HomeMy WebLinkAbout13 - Approval of Agreement for As-Needed Water Meter Installation and Replacement ServicesCITY OF
NEWPORT BEACH
City Council Staff Report
February 10, 2015
Agenda Item No. 13
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: George Murdoch, Acting Municipal Operations Department Director - (949) 644-
3011, gmurdoch @newportbeachca.gov
PREPARED BY: Rachell Wilfert, Management Specialist
PHONE: (949) 644 -3010
TITLE: Approval of Agreement with Ferguson Waterworks Meter & Automation Group for
As- Needed Water Meter Installation and Replacement Services
ABSTRACT:
The City currently has approximately 27,000 water meters with an average age of 24 years. Water meters
become inaccurate as they get older. The goal for the Municipal Operations Department (MOD) is to have
no meter over 20 years old. In order to meet that goal, staff is recommending the use of a contractor to
replace 3,220 meters per year for the next five years.
RECOMMENDATION:
Approve the agreement with Ferguson Enterprises, Inc. DBA Ferguson Waterworks Meter & Automation
Group for as- needed installation and replacement services for a five year term at a total amount not to
exceed $920,000, and authorize the Mayor and City Clerk to execute the agreement.
FUNDING REQUIREMENTS:
The current adopted budget includes sufficient funding for this purchase. It will be expensed to the Water
Enterprise account in the Municipal Operations Department, 5500 -8190.
DISCUSSION:
The City has approximately 27,000 water meters for our residential, sprinkler, fire and commercial
customers. The purpose of a water meter is to accurately measure the water flow to a customer for billing
and accountability. As water meters get older they become inaccurate. Water that is not measured through
a meter is considered "unaccounted for water ". Both the American Water Works Association (AWWA) and
the California Urban Water Conservation Council (CUWCC) have set standards and Best Management
Practices (BMP) on reducing unaccounted for water. This is important as the State mandates the reduction
in water use in response to the drought. Additionally, inaccurate measurements can also result in lost
revenue and unfairness between customer accounts.
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The typical lifespan of a water meter is 15 -20 years. Periodic testing shows that while our meters do read
accurately, many are close to reaching their full lifespan. Our goal is to have all meters 20 years old or
less. Maintenance staff has replaced meters regularly; however, when we outsourced our meter reading
program we also reduced staff that routinely installed meters. In order to reach our goal we need to
replace 3,220 meters every year for the next five years. A cost effective way to reach our goal is to hire a
contractor to perform these services.
MOD issued a Request for Proposals (RFP) for as- needed water meter installation and replacement
services. The City received five proposals in response to the RFP. An evaluation panel reviewed the
proposals and evaluated the firms based on qualifications and experience. This accounted for 60% of the
total score. The Finance Department's Purchasing Agent evaluated cost by calculating the cost differential
between the five respondents, with the lowest cost respondent achieving a score of 40 points.
EVALUATION CRITERION PERCENTAGE OF SCORE
Qualifications and experience of the proposing Contractor firm. 60%
The proposed Project costs. 40%
The evaluation panel ranked Ferguson Waterworks Meter and Automation Group (Ferguson) as the
highest -rated proposer. They have extensive experience in the installation of both residential and
commercial meters in a variety of environments.
Proposal Evaluation Scores
Score Atlas Allied Concord Ferguson Kelly J Vernes
Technical Out of 60 35.00 44.33 58.00 34.00 0
Cost Ratio Out of 40 22.16 20.98 40.00 25.43 2.01
Total Out of 100 57.16 65.31 98.00 59.43 2.01
Should Council approve this agreement, the contractor will be responsible for the installation and
replacement of the water meters that the City will provide. The contractor will ensure that the new meter
information is compatible with our billing system and ready for uploading into our system. There are
several methods for reading water meters and staff is evaluating expanding our Automated Meter Reading
(AMR) or radio read system concurrent to this effort. This contract includes installation and replacement of
all types of meters. The majority of meters needing replacement are standard 3/4" or 5/8" residential
meters. Staff estimates that replacing 3,220 standard meters including some larger ones will cost
$140,000 annually. An additional $44,000 is needed for radio read meter installations and unforeseen
repairs such as meter boxes and connections. Total annual estimate to reach our goal is $184,000 a year
with a total not to exceed cost of $920,000 for a five year contract term.
ENVIRONMENTAL REVIEW:
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:
Description
Attachment A - Agreement for As- Needed Meter Installation and Replacement Services
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ATTACHMENT A
ON -CALL MAINTENANCE /REPAIR SERVICES AGREEMENT
WITH FERGUSON ENTERPRISES, INC. DBA FERGUSON WATERWORKS METER
& AUTOMATION GROUP FOR
AS- NEEDED WATER METER INSTALLATION AND REPLACEMENT SERVICES
THIS ON -CALL MAINTENANCE /REPAIR SERVICES AGREEMENT
( "Agreement') is made and entered into as of this 10th day of February, 2015 ( "Effective
Date "), by and between the CITY OF NEWPORT BEACH, a California municipal
corporation and charter city ( "City "), and FERGUSON ENTERPRISES, INC. DBA
FERGUSON WATERWORKS METER & AUTOMATION GROUP, a Virginia corporation
( "Contractor"), whose address is 1694 91st Avenue NE, Blaine, Minnesota 55449, 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 ('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 February 29, 2020, 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;
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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 Nine Hundred Twenty Thousand Dollars and
00 /100 ($920,000.00), without prior written amendment to the Agreement.
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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 Wesley Hughes (319)
631 -3174 to be its Project Manager and Ryan Harris to be its Project Supervisor.
Contractor shall not remove or reassign the Project Manager or any personnel listed in
Exhibit A or assign any new or replacement personnel to the Project without the prior
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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 Municipal Operations Department.
City's Water System Services Supervisor 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 highest industry standards. 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 and all applicable federal, state and local laws and the industry standard.
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.
8.4 Contractor shall not be responsible for
responsible for damages or be in default or deemed to
lockouts, accidents, acts of God, or the failure of City
approve or disapprove Contractor's Work promptly, c
City, contractors, or governmental agencies.
Ferguson Waterworks Meter & Automation Group
delay, nor shall Contractor be
be in default by reason of strikes,
io furnish timely information or to
r delay or faulty performance by
Page 4
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9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof 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 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, 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, and employees (collectively, the "Indemnified Parties ") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims "), which may arise from or in any manner
relate (directly or indirectly) to any breach of the terms and conditions of this
Agreement, any Work performed or Services provided under this Agreement including,
without limitation, defects in workmanship or materials or 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.
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 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.
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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.
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. PREVAILING WAGES
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
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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 of 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. 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.
17. 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.
18. 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
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any other party. Contractor shall, at Contractor's expense, provide such Documents to
City upon prior written request.
19. 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.
20. 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.
21. 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.
22. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other contractors in connection with the Project.
23. CONFLICTS OF INTEREST
23.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
23.2 If subject to the Act, Contractor shall conform to all requirements of the
Act. 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
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City for any and all claims for damages resulting from Contractor's violation of this
Section.
24. NOTICES
24.1 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.
24.2 All notices, demands, requests or approvals from Contractor to City shall
be addressed to City at:
Attn: Water System Services Supervisor
Municipal Operations Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
24.3 All notices, demands, requests or approvals from City to Contractor shall
be addressed to Contractor at:
Attn: Brian Rollins
Ferguson Enterprises, Inc.
DBA Ferguson Waterworks Meter & Automation Group
1694 91 st Avenue NE
Blaine, MN 55449
25. CLAIMS
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. TERMINATION
26.1 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
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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.
26.2 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
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.
27. LABOR
27.1 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.).
27.2 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.
27.3 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.
27.4 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.
28. STANDARD PROVISIONS
28.1 Recitals. City and Contractor acknowledge that the above Recitals are
true and correct and are hereby incorporated by reference.
28.2 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.
28.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent
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breach of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
28.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged
herein. No verbal agreement or implied covenant shall be held to vary the provisions
herein.
28.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
28.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
28.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
28.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
28.9 Controlling Law and Venue. The laws of the State of California shall
govern this Agreement and all matters relating to it and any action brought relating to
this Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
28.10 Equal Opportunity Employment. 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, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising
under this Agreement, the prevailing party shall not be entitled to attorneys' fees.
28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Ferguson Waterworks Meter & Automation Group Page 11
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IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTQ q�Y'� OFFICE
Date: I 77I�
By: lM ✓/�'
Aaron C. Harp Uttn oqIH 11ic-
City Attorney
ATTEST:
Date:
Lfi
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
e
By:
Edward D. Selich S
Mayor
CONTRACTOR: Ferguson Enterprises,
Inc. DBA Ferguson Waterworks Meter &
Automation Group, a Virginia corporation
Date: I / 26 1S
By..
Kim Oster
Business Development Manager
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Ferguson Waterworks Meter & Automation Group Page 12
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EXHIBIT A
SCOPE OF SERVICES
1. DUTIES AND RESPONSIBILITIES
1.1 DESCRIPTION OF PROJECT
Contractor shall furnish all labor, equipment, and supervision to perform water
meter installation services as described herein including, but not limited to, the
following:
• Removal of existing water meters,
• Installation of new water meters,
• Data collection,
• Inspection,
• Testing, and
• Quality control.
1.2 QUALITY OF WORK AND MATERIALS
1.2.1 All material and equipment furnished by the Contractor shall be new,
high- grade, and free from defects and imperfections, unless otherwise
hereinafter specified. Workmanship shall be in accordance with the best
standard practices. Both materials and workmanship shall be subject to
the approval of the Project Administrator. All materials used shall be
approved in advance by the Project Administrator.
1.2.2 The City will provide all water meters to the Contractor. The 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.
1.2.3 Contractor shall provide all tools and additional materials to complete the
installation /removal work. If a new pit box is needed the Contractor shall
notify the City and the City will replace the pit box. The Contractor shall
pick up the City - provided meter equipment from the Utilities Yard during
normal business hours (Monday — Thursday, 7:00 a.m. - 4:30 p.m.;
Fridays, 7:00 a.m. - 3:30 p.m.).
1.3 WORKING HOURS
Normal working hours shall be no more than ten (10) hours per day between
the hours of 7:00 a.m. and 4:00 p.m. Normal working days are Monday through
Friday.
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1.4 WORKMANSHIP AND SUPERVISION
1.4.1 All employees of the Contractor who will be installing meters must be
trained in meter installation and in reading meter registers.
1.4.2 Contractor's field personnel shall wear easily recognizable uniforms
containing Contractor's name. Contractor shall be responsible for
supplying all appropriate personal protective equipment including but not
limited to safety vests, safety shoes and reflective vests.
1.4.3 Contractor requires that field installers be equipped with cellular phones
or radios so that problems or questions can be addressed immediately.
Each crew must have immediate access to a mobile phone so that the
Installation Supervisor can be contacted if needed.
1.5 SUPERVISION OF CONTRACT
1.5.1 Contractor shall designate a Project Manager to serve as the main
contact for the Contractor throughout the project. The Project Manager
shall have the authority to handle and resolve any contract disputes with
the City and be experienced in supervising the installation of water
meters.
1.5.2 Contractor shall designate an Installation Supervisor, who shall be
responsible for managing the installation on a day -to -day basis and for
seeing that all installations are carried out in a professional manner and
in compliance with the procedures required by City, Contractor, and all
other applicable local, state and federal regulations (such as OSHA).
The Installation Supervisor shall be on site continuously throughout the
duration of the project. If the Installation Supervisor is unavailable during
working hours, then Contractor shall provide a qualified substitute. The
Installation Supervisor shall be experienced in supervising meter
installation contracts, and be familiar with applicable regulations and
safe and proper installation procedures.
1.5.3 The supervisor of this contract shall be available to meet with the Project
Administrator daily during working hours, as necessary.
1.6 SPECIFICATIONS
1.6.1 These specifications are intended to cover all labor, material and
standards of installation to be employed in the work called for in these
specifications or reasonably implied by terms of same. Work or
materials of a minor nature which may not be specifically mentioned, but
which may be reasonably assumed as necessary for the completion of
this work, shall be performed by the Contractor as if described in the
specifications.
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1.6.2 Any specific problem area which does not meet the conditions of the
specifications set forth herein shall be called to the attention of the
Contractor and if not corrected, payment to the Contractor will not be
made until condition is corrected in a satisfactory manner as set forth in
the specifications.
1.7 PROVISIONS FOR EXTRAS
1.7.1 No new work of any kind shall be considered an extra unless a separate
estimate is given for said work and the estimate is approved in writing by
the City before the work is commenced. The Contractor will be required
to provide before and after photographs of safety items or emergency
repairs which were made without prior City approval. Documentation of
contract compliance may be required on some occasions.
1.7.2 Should a change or extra work be found necessary by the City, all
changes and extra work shall be performed at the same unit price of any
proposal item listed. If the work is not listed as a proposal item, the
Contractor shall submit a fair cost for the work to be performed. A
change order authorization will be issued by the City.
1.7.3 The City reserves the right to increase or decrease the quantity of any
item(s) or portion(s) of the work described in the specifications or the
proposal form or to omit portions of the work so described as may be
deemed necessary or expedient by the Project Administrator or
designated representative and the Contractor shall agree not to claim or
bring suit for damages, whether for loss of profits or otherwise, on
account of any decrease or omission of any kind of work to be done. The
City shall reduce the price accordingly. Alterations, modifications or
deviations from the work described in the scope of services by
Contractor shall be subject to the prior written approval of the City. Any
price adjustments shall be made by mutual consent of the parties in that
case.
1.8 DISPOSAL
1.8.1 All replaced meters will be tagged and returned to the City for proper
disposal.
1.8.2 Contractor will return site to original condition. The Contractor shall
dispose of all excess materials and other debris in any right -of -way or
ground occupied, and shall restore utilities and improvements on public
or private property which have been damaged by the Contractor's
operations. This will include, but not be limited to; replacing all furniture
or household items that may be in the way of installation and cleaning up
any water.
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1.8.3 Contractor shall be responsible for removing and properly disposing of
any reasonable amount of dirt needed to access a meter in a meter pit or
vault. If a water meter box or vault is flooded so that the meter is fully or
partially submerged, the installer must pump out the box before
changing the meter. Contractor must ensure that the water service is not
in any way contaminated, even intermittently, by standing water in the
meter vault or box.
1.9 RECORDS
1.9.1 The Contractor shall keep accurate records concerning all of his /her
employees or agents. The Contractor shall provide this information in an
organizational chart as changes in staffing occur.
1.9.2 The Contractor shall complete a monthly maintenance report indicating
work performed and submit this completed report to the Project
Administrator. This report should also contain a description, including
staff - hours, equipment, and materials breakdowns and costs used to
accomplish any additional work which the Contractor deems to be
beyond the scope of the contract and which has been approved by the
City in accordance with the Agreement. Payment for any extra work will
not be authorized unless the additional work, and costs thereof are first
approved in writing by the City in accordance with the Agreement.
1.9.3 The Contractor shall, within fifteen (15) days of the effective date of an
executed agreement, prepare and submit a written annual maintenance
calendar to the Project Administrator. This maintenance calendar shall
clearly indicate all of the maintenance tasks required by this agreement
and the months of the year they are scheduled to be performed. If it is
necessary to make periodic revisions to this maintenance schedule, a
modified calendar must be submitted to the Project Administrator for
approval prior to the date the changes are to take effect.
1.9.4 The Contractor shall permit the City to inspect and audit its books and
records regarding City - provided services during regular business hours.
1.10 RESPONSIBILITY FOR DAMAGES OR INJURY
1.10.1 Contractor shall be responsible for repairing any service lines, meter
couplings, angle meter valves, service fittings, meter boxes, and /or lids it
damages at its sole cost and expense, unless Contractor has reported
(prior to commencement of a given installation) a condition of antiquated
or inferior plumbing to the City such that needed repairs can be
performed by the City. Any damage done by Contractor outside the area
and scope of the work of the contract shall be repaired or replaced as
directed at no additional cost to the City. All plumbing work other than
the replacement of a water meter must be inspected by the City.
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1.10.2 Contractor shall be responsible for replacing any existing landscaping,
ground cover, grass, plants, shrubs, and /or trees which are damaged
during construction within 48 hours at its sole cost and expense.
1.11 SAFETY REQUIREMENTS
1.11.1 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
City reserves the right to issue restraint, or cease and desist orders to
the Contract when unsafe or harmful acts are observed or reported
relative to the performance under this contract. All contractor employees
shall have access to a W.A.T.C.H. (Work Area Traffic Control Handbook)
at all times.
1. 11.2 The Contractor shall maintain all work sites free of hazards to persons
and /or property resulting from his /her operations. Any hazardous
condition noted by the Contractor, which is not a result of his /her
operations, shall be immediately reported to the City.
1.11.3 Warning signs, lights, and devices shall be installed and displayed in
conformity with "The California Manual on Uniform Traffic Devices" for
use in performance of work upon highways issued by the State of
California, Department of Transportation.
1.12 SCHEDULES
1.12.1 The Project Manager (or Installation Supervisor) shall meet with Project
Administrator periodically and not less than twice monthly to update
them on progress of the installations.
1.12.2 No later than 12:00 p.m. (noon) each workday, Contractor shall transmit
information to the Project Administrator on completed work orders
performed during the previous workday. Such data shall be transmitted
electronically as a flat file, with comma delimited text.
1.13 PUBLIC NOTICING
1.13.1 When installing a new meter, Contractor shall attempt to make contact
with all residents to notify them that their water will be turned off during
installation. If no one is present at the residence during installation,
Contractor may proceed with the work, but must leave a notice of the
completed work on the residence's front door upon completion.
1.13.2 Contractor shall notify customers, via the use of a door hanger, at least
48 hours prior to performance of the work. Contractor shall also provide
the City with a schedule the work to be performed at least 48 hours prior
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to performance of the work. Any schedule changes shall be
communicated with both the customer and the city.
2. TECHNICAL MAINTENANCE SPECIFICATIONS
2.1 PROJECT DESCRIPTION
2.1.1 The project involves the replacement of the following number of existing
meters annually with new direct read Neptune T -10 and Neptune HP
Turbine Meters.
Meter Size
Number of Meters to be
Replaced Annually
5/8 "x3/4" - 1"
3,020
1 %" — 2"
200
TOTAL
3,220
2.1.2 Installation also includes project management to make sure all new
equipment is installed properly and all information about the system is
correct. The Contractor shall make every effort to restore service to each
connection in a timely manner.
2.2 INSTALLATION PROCEDURES
2.2.1 A master list of customer accounts and City atlas broken down by billing
route will be provided to Contractor.
2.2.2 Contractor shall conduct residential, commercial, and irrigation meter
installations by billing route, which will be. provided by the City.
Installations shall be performed based on geographic proximity and
logistics as determined by Water Systems Service Supervisor or
designee, in discussion with Subcontractor. Along with the installations
by billing route, the contractor will be provided with a monthly list of non-
functioning meters. The meter locations will vary.
2.2.3 Contractor shall establish a schedule for installation of the proposed
project. Contractor shall provide the City with an updated schedule of
where work is planned for the duration of the project if changes occur.
2.2.4 Before, or at the time of installation, the installer, under the direct
supervision of the Installation Supervisor, shall inspect the existing water
meter setting, including piping and shut -off valves. If the installer
determines that conditions are such that damage to the existing piping
would result, the Installation Supervisor shall inform the City, shall not
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attempt the installation until the site is inspected by a Utility
representative, and shall postpone installation at that site until the
Project Administrator authorizes the Contractor to proceed with the work.
The Contractor shall report any plumbing irregularities including but not
limited to: meters installed backwards, disconnected meters, and taps
located before a meter.
22.5 At its option, the City may authorize Contractor to make any necessary
repairs to service lines or piping, provided Contractor approves such
repairs at a rate agreeable to both Contractor and the City prior to the
repairs being done.
2.2.6 Contractor shall ensure that the meter at the service location matches
the work order. Contractor shall check for running water prior to
commencing meter change out, and then replace the meter, using new
gaskets, or washers. Old meters shall be put in the boxes that the new
meters are provided in and stored securely at Utility Yard. Disposal of
old meters will be handled by the City.
2.2.7 Contractor shall flush water line after installing a new meter to remove all
air and debris out of the line, ensure the meter is registering properly and
to verify service restoration to the premises. Any location where flushing
cannot be accomplished shall be reported to the Project Administrator.
2.2.8 During installation, the Contractor shall shut off customer's water by
using a curb stop valve. At no time shall the Contractor use a crimping
device to restrict water flow. If the outside control valve is not visible or
inoperable, the Contractor shall notify the Project Administrator to rectify
the control problem.
2.3 WORK ORDERS
2.3.1 Prior to the start of the installations, the Project Administrator will provide
the Contractor with an electronic file containing the information
necessary to create work orders for meter installation. For each meter,
the data file will indicate:
• Type of account
• Meter Address
• Meter Size
• Meter Serial Number
• Most Recent Meter Read
2.3.2 Via a test confirmed by the City, the Contractor shall be responsible for
ensuring that all data transferred to and from the City's information
systems is properly working before commencing any meter or radio
installations.
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2.3.3 The Installation Supervisor will provide work orders to installers. Each
work order will include at a minimum, the customer's address, account
number, existing meter number, existing register number (if applicable),
meter make, model and size, and recent meter reading. City desires that
all work order data be electronic.
2.3.4 Contractor shall submit to the Project Administrator for review and
approval its proposed system for ensuring that all data pertaining to
installation is correctly recorded during installation, and that all data
transferred to Utility's Customer Information System (the "CIS ") is
accurate. Prior to any installations, the Contractor shall describe
procedures to the City designed to eliminate any opportunities for a
meter or radio to be associated in the CIS with the wrong address or
account number.
2.3.5 An installation will not be accepted by the City for payment until the work
order has been turned in and the information necessary to update the
customer account record on the CIS has been conveyed to the City.
2.3.6 Invoices from Contractor shall contain information on work completed by
route and sequence number. The invoice shall also include the quantity,
by type, of installations (full installation versus retrofit). Invoices will be
submitted to Contractor on a monthly basis. Payment terms are net 30
days from receipt of invoice by Contractor.
2.4 QUALITY CONTROL
2.4.1 Should the Project Administrator receive a call or complaint from a
customer regarding installation, the Project Administrator shall contact
the Installation Supervisor to report the complaint. Contractor shall
contact the customer via telephone within two hours of notification by the
City and shall resolve the complaint within the same workday.
2.4.2 Contractor shall be responsible for replacing any meter improperly
installed. Contractor shall repair any damage to couplings, threads,
unions, or meters by use of improper tools or cross threading.
2.4.3 Contractor shall be responsible, at no additional cost to City, for
correcting any leaks at the valves, couplings or service /house lines
within three feet of the meter that could reasonably be attributed to the
meter installation, if reported by Utility or customers within 30 days of
installation.
2.4.4 The Installation Supervisor shall review the progress of the work on a
daily basis. All abnormal installations including backwards meters and
non - communication between the register and the MIU shall be identified
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and scheduled for immediate correction. The Installation Supervisor shall
keep reports of all such abnormal installations and a summary report
regarding these issues shall be transmitted to the City on a daily basis.
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EXHIBIT B
SCHEDULE OF BILLING RATES
Per Meter Installation
Meter Size
Unit Price to Replace and Install*
5/8 in. - 1 in.
$43.00
1 '/2 in. — 2 in.
$150.70
Retrofit radios, antenna
and pit box lids
$42.00
New installations of
Neptune meters with
radios, antenna and pit box
$49.00
lids. 5/8 in. — 1 in.
New installations of
Neptune meters with
radios, antenna and pit box
$190.40
lids. 1 '/2 in. — 2 in.
Hourly Rate
In the event that additional work or repairs are requested, the below hourly rate will be
used. The Contractor shall prepare a quote of the estimated additional hours; no new work
shall begin until the Contractor receives approval from the City representative.
Hourly Rate
Minimum
Per person during regular working
$105.00
Hours
2
hours M -F 7am -4 m
After -Hours Rate
$157.50
Minimum
2
M -Th (4pm -7am), F(4pm -12am)
Hours
Weekend Rate
$210.00
Minimum
2
Sa 12am -Mon 12am
Hours
The pricing indicated above is inclusive of any applicable Prevailing Wages.
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EXHIBIT C
INSURANCE REQUIREMENTS — MAINTENANCE /REPAIR/JANITORIAL SERVICES
1. 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 Agreement, 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, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury
by disease in accordance with the laws of the State of California, Section
3700 of the Labor Code.
Contractor shall submit to City, along with the certificate of insurance,
a Waiver of Subrogation endorsement in favor of City, its officers,
agents, employees and volunteers.
B. General Liability Insurance. Contractor shall maintain commercial general.
liability insurance and, if necessary, 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 one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) 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).
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
Agreement, including coverage for any owned, hired, non -owned or rented
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vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
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 Agreement shall be endorsed to waive subrogation
against City, its elected or appointed officers, agents, officials, employees
and volunteers 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
from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess liability, pollution liability, and
automobile liability, if required, shall provide or be endorsed to provide that
City and its officers, officials, employees, and agents shall be included as
insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a
primary basis and shall not require contribution from any insurance or self -
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days notice of cancellation (except for nonpayment for which ten
(10) calendar days notice is required) or nonrenewal of coverage for each
required coverage.
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. Insurance
certificates and endorsement 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
Agreement. City reserves the right to require complete, certified copies of
all required insurance policies, at anytime.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement 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
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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 Agreement 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 Section are not intended as a limitation on
coverage, limits or other requirements, or a waiver of any coverage
normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a
given issue and is not intended by any party or insured to be all inclusive,
or to the exclusion of other coverage, or a waiver of any type. If the
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 insurance proceeds in excess of the
specified minimum limits of insurance and coverage shall be available to
the City.
F. Self- insured Retentions. Any self- insured retentions must be declared to
and approved by City. City reserves the right to require that self- insured
retentions be eliminated, lowered, or replaced by a deductible. Self -
insurance will not be considered to comply with these requirements unless
approved by City.
G. City Remedies for Non - Compliance If Contractor or any sub -
consultant fails to provide and maintain insurance as required herein, then
City shall have the right but not the obligation, to purchase such
insurance, to terminate this Agreement, or to suspend 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.
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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
judgment may be necessary for its proper protection and prosecution of
the Work.
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Ferguson Enterprises, Inc. DBA Ferguson Waterworks Meter & Automation Group
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