Resolution No. 90471
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RESOLUTION NO. 9047
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AGREEMENT FOR PROFESSIONAL CONSULTING SERVICES
BY AND BETWEEN THE CITY OF VERNON AND KEVIN SALES,
DBA KJ SERVICES, RELATING TO 2006/2007 GRANT
PROGRAMS
WHEREAS, on May 3, 2006, the City Council of the City of
Vernon adopted Resolution No. 9027 approving an application for
2006/2007 Beverage Container Recycling and Litter Reduction Grant under
the California Beverage Container Recycling and Litter Reduction Act;
and
WHEREAS, on May 3, 2006, the City Council of the City of
Vernon adopted Resolution No. 9024 approving an application for
2006/2007 Used Oil Block Grant under the California Oil Recycling
Enhancement Act; and
WHEREAS, KJ Services has provided services to the City in the
past relating to the implementation and administration of the Used Oil
Block Grant and the Beverage Container Recycling and Litter Reduction
Grant programs in the City in compliance with the State mandated AB 939
law; and
WHEREAS, as a result of KJ Services' past services to the
City, it should be able to in a more efficient and effective manner
provide the services now required by the City; and
WHEREAS, by memo dated May 11, 2006, Lewis Pozzebon, Director
of Environmental Health, recommended that an agreement with KJ Services
The approved for fiscal year 2006-2007; and
WHEREAS, the City Council of the City of Vernon has
Idetermined that, pursuant to the provisions of subsection (a) of
y
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Section 2.27 of the Vernon City Code, it is in the public interest and
necessity to enter into a contract with KJ Services for grant
management services to enhance services provided to the Vernon
community.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CIT7
OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true ar.
correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Agreement For Professional Consulting Services, in
substantially the same form as the copy which is attached hereto and
incorporated by reference as Exhibit A.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Acting City Clerk, or his designee, to make whatever
nonsubstantive, administrative and/or text changes, upon advice of
counsel, to the Agreement.
SECTION 4: The City Council of the City of Vernon hereby
authorizes the Mayor to execute said Agreement for, and on behalf of, the
City of Vernon and the Acting City Clerk is hereby authorized to attest
thereto.
SECTION 5: The City Council of the City of Vernon hereby
directs the Acting City Clerk, or his designee, to transmit one fully
executed Agreement to:
KJ Services
Attn: Kevin Sales
9020 Hornby Avenue
Whittier, CA 90603
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SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage of this resolution, and thereupon and thereafter
the same shall be in full force and effect.
APPROVED AND ADOPTED this 24th day of May, 2006.
ATTEST:.,*'
BRUCE V. MAL ENHORST, JR.
Actin City lerk
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E NIS C. MALB G, Mayor
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, BRUCE V. MALKENHORST, JR., Acting City Clerk of the City
of Vernon, do hereby certify that the foregoing Resolution, being
Resolution No. 9047, was duly adopted by the City Council of the City
of Vernon at a regular meeting of the City Council duly held on
Wednesday, May 24, 2006, and thereafter was duly signed by the Mayor of
the City of Vernon.
Ung
V. MALKENHORST, JR.
City Clerk
(SEAL)
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EXHIBIT
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AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES
THIS AGREEMENT is made, entered into and executed in
duplicate originals, either copy of which may be considered and used as
the original hereof for all purposes, as of this day of May, 2006,
in the City of Vernon, County of Los Angeles, California
BY AND BETWEEN THE CITY OF VERNON, a Municipal
Corporation (hereinafter referred to
as "City")
4305 Santa Fe Avenue
Vernon, California 90058
AND KEVIN SALES, dba KJ SERVICES
(hereinafter referred to as
"Consultant")
9020 Hornby Avenue
Whittier, California 90603
n TTf,TMTT n
WHEREAS, a 2006/2007 Used Oil Block Grant, under the
California Oil Recycling Enhancement Act was authorized by Resolution
No. 9024 on May 3, 2006; and
WHEREAS, a 2006/2007 Beverage Container Recycling and Litter
Reduction Grant under the California Beverage Container Recycling and
Litter Reduction Act was authorized by Resolution No. 9027 on May 3,
2006; and
WHEREAS, the City desires to retain the services of a
consulting firm to provide expertise in implementing and administering
the Used Oil Block Grant and the Beverage Container Recycling and
Litter Reduction Grant programs in the City in compliance with the
State mandated AB 939 law; and
WHEREAS, Consultant has provided such services to City in the
)ast and has specialized knowledge and experience in the management
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and implementation of AB 939; and
WHEREAS, Consultant submitted a proposal to the City dated
May 9, 2006 (the "Proposal") which includes a description of proposed
services and a cost proposal; and
WHEREAS, Consultant is willing to render such professional
services as hereinafter defined.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS SET
FORTH HEREIN:
1. SCOPE OF SERVICES.
Consultant shall perform all requested services in their
entirety as outlined in its Proposal which is attached hereto and
incorporated by reference as Exhibit A.
The services to'be performed by Consultant for the Used Oil
Block Grant as outlined in the Proposal are as follows: Task 1 -
Community Outreach; Task 2 - School Outreach/Year 2007 Used Oil Artwork
Contest and Poster; and Task 3 - Grant Administration and Project
(Management.
The services to be performed by Consultant for the Department
of Conservation Recycling Grant as outlined in the Proposal are as
follows: Task 1 - Litter Abatement and Storm Drain Insert Program; and
Task 2 - Grant Oversight and Administration.
It is understood and agreed that in the event of a conflict
between the Proposal and this Agreement, the terms of this Agreement
shall prevail.
2. TIME OF PERFORMANCE.
The term of this Agreement shall begin on July 1, 2006 and
shall end on June 30, 2007, unless otherwise terminated or extended.
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3. COMPENSATION.
A. Fee for Services -Used Oil Block Grant. City shall
compensate Consultant, for the services performed in connection with
the Used Oil Block Grant under this Agreement, a total sum not to
exceed Five Thousand Dollars and No Cents ($5,000.00).
B. Fee for Services-DOC Recycling Grant. City shall
compensate Consultant, for the services performed in connection with
the Department of Conservation ("DOC") Recycling Grant under this
Agreement, a total sum not to exceed Five Thousand Dollars and No Cents
($5,000.00).
C. Other Expenses. Other expenses may be billed but
only if such other expenses have been given advance approval in writing
by the Acting City Clerk. Such other expenses include, but are not
limited to,'air fares, hotels, motels, video and subcontract charges.
4. METHOD OF PAYMENT.
Within thirty (30) days after the last day of any month in
which services have been performed or costs incurred hereunder, the
Consultant shall submit an invoice to the City stating the amount due
to the Consultant. Invoices shall contain an itemization of the tasks
and subtasks performed, directly related job expenses, subcontractor
charges incurred by the Consultant for which compensation is due, and
an estimate of the percentage completed for each milestone, task or
subtask. Consultant shall be responsible for paying any subcontractors
used in the performance of this Agreement. Subcontractors shall not
bill the City directly.
Payment of the invoice shall be made after acceptance and
approval by the City within thirty (30) days of receipt. The City's
approval of the invoice shall not be unreasonably withheld.
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5. INDEMNITY AND INSURANCE.
A. Indemnification. Consultant shall indemnify,
defend, protect and hold City and its officers, agents and employees,
free and harmless from and against any and all claims, demands, losses,
damages, liabilities, fines, charges, penalties, orders, judgments and
all costs and expenses incurred in connection therewith, including
reasonable attorney's fees and costs of defense arising, directly or
indirectly, in whole or in part, out of the negligent or wrongful acts
of Consultant or its subcontractors, employees or agents in the
performance of services under this Agreement, except to the extent
arising from or caused by the sole active negligence or willful
misconduct of the City, its officers, agents or employees.
B. Insurance. Prior to commencing work hereunder,
the Consultant shall provide the City with proof of insurance
providing and maintaining the coverages and endorsements set forth in
the Insurance Schedule attached hereto as Exhibit "B" and made a part
hereof by reference. Said proof of insurance shall also provide that
said policy or policies shall not be canceled or materially reduced in
coverage without giving at least thirty (30) days prior written notice
to the City. If Consultant fails to provide proof of insurance
coverage as specified above, City may, at its sole discretion,
terminate this Agreement immediately.
Consultant shall not permit a subcontractor or vendor
to perform work on City premises unless and until a certificate of
insurance is obtained showing that such subcontractor or vendor has
worker's compensation coverage. If Consultant employs subcontractors
as part of the services rendered, Consultant's protective coverage is
required. Consultant may include all subcontractors as insureds under
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fits own policy or shall furnish separate insurance for each
subcontractor, meeting the requirements set forth herein.
6. CONFIDENTIAL INFORMATION.
A. Access to Confidential Information. City may
provide Consultant and/or subcontractors with, or allow Consultant
access to, certain information not available to the public concerning
City, or businesses located in City. The information may include
company information, taxes, sales, value of assets, or other such
information. All such information shall be known as "Confidential
(Information" and may not be used to circumvent the responsibility of
either party to this Agreement.
B. No Disclosure. Except as expressly permitted,
Consultant and/or its subcontractors shall not disclose, permit the
disclosure of, release, disseminate, or transfer, whether orally or by
any other means, any part of such Confidential Information to any other
person or entity, whether corporate, governmental, or individual,
without the express prior written consent of an authorized
representative of City. Consultant and/or its subcontractors shall
return any written Confidential Information, and all copies made of
such items, to City upon City's written request, but in any event not
later than the date that Consultant has performed all services to be
performed pursuant to this Agreement. Consultant hereby agrees that
such Confidential Information and any documents provided may be used by
Consultant and/or its subcontractors only as authorized by City.
Consultant shall include a contractual provision in its contract with
any subcontractor that binds the subcontractor to these nondisclosure
requirements. Consultant shall take reasonable measures to avoid any
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(disclosure of any such Confidential Information to any unauthorized
11person.
C. Court Ordered Disclosure. Consultant shall
immediately notify the City of any court order or subpoena requiring
disclosure of Confidential Information, and shall cooperate with legal
counsel in the appeal or challenge of any such order or subpoena.
Consultant may only disclose Confidential Information required to be
disclosed pursuant to court order or subpoena after legal counsel has
exhausted any lawful and timely appeal or challenge.
D. Remedies. In addition to any other remedies that
it may have at law or in equity, the City shall be entitled to a
temporary and permanent injunction by a court of competent jurisdiction
against any breach or threatened breach of the Confidential Information
provisions of this Agreement. Consultant acknowledges that in case of
such breach or threatened breach of said provisions, City would have no
adequate remedy at law.
7. GENERAL PROVISIONS.
.A. Independent Contractor. At all times during the
term of this Agreement, Consultant shall be an independent contractor
and shall not be an employee of the City. City shall have the right to
control Consultant only insofar as the results of Consultant's services
rendered pursuant to this Agreement; however, City shall not have the
right to control the means by which Consultant accomplishes services
rendered pursuant to the Agreement except to the extent that such
services involve the use of City property or Confidential Information.
B. Consultant Not Agent. Except as City may specify in
writing, Consultant shall have no authority, express or implied, to act
:)n behalf of City in any capacity whatsoever as an agent. Consultant
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shall have no authority, express or implied, pursuant to this Agreement
to bind City to any obligation whatsoever.
C. Governing Law. The validity, interpretation and
performance of this Agreement shall be controlled and construed under
the laws of the State of California as enacted and in force at the time
this Agreement is fully executed.
D. Products of Consulting. All products of consulting
services with the exception of computer software that may be developed
by Consultant, shall become the property of City and shall be delivered
to City before the end of the performance of this Agreement. However,
computer software shall remain the property of Consultant, except for
City's continued right to use said software at no extra cost.
E. Assignment Prohibited. No party to this Agreement
may assign any right or obligation pursuant to this Agreement except
with the express written consent of the other party. Any other
attempted or purported assignment of any right or obligation pursuant
to this Agreement shall be void and of no effect. '
F. Termination. This Agreement may be terminated by
City without cause on fifteen (15) days written notice to Consultant.
Upon termination of this Agreement, all property belonging to City
which is in the Consultant's possession, shall be returned to City.
Consultant shall furnish to City a final invoice for work performed and
expenses incurred by Consultant, prepared as set forth in Section 4 of
this Agreement. This final invoice shall be reviewed and paid in the
same manner as set forth in Section 4 of this Agreement.
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G. Notices. Notices to the parties, unless otherwise
requested in writing, shall be sent to:
CITY: THE CITY OF VERNON
ATTN: BRUCE V. MALKENHORST, JR.
ACTING CITY CLERK
4305 SANTA FE AVENUE
VERNON, CA 90058-0805
CONSULTANT: KEVIN SALES, dba KJ SERVICES
9020 HORNBY AVENUE
WHITTIER, CA 90603
H. Entire Agreement. This Agreement constitutes the
complete and final expression of the agreement of the parties and is
intended as a complete and exclusive statement of the terms of their
agreements and supersedes all prior and contemporaneous offers,
promises, representations, negotiations, discussions, communications
and agreements which may have been made in connections with the subject
matter hereof. All exhibits are incorporated by reference. Consultant
represents that in entering into this Agreement, it has not relied on
any previous representations or understandings of any kind or nature.
I. Benefit of Agreement. This Agreement shall bind
and benefit the parties hereto and their heirs, successors, and
1permitted assigns.
J. Amendments. All changes or modifications to this
Agreement shall be in writing stating that it is an amendment to this
Agreement and shall be signed by both parties or their duly authorized
agents. This Agreement shall not be modified through course of
dealing, usage or trade.
K. Forum Selection. Any action brought relating to
this Agreement shall be brought and held exclusively in a State Court
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in the County of Los Angeles, California.
L. Recitals. All recitals are incorporated by
Ilreference.
M. Waiver. Any waiver at any time by either party of
its rights with respect to a default under this Agreement, or with
respect to any other matters arising in connection with this
Agreement, shall not be deemed a waiver with respect to subsequent
[default or other matter.
N. Force Majeure. Neither Party shall be considered
in to be in default in any of its obligations under this Agreement
when a failure of performance shall be due to an uncontrollable force.
The term "uncontrollable force" shall mean any cause beyond the
(control of the party affected, including, but not restricted to,
flood, earthquake, storm, fire, lightening, epidemic, war, riot, civil
disturbance or disobedience, labor dispute, labor material shortage,
sabotage, federal, state, or municipal action, statute, ordinance, or
regulation, embargoes of the United States Government or any other
government, which by exercise of due diligence such party could not
reasonably have been expected to avoid and by exercise of due
diligence has been unable to overcome. Either party rendered unable
to fulfill any of its obligations under this Agreement by reason of an
uncontrollable force, shall give written notice within five (5)
business days of such fact to the other party and shall exercise due
diligence to remove such inability with all reasonable dispatch.
0. Arbitration.
The parties agree that any and all
disputes arising out of or in relation to this Contract, including
without limitation any action in tort, shall be resolved exclusively,
Einally and conclusively by arbitration in Los Angeles County,
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California under the auspices of and pursuant to the rules of the
Judicial Arbitration & Mediation Services Inc. (JAMS). Each party will
select an arbitrator. Those two arbitrators will then select a third.
The three -member panel will make the final decision. All decisions of
the arbitrators shall be in writing, and the arbitrators shall provide
written reasons for their decision. The arbitration decision shall be
final and binding on the parties. Notwithstanding the foregoing, the
parties shall be permitted to access the court system to enforce any
arbitration award or to obtain injunctive relief. The exclusive
jurisdiction and venue for any such action shall be the Superior Court
of California, Los Angeles County. Any and all contracts between
Consultant and any subcontractor relating to this Agreement shall
include the same arbitration clause.
IN WITNESS WHEREOF, the City and the Consultant have executed
this Agreement by and through their authorized officers as of the date
first hereinabove set forth.
By:
ATTEST:
CITY OF VERNON
LEONIS C. MALBURG, Mayor
BRUCE V. MALKENHORST, JR., Acting City Clerk
APPROVED AS TO FORM:
ERIC T. FRESCH, City Attorney
KEVIN SALES, dba KJ SERVICES
By:
Title:
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KEVIN SALES
Sole Proprietor
EXHIBIT A
•
Services
JENVIRC3NMENTAL
CONSULTING
RECYCLING PROGRAM DESIGN • PUBLIC EDUCATION & OUTREACH GRANT WRITING & ADMINISTRATION • AB939 IMPLEMENTATION & COMPLIANCE
pace V
May 9, 2006
MAY 102006
cle'��EHj�T
Mr. Lewis J. Pozzebon
Director/Health Officer
Health and Environmental Control
City of Vernon
4305 Santa Fe Ave.
Vernon, CA 90058
Lew,
Thank you for allowing KJServices (KJS) to continue to manage and implement the City
of Vernon's Used Oil Block Grant and Department of Conservation recycling grant for the
2006 2007grant year. The following proposal outlines tasks that. I believe would be
beneficial to pursue this year.
The proposal that follows focuses on continuing the City's very successful Used Oil
Calendar Contest, and to continue to support Commercial Tire as the City's sole Certified
Used Oil Collection Center and maintain our successful partnership with the Vernon City
School.
Under the Department of Conservation recycling grant we are proposing to use these
funds to address litter clean-up and storm drain run-off issues in the City.
All of us at KJServices look forward to continuing our relationship with the City of
Vernon in the upcoming fiscal year.
9020 Homby Ave., Whittier, California 90603 ph (562) 944-4766 fax (562) 944-3267 email K)Serv®aol.com
Used Oil Block Grant
The City of Vernon will receive $5,000 of Used Oil Block Grant funding for the 2006-
2007 grant year.
Based on this available budget, KJServices proposes the following tasks to be performed
under the Used Oil Block grant:
Task #1— Community Outreach - $1,050
Experience has shown that one of the most effective ways to communicate the used oil
recycling message is through face-to-face contact with the community.
KJServices staff will look for opportunities in the City of Vernon and the surrounding
communities to provide support to the City's Used Oil Recycling program through public
education and promotional activities at major community events.
At each of these events, KJServices staff will distribute Used Oil Recycling educational
materials including a list of Certified Collection Centers in the City and surrounding
communities. In addition, the Used Oil Recycling booth at these events will distribute
used oil recycling kits and promotional items. Staff will also be on hand to answer any
questions from community members.
KJServices staff will select an automotive related promotional item to be distributed at
these events. Possible items include shop towels, oil dipstick wipers, fender covers, oil
funnels, and the like. The City before its purchase will approve the selected item, and its
used oil -recycling message. Any item chosen will meet all State requirements for recycled
content and will be approved by the City's grant manager prior to purchase.
Cost - 5 hrs @ $80/hr = $400
Promotional materials - $650
Task #2 — School Outreach / Year 2007 Used Oil Artwork Contest & Poster - $3,310
KJ Services will once again work with the Vernon School to hold a Used Oil Artwork
Contest and will develop a Year 2007 Used Oil Calendar / Poster using Vernon School
student artwork.
KJS staff will go out to the school and give used oil recycling presentations to the 5`h
grade classes. After the presentations the students will be invited to enter the City of
Vernon's Used Oil Artwork Contest. The students will draw posters highlighting the
dangers and environmental damage caused by the improper disposal of used motor oil
and/or the benefits and ease of used motor oil recycling.
The artwork entries will be judged and the winners will have their artwork printed as part
of the City of Vernon's Year 2007 Used Oil Calendar / Poster. The winning students will
be recognized at a City of Vernon City Council meeting. At the Council meeting each
winner will also receive awards and prizes for their participation.
k
KJ Services staff will contact Vernon businesses for donations to support this school
artwork project. The business contributions will be used to purchase awards and prizes
for the winners since Block Grant fiords cannot be used for these types of items.
KJ Services will design and print 500 copies the calendar / poster. The completed posters
will be distributed to the Vernon School, the City, business sponsors, the winning
students, and throughout the community.
KJ Services will coordinate all the project tasks with the City and will secure all necessary
approvals from the City and the CIWMB Grant Manager before finalizing the design and
before printing the poster / calendar.
Cost —12 hours @ $80/hr = $960
Poster / Calendar design and printing (qty 500) - $2, 3S0
Task #3 - Grant AdministraL}on and Proiect Management - $640
This task will include those activities needed to administer the grant on behalf of the City.
Activities will include preparation of bills and expenditure itemization reports to the State,
preparing the necessary Progress Reports and Final Report, and assisting the Certified
Center (Commercial Tire) with any program compliance or reporting questions. Regularly
scheduled update meetings will also be held with you or your designated staff person to
keep them apprised of the progress of the grant tasks.
Cost - 8 hrs @ $80/hr = $640
DOC Reudin Grant
The City of Vernon will receive $5,000 of Department of Conservation Recycling Grant
funding for the 2006-2007 grant year.
Based on an available budget of $5,000 KJServices proposes the following tasks to be
performed under the DOC Recycling Grant grant:
Task #1— Litter Abatement and Storm Drain Insert Program - $4,200
The City of Vernon will use Department of Conservation funds to address litter and trash
on streets and public right-of-ways. These litter -abatement projects will take two forms:
• Litter containers — the City will use DOC funds to purchase litter and trash
containers for installation at public locations and bus stops and shelters. The City
will look for containers that have separate compartments, or other features, for the
separation and collection of recyclables.
• Storm drain inserts — the City will purchase and install storm drain inserts at
selected locations throughout the community. These storm drain inserts will
prevent the flow of trash and other materials into the storm drain system.
Litter containers - $2, 000
Storm drain inserts - $2,200
Task #2 — Grant Oversight and Administration- $800
KJServices staff will coordinate all the previously mentioned tasks and will be responsible
for preparing the necessary grant Progress Reports and Budget Reimbursement Requests.
Cost —10 hrs @ $80/hr - $800
E�IBIT B
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EXHIBIT B
INSURANCE SCHEDULE (CONSULTANT)
The Consultant shall provide proof of insurance, including a standard certificate of insurance, in at least
the following amounts and coverage (combined single limit permitted):
I.
Coverage and Limits
Bodily Injury Propga Damage
Hazards Each Person Each Accident Each Accident
Automobile Liability
Owned Automobiles $ 500,000 $1,000,000 $ 500,000
Hired Automobiles $ 500,000 $1,000,000 $ 500,000
Non -Owned Automobiles $ 500,000 $1,000,000 $ 500,000
Workers' Compensation $ Statutory
Employers' Liability $1,000,000 per employer
II. General and Professional Liability
General Liability
$1,000,000
$2,000,000
$1,000,000
Premises Operations
$1,000,000
$2,000,000
$1,000,000
Elevators (if applicable)
$1000,000
$2,000,000
$1,000,000
Independent Contractors
$1,000,000
$2,000,000
$1,000,000
Products - Completed Operations
$1,000,000
$2,000,000
$1,000,000
Contractual Liability
$1,000,000
$2,000,000
$1,000,000
Professional Liability
$2,000,000
$2,000,000
$2,000,000
a. The general liability policy shall contain the following special endorsements which shall be noted on or
attached to the standard certificate of insurance:
1. An endorsement naming the City of Vernon, its officers, and employees as additional insureds u
the policy.
2. An endorsement providing the City of Vernon thirty (30) days notice of cancellation or material
reduction of coverage.
3. An endorsement providing coverage for all operations under this Agreement.
4. Such other endorsement as may be required by addendum hereto.
EXHIBIT
SUPPORTING
DOCUMENTS
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AGREEMENT FOR
PROFESSIONAL CONSULTING SERVICES
THIS AGREEMENT is made, entered into and executed in
duplicate originals, either copy of which may be considered and used as
the original hereof for all purposes, as of this ✓/ day of May, 2006,
in the City of Vernon, County of Los Angeles, California
BY AND BETWEEN THE CITY OF VERNON, a Municipal
Corporation (hereinafter referred to
as "City")
4305 Santa Fe Avenue
Vernon, California 90058
AND KEVIN SALES, dba KJ SERVICES
(hereinafter referred to as
"Consultant")
9020 Hornby Avenue
Whittier, California 90603
WHEREAS, a 2006/2007 Used Oil Block Grant, under the
California Oil Recycling Enhancement Act was authorized by Resolution
No. 9024 on May 3, 2006; and
WHEREAS, a 2006/2007 Beverage Container Recycling and Litter
Reduction Grant under the California Beverage Container Recycling and
Litter Reduction Act was authorized by Resolution No. 9027 on May 3,
2006; and
WHEREAS, the City desires to retain the services of a
consulting firm to provide expertise in implementing and administering,,
the Used Oil Block Grant and the Beverage Container Recycling and
Litter Reduction Grant programs in the City in compliance with the
State mandated AB 939 law; and
WHEREAS, Consultant has provided such services to City in the
past and has specialized knowledge and experience in the management
}
1 and implementation of AB 939; and
2 WHEREAS, Consultant submitted a proposal to the City dated
3 May 9, 2006 (the "Proposal") which includes a description of proposed
4 services and a cost proposal; and
5 WHEREAS, Consultant is willing to render such professional
6 services as hereinafter defined.
7 NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS SET
8 FORTH HEREIN:
9 1. SCOPE OF SERVICES.
10 Consultant shall perform all requested services in their
11 entirety as outlined in its Proposal which is attached hereto and
12 incorporated by reference as Exhibit A.
13 The services to be performed by Consultant for the Used Oil
14 Block Grant as outlined in the Proposal are as follows: Task 1 -
15 Community Outreach; Task 2 - School Outreach/Year 2007 Used Oil Artwork
16 Contest and Poster; and Task 3 - Grant Administration and Project
17 Management.
18 The services to be performed by Consultant for the Department
19 of Conservation Recycling Grant as outlined in the Proposal are as
20 follows: Task 1 - Litter Abatement and Storm Drain Insert Program; and
21 Task 2 - Grant Oversight and Administration.
22 It is understood and agreed that in the event of a conflict
23 between the Proposal and this Agreement, the terms of this Agreement
24 shall prevail.
25 2. TIME OF PERFORMANCE.
26 The term of this Agreement shall begin on July 1, 2006 and
27 shall end on June 30, 2007, unless otherwise terminated or extended.
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1 3. COMPENSATION.
2 A. Fee for Services -Used Oil Block Grant. City shall
3 compensate Consultant, for the services performed in connection with
4 the Used Oil Block Grant under this Agreement, a total sum not to
5 exceed Five Thousand Dollars and No Cents ($5,000.00).
6 B. Fee for Services-DOC Recycling Grant. City shall
7 compensate Consultant, for the services performed in connection with
8 the Department of Conservation ("DOC") Recycling Grant under this
9 Agreement, a total sum not to exceed Five Thousand Dollars and No Cents
10 ($5,000.00).
11 C. Other Expenses. Other expenses may be billed but
12 only if such other expenses have been given advance approval in writing
13 by the Acting City Clerk. Such other expenses include, but are not
14 limited to, air fares, hotels, motels, video and subcontract charges.
15 4. METHOD OF PAYMENT.
16 Within thirty (30) days after the last day of any month in
17 which services have been performed or costs incurred hereunder, the
18 Consultant shall submit an invoice to the City stating the amount due
19 to the Consultant. Invoices shall contain an itemization of the tasks
20 and subtasks performed, directly related job expenses, subcontractor
.21 charges incurred by the Consultant for which compensation is due, and
22 an estimate of the percentage completed for each milestone, task or
23 subtask. Consultant shall be responsible for paying any subcontractors
24 used in the performance of this Agreement. Subcontractors shall not
25 bill the City directly.
26 Payment of the invoice shall be made after acceptance and
27 approval by the City within thirty (30) days of receipt. The City's
28 approval of the invoice shall not be unreasonably withheld.
1 5. INDEMNITY AND INSURANCE.
2 A. Indemnification. Consultant shall indemnify,
3 defend, protect and hold City and its officers, agents and employees,
4 free and harmless from and against any and all claims, demands, losses,
5 damages, liabilities, fines, charges, penalties, orders, judgments and
6 all costs and expenses incurred in connection therewith, including
7 reasonable attorney's fees and costs of defense arising, directly or
8 indirectly, in whole or in part, out of the negligent or wrongful acts
9 of Consultant or its subcontractors, employees or agents in the
10 performance of services under this Agreement, except to the extent
11 arising from or caused by the sole active negligence or willful
12 misconduct of the City, its officers, agents or employees.
13 B. Insurance. Prior to commencing work hereunder,
14 the Consultant shall provide the City with proof of insurance
15 providing and maintaining the coverages and endorsements set forth in
16 the Insurance Schedule attached hereto as Exhibit "B" and made a part
17 hereof by reference. Said proof of insurance shall also provide that
18 said policy or policies shall not be canceled or materially reduced in
19 coverage without giving at least thirty (30) days prior written notice
20 to the City. If Consultant fails to provide proof of insurance
21 coverage as specified above, City may, It its sole discretion,
22 terminate this Agreement immediately.
23 Consultant shall not permit a subcontractor or vendor
24 to perform work on City premises unless and until a certificate of
25 insurance is obtained showing that such subcontractor or vendor has
26 worker's compensation coverage. If Consultant employs subcontractors
27 as part of the services rendered, Consultant's protective coverage is
28 required. Consultant may include all subcontractors as insureds under
1 its own policy or shall furnish separate insurance for each
2 subcontractor, meeting the requirements set forth herein.
3 6. CONFIDENTIAL INFORMATION.
4 A. Access to Confidential Information. City may
5 provide Consultant and/or subcontractors with, or allow Consultant
6 access to, certain information not available to the public concerning
7 City, or businesses located in City. The information may include
8 company information, taxes, sales, value of assets, or other such
9 information. All such information shall be known as "Confidential
10 Information" and may not be used to circumvent the responsibility of
11 either party to this Agreement.
12 B. No Disclosure. Except as expressly permitted,
13 Consultant and/or its subcontractors shall not disclose, permit the
14 disclosure of, release, disseminate, or transfer, whether orally or by
15 any other means, any part of such Confidential Information to any other
16 person or entity, whether corporate, governmental, or individual,
17 without the express prior written consent of an authorized
18 representative of City. Consultant and/or its subcontractors shall
19 return any written Confidential'Information, and all copies made of
20 such items, to City upon City's written request, but in any event not
21 later than the date that Consultant has performed all services to be
22 performed pursuant to this Agreement. Consultant hereby agrees that
23 such Confidential Information and any documents provided may be used by
24 Consultant and/or its subcontractors only as authorized by City.
25 Consultant shall include a contractual provision in its contract with
26 any subcontractor that binds the subcontractor to these nondisclosure
27 requirements. Consultant shall take reasonable measures to avoid any
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+disclosure of any such Confidential Information to any unauthorized
11person.
C. Court Ordered Disclosure. Consultant shall
immediately notify the City of any court order or subpoena requiring
disclosure of Confidential Information, and shall cooperate with legal
counsel in the appeal or challenge of any such order or subpoena.
Consultant may only disclose Confidential Information required to be
disclosed pursuant to court order or subpoena after legal counsel has
exhausted any lawful and timely appeal or challenge.
D. Remedies. In addition to any other remedies that
it may have at law or in equity, the City shall be entitled to a
temporary and permanent injunction by a court of competent jurisdiction
against any breach or threatened breach of the Confidential Information
provisions of this Agreement. Consultant acknowledges that in case of
such breach or threatened breach of said provisions, City would have no
adequate remedy at law.
7. GENERAL PROVISIONS.
A. Independent Contractor. At all times during the
term of this Agreement, Consultant shall be an independent contractor
and shall not be an employee of the City. City shall have the right to
control Consultant only insofar as the results of Consultant's services
rendered pursuant to this Agreement; however, City shall not have the
right'to control the means by which Consultant accomplishes services
rendered pursuant to the Agreement except to the extent that such
services involve the use of City property or Confidential Information.
B. Consultant Not Agent. Except as City may specify in
writing, Consultant shall have no authority, express or implied, to act
:)n behalf of City in any capacity whatsoever as an agent. Consultant
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shall have no authority, express or implied, pursuant to this Agreement
to bind City to any obligation whatsoever.
C. Governing Law. The validity, interpretation and
performance of this Agreement shall be controlled and construed under
the laws of the State of California as enacted and in force at the time
this Agreement is fully executed.
D. Products of Consulting. All products of consulting
services with the exception of computer software that may be developed
by Consultant, shall become the property of City and shall be delivered
to City before the end of the performance of this Agreement. However,
computer software shall remain the property of Consultant, except for
City's continued right to use said software at no extra cost.
E. Assignment Prohibited. No party to this Agreement
may assign any right or obligation pursuant to this Agreement except
with the express written consent of the other party. Any other
attempted or purported assignment of any right or obligation pursuant
to this Agreement shall be void and of no effect.
F. Termination. This Agreement may be terminated by
City without cause on fifteen (15) days written notice to Consultant.
Upon termination of this Agreement, all property belonging to City
which is in the Consultant's possession, shall be returned to City.
Consultant shall furnish to City a final invoice for work performed and
expenses incurred by Consultant, prepared as set forth in Section 4 of
this Agreement. This final invoice shall be reviewed and paid in the
same manner as set forth in Section 4 of this Agreement.
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G. Notices. Notices to the parties, unless otherwise
requested in writing, shall be sent to:
CITY: THE CITY OF VERNON
ATTN: BRUCE V. MALKENHORST, JR.
ACTING CITY CLERK
4305 SANTA FE AVENUE
VERNON, CA 90058-0805
CONSULTANT: KEVIN SALES, dba KJ SERVICES
9020 HORNBY AVENUE
WHITTIER, CA 90603
H. Entire Agreement. This Agreement constitutes the
complete and final expression of the agreement of the parties and is
intended as a complete and exclusive statement of the terms of their
agreements and supersedes all prior and contemporaneous offers,
promises, representations, negotiations, discussions, communications
and agreements which may have been made in connections with the subject
matter hereof. All exhibits are incorporated by reference. Consultant
represents that in entering into this Agreement, it has not relied on
any previous representations or understandings of any kind or nature.
I. Benefit of Agreement. This Agreement shall bind
and benefit the parties hereto and their heirs, successors, and
permitted assigns.
J. Amendments. All changes or modifications to this
Agreement shall be in writing stating that it is an amendment to this
Agreement and shall be signed by both parties or their duly authorized
agents. This Agreement shall not be modified through course of
dealing, usage or trade.
K. Forum Selection. Any action brought relating to
this Agreement shall be brought and held exclusively in a State Court
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1 in the County of Los Angeles, California.
2 L. Recitals. All recitals are incorporated by
3 reference.
4 M. Waiver. Any waiver at any time by either party of
5 its rights with respect to a default under this Agreement, or with
6 respect to any other matters arising in connection with this
7 Agreement, shall not be deemed a waiver with respect to subsequent
8 default or other matter.
9 N. Force Majeure. Neither Party shall be considered
10 in to be in default in any of its obligations under this Agreement
11 when a failure of performance shall be due to an uncontrollable force.
12 The term "uncontrollable force" shall mean any cause beyond the
13 control of the party affected, including, but not restricted to,
14 flood, earthquake, storm, fire, lightening, epidemic, war, riot, civil
15 disturbance or disobedience, labor dispute, labor material shortage,
16 sabotage, federal, state, or municipal action, statute, ordinance, or
17 regulation, embargoes of the United States Government or any other
18 government, which by exercise of due diligence such party could not
19 reasonably have been expected to avoid and by exercise of due
20 diligence has been unable to overcome. Either party rendered unable
21 to fulfill any of its obligations under this Agreement by reason of an
22 uncontrollable force, shall give written notice within five (5)
23 business days of such fact to the other party and shall exercise due
24 diligence to remove such inability with all reasonable dispatch.
25 O. Arbitration. The parties agree that any and all
26 disputes arising out of or in relation to this Contract, including
27 without limitation any action in tort, shall be resolved exclusively,
28 finally and conclusively by arbitration in Los Angeles County,
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California under the auspices of and pursuant to the rules of the
Judicial Arbitration & Mediation Services Inc. (JAMS). Each party will
select an arbitrator. Those two arbitrators will then select a third.
The three -member panel will make the final decision. All decisions of
the arbitrators shall be in writing, and the arbitrators shall provide
written reasons for their decision. The arbitration decision shall be
final and binding on the parties. Notwithstanding the foregoing, the
parties shall be permitted to access the court system to enforce any
arbitration award or to obtain injunctive relief. The exclusive
jurisdiction and venue for any such action shall be the Superior Court
of California, Los Angeles County. Any and all contracts between
Consultant and any subcontractor relating to this Agreement shall
include the same arbitration clause.
IN WITNESS WHEREOF, the City and the Consultant have executed
this Agreement by and through their authorized officers as of the date
first hereinabove set forth.
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NKI
CITY OF VERNON
By:
EON2S C. MA BURG, Mayor
BRUCE V. ,MALKENPORST, JR., Acting City Clerk
NPPROOVVED AS TO FORM:
ERIC T. FRES H, City Attorney
KEVIN S E , dba KJ SERVICES
By:
EVIN SALES
Title. Sole Proprietor
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JServices
ENVIRONMENTAL
CONSULTING
RECYCLING PROGRAM DESIGN • New: EDUCATION & OUTREACH • GRANT WRmNG & ADMINISTRATION • AB939 IMPLEMENTATION & COMPLIANCE
May 9 2006 Veo
y , MAY 102006
2006
Mr. Lewis J. Pozzebon aeeal,r
Director/Health Officer
Health and Environmental Control
City of Vernon
4305 Santa Fe Ave.
Vernon, CA 90058
Lew,
Thank you for allowing KJServices (KJS) to continue to manage and implement the City
of Vernon's Used Oil Block Grant and Department of Conservation recycling grant for the
2006 2007grant year. The following proposal outlines tasks that I believe would be
beneficial to pursue this year.
The proposal that follows focuses on continuing the City's very successful Used Oil
Calendar Contest, and to continue to support Commercial Tire as the City's sole Certified
Used Oil Collection Center and maintain our successful partnership with the Vernon City
School.
Under the Department of Conservation recycling grant we are proposing to use these
funds to address litter clean-up and storm drain run-off issues in the City.
All of us at KJServices look forward to continuing our relationship with the City of
Vernon in the upcoming fiscal year.
9020 Hornby Ave., Whittier, Califomia 90603 ph (562) 944-4766 tax (562) 944-3267 email KJServ®aoi.com
Used Oil Block Grant
The City of Vernon will receive $5,000 of Used Oil Block Grant funding for the 2006-
2007 grant year.
Based on this available budget, KJServices proposes the following tasks to be performed
under the Used Oil Block grant:
Task #1— Community Outreach - $1,050
Experience has shown that one of the most effective ways to communicate the used oil
recycling message is through face-to-face contact with the community.
KJServices staff will look for opportunities in the City of Vernon and the surrounding
communities to provide support to the City's Used OR Recycling program through public
education and promotional activities at major community'events.
At each of these events, KJServices staff will distribute Used Oil Recycling educational
materials including a list of Certified Collection Centers in the City and surrounding
communities. In addition, the Used Oil Recycling booth at these events will distribute
used oil recycling kits and promotional items. Staff will also be on hand to answer any
questions from community members.
KJServices staff will select an automotive related promotional item to be distributed at
these events. Possible items include shop towels, oil dipstick wipers, fender covers, oil
funnels, and the lice. The City before its purchase will approve the selected item, and its
used oil -recycling message. Any item chosen will meet all State requirements for recycled
content and will be approved by the City's grant manager prior to purchase.
Cost - 5 hrs @ $801hr = $400
Promotional materials - $650
Task #2 — School Outreach / Year 2007 Used OR Artwork Contest & Poster - $3,310
KJ Services will once again work with the Vernon School to hold a Used Oil Artwork
Contest and will develop a Year 2007 Used OR Calendar / Poster using Vernon School
student artwork.
KJS staff will go out to the school and give used oil recycling presentations to the 5`h
grade classes. After the presentations the students will be invited to enter the City of
Vernon's Used Oil Artwork Contest. The students will draw posters highlighting the
dangers and environmental damage caused by the improper disposal of used motor of
and/or the benefits and ease of used motor of recycling.
The artwork entries, will be judged and the winners will have their artwork printed as part
of the City of Vernon's Year 2007 Used Oil Calendar / Poster. The winning students will
be recognized at a City of Vernon City Council meeting. At the Council meeting each
winner will also receive awards and prizes for their participation.
r'
KJ Services staff will contact Vernon businesses for donations to support this school
artwork project. The business contributions will be usedd to purchase awards and prizes
for the winners since Block Grant funds cannot be used for these types of items.
KJ Services will design and print 500 copies the calendar / poster. The completed posters
will be distributed to the Vernon School, the City, business sponsors, the winning
students, and throughout the community.
KJ Services will coordinate all the project tasks with the City and will secure all necessary
approvals from the City and the CIWMB Grant Manager before finalizing the design and
before printing the poster / calendar.
Cost —12 hours @ $80/hr = $960
Poster / Calendar design and printing (qty 500) - $2, 350
Task #3 - Grant Administration and Project Management - 5640
This task will include those activities needed to administer the grant on behalf of the City.
Activities will include preparation ofbills and expenditure itemization reports to the State,
preparing the necessary Progress Reports and Final Report, and assisting the Certified
Center (Commercial Tie) with any program compliance or reporting questions. Regularly
scheduled update meetings will also be held with you or your designated staff person to
keep them apprised of the progress of the grant tasks.
Cost -8hrs@$80/hr= $640
z
DOC RegIdingG_ rant
The City of Vernon will receive $5,000 of Department of Conservation Recycling Grant
funding for the 2006-2007 grant year.
Based on an available budget of $5,000 KJServices proposes the following tasks to be
performed under the DOC Recycling Grant grant:
Task #1—Litter Abatement and Storm Drain Insert Program - $4,200
The City of Vernon will use Department of Conservation funds to address litter and trash
on streets and public right-of-ways. These litter -abatement projects will take two forms:
• Litter containers — the City will use DOC funds to purchasetilitter and trash
containers for installation at public locations and bus stops and shelters. The City
will look for containers that have separate compartments, or other features, for the
separation and collection of recyclables.
• Storm drain inserts — the City will purchase and install storm drain inserts at
selected locations throughout the community. These storm drain inserts will
prevent the flow of trash and other materials into the storm drain system.
Litter containers - $2,000
Storm drain inserts - $2,200
Task #2 — Grant Oversight and Administration- $800
KJServices staff will coordinate all the previously mentioned tasks and will be responsible
for preparing the necessary grant Progress Reports and Budget Reimbursement Requests.
Cost —10 hrs @ $801hr - $800
1 EXHIBIT B
2 INSURANCE SCHEDULE (CONSULTANT)
3
The Consultant shall provide proof of insurance, including a standard certificate of insurance, in at least
4 the following amounts and coverage (combined single limit permitted):
5 I
6 Coverage and Limits
Bodily injury Property Damage
7 Hazards Each Person Each Accident Each Accident
8 Automobile Liability
9 Owned Automobiles $ 500,000 $1,000,000 $ 500,000
Hired Automobiles $ 500,000 $1,000,000 $ 500,000
10 Non -Owned Automobiles $ 500,000 $1,000,000 $ 500,000
Workers' Compensation $ Statutory
11 Employers' Liability $1,000,000 per employer
12 H. General and Professional Liability
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General Liability $1,000,000 $2,000,000 $1,000,000
14 Premises Operations $1,000,000 $2,000,000 $1,000,000
15 Elevators (if applicable) $1,000,000 $2,000,000 $1,000,000
Independent Contractors $1,000,000 $2,000,000 $1,000,000
16 Products - Completed Operations $1,000,000 $2,000,000 $1,000,000
Contractual Liability $1,000,000 $2,000,000 $1,000,000
17 Professional Liability $2,000,000 $2,000,000 $2,000,000
18 a. The general liability policy shall contain the following special endorsements which shall be noted on or
19 attached to the standard certificate of insurance:
20 1. An endorsement naming the City of Vernon, its officers, and employees as additional insureds under
21 the policy.
2. An endorsement providing the City of Vernon thirty (30) days notice of cancellation or material
22 reduction of coverage.
3. An endorsement providing coverage for all operations under this Agreement.
23 4. Such other endorsement as may be required by addendum hereto.
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EXHIBIT