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HomeMy WebLinkAboutItem 2i - Gun Range Maintenance Services DATE: June 20, 2017 TO: Honorable Mayor and City Council FROM: Robert Guthrie, Chief of Police By: Jennifer Brutus, Management Analyst SUBJECT: PROFESSIONAL SERVICES AGREEMENT WITH RANGE MAINTENANCE SERVICES, LLC FOR GUN RANGE MAINTENANCE SERVICES IN AN AMOUNT NOT TO EXCEED $52,140 Recommendation: Approve SUMMARY The City has no current Professional Services Agreement for gun range maintenance services. It is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Services Agreement with Range Maintenance Services, LLC for the period of July 1, 2017, to June 30, 2020, with an option to renew for three additional one-year periods at a cost not to exceed $17,380 per year. BACKGROUND The Arcadia Police Department’s gun range, also known as a firearms range, is a state of the art 4,500 square foot indoor training facility. The gun range is in operation 24 hours per day, seven day per week and is only for use by law enforcement agencies. The facility’s main purpose is to provide a climate controlled all indoor range for Arcadia Police officers who are required to complete periodic firearms trainings; however, it is also used for training purposes by neighboring law enforcement agencies. The five- lane, 50-yard facility is equipped with a variable lighting system, top of the line targeting system, ready room for weapon cleaning and preparation, observation area, armory storage room, and training classroom. It is imperative for the Arcadia Police Department to keep its gun range facility clean and safe. The City must protect its employees and patrons from lead and gaseous pollutants, which are common dangers of an indoor gun range. In order to protect the health of all gun range users, and the long term financial health of the facility, Arcadia’s gun range undergoes a series of four maintenance services: monthly air filter Range Maintenance Services, LLC – Gun Range Maintenance Services June 20, 2017 Page 2 of 4 replacements, biannual filter replacements, annual high-efficiency particulate air (“HEPA”) filter replacements, and an annual Gran Bullet Trap maintenance service. Since the inception of the gun range, the Arcadia Police Department has utilized multiple companies for maintenance services and the contractors have always performed work in accordance with all applicable State and Federal laws governing the indoor gun range industry. However, the City does not have a current Professional Services Agreement with any company. Due to the size and scope of the project, a Request for Proposals was conducted in January 2017 to identify the best and most qualified contractor available to meet the City’s gun range maintenance needs. DISCUSSION After a two-week submission period during which a Notice Inviting Proposals was published two times in the Arcadia Weekly, three gun range maintenance services proposals were received from Range Maintenance Services, LLC, MT2, LLC, and HCI th Environmental & Engineering on February 8, 2017. A committee comprised of three City staff members convened to review and rate the proposals using a 100-point evaluation system. The proposals were evaluated according to thoroughness and understanding of work, related experience, references, quality of proposal, and costs. Figure 1.1 is a summary of the average scores and final rank. Figure 1.1 – Average Scores for Gun Range Maintenance Services Proposals THOROUGHNESS & Company Name and UNDERSTANDING RELATED PROPOSAL SUB COST GRAND Headquarters Location OF SCOPE OF WORK EXPERIENCE REFERENCES QUALITY TOTAL PROPOSAL TOTAL (1) Range Maintenance Services, LLC 25 20 15 20 80 20 100 Angels Camp, CA (2) MT2, LLC 23.33 18.33 15 18.33 75 11.67 86.67 Arvada, CO (3) HCI Environmental & Engineering 20 16.67 15 5 56.67 6.67 63.33 Corona, CA Range Maintenance Services, LLC has been maintaining and servicing gun ranges for law enforcement agencies since 1997. The company has been servicing the Arcadia Police Department’s gun range for about eight years and performs all work in accordance with all applicable South Coast Air Quality Management District (“SCAQMD”), U.S. Department of Transportation (“USDOT”), Environmental Protection Agency (“EPA”), Department of Toxic and Substance Control (“DTSC”), and California Occupational Safety and Health Administration (“CAL-OSHA”) rules and regulations. Other law enforcement agencies that use their services include South Bay Regional Range Maintenance Services, LLC – Gun Range Maintenance Services June 20, 2017 Page 3 of 4 Public Safety Training Center, Santa Clara Police Department, El Segundo Police Department, Berkeley Police Department, Santa Cruz Police Department, Torrance Police Department, Daly City Police Department, and San Francisco Police Department. In addition to its superior customer service, the company is providing the City with significant cost savings compared to its competitors. The company’s cost proposal was the lowest of the three bids at $17,380 per year. HCI is an experienced gun range maintenance services provider out of Corona, California with over 20 years of experience. HCI’s current clients include Cypress Police Department, Ontario Police Department, Anaheim Police Department, Orange County Sheriff’s Department, and the Los Angeles World Airport Police. MT2, based in Arvada, Colorado, also has over 16 years of experience and has completed over 1,200 shooting range projects nationwide. Although both companies meet industry standards and comply with all Federal and State rules and regulations like Range Maintenance Services, their costs are much higher. HCI’s total cost proposal came in at $28,235 per year and MT2 submitted expenses totaling $84,250 per year, which is $10,855 and $66,870 higher than Range Maintenance, respectively. The Department has determined that Range Maintenance Services is the lowest responsible bidder. The total cost break-down is as follows:  Monthly Air Filter Replacement - $400 per service o 12 services per year = $4,800  Biannual Filter Replacements - $1,440 per service o 2 services per year/every 6 months = $2,880  Annual HEPA Filter Replacements o 1 service per year = $4,700  Annual Gran Bullet Trap Maintenance o 1 service per year = $5,000 Total cost = $17,380 Under the agreement, Range Maintenance Services shall comply with all applicable Minimum Standards specified by all applicable Federal and State requirements, laws, rules, and regulations. Services would include all required supervision, labor, tools, clothing, associated equipment, and material needed to effectively and efficiently perform all duties required of the gun range maintenance. The contractor is also duly licensed in accordance with all gun range/shooting industry requirements for the State of California. The company will perform gun range maintenance services for the Arcadia Police Department as detailed in the Scope of Services section of the City’s Professional Services Agreement. Overall, Range Maintenance Services is a qualified firm that has the experience to provide long-term services to the City. Therefore, it is recommended that the City Council approve a three year contract with Range Maintenance Services, LLC for the Range Maintenance Services, LLC – Gun Range Maintenance Services June 20, 2017 Page 4 of 4 period of July 1, 2017, through June 30, 2020, with the option to renew for three additional one-year periods. FISCAL IMPACT The first year cost ($17,380) has been budgeted in the City’s FY 2017-18 Operating Budget. Years two and three will be budgeted in their respective operating budgets for FY 2018-19 and FY 2019-20. RECOMMENDATION It is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Services Agreement with Range Maintenance Services, LLC for Gun Range Maintenance Services in an amount not to exceed $52,140. Attachment: Proposed Professional Services Agreement CITY OF ARCADIA PROFESSIONAL SERVICES AGREEMENTREGARDING GUN RANGE MAINTENANCE SERVICES 1.P ARTIES AND D ATE. This Agreement is made and entered into this ____ day of June, 2017 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 Range Maintenance Services, LLC,a limited liability corporationwith its principal place of business at 301 Mary Belle Way, Angels Camp, California("Consultant"). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.” 2.R ECITALS. 2.1Consultant. 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 Gun Range Maintenanceservices to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2Project. City desires to engage Consultant to render such services for the Gun Range Maintenance Servicesproject (“Project”) as set forth in this Agreement. 3.T ERMS. 3.1Scope of Services and Term. 3.1.1General 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 Gun Range Maintenanceconsulting 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. 1 3.1.2Term.The term of this Agreement shall be from July 1, 2017to June 30, 2020,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. 3.1.3 Term Extension. This Agreement may be extended by mutual agreement ofthe Parties on a year-by-year basis for a maximum of three (3) one (1) year additional terms. If such option is exercised, the terms and conditions quoted herein (with the exception of pricing) are to remain firm for the term extension(s) of this Agreement. Any adjustments to pricing shall be agreed to by the Parties in writing prior to the commencement of any term extension(s). 3.2Responsibilities of Consultant. 3.2.1Control 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. 3.2.2Schedule 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. 3.2.3Conformance to Applicable Requirements. All work prepared by Consultant shall be subjectto the prior written approval of City. 3.2.4Substitution 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 2 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: Donna Foggiato, General Manager 3.2.5City’s Representative. The City hereby designates the Chief of Police, 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. 3.2.6Consultant’s Representative. Consultant hereby designatesDonna Foggiato, General Manager, 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. 3.2.7Coordination 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. 3.2.8Standard 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 3.2.9Laws 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 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. 3.2.9.1Immigration 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 anyother claims based upon alleged IRCA violations committed by Consultant or Consultant's subcontractor(s). 3.2.10Insurance. 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; 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. 3.2.10.2Minimum 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, 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: 4 (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 propertydamage, explosion, collapse, and underground, products and completed operations; (2) Automobile Liability: 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 $1,000,000. 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. 3.2.10.3Insurance 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, andemployees 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. 5 (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 coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, andemployees 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. 3.2.10.4Separation of Insureds; No SpecialLimitations. 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. 3.2.10.5Deductibles 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, andemployees; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.6Acceptability 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. 3.2.10.7Verification of Coverage. Consultant shall furnish City withcomplete and accurate copies of current certificates of insurance and 6 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. 3.2.10.8Safety. Consultant shall execute and maintain its work so as to avoid injury ordamage 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. 3.2.10.9Material 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. 3.3Fees and Payments. 3.3.1Compensation. 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 Seventeen Thousand Three Hundred Eighty Dollars ($17,380) per year (for a total of $52,140 for a three year period) 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. 3.3.2Payment 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 shall, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon. 7 3.3.3Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless prior written authorization is obtained from the City. 3.3.4Extra 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 execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior writtenauthorization from City's Representative. 3.4Accounting Records. 3.4.1Maintenance 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. 3.5General Provisions. 3.5.1Termination of Agreement. 3.5.1.1Grounds 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. 3.5.1.2Effect 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. 3.5.1.3Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms 8 and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2Delivery 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: G4S Secure Solutions, Inc. 4929 Wilshire Blvd., Suite 601 Los Angeles, CA 90010 Attn: Keith W. Boles, General Manager City: City of Arcadia Police Department 250 West Huntington drive Arcadia, CA 91007 Attn:Chief of Police 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. 3.5.3Ownership of Materials and Confidentiality. 3.5.3.1Documents & 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 intendedby this Agreement shall be at City’s sole risk. 9 3.5.3.2Confidentiality.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 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. 3.5.4Cooperation; 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. 3.5.5Indemnification. 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 orthis 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,andemployees. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, andemployees, 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 10 the City, its directors, officials, officers, andemployees, and shall take effect immediately upon execution of this Agreement. 3.5.5.2The 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. 3.5.6Entire 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. 3.5.7Attorney’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. 3.5.8Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10City's Right to Employ Other Consultants. City reserves rightto employ other consultants in connection with this Project. 3.5.11Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3.5.12Assignment 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. 3.5.13Construction; 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, 11 andemployees 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. 3.5.14Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15Waiver. 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. 3.5.16No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17Invalidity; 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. 3.5.18Prohibited 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. 3.5.19Equal 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 initialemployment, 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. 3.5.20Labor 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. 12 3.5.21Authority 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. 3.5.22Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.5.23Exhibits and Recitals.All Exhibits and Recitals contained herein are hereby incorporated into this Agreement by this reference. 3.6Subcontracting. 3.6.1Prior 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. 13 In witness whereof the Parties have executed this Professional Services Agreement on the date set forth below. CITY OF ARCADIARANGE MAINTENANCE SERVICES, LLC By __By ____________________________ Dominic LazzarettoDonna Foggiato, General Manager City Manager Date: ______________________Date: _________________________ ATTEST: ___________________________ By____________________________ City ClerkSignature APPROVED AS TO FORM:Date: _________________________ ___________________________CONCUR: Stephen P. Deitsch City Attorney________________________________ Robert T. Guthrie, Chief of Police 14 E XHIBIT "A" S COPE OF S ERVICES 1.GENERAL INFORMATION Consultant shall provide servicesto include all required supervision, labor, tools, clothing, associated equipment and material needed to effectively and efficiently perform all duties required of the gun range maintenance project including, but not limited, to any mandatory staff training. Consultant shall comply with all applicable Minimum Standards specified by all applicable Federal and State requirements, laws, rules, and regulations, whether now in effect, hereafter affected or implemented as applicable to the Arcadia Police Department’s gun range in the future. Consultant will maintain proper licensesin accordance with all gun range/shooting industry requirements for the State of California. The gun range maintenance services provided by Consultantunder these specifications shall be of the highest possible caliber. 2.PROPOSER RESPONSIBILITIES/SCOPE OF SERVICES I.STAGE 1 -Monthly Air Filter Replacements Frequency: One time per month (12 times a year) Estimated one (1) day of work. Remove nine (9) Pre-Filters from Air Handler. Remove six (6) 24” x 24” x 2” FP Mini Pleat Filters with RCRA D008 Lead Solids from Air Handler package. Remove three (3) 12” x 24” x 2” FP Mini Pleat Filters with RCRA D008 Lead Solids from Air Handler package. Have hazardous waste company remove the filters from premises. Install six (6) 24” x 24” x 2” FP Mini Pleat Filters. Install three (3) 12” x 24”x2” FP Mini Pleat Filters. Install nine (9) Pre-Filters. II.STAGE 2 -Biannual Filter Replacements Frequency: Every 6 months A-1 Estimated one (1) day of work. Remove six (6) 24” x 24” x 2” FP Pre-Filters with RCRA D008 Lead Solids from Air Handler package. Have hazardous waste company transport and dispose of fifty-five (55) gallon drum. Install six (6) 24” x 24” x 2” FP Pre-Filters. III.STAGE 3 -Annual HEPA Filter Replacements Frequency: Every 12 months Estimated one (1) day of work Remove six (6) 24” x 24” x 11 ½” FP HEPA Filters with RCRA D008 Lead Solids from Air Handler package. Remove three (3) 12” x 24” x 11 ½” FP HEPA Filters with RCRA D008 Lead Solids from Air Handler package. Have hazardous waste company remove the filters from premises. Install six (6) 24”x 24” x 11 ½” FP HEPA Filters. Install three (3) 12” x 24” x 11 ½” FP HEPA Filters. IV.Annual Gran Bullet Trap Maintenance Frequency: Every 12 months The following mining actions are required to extract lead from the rubber material: Estimated total of three (3) days to separate the rubber material from thebullet material for re-packing the Bullet Trap with the recycled material. Start raking at the 10 ft. peak base of the Bullet Trap to clean out shotgun wads. Bag and dispose. Commence to mine the rubber, copper jackets/bullet material from the center hot spot areas of all five (5) point impact areas of the Bullet Trap. Mining depth of mixed material will vary from fourteen inches (14”) to sixteen inches (16”) deep. Outside of the hot spots, mining will vary from twelve inches (12”) to fourteen inches (14”) of mixed material. All material will be positioned in a row in front of the Bullet Trap. There should be approximately thirteen (13) to fifteen (15) cubic yards of material extracted from A-2 the twenty-seven foot (27’) x twelve foot (12’) 5 pt. BulletTrap area, using a gran trap vacuum to separate bullets and agitate unburned gun powder. At least 90% cleanout is expected from the entire trap. Use a Gran Trap Vacuum to separate bullet material from the rubber trap material. The vacuum machine should blow the rubber back into the Bullet Trap through a series of six inch (6”) duct pipes then leaving the lead material on the floor to be shoveled into one gallon containers for transportation. Replenish hopper in the upper part of the Bullet Trap buy utilizing the trap vacuum. Shovel and rake rubber media to re-create factory specification sloped angle for Bullet Trap. Use bags of rubber material to insure proper angle. (Consultantto purchase and provide) Apply fire retardant to rubber berm material. Remove and properly dispose of bullet material from premises. Clean range of any lead residue from walls, baffles, tracks, floors and ceilings. Seal off evacuation vents to prevent packing the filtration system during mining process. Replace filtration filters as necessary and clean electronic monitoring system. PRODUCT NEEDS Consultant shall procure the following products according to the following minimum specifications: FILTER LIST Size:12” x 24” x 2” Company:Filtration Group Part #:21131 Description:Pleated Filter Size:24” x 24” x 2” Company:Filtration Group Part #:10391 Description:Pleated Filter A-3 Size:24” x 24” x 11 ½“ Company:Flanders Part #:F0610908 Description:HEPA Filter Size:12” x 24” x 11 ½” Company:Filtration Group Part #: 51675 Description:HEPA Filter 3.TRAINING Consultant, at its own cost, shall train all of its employees on gun range maintenance services and all related State and Federal Regulations, rules, laws, policies, and procedures prior to being assigned for service in the City. Additionally, and as needed, Consultantshall provide retraining and continuing education for contract employees. 4.STAFFING AND SUPERVISION OF STAFFING Consultantmust maintain at all times, an adequate number of qualified personnel to perform the gun range maintenance services according to the following specifications: All Contract employees shall be: At least eighteen (18) years of age. Physically and mentally capable of performing duties related to gun range maintenance duties. Neat and well groomed. Have the ability to give and follow oral and written instructions in the English language. Have the ability to establish and maintain effective working relationships with the public and City personnel. Be in possession of valid permits, licenses, and certifications required for the performance of job-related duties at the time of execution of the Agreement. Be able to legally, safely, and properly operate necessary equipment and tools related to gun range maintenance services. Have the ability to operate motor vehicles and walk for several hours; the ability to sit, stand, walk, kneel, crouch, stoop, squat, crawl, twist, climb, and lift fifty (50) A-4 pounds; and exposure to heat, noise, outdoors,confining work spaces, chemicals, mechanical hazards, and electrical hazards. Shall have taken and passed a developed reference check, a drug screening test, and undergone a medical examination to determine fitness to perform assigned duties. Shall have undergone a criminal history check in order to determine that contract employee possesses no felony criminal convictions. Misdemeanor criminal convictions will be reviewed by the City on a case by case basis for acceptability. Shall have the ability to remain calm and use good judgment and initiative in a confrontational or emergency situation. Shall be capable of acting in the utmost professional manner when interacting with customers and the general public. Expectations for Professional Behavior of Contract Employees Consultantshall be responsible for the conduct, demeanor and appearance of its employees while in the City or while acting in the course and scope of employment. While in the City or while acting in the course and scope of employment, all employees of the Consultantshall be neat and clean, and shall act in a courteous and professional manner. No employee shall use improper language or act in a loud, offensive or otherwise improper manner. Consultantemployees are trained as to thepurpose of their positions and the importance of performing their job duties according to the City’s operating instructions. All contract employees shall at all times be polite and courteous in their dealings with the City, treating every person with care and respect. All contract employees are to be attentive, alert and responsive to all customer service issues, needs, comments or complaints. All contract employees must speak clearly and in a professional manner while interacting with City officials and when offering the assistance needed. Supervision Consultantis wholly responsible for the supervision of contract employees and administration of the contract to the satisfaction of the City. Consultantshall be responsible for providing competent personnel to assist the City with its gun range A-5 maintenance services needs. Consultantshall be solely responsible for selecting, hiring, employing, paying, supervising, training, and discharging its personnel. Additionally, Consultantmust ensure staffing to ensure that all service requests are filled in accordance with the response time requested. In emergency situations, response time to reply to communication is not to exceed twenty-four (24) hours. Consultantwill work with the Department to establish service dates. Consultantis also responsible for: performance evaluations of contract employees, conduct disciplinary action against contract employees, and handle processing for all payroll and benefits allowances for its employees. Consultantshall ensure that at least one (1) supervisory level employee having decision-making authority with regard to gun range maintenance services is available to the City by mobile phone twenty-four (24) hours a day, seven (7) days a week. The Chief of Police, or his designee, maintains approval rights for the appointing of all gun range maintenance services positions. The City reserves the right to request that a contract employee be replaced at any time without cause. 5.SCEDULING REQUIREMENTS Consultantwill fill any absence or vacancy immediately to ensure that minimum staffing is retained at all times and frequency requirements are met. Consultantwill work with Arcadia Police Department staff to schedule service times, and provide service within a reasonable time frame. Consultantwill perform duties during a set window of normal business hours: Monday-Friday, 7:00 am –5:00 pm. 6.EQUIPMENT Consultantshall have available for its own use, gun range maintenance services tools, equipment, and material to perform the work as specified in the Scope of Services of this RFP. Consultantshall be readily available to help solve the City’s gun range maintenance problems and provide recommendations when needed. Consultantwill be financially responsible for all lost or damaged City property caused by Consultantemployees over the course of the Agreement. Vehicles.Consultantis responsible for supplying its transportation requirements. including vehicles for use in the performance of its gun range maintenance duties. Consultantshall pay for all associated vehicles costs including but not limited to gasoline and maintenance. All vehicles used by Consultantin its performance of this Agreement shall: o Be clearly identified as performing gun range maintenance services. A-6 o Be operated at all times in compliance with all state and local motor vehicle laws. o Consultantis responsible for the cleanliness, repair, and replacement of all vehicles used in the performance of this Contract. 7.BILLING AND RECORDS The billings for all services rendered pursuant to thisAgreement shall be submitted monthly, based upon the services rendered at the time of the submission, to City by Consultant, and shall be paid by the City within forty-five (45) days after receipt of same. Consultant shall be responsible for maintaining all related records in compliance with all County and State regulations and inspections. All such records will become, and will remain, the property of the City of Arcadia. 8.CITY OF ARCADIA RIGHTS The City retains the following rights: The right to request that Consultant respond to communication in a timely manner (not to exceed twenty-four (24) hours) and provide services within a reasonable time frame. The right to demand additional information and reports, including, but not limited to drug-screening reports, as may be permitted by law. The right to approve or disapprove of any new hire assigned to the Contract. The right to withdraw the enforcement authority of any contract employee, either permanentlyor temporarily, when such action is in the best interests of the City, and the right to replace any contract employee when his/her continued employment is detrimental to the best interests of the City. The right to approve or disapprove any invoice. 9.CITY SUPERVISION The City’s Chief of Police, or his designee, shall have the right of general supervision of all work performed by Consultantand shall be the City’s agent with respect to obtaining Consultant’s compliance hereunder. No payment for any services rendered under the Agreement shall be made without prior approval of the Chief of Police, or his designee. A-7 Exhibit "B" S CHEDULE OF S ERVICES Consultant shall perform duties as needed and required pursuant to the terms of the Agreement. B-1 E XHIBIT"C" C OMPENSATION Consultant shall bill the City for each project (according to the specified schedule of services) according to thefollowing cost breakdown: Monthly Air Filter Replacement -$400 per service o 12 services per year = $4,800 Biannual Filter Replacements -$1,440 per service o 2 services per year/every 6 months = $2,880 Annual HEPA Filter Replacements o 1 service per year = $4,700 Annual Gran Bullet Trap Maintenance o 1 service per year = $5,000 Total cost per year = $17,380 These project costs are also presented in the following Cost Proposal from Range Maintenance Services, LLC dated January 31, 2017. C-1