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HomeMy WebLinkAboutC-1902AMENDMENT NO. 3 TO AGREEMENT FOR PROVIDING LED BASE PAINT INSPECTION AND RISK ASSESSMENT BETWEEN THE CITY OF ARCADIA AND HOME SAFE, INC. This Amendment No. 3 ( "Amendment No. 3 ") is hereby entered into by and between the City of Arcadia, a municipal corporation of the State of California, and Home Safe, Inc. with respect to that certain Professional Services Agreement between the parties dated October 1, 2002 ( "Agreement "). The parties agree as follows: 1. Pursuant to Section 3.1.2 of the Agreement, the term of the Agreement is ,_extended to and including June 30, 2011. 2. All of the terms and provisions of the Agreement are hereby reaffirmed. In witness whereof the parties have executed this Amendment No. 3 on the date set forth below. CITY OF ARCADIA BY Pc.r� Donald Penman City Manager Dated: 2008 ATTEST: City erk APPROVED AS TO FORM: c7'U� (? . Stephen P. Deitsch City Attorney Home Safe, Inc. B Jo . Gura Pres dent CONCUR: Y on Kruol eberg Development Services Director AMENDMENT NO. 1 TO AGREEMENT FOR PROVIDING LEAD BASE PAINT INSPECTION AND RISK ASSESSMENT BETWEEN THE CITY OF ARCADIA AND HOME SAFE, INC. This Amendment No. 1 ( "Amendment No. 1") is hereby entered into by and between the City of Arcadia, a municipal corporation of the State of California, and Home Safe, Inc. with respect to that certain Professional Services Agreement between the parties dated October 1, 2002 ( "Agreement "). The parties agree as follows: 1. Pursuant to Section 3.1.2 of the Agreement, the term of the Agreement is extended to and including June 30, 2008. 2. All of the terms and provisions of the Agreement are hereby reaffirmed. In witness whereof the parties have executed this Amendment No. 1 on the date set forth below. CITY OF ARCADIA By City Manager Dated: 2005 .City Clerk APPROVED AS TO FARM': 6). 1) City Attorney CONSULTANT John T. Gura By • vl�(�-� Ho f Safe, Inc. CONCUR: By �6re -t�Q Department Head AMENDMENT NO.2 TO PROFESSIONAL SERVICES AGREEMENT This Amendment No. 2 ( "Amendment") to that certain PROFESSIONAL SERVICES AGREEMENT, dated as of I" day of October_ 2003 (the "Agreement "), by and between the City of Arcadia, a California municipal co,r�poration (the "City "), and Homesafe, Inc. (a California corporation) ( "Contractor ") is dated Ugh{ (E" , 2005. City and Contractor may be referred to individually as "Party" or collectively as "Parties ", as the context may require. This Amendment is entered into by and between the Parties with reference to the following recited facts (each, a "Recital "): RECITALS A. On or about I" day of October, 2003, City and Contractor entered into that certain Agreement wherein Contractor agreed to provide to City certain housing rehabilitation services as part of City's Housing Rehabilitation Program. B. The Parties desire to enter into this Amendment to clarify that the source of City's funding for Contractor's services is Community Development Block Grant ( "CDBG ") funds administered by the County of Los Angeles. NOW, THEREFORE, THE CITY AND CONTRACTOR AGREE AS FOLLOWS: I. Incorporation of Recitals. The Recitals set forth above are true and correct and are incorporated into this Amendment. 2. Effect of Amendment. Except as to provisions expressly amended by this Amendment, the Agreement is ratified and confirmed and all of the terms and provisions of the Agreement, as amended by this Amendment, shall be and remain in full force and effect. 3. Amendment to Agreement. The Parties mutually agree to amend the Agreement by adding a new Section 3.3.5 to read as follows "33.5 Source of Funding. City and Consultant recognize and agree that the source of the City's funding to pay for Contractor's services performed under this Agreement is Community Development Block Grant ("CDBG") funds administered by the County of Los Angeles." 4. Counterpart Originals. This Amendment may be executed by the Parties in multiple counterparts, all of which together shall constitute a single agreement. 5. Effective Date. The Effective Date of this Amendment is the date it is fully executed by both Parties. IN WITNESS WHEREOF, the Parties execute this Amendment No. 2, by and through the signatures of their duly authorized representatives below, as follows: CITY OF ARCADIA William R. Kelly, City Manager Dated: �'� 12005 T ES ^f .City Clerk e - APPROVED AS TO FORM: StephenP.' DDeiittsch City Attorney N HOMESAFE, INC., a California corpooraattion. V W� o ura CONCUR: Department Head O %30- ZD C i9oZ CITY OF ARCADIA PROFESSIONAL SERVICES AGREEMENT 1. PARTIES AND DATE. ,n ' This Agreement is made and entered into this day of of , 2002 by and between the City of Arcadia, a municipal organization organized under the laws of the State of California with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066 -6021 ( "City ") and Home Safe, Inc., a California Corporation with its principal place of business at 24662 Redlands Blvd., Loma Linda, CA 92354 ( "Consultant "). City and Consultant are sometimes individually referred to as "Party' and collectively as "Parties." ° 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing lead based paint inspection report and risk assessment services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Home Improvement Program ( "Project') as set forth in this Agreement. 3. TERMS 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional lead base paint inspection services necessary for the Project ( "Services "). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from July 1, 2002 to June 30, 2005, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be /J 0 employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: John T. Gura and/or Christopher J. Gurn. 3.2.5 City's RoQresentative. The City hereby designates Don Penman, Assistant City Manager/Development Services Director, or his or her designee, to act as its representative for the performance of this Agreement ( "City's Representative "). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Christopher J.. Gura, or his or her designee, to act as its representative for the performance of this Agreement ( "Consultant's Representative "). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care: Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the ! 0 Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, .including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub - consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all CaVOSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance. 3.2.10.1Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. 3.2.10.2Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. .(B) Minimum Limits of insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general • • aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident for bodily injury or disease. 3.2.10.31'rofessional Liability. Consultant shall procure and maintain, and require its sub - consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. 3.2.10.4Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insured with respect to the Work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self - insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self - insurance maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (C) Workers' Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents and volunteers. 3.2.10.5Seoaration of Insureds: No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents and volunteers. 3.2.10.6Deductibles and Self - Insurance Retentions. Any deductibles or self - insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects the City, its directors, officials, officers, employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.7Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 3.2.10.8Verification of Coveraee. Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.11 Sam. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation for each fiscal year (July 1 through June 30) shall not exceed Thirty -five thousand dollars ($35,000) without written approval of City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City an itemized invoice with each report for each job completed by Consultant. The invoice shall describe the amount of Services provided for the job being billed. City shall, within forty -five (45) days of receiving such invoice, review the invoice and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably • 9 anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: City: Home Safe Environmental 24662 Redlands Blvd. Loma Linda, CA 92354 City of Arcadia 240 West Huntington drive Arcadia, CA 91066 -6021 Attn: Don Penman, Assistant City Manager /Development Services Director • • Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentialitv. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ( "Documents & Data "). Consultant shall require all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction, References: Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment: Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity, Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self - insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 0 CITY OF ARCADIA [J HOMESAFE, Inc. By: �^"_'SCi'1 By: ,V� William R. Kelly Jo T. Gura City Manager Dated: 10 ATTEST: Clerk_ APPROVED AS TO FORM: Stephen P. Deitsch City Attorney 2002 President CONCUR: Department Head 7 bate 10 i EXHIBIT "A" SCOPE OF SERVICES Consultant shall provide the following services: C� !. XRF Testing shall be performed by certified inspectors using a non - destructive portable X -ray Fluorescence Analyzer (XRF) on the interior and exterior of each property as appropriate. Protocols used are as prescribed by Chapters 7, HUD Guidelines for the Evaluation and Control of Lead Based Paint Hazards in Housing (June, 1995 and more recent updates.) and as required in the Statement of Work. 2. Risk Assessments & Clearance Tests shall be performed by certified risk assessors taking dust and soil samples which are sent for analysis to an approved NLLAP laboratory. These tests will be performed as prescribed by Chapter 5 & 15 respectively, HUD Guidelines for the Evaluation and Control of Lead Based Paint Hazards in Housing (June,1995 and more recent updates) and as required by the Statement of Work. 3. Combined Inspection & Risk Assessments shall be performed by certified risk assessors following industry standard procedures and as prescribed by Chapters 5 and 7, HUD Guidelines for the Evaluation and Control of Lead Based Paint Hazards in Housing (June,1995 and more recent updates) and as required by the Statement of Work. 4. Report s for each assigned job shall include a sampling plan, photograph(s) of the subject property, XRF and/or lab results (as applicable) as well as a complete listing of all XRF test readings, a not -to -scale floor plan and other explanatory material as may be required by applicable state and federal regulations. 5. Lab Results of dust and bulk samples shall be included with each applicable report. HomeSafe shall use only certified NLLAP laboratories for testing of paint chip, dust wipe and other samples as required. Labs used include: EMS Labs, Pasadena, CA; METS Lab, Waldorf, Md; or Environmental Hazard Services, Richmond, VA. A -1 EXHIBIT "B" SCHEDULE OF SERVICES Services shall be rendered on an as needed basis for the following fiscal years: • July 1, 2002 to June 30, 2003 • July 1, 2003 to June 30, 2004 • July 1, 2004 to June 30, 2005 Im 0 9 EXHIBIT "C" COMPENSATION AMOUNT OF COMPENSATION: For performing and completing all services pursuant to Exhibit "A" Scope of Services, and for providing all personnel, labor and materials required therefore, City shall pay consultant in accordance with Section 3.3.2 of the agreement. The total amount to be paid, including for reimbursables, shall not exceed $35,000 for each fiscal year. PAYMENT SCHEDULE: Payment by the City to Contractor shall be due and payable within 30 days of receipt of invoice. C -1 09/17/2002 15:41 213- 7871164 FRENKELOFCALIFORNIAl PAGE 02/05 Ah AWL p CERTIFICATE OF LBAB99.6�'l(INS NCPIpD DI oAf�(m5uoorm S 1. 09/17/02 PRODUCER - Frankel Of California THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE Environmental Risk Services 725 S. Figueroa Blvd. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERSAFPORDINGCOVERAGE Los Angeles CA 90017 Phona1213 -787 -1100 Faa1213 -787 -1164 INSURED INSURER A: American Safe C88u81t In8 INSURER B: State Compensation In8. Fund INSURERC: Home Safe� / IS}C.t 24662 RA6C lands 8 d. Loma Linda CA 9234: INSURER O: ^^ INSURER E EACH OCCURRENCE COVERAGES THE POLICIES OP INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACTOR OTHER OOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY,THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALLTHE TERMS, E%OLUSIONS AND CONDITION3 OF SUCH . POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. T DATE THEREOF, THE ISSUING INSURERWILLiIGNINIISDOMAL t30IDAYSWRITTEN . TYPE OF INSURANCE P041CYNUMIBES M DA B M LIMITS .I GENERAL LIABILITY. Arcadia CA 91066-6021 ePXO @B& EACH OCCURRENCE $1,000,000 0 X COMMERCIAL GENERAL LABILITY PCL 02- 1621 -002 05/07/02 05/07/03 FIRE DAMAGE (AnywaNe) 11$o}r,000 CLAIMS MADE FX OCCUR MED EAP(Any cne pesen) ;$ 1000 PERSONAL & AOV INJURY 51 -1 009 000. X CONTRACTOR POLL GENERAL AGGRSGATH--'' S GOO, OOO OEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS• COMP/OP AOG 51 OA 000 X POLICY JB LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMB (Ee acdoanq 5 BODILY INJURY (Per Pmon) S ALL OWNED AUTDS SCHEDULED AUTOS BODILY INJURY (Per aeddent) S HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE (Per eaddent) 5 GARAGE LIABILITY AUTO ONLY• EA ACCIDENT S OTHER THpN EA ADD AM ONLY: AGG 5 ANYAUTO 5 _ EXCESS LIABILITY OCCUR CLAIMS MADE EACH OCCURRENCE S AGGREGATE S 5 DEDUCTIBLE / S —'- RETENTION 5. 5 B WORKERS COMPENSATION AND EMPLDYERS'LIANLITY 11589062`02 OS /01/02 05/01/03 X T I E.L. EACH ACCIDENT 51, 000, 000 E.L. DISEASE• EA EMPLRYEE 31 000,000 EL. DISEASE - POLICY LIMIT SS 00O OOO OTHER A Iftofeas Claims Made .Form PCL 02- 1621 -002 05/07/02 05/07/03 Ann Agg $ 1000,000 i6anal Liab Each Oeo 01,000,000 0 CRI ON OF OPERATIONSA .00ATIONSAEHICLE'MCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS City of Arcadia,its of £iCGre,officials,employess,and volunteers are added as Additional Insured per attached CG 2010 1185 to the General'Liability but only as respects all Covered operations of the Hamad Insured. Insurance is Primary and Non- Contributory. +10 -day Notice of Cancellation for NOn- Payment of Premium. CER UFiCAIE HOLDER 1 Y 1 ADDITIONAL INSURED: INSURER LETTER, A CANCELLATION _ C /ARCAD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION City of Arcadia, DATE THEREOF, THE ISSUING INSURERWILLiIGNINIISDOMAL t30IDAYSWRITTEN . Attut Development services NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEPTA I -" ' 240 W. Huntington Drive�XK�6711kY�t Arcadia CA 91066-6021 ePXO @B& AUTHORIZED REPRE r ACORD 258 !7/971 VACORD CORPOF tATION 1888 69/17/2692 15:41 213 - 78164 POLICY NUMBER: PCL 02- 1621 -002 FRENKELOFCALIFORN IA1 PAGE, 63/65 gOMMFRCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE. READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS (FORM B) This endorscmcnt modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART. SCHEDULE Name of Person or Organization: City of Arcadia, its officers, officials, employees and volunteers Attn: Development Services 240 W. Huntington Drive Arcadia, CA 91066 -6021 (If no entry appears above, Information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO 1S AN INSURED (Section If) is amended to include as an insured the Person or organization shown in the but only with respect to liability arising out or "your work" for that insured by or for you, r CG 20 1011 85 Copyright, Insurance Services Office, Inc. 1984 q FROM...: -HOMESRFE INC • FAX N0. : 909 796 2155 ` + UNITED SERVICES AUTOMOBILE ASSOCIATION ARDL Sep. 30 2002 09:59R P2 INIF NEXT PAGE . MAIL CH -M -1 AMENDMENT Tn OUe (A RECIPROCAL INTERIN$URANCE EXCHANGE? %,PN 1$ 2D 21 Vo6 POLICY N MBER 9800 Fredericksburg Road - San Antonio, Texas 78288 hAr 00056 49 IOU 7104 1 CALIFORNIA AUTO POLICY POLICY PERIOD: 12:01 A.M. standard tin 0 - AMENDED DECLARATIONS EFFECTIVE SEP 08 2002 TO NOV 02 2 02 (ATTACH TO PREVIOUS POLICY) OPERATORS 01 JOHN T GURA SR Named Insured and Address 04 MRS KATHLEEN S GURA 16 JOHN T GURA JOHN T GURA S R i LT COL USAF RET 1322 SAN PABLO CT REDLANDS CA 92373-4966 Descri Lion of Vehicle(s) YEH E • WOREISCRDOL VIN YEAR TRADE NAME MOOEL BODY TYPE ANNUA[RBS MID: CE IUENTIFICATIDN NUMBER $Y 18 911 ACURA I G G HBK 3D 10000 JH4DA9375MS024847 1 W 10 5 20 97 FORD EXPEDITION 4X2 4DR 12000 IFMEU1761VL869858 1 B 21 98 INFINITI I30 /I30T SED 4D 12000 JNKCA21A2WT620545 2 W 06 4 TW Vehicle described herein is principally garaged at the above address unless otherwise stated. W/C -WOrh /school; c-am. K. F +hrm; P- Plwcore VEH 18 REDLANDS CA 92373 -4966 VEH 21 REDLANDS CA 92373 -4966 VEH 20 REDLANDS CA 92373 -4966 This policy provides ONLY those coverages for which VEH VEH VEH V a premium is shown below. 18 6 C=OED -MONTH PREMIUM 20 6-MONTH D=DED PREMIUM 21 6 -MONTH D =DED PREMIUM D- D PREMIUM OVERA S TY TS OF IA ILI ("ACV" MEANS A CASH VALUE} MOON S OUN S MOU S M s A ABILITY BODILY INJURY EA PER $1,000,00 EA ACC $1,000,OOC 267.16 100.90 84.4 PROPERTY DAMAGE EA „ACC $ 50,00 153.24 59.91 50.7 PART B - MEDICAL PAYMENTS EA PER $ 2,00 18.81 5.57 5.0 PART C - UNINSURED MOTORISTS BODILY INJURY EA PER $ 50,00 EA ACC $ 100,00 36.24 12.96 10.61 PROPERTY DAMAGE EA ACC $ 3,50 10.65 WAIVER OF COLL DEDUCTIBLE 3,35 2.7 TOTAL PREMIUM - SEE FOLLOWING PAGE(S) VEH 18 ADDNL INTEREST - CO -OWNER JOHN T GURA, REDLANDS, CA ENDT A073 APPLIES ADDITIONAL INTEREST - EMPLOYER CITY OF ONTARIO, ONTARIO,. CA ` ADDITIONAL INTEREST 7 EMPLOYER CITY OF ARCADIA ITS DIRECTORS,, AR ADIA, CA LOSS PAYEE VEH 20 NORTON COMMUNITY FCU, SAN BERNARDINO CA VEH 21 USAA FEDERAL SAVINGS BANK, SAN ANTONIO TX ENDORSEMENTS: ADDED 09 -08-02 - NONE REMAIN' IN EFFECT(REFER TO PREVIOUS POLICY)- A137(01) A40OCA(01) 5100CA 01) A073(03) * ** AAWER F400(01) T01CA(01) 13580(02) 200CA(11) 663CA( 0), 564707 R99CA 13 41CA(13 ) 960 In WITNESS WHEREOF, the Subscribers at. UNITED SERVICES AUTOMOBILE ASSOCIATION have caused these presents taffhe signed by their Attorney -in -Fact on this date SEPTEMBER 9, 2002 aR bert G. Devi FROM HOMESAFE INC • FAX NO. : 909 796 2155 • Sep. 30 2002 09:59 P3 nun � 1 U1.1 I cv Z)CAVIt.tti AU IUMUBILE ASSOCIATION ® IA 'RECIPROCAL INTEBIN5URANCE EXCHANGE) 61110 18 20 '1 Y1k POLICY I US 4800 Fredericksburg Road - San Antonio, Texas 78288 MBER *4 00056 49 CALIFORNIA AUTO POLICY POLICY PERI00: 112:01 AM, standard ti OU 7104 1 e) AMENDED DECLARATIONS EFFECTIVE SEP 08 2002 TO NOV 02 02 (ATTACH TO PREVIOUS POLICY Named Insured and Address JOHN T GURA SR LT COL USAF RET 1322 SAN PABLO CT REDLANDS CA 92373 -4966 [Description of Vehicle (s) VEN E • WO SCHOOL YEN TEAR TRADE NAME - MODEL BODY TYPE ANNUAL MI UAL IDENTIFICATION NUMBER SY Its I1 �op�,y1 91" 18 9 AC A INTEGRA GS HBK 3D 10 00 J 4DA9 MS 2 847 1 W 0 5 20 97 FORD, EXPEDITION 4X2 4DR 12000 1FMEU1761VL869858 1 B 21 98 INFINITI I30 /I30T SED 40 12000 JNKCA21A2WT620545 2 W 06 4 The Vehicles described herein is principally garaged at the above address unless otherwise stated. w�c.w"kislAAOr; B =aYFw i r +Farm; PwlsawrF VEH 18 REDLANDS CA 92373 -4966 VEH 21 REDLANDS CA 92373 -4966: VEH 20 REDLANDS CA 92373 -4966 This policy provides ONLY those coverages for which VEH VEN VEH a premium Is shown below. 18 6 -MONTH D =DED PREMIUM MOUN 20 6 -MONTH D =DED PREMIUM 21 b -MONTH D =DED PREMIUM D= D PREMIUM' 0 G S M TS IABI MEANS ACTUAL CASH VALUE) PART - PH CAL AGE COVERAGE s OLIN s MOU s s COMPREHENSIVE LOSS ACV LESS 200 31.56D 200 51.4 COLLISION.LDSS ACV LESS 300 104.55 30C 123.8 1EHIC E TOT- REMI 486.1C 318.8C 328.8 ------- ------------------------ ADJ STMEN T REASO - -- - - - IABILITY ADDED VEH 18 PART D - OMPRE ENSIVE LOSS DELETED VE 18 ;HANGE IN.OPERATOR STATUS OP 16 RANGE IN USA -7E VC-1 18'" : HANGE IN ANNUAL MILEAGE VEH 18 OD DRIVER DISCOU T DELETED VEH 18 REVISED 6 MONTH PREMIU ...$ 1133.75 6 NDNTH INCREASE ...S 47A50 PRORATED I CREA E...$ 139.9 rHE FOLLOWING COVERAGE(S) DEFINED IN THIS POLICY ARE NOT PROVID E FOR: VEH 18 - 'EXTENDED BENEFITS COVER GE, MPREHE SIVE,.COLLI ION, RENTAL REIMBURSEMENT, TO ING D LABOR VEH 20 - EXTENDED BENEFITS COVER GE., NTAL R IMBU SEMENT, TO ING AN L R VEH 21 = EXTENDED BENEFITS COVERAGE, RENTAL REIMBURSEMENT, TO ING AND L ,. R In WITNESS WHEREOF, the Subscribers at UNITED: SERVICES AUTOMORILF ASSDCIATICIN hAna raneaA rhnen .;..yea ti.. their Attorney -in -Fact on this date SEPTEMBER 91-2602 ROhaTL Q DAvia,