local labor laws or law, rules, and/or regulations. This obligation shall
survive the expiration and/or termination of the Agreement.
29. STANDARD PROVISIONS
29.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference.
29.2 Compliance with all Laws. Contractor 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 Contractor 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.
29.3 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
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
29.4 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.
Best Drilling and Pump, Inc. Page 12 11-15
29.5 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.
29.6 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.
29.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
29.8 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.
29.9 Controllinq 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.
29.10 Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
29.11 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.
29.12 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]
Best Drilling and Pump, Inc. Page 13 11-16
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY AT�TPRNEY'S OFFICE
2 Date: � /Z I, -4
ABy: �(
on C. Harp ttaAttorney
/dy
ATTEST:
Date:
22
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Will O'Neill
Mayor
CONTRACTOR: BEST DRILLING AND
PUMP, INC., a California corporation
Date:
By:
Mark Best
Chief Executive Officer
Date:
By:
John Kennedy
President/Secretary
[END OF SIGNATURES]
Attachments: Exhibit A -- Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Exhibit D — Labor and Materials Payment Bond
Exhibit E — Faithful Performance Bond
Best Drilling and Pump, Inc. Page 14 11-17
EXHIBIT
SCOPE OF SERVICES
Best Drilling and Pump, Inc. Page A-1 11-18
SCOPE OF SERVICES
OBJECTIVE:
Contractor shall provide the following services to the City, under the direction of the Utilities
Department, which shall identify specific tasks, deliverables, and deadlines on an as -needed
basis.
MINIMUM QUALIFICATIONS:
• The required qualifications include as least five (5) years of experience performing on -call
as -needed maintenance services on water wells, booster pumps and pump stations.
• For these contract services, it is highly desirable for Contractor to possess and maintain
a (C-57) Well Drilling Contractor License in the State of California throughout the contract
term.
DESCRIPTION OF PROJECT:
Contractor is to provide Maintenance and Repair services for the City of Newport Beach's four
water wells, four well pumps, and 24 water booster pumps on an on -call, as -needed, time -and -
material basis. Any and all performance pursuant to this contract shall be on an "on -call" or "as -
needed" basis. Any tasking shall be initiated solely by the City. Further, execution of a contract
by the City does not in any way guarantee that any tasking or request for on -call services will be
issued to any party.
Contractor shall be able to mobilize in less than 72 hours and perform work as requested by the
City. Some pump maintenance and repair services may include, but is not limited to, removal,
inspection, repair, replacement, and installation, of well pumps and booster pumps, and the
furnishing of parts and labor in conjunction with such work.
Contractor shall have the ability to conduct maintenance to potable water wells including, but not
limited to, well columns, base plates, level transmitters, and water lube assemblies.
The City has a contract with a Motor Maintenance and Repair Company. All motor work will be
performed under this existing contract. No motor maintenance or repair work is included in this
Scope of Services and will not be performed under this Agreement.
SCOPE:
Although the City is attempting to identify the limits and services required, this should not
unnecessarily limit the Contractor(s) in the development of a scope it believes is necessary to
meet the City's goals and objectives.
Contractor shall furnish all material, labor, equipment, and supervision to perform the
maintenance and repair as requested by the City. Contractor shall perform such work in a
thorough and professional manner.
The City's water system consists of four well pumps and 24 water booster pumps. Pump
manufacturers include: Peerless, Johnson, Goulds, Ingersoll -Dresser, and Grundfus pumps.
The pumps range in length of three feet to 279 feet. The pumps pumping capacities range from
11-19
SCOPE OF SERVICES
500 Gallons per Minute (GPM) to 3,200 GPM. All pumps are water lubricated. Contractor must
have the ability to perform maintenance and repairs to these pumps, as -needed, with the same
components. Equivalent components will not be accepted and would exclude the contractor(s)
from working on the pumps. This would constitute a breach in contract which could lead to
termination of the contract. The City will call the Contractor when a problem with a pump occurs.
If on -site repairs are not possible, the Contractor and City will make a determination if the pump
needs to be pulled and sent to the Contractor shop for inspection. From this inspection,
contractor shall present to the City a proposal for parts and labor to make repairs. Any
replacement parts or materials must be noted for approval by the City. All work sent out for
outside service to a third party must also be noted in proposal. Contractor must submit this
proposal in writing to the Utilities Manager or his/her designee. If the City agrees with the terms
of the proposal, the City will then issue a Notice to Proceed (NTP) in writing for repairs to be
made. No repairs shall be made until this NTP is issued to the Contractor.
The City's four wells are located in Fountain Valley, California. Contractor shall have the ability
to perform vibration analysis testing, efficiency testing, Dynamic Video Monitoring (DVM) and
Spinner Logging. Contractor shall have the ability to analyze the data from these tests to make
recommendations to the City on well maintenance and repairs needing to be performed. These
recommendations must be presented to the City in an official report detailing the findings. The
recommendations from the Contractor for repairs to wells does not guarantee that the work will
be performed, or said Contractor will be chosen to perform the work recommended.
Contractor will provide a cost estimate to the City prior to conducting the agreed upon services and
receive approval from the City.
LEVEL OF MAINTENANCE
All work shall be performed in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably competent
practitioners of the same discipline under similar circumstances. Standards and frequencies may
be modified from time to time as deemed necessary by the City for the proper maintenance and
repair of the wells and pumps.
If, in the judgment of the City, the level of maintenance is less than that specified herein, the City
shall, at its option, in addition to or in lieu of other remedies provided herein, withhold appropriate
payment from the Contractor until services are rendered in accordance with specifications set
forth within this document and providing no other arrangements have been made between the
Contractor and the City. Failure to notify of a change and/or failure to perform an item or work
on a scheduled day may, at the City's sole discretion, result in deduction of payment for that day,
week, or month. Payment will be retained for work not performed until such time as the work is
performed to City standard.
The Contractor is required to correct deficiencies within the time specified by the City. If noted
deficient work has not been completed, payment for subject deficiency shall be withheld and
shall continue to be withheld until deficiency is corrected, without right to retroactive payments.
All work and general conditions shall be performed in accordance with the current Standard
Specifications for Cal -OSHA, Public Works Construction (Green Book), the State Water
Resources Control Board Health Guidelines, and the American Water Works Association
(AWWA) Standards.
11-20
SCOPE OF SERVICES
WORKMANSHIP AND SUPERVISION
Unless otherwise stated, Contractor shall be responsible to provide all labor and materials to
allow for successful Project completion.
The City may choose to reimburse the Contractor for materials that need to be procured. These
instances shall be analyzed on a case -by -case basis and reimbursement for materials will need
to be agreed upon in the Contractor's letter proposal prior to the commencement of work.
Receipts shall be required for reimbursements for materials purchased for projects. City
reserves the right to specify what type of material and/or equipment will be purchased per project.
All equipment and material purchases shall be preapproved by the Utilities Manager, or his/her
designee. The contractor may charge the actual cost of materials to the City plus 5% for
overhead costs associated with procurement of materials.
The City reserves the right to purchase materials directly and make them available to the
Contractor. In the event the City exercises the option to purchase the materials, the following
conditions will apply:
■ Contractor shall conform to all City practices and procedures.
■ All City purchases will be for the sole expressed use of and for the City.
■ The Contractor shall secure, store, inventory, distribute and control all
materials entrusted to the Contractor's representatives.
■ All materials and inventories shall be made available to the City upon
request. The Contractor will reduce the unit cost for each maintenance
task by the City's actual cost for the materials provided and used.
Contractor represents and warrants to the City that he/she has, and will keep in effect at all times
during the term of a contract with the City, all licenses, permits, professional qualifications, and
approvals of whatever nature that are legally required to practice his/her trade.
Maintain all work sites free of hazards to persons and/or property resulting from the
Contractor's operations. Any hazardous condition noted by the Contractor, which is not a result
of the Contractor's operations, shall be immediately reported to the City.
Contractor shall be responsible for removing and cleaning any and all debris that occurs as a
result of its operations as a result of services requested in this scope of work.
All work performed under this contract shall be performed in such a manner as to provide
maximum safety to the public and where applicable, comply with all safety standards required
by CAL -OSHA. The Utilities Manager, or his/her designee reserves the right to issue restraint or
cease and desist orders to the Contractor when unsafe or harmful acts are observed or reported
relative to the performance of the work under this contract.
The supervisor or person in charge and on site of any City project shall have a smart phone
capable of email.
At all times, the Contractor will ensure at least one English speaking person is on site of any City
assigned project.
11-21
SCOPE OF SERVICES
WORKING HOURS
Normal working hours shall be between the hours of 7:00 a.m. and 4:30 p.m., Monday through
Thursday and 7:00 a.m. to 3:30 p.m., Friday. Work at the well sites is limited from 8:30 a.m. to
4:30 p.m. Monday through Thursday; and 8:30 a.m. to 3:30 p.m., Friday.
Contractor is subject to being contacted 24 hours a day, 7 days a week, 365 days a year to make
emergency repairs to the City's water wells and pumps. Contractor will provide the Utilities
Manager with names and telephone numbers of at least two qualified persons who can be called
by City representatives when emergency maintenance conditions occur during hours when the
Contractor's normal work force is not present in the City of Newport Beach. The representative(s)
for the Contractor shall respond to said emergency within two (2) hours from receiving notification.
The Contractor shall notify the Utilities Manager should any updates occur to this contact
information.
CONTRACTOR'S OFFICE
Contractor is required to maintain an office within a two (2) hour response time of the job site and
provide the office with phone service during normal working hours. During all other times, a
telephone answering service shall be utilized and the answering service shall be capable of
contacting the Contractor by cellular phone or text messaging. Contractor shall respond to our
request within two (2) hours and must be able to mobilize within 72 hours to all emergencies.
Contractor will have full responsibility for maintaining an office and a yard as needed for
equipment, vehicle, and material storage.
Unless otherwise specified by the Utilities Manager (Project Administrator) or his/her designee,
there will be no on -site storage of equipment or materials on City property or at the well sites.
Contractor will have full responsibility for maintaining an office and a storage facility.
CORRESPONDENCE
All correspondence shall be addressed to Utilities Manager, Utilities Department, City of Newport
Beach, 100 Civic Center Drive, Newport Beach, California 92660.
EQUIPMENT
All vehicles and equipment used in conjunction with the work shall be maintained in a neat, clean,
orderly manner and shall be in good working order. The Utilities Manager, or his/her designee,
may reject any vehicle or piece of equipment and order it removed.
STREET CLOSURES, DETOURS, BARRICADES
Warning signs, lights, and devices shall be installed and displayed in conformity with the current
edition of the "California Manual on Uniform Traffic Control Devices"
(http://www.dot.ca.gov/hq/traffops/signtech/mutcdsuppl) for use in performance of work upon
highways issued by the State of California, Department of Transportation and as directed by City
staff.
11-22
SCOPE OF SERVICES
If the Contractor fails to provide and install any of the signs or traffic control devices required
hereby or ordered by the City staff, staff may cause such signs or traffic control devices to be
placed by others, charge the costs therefore againstthe Contractor(s), and deduct the same from
the next progress payment orinvoice.
Beacon lighting visible from behind the vehicle will be installed on vehicles working along City
streets.
PERMITS
When work is performed at the Dolphin Well site, a permit and traffic control plan must be
submitted to the City of Fountain Valley.
At the City's Tamura Well site, a permit must be obtained from the City of Fountain Valley.
Contractor shall provide a work schedule to the City 72 hours prior to work being conducted at
this site.
Contractor is responsible for obtaining permits where required by federal, state or local laws as it
pertains to the work being conducted.
PROJECT ADMINISTRATION
For all service requests, Contractor shall follow the protocol established in this Agreement in
regard to service deployment, including issuing Letter Proposals for each request and not
commencing work until authorized by the Utilities Manager, or his/her designee. Any and all
services performed for the City shall be charged at the rates indicated in the Executed
Agreement.
On -call contracts do not guarantee or imply any specific quantity of work over the five-year
contract term. When the need for services arises, the City will request in writing, the necessary
maintenance repair services required in adequate detail. Contractor shall then provide a letter
proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal").
The Letter Proposal shall include the following:
• A detailed description of the services to be provided by the contractor(s)
• A detailed description of the services to be provided by an outside agency
other than the contractor
■ A detailed description of any replacement parts or materials
■ The estimated number of hours and cost to complete the services; and
■ A work schedule that includes the completion date for the project.
City will assess the Letter Proposal to ensure that services and costs proposed are
commensurate with those provided in the Contractor's RFP response. No Services shall be
provided until the City has provided written acceptance of the Letter Proposal. Once authorized to
proceed, Contractor shall diligently perform the duties in the approved Letter Proposal.
11-23
SCOPE OF SERVICES
Contractor shall diligently perform all the services described in the Scope of Services. As a
material inducement to the City entering into this Agreement, Contractor represents and warrants
that the Contractor is a provider of first-class work and the Contractor is experienced in performing
the work contemplated herein and, considering such status and experience, Contractor
covenants that it shall follow the highest industry standards in performing the work required
hereunder and that all materials will be of good quality. For purposes of this Agreement, the
phrase "highest industry standards" shall mean those standards of practice recognized by one
or more first-class firms performing similar work under similar circumstances,
Contractor shall perform all work required to be performed, and shall provide and furnish all the
labor, materials, necessary tools, expendable equipment and all utility and transportation
services necessary for the Project.
Contractor will meet at least once per year of the contract with the Utilities Manager (Project
Administrator) for a performance review and assessment of the quality of work performed.
UNDERGROUND EXCAVATIONS
Contractor shall be responsible for locating all underground utility lines to ensure the safety of
his/her work crew and to protect, in place, existing utility equipment before commencing any
excavation. Contractor shall contact the Utilities Manager (Project Administrator) or his/her
designee and Underground Service Alert (www.digalert.org)(1- 800-227-2600) forty-eight (48)
hours before commencing any excavation, to locate underground service lines.
11-24
EXHIBIT B
SCHEDULE OF BILLING RATES
Best Drilling and Pump, Inc. Page B-1 11-25
EXHIBIT B - SCHEDULE OF BILLING RATES
Table 1: Billing Schedule and Hourly Rates
Pulling & Installation
Description
Rate
After-Hours/Emergency
Hourly Rate
Mobilization and demobilization
$1,500 Lump Sum
$2,500 Lump Sum
Two (2) men, rig and service truck
$560 /hour
$840 /hour
Two (2) man crew and pump pulling rig
$485 /hour
$727.50 /hour
Three (3) man crew and standard pump
pulling rig
$670 /hour
$1,005 /hour
Each additional employee
$110 /hour
$145 /hour
Crane
Description
Rate
After-Hours/Emergency
Hourly Rate
40 ton with one (1) man
$385 /hour
$577.50 /hour
One (1) man crew, Service support rig
for 40-ton crane
$185 /hour
$277.50 /hour
Rotary Crane
Description
Rate
After-Hours/Emergency
Hourly Rate
One (1) man and hydraulic crane — 5 ton
$305 /hour
$457.50 /hour
One (1) man and hydraulic crane — 8 ton
$305 /hour
$457.50 /hour
One (1) man and rotary crane —10 ton
$305 /hour
$457.50 /hour
One (1) man and rotary crane —17 ton
$385 /hour
$577.50 /hour
Rotary crane —17 ton and 2-man Crew
$385 /hour
$577.50 /hour
Field Service
Description
Rate
After-Hours/Emergency
Hourly Rate
One (1) man and delivery truck
$185 /hour
$277.50 /hour
One (1) man and service truck
$185 /hour
$277.50 /hour
11-26
Two (2) men and service truck
$325
/hour
$487.50 /hour
Two (2) men and welding truck
$325
/hour
$
/hour
Two (2) man crew and combination rig
$325
/hour
$
/hour
Flatbed Truck and driver
$185
/hour
$
/hour
Service truck and one (1) pump
$185
/hour
$
/hour
mechanic
Service truck and one (1) electrician
$185
/hour
$
/hour
Service truck and one (1) general
$185
/hour
$
/hour
i
services
Service truck and one (1) pump
$325
/hour
$
/hour
mechanic and one (1) assistant
Shop Labor
Description
Rate
After-Hours/Emergency
Hourly
Rate*
Shop labor -pump mechanic
$95
/hour
$142.5
/hour
Shop labor -machinist
$95
/hour
$142.5
/hour
Shop labor -welder
$95
/hour
$142.5
/hour
Metal spray labor
$110
/hour
$165
/hour
Miscellaneous
Description
Rate
After-Hours/Emergency
Hourly
Rate*
Dynamic video with Engineering or
$2,500
Lump Sum
$3,750
Lump Sum
Hydrogeology support
Spinner Logs
$6,500
Lump Sum
$9,750
Lump Sum
Dynamic video with mini camera
$2,000
Lump Sum
$3,000
Lump Sum
Video log -color with downhole and
$2,500
Lump Sum
$3,750
Lump Sum
side -scan
Engineering and Hydrogeology support
$175
/hour
$262.50
/hour
NPDES Compliance (Baker tanks,
neutralizer equipment, lab fees,
$25,000
Lump Sum
$25,000
Lump Sum
fabrication)
Hourly Minimum (if applicable)
4 Hour Minimum
11-27
* After Hours Rate and Emergency Hourly Rate shall be any time outside of the normal
business hours of Monday through Thursday, 7:00 a.m. to 4:30 p.m., and Friday 7:00 a.m.
to 3:30 p.m.
"Maximum 5% overhead cap for all materials purchased. Project Administrator reserves the
right to request that all original receipts of materials be turned in with invoices before
Contractor is paid.
Company rate sheet attached for items not listed above.
CPI ADJUSTMENT: Rates may be given up to a 2% fixed annual CPI increase upon the first
anniversary of the contract and each anniversary thereafter, in accordance with Section 4 of the
Agreement.
11-28
EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE/REPAIR/JANITORIAL SERVICES
Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor 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. Contractor agrees
to provide insurance in accordance with requirements set forth here. If Contractor
uses existing coverage to comply and that coverage does not meet these
requirements, Contractor 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. Contractor 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. In
addition, Contractor shall require each subcontractor to similarly maintain
Workers' Compensation Insurance and Employer's Liability Insurance in
accordance with California law for all of the subcontractor's employees.
Contractor 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, employees, and
any person or entity owning or otherwise in legal control of the property
upon which Contractor performs the Project and/or Services
contemplated by this Agreement.
B. General Liability Insurance. Contractor 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, products -
completed operations, personal and advertising injury, and liability assumed
under an insured contract (including the tort liability of another assumed in
a business contract).
Best Drilling and Pump, Inc. Page C-1 11-29
C. Automobile Liability Insurance. Contractor 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 Contractor
arising out of or in connection with Work to be performed under this
Contract, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit for each accident.
D. Pollution Liability Insurance. Contractor shall maintain a policy providing
contractor's pollution liability ("CPL") coverage with a total limit of liability of
no less than two million dollars ($2,000,000) per loss and four million dollars
($4,000,000) in the aggregate per policy period. Claims -made policies
require a 10-year extended reporting period. The CPL policy shall include
coverage for cleanup costs, third -party bodily injury and property damage,
including loss of use of damaged property or of property that has not been
physically injured or destroyed, resulting from pollution conditions caused
by contracting operations. Coverage as required in this paragraph shall
apply to sudden and non -sudden pollution conditions resulting from the
escape or release of smoke, vapors, fumes, acids, alkalis, toxic chemicals,
liquids, or gases, waste materials, or other irritants, contaminants, or
pollutants. The CPL shall also provide coverage for transportation and off -
Site disposal of materials. The policy shall not contain any provision or
exclusion (including any so-called "insured versus insured" exclusion or
"cross -liability" exclusion) the effect of which would be to prevent, bar, or
otherwise preclude any insured or additional insured under the policy from
making a claim which would otherwise be covered by such policy on the
grounds that the claim is brought by an insured or additional insured against
an insured or additional insured under the policy.
E. 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 Contractor's primary and
excess/umbrella liability policies are exhausted.
Best Drilling and Pump, Inc. Page C-2 11-30
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,
employees, and any person or entity owning or otherwise in legal control of
the property upon which Contractor performs the Project and/or Services
contemplated by this Agreement or shall specifically allow Contractor or
others providing insurance evidence in compliance with these requirements
to waive their right of recovery prior to a loss. Contractor 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, shall provide or be endorsed to
provide that City, its City Council, boards and commissions, officers, agents,
volunteers, employees, and any person or entity owning or otherwise in
legal control of the property upon which Contractor performs the Project
and/or Services contemplated by this Agreement shall be included as
additional insureds under such policies.
C. Primary and Non -Contributory. Contractor's insurance coverage shall be
primary insurance and/or the primary source of recovery with respect to
City, its City Council, boards and commissions, officers, agents, volunteers
and employees. Any insurance or self-insurance maintained by City shall
be excess of Contractor's insurance and shall not contribute with it.
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 except Builders Risk Insurance, which shall contain an
endorsement with said required notices.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Contractor 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
Best Drilling and Pump, Inc. Page C-3 11-31
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, Contractor 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 Contractor sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all
agreements with subcontractors or others with whom Contractor 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. Contractor shall require and verify that all
subcontractors maintain insurance meeting all the requirements stated
herein, and Contractor 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 Contract Provisions. Contractor acknowledges and agrees
that any actual or alleged failure on the part of City to inform Contractor of
non-compliance with any requirement imposes no additional obligations on
City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Exhibit A 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 Contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available proceeds in excess of specified minimum limits of insurance and
coverage shall be available to the City.
Best Drilling and Pump, Inc. Page C-4 11-32
F. Self -Insured Retentions. Contractor agrees not to self -insure or to use any
self -insured retentions on any portion of the insurance required herein and
further agrees that it will not allow any indemnifying party to self -insure its
obligations to City. If Contractor's existing coverage includes a self -insured
retention, the self -insured retention must be declared to City. City may
review options with Contractor, which may include reduction or elimination
of the self -insured retention, substitution of other coverage, or other
solutions. Contractor agrees to be responsible for payment of any
deductibles on their policies.
G. City Remedies for Non -Compliance. If Contractor or any subcontractor 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
Contract, or to suspend Contractor'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 Contractor or reimbursed by
Contractor upon demand.
H. Timely Notice of Claims. Contractor shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Contractor'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.
Contractor's Insurance. Contractor shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgement may be necessary for its proper protection and prosecution of
the Work.
Best Drilling and Pump, Inc. Page C-5 11-33
EXHIBIT D
CITY OF NEWPORT BEACH
BOND NO.
LABOR AND MATERIALS PAYMENT BOND
WHEREAS, the City of Newport Beach, State of California, has awarded to Best
Drilling and Pump, Inc., hereinafter designated as the "Principal," an agreement for
maintenance and/or repair services, in the City of Newport Beach, in strict conformity with
the Agreement on file with the office of the City Clerk of the City of Newport Beach, which
is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a bond, providing that if Principal or any of
Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies
used in, upon, for, or about the performance of the Work agreed to be done, or for any
work or labor done thereon of any kind, the Surety on this bond will pay the same to the
extent hereinafter set forth.
NOW, THEREFORE, We the undersigned Principal, and,
duly authorized to transact business under the laws of the State of California, as Surety,
(referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach,
in the sum of Dollars ( ),
lawful money of the United States of America, said sum being equal to 100% of the
amount of any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), payable by the City of Newport Beach under the terms of the
Agreement; for which payment well and truly to be made, we bind ourselves, our heirs,
executors and administrators, successors, or assigns, jointly and severally, firmly by
these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the
Principal's subcontractors, fail to pay for any materials, provisions, or other supplies,
implements or machinery used in, upon, for, or about the performance of the Work
contracted to be done, or for any other work or labor thereon of any kind, or for amounts
due under the Unemployment Insurance Code with respect to such work or labor, or for
any amounts required to be deducted, withheld and paid over to the Employment
Development Department from the wages of employees of the Principal and
subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with
respect to such work and labor, then the Surety will pay for the same, in an amount not
exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the
obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required
by the provisions of Section 9554 of the Civil Code of the State of California.
Best Drilling and Pump, Inc. Page D-1 11-34
The Bond shall inure to the benefit of any and all persons, companies, and
corporations entitled to file claims under Section 9100 of the California Civil Code so as
to give a right of action to them or their assigns in any suit brought upon this Bond, as
required by and in accordance with the provisions of Sections 9500 et seq. of the Civil
Code of the State of California.
And Surety, for value received, hereby stipulates and agrees that no change,
extension of time, alterations or additions to the terms of the Agreement or to the Work to
be performed thereunder shall in any wise affect its obligations on this Bond, and it does
hereby waive notice of any such change, extension of time, alterations or additions to the
terms of the Agreement or to the Work or to the specifications.
In the event that any principal above named executed this Bond as an individual,
it is agreed that the death of any such principal shall not exonerate the Surety from its
obligations under this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the above
named Principal and Surety, on the day of , 20
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
M
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE
ATTACHED
Best Drilling and Pump, Inc. Page D-2 11-35
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On , 20 before me, ,
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On , 20 before me, ,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
Best Drilling and Pump, Inc. Page D-3 11-36
EXHIBIT E
CITY OF NEWPORT BEACH
BOND NO.
FAITHFUL PERFORMANCE BOND
The premium charges on this Bond is $ , being at the
rate of $ thousand of the Agreement price.
WHEREAS, the City of Newport Beach, State of California, has awarded to Best
Drilling and Pump, Inc., hereinafter designated as the "Principal," an agreement for
maintenance and/or repair services in the City of Newport Beach, in strict conformity with
the Agreement on file with the office of the City Clerk of the City of Newport Beach, which
is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a Bond for the faithful performance of the
Agreement.
NOW, THEREFORE, we, the Principal, and
, duly authorized to
transact business under the laws of the State of California as Surety (hereinafter
"Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of
( ) lawful
money of the United States of America, said sum being equal to 100% of the amount of
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), to be paid to the City of Newport Beach, its successors, and assigns; for
which payment well and truly to be made, we bind ourselves, our heirs, executors and
administrators, successors, or assigns, jointly and severally, firmly by these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the
Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and
well and truly keep and perform any or all the Work, covenants, conditions, and
agreements in the Agreement and any alteration thereof made as therein provided on its
part, to be kept and performed at the time and in the manner therein specified, and in all
respects according to its true intent and meaning, or fails to indemnify, defend, and save
harmless the City of Newport Beach, its officers, employees and agents, as therein
stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the
sum specified in this Bond; otherwise this obligation shall become null and void.
As a part of the obligation secured hereby, and in addition to the face amount
specified in this Performance Bond, there shall be included costs and reasonable
expenses and fees, including reasonable attorneys fees, incurred by City, only in the
event City is required to bring an action in law or equity against Surety to enforce the
obligations of this Bond.
Best Drilling and Pump, Inc. Page E-1
11-37
Surety, for value received, stipulates and agrees that no change, extension of time,
alterations or additions to the terms of the Agreement or to the Work to be performed
thereunder shall in any way affect its obligations on this Bond, and it does hereby waive
notice of any such change, extension of time, alterations or additions of the Agreement
or to the Work or to the specifications.
This Faithful Performance Bond shall be extended and maintained by the Principal
in full force and effect for one (1) year following the date of formal acceptance of the
Project by City.
In the event that the Principal executed this bond as an individual, it is agreed that
the death of any such Principal shall not exonerate the Surety from its obligations under
this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal
and Surety above named, on the day of , 20
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
0
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF
CONTRACTOR AND SURETY MUST BE ATTACHED
Best Drilling and Pump, Inc. Page E-2
11-38
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of I ss.
On 20 before me, ,
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On , 20 before me,
Notary Public, personally appeared
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
Best Drilling and Pump, Inc. Page E-3
11-39
ATTACHMENT B
ON -CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
WITH GENERAL PUMP COMPANY, INC. FOR
WATER WELL AND PUMP MAINTENANCE SERVICES
THIS ON -CALL MAINTENANCE/REPAIR SERVICES AGREEMENT
("Agreement") is made and entered into as of this 10th day of September, 2024 ("Effective
Date"), by and between the CITY OF NEWPORT BEACH, a California municipal
corporation and charter city ("City"), and GENERAL PUMP COMPANY, INC., a California
corporation ("Contractor"), whose address is 159 North Acacia Street, San Dimas, CA
91773, 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 cant' 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 Contractor to perform on -call maintenance and/or repair
services for City pertaining to water well and pump maintenance services
("Project").
C. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the maintenance and/or repair services described in this
Agreement.
D. Contractor has examined the location of all proposed work, carefully reviewed and
evaluated the specifications set forth by City for the Project, is familiar with all
conditions relevant to the performance of services, and has committed to perform
all work required for the compensation specified 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
terminate on August 31, 2029, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
2.1 Contractor shall perform the on -call services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Upon written request from the Project Administrator as defined herein,
Contractor shall provide a letter proposal for Services requested by the City (hereinafter
referred to as the "Letter Proposal"). The Letter Proposal shall include the following:
2.1.1 A detailed description of the Services to be provided;
11-40
2.1.2 The position of each person to be assigned to perform the Services,
and the name of the individuals to be assigned, if available;
and
2.1.3 The estimated number of hours and cost to complete the Services;
2.1.4 The time needed to finish the specific project.
2.2 No Services shall be provided until the Project Administrator has provided
written acceptance of the Letter Proposal. Once authorized to proceed, Contractor shall
diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Contractor shall perform the Services in accordance with the schedule included in
Exhibit A and the Letter Proposal. In the absence of a specific schedule, the Services
shall be performed to completion in a diligent and timely manner. The failure by
Contractor to strictly adhere to the schedule set forth in Exhibit A and the Letter Proposal,
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, Contractor shall not be responsible for
delays due to causes beyond Contractor'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 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein, not later than two (2) 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 Contractor's control.
3.4 For all time periods not specifically set forth herein, Contractor shall respond
in the most expedient and appropriate manner under the circumstances, by fax, hand -
delivery or mail.
4. COMPENSATION TO CONTRACTOR
4.1 City shall pay Contractor for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Letter Proposal
and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein
by reference. Except as otherwise provided herein, no rate changes shall be made during
the term of this Agreement without the prior written approval of City. Contractor's
compensation for all Services performed in accordance with this Agreement, including all
reimbursable items, shall not exceed Four Hundred Thousand Dollars and 00/100
($400,000.00), without prior written amendment to the Agreement.
General Pump Company, Inc. Page 2 11-41
4.2 Upon the first anniversary of the Effective Date and upon each anniversary
of the Effective Date thereafter, the billing rates set forth in Exhibit B ("Billing Rates") shall
be adjusted in proportion to changes in the Consumer Price Index, subject to the
maximum adjustment set forth below. Such adjustment shall be made by multiplying the
Billing Rates in Exhibit B by a fraction, the numerator of which is the value of the
Consumer Price Index for the calendar month three (3) months preceding the calendar
month for which such adjustment is to be made, and the denominator of which is the value
of the Consumer Price Index for the same calendar month immediately prior to Effective
Date. The Consumer Price Index to be used in such calculation is the "Consumer Price
Index, All Items, 1982-84=100 for All Urban Consumers (CPI-U)", for the Los Angeles -
Riverside -Orange County Metropolitan Area, published by the United States Department
of Labor, Bureau of Labor Statistics. If both an official index and one or more unofficial
indices are published, the official index shall be used. If said Consumer Price Index is no
longer published at the adjustment date, it shall be constructed by conversion tables
included in such new index. In no event, however, shall the amount payable under this
Agreement be reduced below the Billing Rates in effect immediately preceding such
adjustment. The maximum adjustment increase to the Billing Rates, for any year where
an adjustment is made pursuant to this Section, shall not exceed the Consumer Price
Index or 2.0% of the Billing Rates in effect immediately preceding such adjustment,
whichever is less.
4.3 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name and/or
classification of employee 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 Contractor no
later than thirty (30) calendar days after approval of the monthly invoice by City staff.
4.4 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit B to this Agreement and the Letter Proposal, or specifically approved
in writing in advance by City.
4.5 Contractor 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 Exhibit B
and the Letter Proposal.
5. PROJECT MANAGER
5.1 Contractor 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. Contractor has designated Michael Garcia to be its
Project Manager. Contractor shall not remove or reassign the Project Manager or any
General Pump Company, Inc. Page 3 11-42
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 Contractor, 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.
Contractor warrants that it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Utilities Department. City's Utilities
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 Contractor in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Contractor, 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 Contractor's Work schedule.
8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE
8.1 Contractor shall use only the standard materials described in Exhibit A in
performing Services under this Agreement. Any deviation from the materials described
in Exhibit A shall not be installed or utilized unless approved in advance and in writing by
the Project Administrator.
8.2 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the 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 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,
Contractor certifies that the Work conforms to the requirements of this Agreement, all
applicable federal, state and local laws and legally recognized professional standards.
8.3 Contractor 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 Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
General Pump Company, Inc. Page 4 11-43
8.4 Contractor shall not be responsible for delay, nor shall Contractor 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 Contractor's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof and all persons
and entities owning or otherwise in legal control of the property upon which Contractor
performs the Project and/or Services shall not be responsible in any manner for any loss
or damage to any of the materials or other things used or employed in performing the
Project or for injury to or death of any person as a result of Contractor's performance of
the Services required hereunder; or for damage to property from any cause arising from
the performance of the Project and/or Services by Contractor, or its subcontractors, or its
workers, or anyone employed by either of them.
9.2 Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause arising from Contractor's Work on the Project and/or
Services, or the Work of any subcontractor or supplier selected by Contractor.
9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, employees, and any person or entity owning or otherwise in legal control of
the property upon which Contractor performs the Project and/or Services contemplated
by this Agreement (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 Contractor's presence or activities conducted on
the Project (including the negligent and/or willful acts, errors and/or omissions of
Contractor, 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).
9.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Contractor 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 Contractor.
General Pump Company, Inc. Page 5 11-44
9.5 Contractor shall perform all Work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Contractor shall perform work as specified in Exhibit "A" to limit impacts to traffic during
the system installation period. Contractor shall provide traffic control and access in
accordance with Section 7-10 of the State Standard Specifications and the latest edition
of the Work Area Traffic Control Handbook (WATCH), as published by Building News,
Inc. Traffic control and detours shall at a minimum meet the following requirements:
emergency vehicle access shall be maintained at all times; the locations and wordings of
all barricades, signs, delineators, lights, warning devices, parking restrictions, and any
other required details shall ensure that all pedestrian and vehicular traffic will be handled
in a safe manner with a minimum of inconvenience to the public; all advanced warning
sign installations shall be reflectorized and/or lighted; traffic signal system shutdown or
planned "red flash" shall be limited to 4-hour periods between the hours of 9:00 a.m. and
3:00 p.m. on weekdays (Monday through Thursday), except as authorized by the Project
Administrator; "STOP AHEAD" and "STOP" signs shall be furnished by the Contractor
and shall conform to the provisions in Section 12-3.06, "Construction Area Signs," of the
State Standard Specifications except that the base material for the signs shall not be
plywood; two "STOP AHEAD" signs and two "STOP" signs shall be placed for each
direction of traffic; and, locations of the signs shall be per the WATCH manual. Contractor
shall be liable for any private or public property damaged during the performance of the
Work by Contractor or its agents.
9.6 To the extent authorized by law, as much of the money due Contractor
under and by virtue of the Agreement as shall be considered necessary by City may be
retained by it until disposition has been made of such suits or claims for damages as
aforesaid.
9.7 The rights and obligations set forth in this Section shall survive the
termination of this Agreement.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of conducting
the Work are under the control of Contractor, 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 Contractor or its employees. Nothing
in this Agreement shall be deemed to constitute approval for Contractor or any of
Contractor's employees or agents, to be the agents or employees of City. Contractor
shall have the responsibility for and control over the means of performing the Work,
provided that Contractor is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Contractor as to the details
of the performance of the Work or to exercise a measure of control over Contractor shall
mean only that Contractor shall follow the desires of City with respect to the results of the
Services.
General Pump Company, Inc. Page 6 11-45
11. COOPERATION
Contractor 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 Contractor on the Project.
12. CITY POLICY
Contractor 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
Contractor 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 Contractor's indemnification of City, and prior to commencement
of Work, Contractor 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. BONDING
15.1 For any Letter Proposal accepted by City of over Twenty Five Thousand
Dollars and 00/100 ($25,000.00), Contractor shall obtain, provide and maintain at its own
expense during the term of this Agreement: (1) a Labor and Materials Payment Bond in
the amount of one hundred percent (100%) of the total amount to be paid Contractor as
set forth in any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), and in the form attached hereto as Exhibit D which is
incorporated herein by this reference; and (2) a Faithful Performance Bond in the amount
of one hundred percent (100%) of the total amount to be paid Contractor as set forth in
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), and in the form attached hereto as Exhibit E which is incorporated herein
by this reference.
15.2 The Labor and Materials Payment Bond and Faithful Performance Bond
shall be issued by an insurance organization or surety (1) currently authorized by the
Insurance Commissioner to transact business of insurance in the State of California, (2)
listed as an acceptable surety in the latest revision of the Federal Register Circular 570,
and (3) assigned a Policyholders' Rating A (or higher) and Financial Size Category Class
VI (or larger) in accordance with the latest edition of Best's Key Rating Guide: Property -
Casualty.
General Pump Company, Inc. Page 7 11-46
15.3 Contractor shall deliver, concurrently with City's approval of any Letter
Proposal over Twenty Five Thousand Dollars and 00/100 ($25,000.00), the Labor and
Materials Payment Bond and Faithful Performance Bond, a certified copy of the
"Certificate of Authority" of the Insurer or Surety issued by the Insurance Commissioner,
which authorizes the Insurer or Surety to transact surety insurance in the State of
California.
16. PREVAILING WAGES
16.1 Pursuant to the applicable provisions of the Labor Code of the State of
California, not less than the general prevailing rate of per diem wages including legal
holidays and overtime Work for each craft or type of workman needed to execute the
Work contemplated under the Agreement shall be paid to all workmen employed on the
Work to be done according to the Agreement by the Contractor and any subcontractor.
In accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and requesting
one from the Department of Industrial Relations. The Contractor is required to obtain the
wage determinations from the Department of Industrial Relations and post at the job site
the prevailing rate or per diem wages. It shall be the obligation of the Contractor or any
subcontractor under him/her to comply with all State of California labor laws, rules and
regulations and the parties agree that the City shall not be liable for any violation thereof.
16.2 Unless otherwise exempt by law, Contractor warrants that no contractor or
subcontractor was listed on the bid proposal for the Services that it is not currently
registered and qualified to perform public work. Contractor further warrants that it is
currently registered and qualified to perform "public work" pursuant to California Labor
Code section 1725.5 or any successor statute thereto and that no contractor or
subcontractor will engage in the performance of the Services unless currently registered
and qualified to perform public work.
17. 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
of the issued and outstanding capital stock of Contractor, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or
joint -venture or syndicate or cotenancy, which shall result in changing the control of
Contractor. 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.
General Pump Company, Inc. Page 8 11-47
18. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A and the Letter Proposal. Contractor 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.
19. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents"), prepared or caused to be prepared by Contractor,
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 Contractor or any
other party. Contractor shall, at Contractor's expense, provide such Documents to City
upon prior written request.
20. 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.
21. RECORDS
Contractor shall keep records and invoices in connection with the Services to be
performed under this Agreement. Contractor 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 Contractor
under this Agreement. All such records and invoices shall be clearly identifiable.
Contractor shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Contractor shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Contractor
under this Agreement.
General Pump Company, Inc. Page 9 11-48
22. WITHHOLDINGS
City may withhold payment to Contractor 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. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or his/her designee with respect to such disputed
sums. Contractor 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.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Contractor 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
seq., 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 seq., Contractor
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. Contractor shall
indemnify and hold harmless City for any and all claims for damages resulting from
Contractor'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 Contractor to City shall be
addressed to City at:
Attn: Utilities Manager
Utilities Department
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
General Pump Company, Inc. Page 10 11-49
25.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn: Michael Bodart
General Pump Company, Inc.
159 North Acacia Street
San Dimas, CA 91773
26. CLAIMS
26.1 Unless a shorter time is specified elsewhere in this Agreement, before
making its final request for payment under this Agreement, Contractor shall submit to City,
in writing, all claims for compensation under or arising out of this Agreement. Contractor'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 Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
26.2 To the extent that Contractor's claim is a "Claim" as defined in Public
Contract Code section 9204 or any successor statute thereto, the Parties agree to follow
the dispute resolution process set forth therein. Any part of such "Claim" remaining in
dispute after completion of the dispute resolution process provided for in Public Contract
Code section 9204 or any successor statute thereto shall be subject to the Government
Claims Act requirements requiring Contractor/Consultant to file a claim in strict
conformance with the Government Claims Act. To the extent that Contractor's claim is
not a "Claim" as defined in Public Contract Code section 9204 or any successor statute
thereto, Contractor shall be required to file such claim with the City in strict conformance
with the Government Claims Act (Government Code sections 900 et 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 Contractor. In the
event of termination under this Section, City shall pay Contractor for Services
General Pump Company, Inc. Page 11 11-50
satisfactorily performed and costs incurred up to the effective date of termination for which
Contractor has not been previously paid. On the effective date of termination, Contractor
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. LABOR
28.1 Contractor shall conform with all applicable provisions of state and federal
law including, but not limited to, applicable provisions of the federal Fair Labor Standards
Act ("FLSA") (29 USCA § 201, et seq.).
28.2 Whenever Contractor has knowledge that any actual or potential labor
dispute is delaying or threatens to delay the timely performance of this Agreement,
Contractor shall immediately give written notice to City, and provide all relevant
information.
28.3 Contractor represents that all persons working under this Agreement are
verified to be U.S. citizens or persons legally authorized to work in the United States.
28.4 To the fullest extent permitted by law, Contractor shall indemnify, defend,
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, and employees from loss or damage, including but not limited to attorneys'
fees, and other costs of defense by reason of actual or alleged violations of any applicable
federal, state and local labor laws or law, rules, and/or regulations. This obligation shall
survive the expiration and/or termination of the Agreement.
29. STANDARD PROVISIONS
29.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference.
29.2 Compliance with all Laws. Contractor 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 Contractor 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.
29.3 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
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
29.4 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.
General Pump Company, Inc. Page 12
11-51
29.5 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.
29.6 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.
29.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
29.8 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.
29.9 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.
29.10 Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because of race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
29.11 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.
29.12 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]
General Pump Company, Inc. Page 13
11-52
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: `.7!./Z!4,1=4 _
By._�b, (�c>
A r n C. Harp
Cif Attorney
ATTEST:
Date:
M
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Will O'Neill
Mayor
CONTRACTOR: GENERAL PUMP
COMPANY, INC., a California
corporation
Date:
By:
Peter Brooks
Chief Executive Officer
Date -
By:
Michael Bodart
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B
— Schedule of Billing Rates
Exhibit C
— Insurance Requirements
Exhibit D —
Labor and Materials Payment Bond
Exhibit E —
Faithful Performance Bond
General Pump Company, Inc. Page 14
11-53
EXHIBIT A
SCOPE OF SERVICES
General Pump Company, Inc. Page A-1 11-54
SCOPE OF SERVICES
OBJECTIVE:
Contractor shall provide the following services to the City, under the direction of the Utilities
Department, which shall identify specific tasks, deliverables, and deadlines on an as -needed
basis.
MINIMUM QUALIFICATIONS:
• The required qualifications include as least five (5) years of experience performing on -call
as -needed maintenance services on water wells, booster pumps and pump stations.
For these contract services, it is highly desirable for Contractor to possess and maintain
a (C-57) Well Drilling Contractor License in the State of California throughout the contract
term.
DESCRIPTION OF PROJECT:
Contractor is to provide Maintenance and Repair services for the City of Newport Beach's four
water wells, four well pumps, and 24 water booster pumps on an on -call, as -needed, time -and -
material basis. Any and all performance pursuant to this contract shall be on an "on -call" or "as -
needed" basis. Any tasking shall be initiated solely by the City. Further, execution of a contract
by the City does not in any way guarantee that any tasking or request for on -call services will be
issued to any party.
Contractor shall be able to mobilize in less than 72 hours and perform work as requested by the
City. Some pump maintenance and repair services may include, but is not limited to, removal,
inspection, repair, replacement, and installation, of well pumps and booster pumps, and the
furnishing of parts and labor in conjunction with such work.
Contractor shall have the ability to conduct maintenance to potable water wells including, but not
limited to, well columns, base plates, level transmitters, and water lube assemblies.
The City has a contract with a Motor Maintenance and Repair Company. All motor work will be
performed under this existing contract. No motor maintenance or repair work is included in this
Scope of Services and will not be performed under this Agreement.
SCOPE:
Although the City is attempting to identify the limits and services required, this should not
unnecessarily limit the Contractor(s) in the development of a scope it believes is necessary to
meet the City's goals and objectives.
Contractor shall furnish all material, labor, equipment, and supervision to perform the
maintenance and repair as requested by the City. Contractor shall perform such work in a
thorough and professional manner.
The City's water system consists of four well pumps and 24 water booster pumps. Pump
manufacturers include: Peerless, Johnson, Goulds, Ingersoll -Dresser, and Grundfus pumps.
The pumps range in length of three feet to 279 feet. The pumps pumping capacities range from
500 Gallons per Minute (GPM) to 3,200 GPM. All pumps are water lubricated. Contractor must
11-55
SCOPE OF SERVICES
have the ability to perform maintenance and repairs to these pumps, as -needed, with the same
components. Equivalent components will not be accepted and would exclude the contractor(s)
from working on the pumps. This would constitute a breach in contract which could lead to
termination of the contract. The City will call the Contractor when a problem with a pump occurs.
If on -site repairs are not possible, the Contractor and City will make a determination if the pump
needs to be pulled and sent to the Contractor shop for inspection. From this inspection,
contractor shall present to the City a proposal for parts and labor to make repairs. Any
replacement parts or materials must be noted for approval by the City. All work sent out for
outside service to a third party must also be noted in proposal. Contractor must submit this
proposal in writing to the Utilities Manager or his/her designee. If the City agrees with the terms
of the proposal, the City will then issue a Notice to Proceed (NTP) in writing for repairs to be
made. No repairs shall be made until this NTP is issued to the Contractor.
The City's four wells are located in Fountain Valley, California. Contractor shall have the ability
to perform vibration analysis testing, efficiency testing, Dynamic Video Monitoring (DVM) and
Spinner Logging. Contractor shall have the ability to analyze the data from these tests to make
recommendations to the City on well maintenance and repairs needing to be performed. These
recommendations must be presented to the City in an official report detailing the findings. The
recommendations from the Contractor for repairs to wells does not guarantee that the work will
be performed, or said Contractor will be chosen to perform the work recommended.
Contractor will provide a cost estimate to the City prior to conducting the agreed upon services and
receive approval from the City.
LEVEL OF MAINTENANCE
All work shall be performed in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably competent
practitioners of the same discipline under similar circumstances. Standards and frequencies may
be modified from time to time as deemed necessary by the City for the proper maintenance and
repair of the wells and pumps.
If, in the judgment of the City, the level of maintenance is less than that specified herein, the City
shall, at its option, in addition to or in lieu of other remedies provided herein, withhold appropriate
payment from the Contractor until services are rendered in accordance with specifications set
forth within this document and providing no other arrangements have been made between the
Contractor and the City. Failure to notify of a change and/or failure to perform an item or work
on a scheduled day may, at the City's sole discretion, result in deduction of payment for that day,
week, or month. Payment will be retained for work not performed until such time as the work is
performed to City standard.
The Contractor is required to correct deficiencies within the time specified by the City. If noted
deficient work has not been completed, payment for subject deficiency shall be withheld and
shall continue to be withheld until deficiency is corrected, without right to retroactive payments.
All work and general conditions shall be performed in accordance with the current Standard
Specifications for Cal -OSHA, Public Works Construction (Green Book), the State Water
Resources Control Board Health Guidelines, and the American Water Works Association
(AWWA) Standards.
11-56
SCOPE OF SERVICES
WORKMANSHIP AND SUPERVISION
Unless otherwise stated, Contractor shall be responsible to provide all labor and materials to
allow for successful Project completion.
The City may choose to reimburse the Contractor for materials that need to be procured. These
instances shall be analyzed on a case -by -case basis and reimbursement for materials will need
to be agreed upon in the Contractor's letter proposal prior to the commencement of work.
Receipts shall be required for reimbursements for materials purchased for projects. City
reserves the right to specify what type of material and/or equipment will be purchased per project.
All equipment and material purchases shall be preapproved by the Utilities Manager, or his/her
designee. The contractor may charge the actual cost of materials to the City plus 5% for
overhead costs associated with procurement of materials.
The City reserves the right to purchase materials directly and make them available to the
Contractor. In the event the City exercises the option to purchase the materials, the following
conditions will apply:
■ Contractor shall conform to all City practices and procedures.
■ All City purchases will be for the sole expressed use of and for the City.
■ The Contractor shall secure, store, inventory, distribute and control all
materials entrusted to the Contractor's representatives.
• All materials and inventories shall be made available to the City upon
request. The Contractor will reduce the unit cost for each maintenance
task by the City's actual cost for the materials provided and used.
Contractor represents and warrants to the City that he/she has, and will keep in effect at all times
during the term of a contract with the City, all licenses, permits, professional qualifications, and
approvals of whatever nature that are legally required to practice his/her trade.
Maintain all work sites free of hazards to persons and/or property resulting from the
Contractor's operations. Any hazardous condition noted by the Contractor, which is not a result
of the Contractor's operations, shall be immediately reported to the City.
Contractor shall be responsible for removing and cleaning any and all debris that occurs as a
result of its operations as a result of services requested in this scope of work.
All work performed under this contract shall be performed in such a manner as to provide
maximum safety to the public and where applicable, comply with all safety standards required
by CAL -OSHA. The Utilities Manager, or his/her designee reserves the right to issue restraint or
cease and desist orders to the Contractor when unsafe or harmful acts are observed or reported
relative to the performance of the work under this contract.
The supervisor or person in charge and on site of any City project shall have a smart phone
capable of email.
At all times, the Contractor will ensure at least one English speaking person is on site of any City
assigned project.
11-57
SCOPE OF SERVICES
WORKING HOURS
Normal working hours shall be between the hours of 7:00 a.m. and 4:30 p.m., Monday through
Thursday and 7:00 a.m, to 3:30 p.m., Friday. Work at the well sites is limited from 8:30 a.m, to
4:30 p.m. Monday through Thursday; and 8:30 a.m. to 3:30 p.m., Friday.
Contractor is subject to being contacted 24 hours a day, 7 days a week, 365 days a year to make
emergency repairs to the City's water wells and pumps. Contractor will provide the Utilities
Manager with names and telephone numbers of at least two qualified persons who can be called
by City representatives when emergency maintenance conditions occur during hours when the
Contractor's normal work force is not present in the City of Newport Beach. The representative(s)
for the Contractor shall respond to said emergency within two (2) hours from receiving notification.
The Contractor shall notify the Utilities Manager should any updates occur to this contact
information.
CONTRACTOR'S OFFICE
Contractor is required to maintain an office within a two (2) hour response time of the job site and
provide the office with phone service during normal working hours. During all other times, a
telephone answering service shall be utilized and the answering service shall be capable of
contacting the Contractor by cellular phone or text messaging. Contractor shall respond to our
request within two (2) hours and must be able to mobilize within 72 hours to all emergencies.
Contractor will have full responsibility for maintaining an office and a yard as needed for
equipment, vehicle, and material storage.
Unless otherwise specified by the Utilities Manager (Project Administrator) orhislher designee,
there will be no on -site storage of equipment or materials on City property or at the well sites.
Contractor will have full responsibility for maintaining an office and a storage facility.
CORRESPONDENCE
All correspondence shall be addressed to Utilities Manager, Utilities Department, City of Newport
Beach, 100 Civic Center Drive, Newport Beach, California 92660.
EQUIPMENT
All vehicles and equipment used in conjunction with the work shall be maintained in a neat, clean,
orderly manner and shall be in good working order. The Utilities Manager, or his/her designee,
may reject any vehicle or piece of equipment and order it removed.
STREET CLOSURES, DETOURS, BARRICADES
Warning signs, lights, and devices shall be installed and displayed in conformity with the current
edition of the "California Manual on Uniform Traffic Control Devices"
(http://www.dot.ca.gov/hg/traffops/signteGh/mutcdsuppl) for use in performance of work upon
highways issued by the State of California, Department of Transportation and as directed by City
staff.
11-58
SCOPE OF SERVICES
If the Contractor fails to provide and install any of the signs or traffic control devices required
hereby or ordered by the City staff, staff may cause such signs or traffic control devices to be
placed by others, charge the costs therefore againstthe Contractor(s), and deduct the same from
the next progress payment orinvoice.
Beacon lighting visible from behind the vehicle will be installed on vehicles working along City
streets.
PERMITS
When work is performed at the Dolphin Well site, a permit and traffic control plan must be
submitted to the City of Fountain Valley.
At the City's Tamura Well site, a permit must be obtained from the City of Fountain Valley.
Contractor shall provide a work schedule to the City 72 hours prior to work being conducted at
this site.
Contractor is responsible for obtaining permits where required by federal, state or local laws as it
pertains to the work being conducted.
PROJECT ADMINISTRATION
For all service requests, Contractor shall follow the protocol established in this Agreement in
regard to service deployment, including issuing Letter Proposals for each request and not
commencing work until authorized by the Utilities Manager, or his/her designee. Any and all
services performed for the City shall be charged at the rates indicated in the Executed
Agreement.
On -call contracts do not guarantee or imply any specific quantity of work over the five-year
contract term. When the need for services arises, the City will request in writing, the necessary
maintenance repair services required in adequate detail. Contractor shall then provide a letter
proposal for Services requested by the City (hereinafter referred to as the "Letter Proposal").
The Letter Proposal shall include the following:
■ A detailed description of the services to be provided by the contractor(s)
■ A detailed description of the services to be provided by an outside agency
other than the contractor
■ A detailed description of any replacement parts or materials
• The estimated number of hours and cost to complete the services; and
• A work schedule that includes the completion date for the project.
City will assess the Letter Proposal to ensure that services and costs proposed are
commensurate with those provided in the Contractor's RFP response. No Services shall be
provided until the City has provided written acceptance of the Letter Proposal. Once authorized to
proceed, Contractor shall diligently perform the duties in the approved Letter Proposal.
11-59
SCOPE OF SERVICES
Contractor shall diligently perform all the services described in the Scope of Services. As a
material inducement to the City entering into this Agreement, Contractor represents and warrants
that the Contractor is a provider of first-class work and the Contractor is experienced in performing
the work contemplated herein and, considering such status and experience, Contractor
covenants that it shall follow the highest industry standards in performing the work required
hereunder and that all materials will be of good quality. For purposes of this Agreement, the
phrase "highest industry standards" shall mean those standards of practice recognized by one
or more first-class firms performing similar work under similar circumstances.
Contractor shall perform all work required to be performed, and shall provide and furnish all the
labor, materials, necessary tools, expendable equipment and all utility and transportation
services necessary for the Project.
Contractor will meet at least once per year of the contract with the Utilities Manager (Project
Administrator) for a performance review and assessment of the quality of work performed.
UNDERGROUND EXCAVATIONS
Contractor shall be responsible for locating all underground utility lines to ensure the safety of
his/her work crew and to protect, in place, existing utility equipment before commencing any
excavation. Contractor shall contact the Utilities Manager (Project Administrator) or his/her
designee and Underground Service Alert (www.digalert.org)(1- 800-227-2600) forty-eight (48)
hours before commencing any excavation, to locate underground service lines.
11-60
EXHIBIT B
SCHEDULE OF BILLING RATES
General Pump Company, Inc. Page B-1 11-61
EXHIBIT B - SCHEDULE OF BILLING RATES
Table 1: Billing Schedule and Hourly Rates
Pulling & Installation
Description
Rate
After-Hours/Emergency
Hourly Rate*
Mobilization and demobilization
$1,500
Lump Sum
$2,000 Lump Sum
Two (2) men, rig and service truck
$240
/hour
$340
/hour
Two (2) man crew and pump pulling rig
$250
/hour
$350
/hour
Three (3) man crew and standard pump
pulling rig
$360
/hour
$490
/hour
Each additional employee
$76
/hour
$90
/hour
Crane
Description
Rate
After-Hours/Emergency
Hourly Rate*
40 ton with one (1) man
$420
/hour
$490
/hour
One (1) man crew, Service support rig
for 40-ton crane
$180
/hour
$250
/hour
Rotary Crane
Description
Rate
After-Hours/Emergency
Hourly Rate*
One (1) man and hydraulic crane — 5 ton
$90
/hour
$120
/hour
One (1) man and hydraulic crane — 8 ton
$95
/hour
$125
/hour
One (1) man and rotary crane —10 ton
$100
/hour
$140
/hour
One (1) man and rotary crane —17 ton
$270
/hour
$340
/hour
Rotary crane —17 ton and 2-man Crew
$300
/hour
$390
/hour
Field
Service
Description
Rate
After-Hours/Emergency
Hourly Rate*
One (1) man and delivery truck
$76
/hour
$90
/hour
One (1) man and service truck
$80
/hour
$95
/hour
11-62
Two (2) men and service truck
$155
/hour
$195
/hour
Two (2) men and welding truck
$160
/hour
$200
/hour
Two (2) man crew and combination rig
$300
/hour
$390
/hour
Flatbed Truck and driver
$76
/hour
$90
/hour
Service truck and one (1) pump
$195
/hour
$245
/hour
mechanic
Service truck and one (1) electrician
$200
/hour
$250
/hour
Service truck and one (1) general
$76
/hour
$90
/hour
services
Service truck and one (1) pump
$210
/hour
$260
/hour
mechanic and one (1) assistant
Shop Labor
After-Hours/Emergency
Description
Rate
Hourly Rate
Shop labor -pump mechanic
$118
/hour
$128
/hour
Shop labor -machinist
$118
/hour
$128
/hour
Shop labor -welder
$118
/hour
$128
/hour
Metal spray labor
$76
/hour
$90
/hour
Miscellaneous
After-Hours/Emergency
Description
Rate
Hourly Rate
Dynamic video with Engineering or
$1,750
Lump Sum
$1,900
Lump Sum
Hydrogeology support
Spinner Logs
$5,600
Lump Sum
$5,700
Lump Sum
Dynamic video with mini camera
$1,640
Lump Sum
$1,700
Lump Sum
Video log -color with downhole and
$1,350
Lump Sum
$1,400
Lump Sum
side -scan
Engineering and Hydrogeology support
$50
/hour
$70
/hour
NPDES Compliance (Baker tanks,
neutralizer equipment, lab fees,
$5,800
Lump Sum
$5,800
Lump Sum
fabrication)
Hourly Minimum (if applicable)
4 Hour Minimum
11-63
* After Hours Rate and Emergency Hourly Rate shall be anytime outside of the normal
business hours of Monday through Thursday, 7:00 a.m. to 4:30 p.m., and Friday 7:00 a.m.
to 3:30 p.m.
"Maximum 5% overhead cap for all materials purchased. Project Administrator reserves the
right to request that all original receipts of materials be turned in with invoices before
Contractor is paid.
Company rate sheet attached for items not listed above.
CPI ADJUSTMENT: Rates may be given up to a 2% fixed annual CPI increase upon the first
anniversary of the contract and each anniversary thereafter, in accordance with Section 4 of the
Agreement.
11-64
EXHIBIT C
INSURANCE REQUIREMENTS —
MAINTENANCE/REPAIR/JANITORIAL SERVICES
Provision of Insurance. Without limiting Contractor's indemnification of City,
and prior to commencement of Work, Contractor 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. Contractor agrees to provide insurance in accordance with
requirements set forth here. If Contractor uses existing coverage to comply and
that coverage does not meet these requirements, Contractor 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. Contractor 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. In addition, Contractor shall require each subcontractor to
similarly maintain Workers' Compensation Insurance and Employer's
Liability Insurance in accordance with California law for all of the
subcontractor's employees.
Contractor 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, employees, and
any person or entity owning or otherwise in legal control of the property
upon which Contractor performs the Project and/or Services
contemplated by this Agreement.
B. General Liability Insurance. Contractor 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,
General Pump Company, Inc. Page C-1 11-65
operations, products -completed 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. Contractor 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 Contractor
arising out of or in connection with Work to be performed under this
Contract, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit for each accident.
D. Pollution Liability Insurance. Contractor shall maintain a policy providing
contractor's pollution liability ("CPL") coverage with a total limit of liability
of no less than two million dollars ($2,000,000) per loss and four million
dollars ($4,000,000) in the aggregate per policy period. Claims -made
policies require a 10-year extended reporting period. The CPL policy
shall include coverage for cleanup costs, third -party bodily injury and
property damage, including loss of use of damaged property or of
property that has not been physically injured or destroyed, resulting from
pollution conditions caused by contracting operations. Coverage as
required in this paragraph shall apply to sudden and non -sudden
pollution conditions resulting from the escape or release of smoke,
vapors, fumes, acids, alkalis, toxic chemicals, liquids, or gases, waste
materials, or other irritants, contaminants, or pollutants. The CPL shall
also provide coverage for transportation and off -Site disposal of
materials. The policy shall not contain any provision or exclusion
(including any so-called "insured versus insured" exclusion or "cross -
liability" exclusion) the effect of which would be to prevent, bar, or
otherwise preclude any insured or additional insured under the policy
from making a claim which would otherwise be covered by such policy
on the grounds that the claim is brought by an insured or additional
insured against an insured or additional insured under the policy.
E. 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
Contractor's primary and excess/umbrella liability policies are
exhausted.
General Pump Company, Inc. Page C-2 11-66
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, employees, and any person or entity owning or otherwise in
legal control of the property upon which Contractor performs the Project
and/or Services contemplated by this Agreement or shall specifically
allow Contractor or others providing insurance evidence in compliance
with these requirements to waive their right of recovery prior to a loss.
Contractor 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, shall provide or be endorsed
to provide that City, its City Council, boards and commissions, officers,
agents, volunteers, employees, and any person or entity owning or
otherwise in legal control of the property upon which Contractor
performs the Project and/or Services contemplated by this Agreement
shall be included as additional insureds under such policies.
C. Primary and Non -Contributory. Contractor's insurance coverage shall
be primary insurance and/or the primary source of recovery with respect
to City, its City Council, boards and commissions, officers, agents,
volunteers and employees. Any insurance or self-insurance maintained
by City shall be excess of Contractor's insurance and shall not contribute
with it.
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 except Builders Risk Insurance, which shall
contain an endorsement with said required notices.
5. Additional Agreements Between the Parties. The parties hereby agree to
the following:
A. Evidence of Insurance. Contractor 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
General Pump Company, Inc. Page C-3 11-67
"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, Contractor 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 Contractor sixty (60) calendar days'
advance written notice of such change. If such change results in
substantial additional cost to Contractor, City and Contractor may
renegotiate Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all
agreements with subcontractors or others with whom Contractor 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. Contractor shall require and verify that
all subcontractors maintain insurance meeting all the requirements
stated herein, and Contractor 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 Contract Provisions. Contractor acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Contractor of non-compliance with any requirement imposes no
additional obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features
or limits contained in this Exhibit A 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
General Pump Company, Inc. Page C-4 11-68
Contractor maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits
maintained by the Contractor. Any available proceeds in excess of
specified minimum limits of insurance and coverage shall be available
to the City.
F. Self -Insured Retentions. Contractor agrees not to self -insure or to use
any self -insured retentions on any portion of the insurance required
herein and further agrees that it will not allow any indemnifying party to
self -insure its obligations to City. If Contractor's existing coverage
includes a self -insured retention, the self -insured retention must be
declared to City. City may review options with Contractor, which may
include reduction or elimination of the self -insured retention, substitution
of other coverage, or other solutions. Contractor agrees to be
responsible for payment of any deductibles on their policies.
G. City Remedies for Non -Compliance. If Contractor or any subcontractor
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 Contract, or to suspend Contractor'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
Contractor or reimbursed by Contractor upon demand.
H. Timely Notice of Claims. Contractor shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Contractor'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.
Contractor's Insurance. Contractor shall also procure and maintain, at
its own cost and expense, any additional kinds of insurance, which in its
own judgement may be necessary for its proper protection and
prosecution of the Work.
General Pump Company, Inc. Page C-5 11-69
EXHIBIT D
CITY OF NEWPORT BEACH
BOND NO.
LABOR AND MATERIALS PAYMENT BOND
WHEREAS, the City of Newport Beach, State of California, has awarded to
General Pump Company, Inc., hereinafter designated as the "Principal," an agreement
for maintenance and/or repair services, in the City of Newport Beach, in strict conformity
with the Agreement on file with the office of the City Clerk of the City of Newport Beach,
which is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a bond, providing that if Principal or any of
Principal's subcontractors, shall fail to pay for any materials, provisions, or other supplies
used in, upon, for, or about the performance of the Work agreed to be done, or for any
work or labor done thereon of any kind, the Surety on this bond will pay the same to the
extent hereinafter set forth.
NOW, THEREFORE, We the undersigned Principal, and,
duly authorized to transact business under the laws of the State of California, as Surety,
(referred to herein as "Surety") are held and firmly bound unto the City of Newport Beach,
in the sum of Dollars ( ),
lawful money of the United States of America, said sum being equal to 100% of the
amount of any Letter Proposal accepted by City of over Twenty Five Thousand Dollars
and 00/100 ($25,000.00), payable by the City of Newport Beach under the terms of the
Agreement; for which payment well and truly to be made, we bind ourselves, our heirs,
executors and administrators, successors, or assigns, jointly and severally, firmly by
these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal or the
Principal's subcontractors, fail to pay for any materials, provisions, or other supplies,
implements or machinery used in, upon, for, or about the performance of the Work
contracted to be done, or for any other work or labor thereon of any kind, or for amounts
due under the Unemployment Insurance Code with respect to such work or labor, or for
any amounts required to be deducted, withheld and paid over to the Employment
Development Department from the wages of employees of the Principal and
subcontractors pursuant to Section 13020 of the Unemployment Insurance Code with
respect to such work and labor, then the Surety will pay for the same, in an amount not
exceeding the sum specified in this Bond, and also, in case suit is brought to enforce the
obligations of this Bond, a reasonable attorneys' fee, to be fixed by the Court as required
by the provisions of Section 9554 of the Civil Code of the State of California.
The Bond shall inure to the benefit of any and all persons, companies, and
corporations entitled to file claims under Section 9100 of the California Civil Code so as
to give a right of action to them or their assigns in any suit brought upon this Bond, as
required by and in accordance with the provisions of Sections 9500 of seq. of the Civil
Code of the State of California.
General Pump Company, Inc. Page D-1 11-70
And Surety, for value received, hereby stipulates and agrees that no change,
extension of time, alterations or additions to the terms of the Agreement or to the Work to
be performed thereunder shall in any wise affect its obligations on this Bond, and it does
hereby waive notice of any such change, extension of time, alterations or additions to the
terms of the Agreement or to the Work or to the specifications.
In the event that any principal above named executed this Bond as an individual,
it is agreed that the death of any such principal shall not exonerate the Surety from its
obligations under this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the above
named Principal and Surety, on the day of , 20
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF CONTRACTOR AND SURETY MUST BE
ATTACHED
General Pump Company, Inc. Page D-2 11-71
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of I ss.
On , 20 before me,
Notary Public, personally appeared ,
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On , 20 before me, ,
Notary Public, personally appeared ,
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(seal)
General Pump Company, Inc. Page D-3 11-72
EXHIBIT E
CITY OF NEWPORT BEACH
BOND NO.
FAITHFUL PERFORMANCE BOND
The premium charges on this Bond is $ , being at the
rate of $ thousand of the Agreement price.
WHEREAS, the City of Newport Beach, State of California, has awarded to
General Pump Company, Inc., hereinafter designated as the "Principal," an agreement
for maintenance and/or repair services in the City of Newport Beach, in strict conformity
with the Agreement on file with the office of the City Clerk of the City of Newport Beach,
which is incorporated herein by this reference.
WHEREAS, Principal has executed or is about to execute the Agreement and the
terms thereof require the furnishing of a Bond for the faithful performance of the
Agreement.
NOW, THEREFORE, we, the Principal, and
duly authorized to
transact business under the laws of the State of California as Surety (hereinafter
"Surety"), are held and firmly bound unto the City of Newport Beach, in the sum of
( ) lawful
money of the United States of America, said sum being equal to 100% of the amount of
any Letter Proposal accepted by City of over Twenty Five Thousand Dollars and 00/100
($25,000.00), to be paid to the City of Newport Beach, its successors, and assigns; for
which payment well and truly to be made, we bind ourselves, our heirs, executors and
administrators, successors, or assigns, jointly and severally, firmly by these present.
THE CONDITION OF THIS OBLIGATION IS SUCH, that if the Principal, or the
Principal's heirs, executors, administrators, successors, or assigns, fail to abide by, and
well and truly keep and perform any or all the Work, covenants, conditions, and
agreements in the Agreement and any alteration thereof made as therein provided on its
part, to be kept and performed at the time and in the manner therein specified, and in all
respects according to its true intent and meaning, or fails to indemnify, defend, and save
harmless the City of Newport Beach, its officers, employees and agents, as therein
stipulated, then, Surety will faithfully perform the same, in an amount not exceeding the
sum specified in this Bond; otherwise this obligation shall become null and void.
As a part of the obligation secured hereby, and in addition to the face amount
specified in this Performance Bond, there shall be included costs and reasonable
expenses and fees, including reasonable attorneys fees, incurred by City, only in the
event City is required to bring an action in law or equity against Surety to enforce the
obligations of this Bond.
General Pump Company, Inc. Page E-1
11-73
Surety, for value received, stipulates and agrees that no change, extension of time,
alterations or additions to the terms of the Agreement or to the Work to be performed
thereunder shall in any way affect its obligations on this Bond, and it does hereby waive
notice of any such change, extension of time, alterations or additions of the Agreement
or to the Work or to the specifications.
This Faithful Performance Bond shall be extended and maintained by the Principal
in full force and effect for one (1) year following the date of formal acceptance of the
Project by City.
In the event that the Principal executed this bond as an individual, it is agreed that
the death of any such Principal shall not exonerate the Surety from its obligations under
this Bond.
IN WITNESS WHEREOF, this instrument has been duly executed by the Principal
and Surety above named, on the day of , 20
Name of Contractor (Principal)
Name of Surety
Address of Surety
Telephone
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
By:
Aaron C. Harp
City Attorney
Authorized Signature/Title
Authorized Agent Signature
Print Name and Title
NOTARY ACKNOWLEDGMENTS OF
CONTRACTOR AND SURETY MUST BE ATTACHED
General Pump Company, Inc. Page E-2
11-74
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On 20 before me,
Notary Public, personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature (seal)
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who
signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of } ss.
On , 20 before me,
Notary Public, personally appeared ,
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signatures(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing
paragraph is true and correct.
WITNESS my hand and official seal.
Signature
(seal)
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