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HomeMy WebLinkAboutC-3044 C-may is AIR�•.,�-A {(\�Sj�pj ,4*, - �r`, \\WAO ,Q ; AMENDMENT NO. 3 TO PROFESSIONAL SERVICES *44 ,,q�,, ,, ' ' AGREEMENT TRANSPORTATION SERVICES '0.„,i,_i•5, °i 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 the Arcadia Unified School District, a Public Agency, with respect to that certain Professional Services Agreement between the Parties dated May 18, 2016 ("Agreement"), further amended by Amendment No. 2 dated May 23, 2019. The Parties agree as follows: 1. Section 3.1.2 of the Agreement is amended by extending the Term from June 1, 2020 to May 31, 2021 ("Extended Term"). 2. Section 3.3.1 of the Agreement is amended to provide that for the Extended Term, the Compensation, is amended as referenced in the attached Exhibit"C". 3. All terms and provisions of the Agreement not amended by this Amendment No. 3 are hereby reaffirmed. In witness whereof the Parties have executed this Amendment No. 3 on the date set forth below. CITY OF ARCADIA ARCADIA UNIFIED SCHOOL DISTRICT N24,14 E444, Dierk Esseln 2020.05.21 16:41:07-07'00' By: y Dominic AUSD Chief Business Officer City Manager 5/21/2020 Dated vee. 11 2020 Dated: Tony B.Mos ATTEST: Y-- . ,. 5/21/2020 &FOS ry � ;/" 30M05.31105R3)-0)'00' 6a l a �j///Ff�*p + City Clerk APPROVED AS TO FORM: CONCUR: 444„ P 4f=e WWI\AdO 6/1i ' Stephen P. Deitsch Sara Somogyi, Director of City Attorney Recreation & Community Services Exhibit "C" 2020 Daily Rate Camp Description Day Cost #of Total Cost per bus busses per day Day Bus Route AM/PM M/W/F $308 2 $616 Camp Day Bus Route AM/PM &one way Camp from WP to T/Th $308 2 $616 Arcadia County Pool Sports Pool Route from Dana Gym to Camp Arcadia County Pool and back M/W $256 1 $256 to Dana Gym Nature Hike Excursion Day Cost # of Total Cost per bus busses per day Gabrielino Trail 915 Ventura Street,Altadena 91001 $544 1 $544 'OF-ARc., ►, f,. ►rnk�%"gd.. AUSD Contract No. 15-t to- '+ 3 cid ` AMENDMENT NO. 2 TO PROFESSIONAL SERVICES `'I ti ,........1•. `r AGREEMENT TRANSPORTATION SERVICES \r ..q0 `,. A.n•1 s,Hrf OmO 1Y Ot.._,,d,- - ! , t1 �_._ This Amendment No. 2 ( Amendment No. 2") is hereby entered into by and between the City of Arcadia, a municipal corporation of the State of California, and the Arcadia Unified School District, a Public Agency, with respect to that certain Professional Services Agreement between the Parties dated May 18, 2016 ("Agreement"), further amended by Amendment No. 1 dated June 13, 2018. The Parties agree as follows: 1. Section 3.1.2 of the Agreement is amended by extending the Term from June 1, 2019 to May 31, 2020 ("Extended Term"). 2. Section 3.3.1 of the Agreement is amended to provide that for the Extended Term, the Compensation, is amended as referenced in the attached Exhibit"C11. 3. All terms and provisions of the Agreement not amended by this Amendment No. 2 are hereby reaffirmed. In witness whereof the Parties have executed this Amendment No. 2 on the date set forth below. CITY OF ARCADIA ARCADIA UNIFIED SCHOOL DISTRICT By: c --."5- \ -- By: Dominic Lazzarett AUSD Chief Business Officer City Manager i Date: `N1 s 2v\1 2,011 D i erk E•dn Print Name ATTEST: Date: �'�'� ' _ 6- j/ n + i di- et ii,,,PJ _ City erk APPROVED AS TO FORM: CONCUR: S-/ 6---e,,,t4.,,e, StephetiZtA . Deitsch Sara Somogyi, Director of City Attorney Recreation & Community Services EXHIBIT"C" Day Camp 2019 Pick Up Drop Off Excursion Address Cost Time Time Natural History Museum 900 W Exposition Blvd, Los Angeles, CA 90007 9am 4pm $562 Boomers 1500 W 7th St, Upland, CA 91786 9am 4pm $571 Wildlife Learning Center 16027 Yarnell St,Sylmar, CA 91342 9am Discovery Cube 11800 Foothill Blvd, Los Angeles, CA 91342 12:30pm 4pm $560 Knott's Berry Farm 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $589 Columbia Space Center 12400 Columbia Way, Downey, CA 90242 9am John's Incredible Pizza 8601 On the Mall, Buena Park,CA 90620 12:30pm 4pm $598 Long Beach Aquarium 100 Aquarium Way, Long Beach, CA 90802 9am 4pm $598 4700 Western Heritage Way, Griffith Park, Los Autry Museum Angeles, CA 90027 9am Bowlero Arcadia 400 S. Baldwin Ave,Arcadia, CA 91007 12:30pm 4pm $630 Knott's Soak City 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $589 Wilderness Park 2240 Highland Oaks Dr.Arcadia, CA 91007 9am Skate Express 12356 Central Ave Chino, CA 12:30pm 4pm $662 Sports Camp 2019 Pick Up Drop Off Excursion Address Cost Time Time Wilderness Park 2240 Highland Oaks Dr.Arcadia, CA 91007 9am LA Dodgers Stadium 1000 Vin Scully Ave, LA 10:30am 4:30pm $615 Skate Express 12356 Central Ave, Chino 10am 3pm $444 Zone Lasertag Fun Center 826 N Glendale Ave, Glendale,CA 91206 10am 3pm $409 Daily Rate 4 hour Day Camp Wilderness Park split $308 4 hour Sports Camp Dana Middle School split $308 2 hours and 5 mile Pool Run AHS min $128 Nature Hike Pick Up Drop Off Excursion Address Cost Time Time Stough Canyon Trail 2300 Walnut Ave., Burbank, CA 91501 7:30am 2pm $544 �F Alk AUSD Contract#: 15-16-468A V~.4 GPb/FOR.N,,'I f y VVI AMENDMENT NO. 1 TO PROFESSIONAL SERVICES �' �y leao.oa. a IS: ri, .' AGREEMENT FOR TRANSPORTATION SERVICES ����'i�C A��oa,S,190J 41Unity of%V° 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 Arcadia Unified School District, a Public Agency, with respect to that certain Agreement between the Parties dated May 18, 2016 ("Agreement"). The Parties agree as follows: 1 . Section 3.1.2 of the Agreement is amended by extending the Term from June 1, 2018 to May 31, 2019 ("Extended Term"). 2. Pursuant to Section 3.2.2 of the Agreement, the Schedule of Services is hereby amended for the Extended Term as referenced in the attached Exhibit "B". 3. Section 3.3.1 of the Agreement is amended to provide that for the Extended Term, the Compensation, is amended as referenced in the attached Exhibit 4. All terms and provisions of the Agreement not amended by this Amendment No. 1 are hereby reaffirmed. In witness whereof the Parties have executed this Amendment No. 1 on the date set forth below. CITY OF ARCADIA ARCADIA UNIFIED SCHOOL DISTRICT By: By: a*---9N( Dominic Lazzar Dierk Esseln City Manager AUSD Chief Business Officer Dated: 'S�:u. 13) 2018 Dated: 5 ! 3I t8 ATTEST: • it Jerk APPROVED AS TO FORM: , CONCUR: ' t-4 ,_,. 6 . i\ -t1;6(17-ce RiU6 v\swr -' Stephen P. Deitsch Sara Somogyi, Director of City Attorney Recreation & Community Services Exhibit "B" Schedule of Services The attached rate sheet from Arcadia Unified School District reflects the transportation schedule of services for Fiscal Year 2018-19. EXHIBIT "B" Day Camp 2018 Pick Up Drop Off Excursion Address Time Time Cost California Science Center 700 Exposition Park Dr, Los Angeles, CA 90037 9am 4pm $534 Boomers 1500 W 7th St, Upland, CA 91786 9am 4pm $544 LA Zoo 5333 Zoo Dr, Los Angeles, CA 90027 9am 4pm $517 Knott's Berry Farm 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $561 Columbia Space Center 12400 Columbia Way, Downey, CA 90242 9am John's Incredible Pizza 8601 On the Mall, Buena Park, CA 90620 12:30pm 4pm $561 Moonlight Rollerway 5110 San Fernando Rd, Glendale, CA 91204 9am Arcadia Par 3 Golf Course 620 Live Oak Ave, Arcadia, CA 91006 12pm 4pm $552 Long Beach Aquarium 100 Aquarium Way, Long Beach, CA 90802 9am 4pm $569 Knott's Soak City 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $561 Eisenhower Park Arcadia, CA 9am Action Lanes Bowling 10534 Lower Azusa Rd, El Monte, CA 91731 12:30pm 4pm $483 Sports Camp Pick Up Drop Off Excursion Address Time Time Cost La Mirada Aquatics Center 13806 La Mirada Blvd., La Mirada, CA 90638 10am 3pm $440 Eisenhower Park Arcadia, CA (Then to Pool) 10am 1pm $177 Arcadia Par 3 Golf Course 620 East Live Oak Ave, Arcadia 10am 3pm $353 Daily Rate Day Camp Wilderness Park 4 hour split $293 Sports Camp Dana Middle School 4 hour split $293 Pool Run AHS 2 hrs&5 mile/min $122 Family Nature Hike Monrovia Canyon Falls 8am 1pm $496 Exhibit"C" Compensation The attached rate sheet from Arcadia Unified School District reflects the transportation costs for Fiscal Year 2018-19. EXHIBIT "C" Day Camp 2018 I Pick UP-1 Drop Off Excursion Address Time Time Cost California Science Center 700 Exposition Park Dr, Los Angeles, CA 90037 9am 4pm $534 Boomers 1500 W 7th St, Upland, CA 91786 9am 4pm $544 LA Zoo 5333 Zoo Dr, Los Angeles, CA 90027 9am 4pm $517 Knott's Berry Farm 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $561 Columbia Space Center 12400 Columbia Way, Downey, CA 90242 9am John's Incredible Pizza 8601 On the Mall, Buena Park, CA 90620 12:30pm 4pm $561 Moonlight Rollerway 5110 San Fernando Rd,Glendale, CA 91204 9am Arcadia Par 3 Golf Course 620 Live Oak Ave, Arcadia, CA 91006 12pm 4pm $552 Long Beach Aquarium 100 Aquarium Way, Long Beach,CA 90802 9am 4pm $569 Knott's Soak City 8039 Beach Blvd, Buena Park, CA 90620 9am 4pm $561 Eisenhower Park Arcadia,CA 9am Action Lanes Bowling 10534 Lower Azusa Rd, El Monte, CA 91731 12:30pm 4pm $483 Sports Camp Pick Up Drop Off i Excursion Address Time Time Cost La Mirada Aquatics Center 13806 La Mirada Blvd., La Mirada, CA 90638 10am 3pm $440 Eisenhower Park Arcadia, CA(Then to Pool) 10am 1pm $177 Arcadia Par 3 Golf Course 620 East Live Oak Ave,Arcadia 10am 3pm , $353 Daily Rate Day Camp Wilderness Parki 4 hour split $293 Sports Camp Dana Middle School 4 hour split $293 Pool Run AHS 2 hrs&5 mile/min $122 Family Nature Hike Monrovia Canyon Falls Sam fpm $496 AUSD Contract #15-16-468 CITY OF ARCADIA , `- PROFESSIONAL SERVICES AGREEMENT REGARDING BUS TRANSPORTATION SERVICES FOR RECREATION ACTIVITIES 1. PARTIES AND DATE. This Agreement is made and entered into this IgfAday of Mi , 2016 by and between the City of Arcadia, a charter city organized under the Constitution and laws of the State of California with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066-6021 ("City") and Arcadia Unified School District, a California public school district duly organized and existing under Chapter 1 of Division 3 of Title 2 of the California Education Code with its principal place of business at 150 S. Third Ave, Arcadia, CA 91006 ("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 transportation 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 Recreation Department project ("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 transportation consulting 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. Revised 0411? 1 1 1 3.1.2 Term. The term of this Agreement shall be from June 1, 2016 to May 31, 2018, 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 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 prior written 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 prior 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: Christina Aragon. Revised 04/1 3.2.5 City's Representative. The City hereby designates Sara Somogyi, Director of Recreation & Community Services, 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 Christina Aragon, 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 Services. 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 Cal/OSHA 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 Revised 04/13 1 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, and employees 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. 3.2.9.1 Immigration Reform and Control Act. Consultant acknowledges that Consultant, and all subcontractors hired by Consultant to perform services under this Agreement, are aware of and understand the Immigration Reform and Control Act ("IRCA"). Consultant is and shall remain in compliance with the IRCA and shall ensure that any subcontractors hired by Consultant to perform services under this Agreement are in compliance with the IRCA. In addition, Consultant agrees to indemnify, defend and hold harmless the City, its directors, officials, officers and employees, from any liability, damages or causes of action arising out of or relating to any claims that Consultant's employees, or the employees of any subcontractor hired by Consultant, are not authorized to work in the United States for Consultant or its subcontractor and/or any other claims based upon alleged IRCA violations committed by Consultant or Consultant's subcontractor(s). 3.2.10 Insurance. 3.2.10.1 Time 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; provided, however, that in lieu thereof, the Consultant may provide evidence to the City that all subcontractors are additional insureds under the Consultant's policies of insurance. 3.2.10.2 Minimum 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, subcontractors and volunteers. Consultant shall also name and obtain insurer's consent to naming City, its directors, officials, officers, and employees as an additional insured with proof of certificate of insurance that they are an additional insured. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be when commercially available (occurrence based) at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage for premises and operations, contractual liability, personal injury, bodily injury, independent contractors, broadform property damage, explosion, collapse, and underground, products and completed operations; (2) Automobile Liability Revised 04113 4 Insurance Services Office Business Auto coverage for any auto owned, leased, hired, and borrowed by Consultant or for which Consultant is responsible; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability insurance. The City, its directors, officials, officers, and employees shall be listed as additional insured. Any deductibles or self-insured retentions must be declared to and approved by City and conform to the requirements provided in Section 3.2.10.6 herein. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less.than: (1) General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage, with an aggregate • limit of$2,000,000. 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 combined single limit 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. 3.2.10.3 Insurance 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, and employees shall be covered as additional insured with respect to liability arising out of Services operations and for completed 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, and employees, 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 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, and employees 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, and employees, or if excess, shall stand in an unbroken chain of Revised 04.13 5 coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, and employees 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, and employees 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, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested of cancellation, of intended non-renewal or endorsement reduction in limit or scope of coverage; provided, however, that in the event of cancellation due solely to non-payment of premium, ten (10) days notice of cancellation for non-payment of premium may instead be 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, and employees. 3.2.10.4 Separation 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, and employees. 3.2.10.5 Deductibles 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, and employees; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.6 Acceptability of insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VII, admitted or approved to do business in California, and satisfactory to the City. 3.2.10.7 Verification of Coveraae. Consultant shall furnish City with complete and accurate copies of current 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. Copies of 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. Revised 04/I3 b 1 . \\ - • 3.2.10.8 Safety. 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. 3.2.10.9 Material Breach. Lack of insurance does not negate Consultant's obligations under this Agreement. Maintenance of proper insurance coverage is a material element of this Agreement and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of the Agreement. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including reimbursements which receive the. City's prior written authorization, 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 shall not exceed Eighty Nine Thousand Dollars ($89,000) without written approval of the 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 a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City s!-all, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless prior written authorization is obtained from the 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 anticipate would be necessary at the Revised 04/13 7 i I ) __ execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior 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. A termination without cause by City shall not act as or be deemed a waiver of any potential known or unknown City claims associated with Consultant's performance prior to the date of termination. 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: Revised(kirl3 8 Consultant: Arcadia Unified School District Attn: Christina Aragon 150 South Third Avenue Arcadia, CA 91006 City: City of Arcadia Attn: Recreation Department 375 Campus Drive Arcadia, CA 91006 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 Confidentiality. 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. Except as otherwise required by California law, 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 Revised 04/13 9 • 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 maybe necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 indemnification. 3.5.5.1 To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, and employees 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 attorney's fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant shall defend with Legal Counsel of City's choosing, 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, and employees. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, and employees, in any such suit, action or other legal proceeding arising from Consultant's performance of the Services, the Project or this Agreement; except to the extent that liability is caused by the active negligence or willful misconduct by the City or its directors, officials, officers, and • employees. Consultant shall reimburse City and its directors, officials, officers, and employees, 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, and employees, and shall take effect immediately upon execution of this Agreement. 3.5.5.2 The duty to defend and to hold harmless, as set forth above, shall include the duty to defend as established by Section 2778 of the California Civil Code, and the duty to defend shall arise upon the making of any claim or demand against the City, its respective officials, officers, agents, employees and representatives, notwithstanding that no adjudication of the underlying facts has occurred, and whether or not Consultant has been named in the claim or lawsuit. Revised 04/13 10 3.5:6 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. 3.5.7 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 attorneys' fees and all other costs of such action. 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, and employees 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, Revised 44113 11 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, sexual orientation 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 Aareement. 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. • Revised 04;13 12 3.5.23 Exhibits and Recitals. All Exhibits and Recitals contained herein are hereby incorporated into this Agreement by this reference. 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. In witness whereof the Parties have executed this Professional Services Agreement on the date set forth below. CITY OF ARCADIA ARCADIA UNIFIED SCHOOL DISTRICT By I�iD� By \ _‘\, .00411111k ti ominic La aretto Signature City Manager Date: • ��•/6- ASsicai1r-1- Sufexintratot D-F LsuiteSs Sits •/ Print Name and Title l/ ATTEST: Date: sits No �1 L Wire h By i ,% erk - Signature APPROVED AS TO FORM: , Print Name and Title �? r Date: Stephen P. Deitsch City Attorney CONCUR: 1111 t _ ►A .t1♦ '. Sara Somogyi, Director of Recreation & Community Services Revised 04/13 1 ( EXHIBIT"A" SCOPE OF SERVICES The City will provide the dates, locations, times and duration of trips/excursions to AUSD for two Type 1 buses for Day Camp and one Type 1 bus for Sports Camp and excursions. The Recreation Department offers transportation for campers to and from camp for Wilderness Park Day Camp and Sports Camp every summer. Transportation is also used for weekly excursions and trips to the Arcadia County Pool. A-1 , PROPOSAL COST SHEET—ATTACHMENT"A" (continued) I (We) hereby agree to provide bus transportation for recreational activities at the fees stated in this proposal, subject to the instructions and conditions as show in this request for proposal. I (We)the undersigned, on behalf of ARCADIA UNIFIED SCHOOL DISTRICT (Name of Company) hereby certify that this proposal shall be valid and not be withdrawn for a period of sixty (60)days from the proposal due date and time. 150 S. THIRD AVENUE ARCADIA, CA 91006 Address City, State and Zip Code (626) 821-6631 (626) 821-6632 Phone Number Fax Number Q � CHRISTINA ARAGON Authorized Signature Printed Name ASSISTANT SUPERINTENDENT BUSINESS SERVICES Title Date Signed NOTE: THIS PROPOSAL IS IRREVOCABLE FOR A PERIOD OF SIXTY(60) DAYS FOLLOWING THE CLOSING DATE OF THIS REQUEST FOR PROPOSAL. THIS PERIOD MAY BE EXTENDED BY WRITTEN MUTUAL AGREEMENT OF THE CITY OF ARCADIA AND THE PROPOSER. 7 • Exhibit "B'° SCHEDULE OF SERVICES DAY CAMP BUS SCHEDULE BUS NO.1 PICK UP PICK UP STOP/ TIME TIME WRISTBAND LOCATION RETURN TIME RETURN TIME RETURN TIME MIT/THIF WED COLOR WED M/F T/TH 8:40 AM 8:10 AM 1-PURPLE DANA MIDDLE SCHOOL 4:45 PM 3:15 PM 3:35 PM 9:00 AM 8:30 AM 2-GREEN LONGLEY WAY ELEMENTARY 4:55 PM 3:25 PM 3:25 PM 9:15 AM 8:45 AM 3-ORANGE BALDWIN STOCKER 5:05 PM ELEMENTARY 3:35 PM 3:15 PM 9:30 AM 9:00 AM 4 WILDERNESS PARK/POOL 4:30 PM 3:00 PM 3:00 PM BUS NO.2 PICK UP PICK UP STOP/ RETURN TIME TIME TIME WRISTBAND LOCATION RETURN TIME RETURN TIME M/T/TH/F WED COLOR WED M/F T/TH 8:40 AM 8:00 AM 1 -PINK CAMINO GROVE ELEMENTARY 5:15 PM 3:45 PM 3:10 PM 8:50 AM 8:10 AM 2-RED HOLLY AVE. ELEMENTARY 5:05 PM 3:35 PM 3:20 PM 9:00 AM 8:30 AM 3-BLUE HUGO REID ELEMENTARY 4:55 PM 3:25 PM 3:30 PM 9:15 AM 8:45 AM 4-YELLOW HIGHLAND OAKS 4:40 PM ELEMENTARY 3:10 PM 3:45 PM 9:30 AM 9 AM 5 WILDERNESS PARK/POOL 4:30 PM 3:00 PM 3:00 PM ( EXHIBIT"B" Family Hikes 2016 Date i Hike Location Saturday, 1 Hollywood Sign l 2899 Beachwood Drive . I May 9 ( Hollywood, CA Saturday, r Eaton Canyon 1750 N. Altadena Drive July 9 Pasadena, CA Saturday, Echo Mountain E Loma Alta Dr At Lake Ave, Sept. 10 Altadena, CA 91001 Camp Excursions 2016 Date Excursion ' Location 1 6/22 Discovery Cube 11800 Foothill Blvd, Los Angeles, CA 91342 7/27 1 Battleship Iowa 250 S. Harbor Blvd Los Angeles, CA 90731 7/27 ; Cabrillo Marine — 3720 Stephen M White Dr, Aquarium San Pedro, CA 90731 7/6 Moonlight Roller Rink 5110 San Fernando Rd, Glendale, CA 91204 7/6 Action Lanes Bowling 10534 Lower Azusa Road, El Monte 91731 7/20 La Brea Tar Pits 5801 Wilshire Blvd, Los Angeles, CA 90036 8/6 Knott's Soak City 8039 Beach Blvd, Buena • Park, CA 90620 8/2 Laser Island 207 E. Foothill Blvd. Upland, CA 91786 8/4 Skate Express 12356 Central Ave Chino, CA 91710 8/9 Pump It Up ` 4510 Eucalyptus Ave Chino, CA 91710 8/11 Adventure City 1238 S. Beach Blvd. Anaheim, CA 92804 7/26 Jump `n Jammin 400 S. Baldwin Ave Arcadia, CA 91007 7/28 BowlMor 3545 East Foothill Blvd Pasadena, CA 91107 (\ Exhibit IUB SCHEDULE OF SERVICES (CONTINUED) SPORTS CAMP BUS SCHEDULE PICK UP TIME STOP/ WRISTBAND LOCATION RETURN - Rc '.MONDAY-FRIDAY COLOR MONDAY-FRIDAY 8:30 AM 9 -YELLOW HIGHLAND OAKS ELEMENTARY 3:55 PM 8:40 AM 2-BLUE HUGO REID ELEMENTARY 3:40 PM 8:45 AM 3 -RED HOLLY AVE. ELEMENTARY 3:30 PM 8:50 AM 4-ORANGE BALDWIN STOCKER ELEMENTARY 3:25 PM 9:00 AM 5-GREEN LONGLEY WAY ELEMENTARY 3:20 PM 9:10 AM 6 - PINK CAMINO GROVE ELEMENTARY 3:10 PM 9:30 AM 7 - PURPLE DANA MIDDLE SCHOOL/POOL 3:00 PM .. I� �, EXHIBIT "B" SCHEDULE OF SERVICES(CONTINUED) Day Camp Summer Excursions Date Location Arrive at Depart Arrive at Destination Leave Arrive at Camp Wilderness Park June 22 Discovery Cube 9am ASAP loam 3:15pm . 4:30pm June 29 Knotts Berry Farm 9am ASAP 10am 3:15pm 4:30pm July 6 Moonlight Roller Rink/Bowling 9am ASAP loam 4pm 4:30pm July 13 Magic Mountain 9am ASAP 10am 3:15pm 4:30pm July 20 La Brea Tar Pits 9am ASAP 10am 3:15p 4:30pm Battleship lowa/Cabrillo Marine July 27 Aquarium 9am ASAP_____ 10am 3:15pm ■ 4:30pm August 3 Knotts Soak City 9am ASAP l Oam J 3:15pm 4:30pm August 10 Eisenhower Park/Chuck E.Cheese 9:30am J ASAP l0am 4pm , 4:30pm Sports Camp Summer Excursions Date { Location I Arrive at Depart . Arrive at Destination Leave r Arrive at IDana Dana July 26 Jump'n Jammin,Arcadia ( 10am 10:4 5am 10:30am 1 2:30pm 3pm July 28 BowlMor,Pasadena 10:30 am 1 tam 11:30 am 2:30pm 3pm August 2 i Laser Island,Upland 9:30am i 9:45am 1 10:15am 2:30pm 3:30pm r August 4 Skate Express,Chino 10am 1 10:30am I 11am 2:30pm 3:30pm August 9 Pump It Up,Chino 10am 10:30am I lam 2:30pm 3:30pm August 10 Eisenhower Park,Arcadia 10:15am 10:30am 10:45am 1pm POOL _ August H Adventure City,Anaheim 1 9:30am 9:45am 10:30am 2:30pm j 3:30prn Family Excursions Date Location(see address below) Arrive at Depart Arrive at Destination ' Leave Arrive at Community ! Community Center Center May 14 Hollywood Sign 7:30am Sam 8:30am 1pm 2pm July 9 Eaton Canyon 7:30am 8am 8:30am 12:30pm 1pm September 10 j Echo Mountain 7:30am 8am 8:30am 1pm 1:30pm f EXHIBIT C 2016 2017 Transportation Compensation 2016 &2017 $22,080.00 $25,830.00 per summer, 2 buses @$276 per day each bus X 8 weeks for 2016 and 9 weeks for 2017 $1,014.00 $1,054.00 per round trip to Discovery Cube $848.00 $882.00 per round trip to Action Lanes, El Monte and Moonlight Roller Rink,Glendale $1,040.00 $1,082.00 per round trip to Knott's Soak City, Buena Park $1,040.00 $1,082.00 per round trip to Knott's Bery Farm, Buena Park $1,008.00 $1,048.00 per round trip toLa Brea Tar Pits $1,120.00 $1,164.00 per round trip toSix Flags Magic Mountain,Valencia $494.00 $514.00 per round trip to Eisenhower Park,Arcadia &Chuck E. Cheese,Monrovia $1,136.00 $1,182.00 per round trip to Battleship Iowa, Cabrillo Marine Aquarium,Los Angeles $29,780.00 $33,838.00 Total Day Camp $4,140.00 $4,305.00 per summer, one bus @276 per day X 3 weeks $308.00 $320.00 per round trip to Bowimor,Arcadia $328.00 $341.00 per round trip to.lump'n Jammin,Arcadia $451.00 $469.00 per round trip to Laser Island, Upland $425.00 $442.00 per round trip to Skate Express,Chino $483.00 $502.00 per round trip to Adventure City,Anaheim $433.00 $450.00 per round trip to Pump It Up,Chino $122.00 $127.00 per round trip to Eisenhower Park,Arcadia $6,690.00 $6,956.00 Total Sports Camp $470.00 $489.00 per round trip to Hollywood Sign, Hollywood $592.00 $616.00 per round trip to Echo Mountain,Altadena $544.00 $566.00 per round trip to Eaton Canyon,Altadena $1,606.00 $1,671.00 Total Family Excursions $38,076.00 $42,465.00 Grand Total •