Resolution No. 91921
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RESOLUTION NO. 9192
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
PROFESSIONAL SERVICES AGREEMENT FOR PROJECT
CONSTRUCTION AND CONSTRUCTION MANAGEMENT SERVICES
BY AND BETWEEN THE CITY OF VERNON AND WGF,
INCORPORATED
WHEREAS, the City of Vernon needs the services of a firm to
undertake project construction and manage the construction of various
projects for the City; and
WHEREAS, the City has determined that WGF, Incorporated
possesses the technical knowledge and expertise to undertake the
project construction and perform the project management services
necessary for the various City projects; and
WHEREAS, City staff have recommended that an agreement with
WGF, Incorporated be approved for project construction and construction
management services for the various City projects; and
WHEREAS, the City Council of the City of Vernon has
determined that, pursuant to the provisions of subsection (a) of
Section 2.27 of the Vernon City Code, it is in the public interest and
necessity to enter into a contract with WGF, Incorporated setting forth
the terms and conditions for the project construction and construction
management services to enhance services provided to the Vernon
community.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY 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
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and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Professional Services Agreement for Project Construction
and Construction Management Services with WGF, Incorporated, in
substantially the same form as the copy which is attached hereto as
Exhibit A and incorporated by reference.
SECTION 3: 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 4: The City Council of the City of Vernon hereby
authorizes the Acting City Administrator, or his designee, to make
whatever nonsubstantive, administrative and/or text changes, upon
advice of counsel, to the Agreement and to execute any and all
documents necessary to implement and carry out the purposes specified
in the Agreement on behalf of the City of Vernon and to perform such
other actions deemed necessary or advisable.
SECTION 5: The City Council of the City of Vernon hereby
directs the Acting City Clerk, or his designee, to send one fully
executed Agreement to:
WGF, Incorporated
Attn. William G. Florence, President
6316 Castle Drive
Oakland, CA 94611
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SECTION 6: The Acting 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 13th day of December, 2006.
ATTEST:
BRUCE V. MLKENHORST, JR.
Acting City Clerk
THOMAS A. YBARRA, Mayor Pro-Tem
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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. 9192, was duly adopted by the City Council of the City
of Vernon at a regular meeting of the City Council duly held on
Wednesday, December 13, 2006, and thereafter was duly signed by the
Mayor Pro-Tem of the City of Vernon.
BRUCE V. ALKENHORST, JR.
Acting City Clerk
(SEAL)
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EXHIBIT
VA&
PROFESSIONAL SERVICES AGREEMENT
for
PROJECT CONSTRUCTION
and
CONSTRUCTION MANAGEMENT SERVICES
This Agreement ("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 December, 2006, in the City of Vernon, County of Los
Angeles, State of California ("the City").
By and Between The City of Vernon
(hereinafter referred to as "City")
4305 Santa Fe Avenue
Vernon, CA 90058
And WGF, Incorporated
(hereinafter referred to as "WGF")
6316 Castle Drive
Oakland, CA 94611
WHEREAS, the City has determined that it needs the services of a firm to
undertake project construction and manage the construction of various projects as the
City identifies them from time to time for all City departments; and
WHEREAS, the City intends by this Agreement that WGF's relationship with the
City be transparent and that WGF will manage the construction of projects assigned,
obtain various bids from subcontractors, consultants and/or material suppliers, where
appropriate, bill these costs to the City and be paid under an agreed upon formula set
forth in Schedule B attached hereto on a project -by -project basis;
WHEREAS, the City has determined that WGF possesses the skill, technical
knowledge, expertise and experience with public works projects to furnish the
professional, construction and consulting services necessary to manage and/or construct,
as Project Manager and contractor, on behalf of the City, the construction of various
capital projects the City may undertake from time to time.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
SERVICES
1.0 WGF agrees to provide project construction services and/or construction
project management services to City in connection with capital projects the City may
assign to WGF from time to time (the "Assignment") in accordance with this Agreement
and the individual Notices to Proceed. The scope of services and the current list of
approved capital project assignments, which WGF has been authorized to undertake by
the City's authorized representatives are described in Schedule A annexed hereto.
1.1 WGF agrees to exercise its best efforts and to apply its knowledge, skills,
experience, and ideas to all tasks it is assigned hereunder.
1.2 WGF shall be subject to the reasonable direction of the City. WGF shall
supply for each assignment suitable documentation to support the final cost numbers for
each particular capital project. The City's authorized representative shall deliver to WGF
approval for each assignment in the form attached hereto as Schedule C. The City
authorizes the City Administrator to approve all Assignments under this Agreement to
WGF for sums not to exceed $250,000.00. However, WGF shall not be at risk under this
Agreement for work it has undertaken pursuant to City directive.
2. RECORDS
2.0 WGF shall (a) maintain orderly files of correspondence, reports, work
product, and all other documents related to the Assignment, and (b) keep, when the City
has specified an hourly rate of compensation for the Assignment, a detailed record of
hours and expenses with corresponding receipts relative to the efforts undertaken
pursuant to this Agreement on an hourly basis.
2.1 All of the foregoing data and records shall be made available to City or its
representative(s) promptly upon request.
3. COMPENSATION FOR SERVICES
3.0 WGF shall be paid for the time devoted by its personnel exclusively to the
required services in accordance with either a flat fee and/or the hourly rate schedule
which are set forth in Schedule B attached hereto. These rates are inclusive of all
overhead, profit, fees and taxes.
3.1 City shall specify for each Assignment in the form of Schedule C, attached
hereto, the flat fee and/or hourly rates to be paid to WGF and the costs to be incurred by
OA
any subcontractors for the particular project. The City is relying upon WGF's expertise
to negotiate the best subcontractor fees and manage the construction.
3.2 Certain expenses shall be reimbursed in addition to the compensation for
the time expended by WGF, and shall include actual expenditures without markup made
by WGF for the expenses listed in Schedule B to the extent that they are incurred directly
in connection with the efforts undertaken pursuant to this Agreement.
3.3 WGF shall submit to City on a timely basis a certified statement, sworn to
if required, showing in detail all invoices to be paid for work performed during the
previous month and the amount of WGF's fee due, as provided in this Article 3. Payment
by City to WGF of approved amounts shall be made within fifteen days after WGF's
statement is submitted to City.
3.4 WGF agrees to pay, as part of its hourly rates or agreed upon lump sum
amount, all costs and expenses incurred in the performance of this Agreement unless
otherwise provided herein, and to pay all taxes, of any kind or nature, imposed upon or
incurred by WGF in the performance of this Agreement.
3.5 For all construction, consultants and/or material suppliers, to be
undertaken by WGF, WGF shall obtain quotes from reputable subcontractors to
undertake the particular construction project the City may specify. The City shall specify
the number of quotes and, in some cases, the subcontractor WGF is to obtain for each
particular construction project. WGF shall submit its invoices to the City for all
subcontractor charges WGF has incurred on a particular job. WGF's books shall be open,
clearly showing all compensation earned by others for each job, including payments
made to construction project subcontractors. It is the intent of the parties that WGF's sole
compensation under this Agreement shall be as specified in Sections 3.0, 3.1 and 3.2,
above.
4.0 TERMINATION
4.0 This Agreement may be terminated by either party at any time, with or
without cause, upon thirty (30) days written notice by registered or certified mail, return
receipt requested. If said termination is for cause, the notice shall contain a stated cause
and the notified party may cure its default within such period (or commence to and
expeditiously continue to cure same if such default cannot be cured within 30 days), in
which event the termination notice shall be deemed null and void.
5.0 INDEMNIFICATION
5.0 WGF agrees to indemnify, defend and hold harmless City from and
against all claims, liability, loss or expense, including legal fees and court costs, (which
legal fees and court costs shall be an obligation of WGF to City) arising out of or in
connection with (a) the negligent acts or omissions of WGF resulting in personal injury
or property damage or (b) WGF's failure to pay any or all costs, taxes and expenses
incurred by or imposed upon WGF in the performance of this Agreement.
6.0 LIMITATIONS OF AUTHORITY
6.0 The relationship created by this Agreement between City and WGF is one
of independent contractor, and it is no way to be construed as creating any type of
employee -employer or agency relationship between City and WGF. WGF agrees that it
shall neither hold itself out as, nor claim to be an employee or agent of City.
6.1 WGF shall not, without the prior written consent of City make any
contractual commitments on behalf of City.
6.2 WGF agrees that it shall not make against City any demand, claim or
application to or for any right or privilege applicable to an employee of City, including,
but not limited to, worker's compensation coverage, unemployment insurance benefits,
social security coverage or retirement membership or credit.
7.0 PROPRIETARY INFORMATION
7.0 City may disclose to WGF, or WGF may come into contact with or
observe, business information, know-how, marketing plans, inventions and other
intellectual property rights (all of which are hereinafter jointly referred "Proprietary
Information") that are either the property of City or controlled by City. WGF
acknowledges that City's creative briefing, instructions and shared information are
Proprietary Information. Such Proprietary Information shall be held in strict confidence
by WGF and for a period of ten years shall not be disclosed to any third party without the
express prior written consent and permission of an officer of City, except as otherwise
required by law or if any such Proprietary Information becomes known to the public
through no fault of WGF. WGF shall reasonably safeguard all written material that City
supplies to WGF shall not copy or duplicate such material (except for internal purposes)
without City's prior written consent and shall return such materials to City upon
completion of the services being provided to City or upon City's request.
8.0 PROPRIETARY RIGHTS
-8.0 WGF shall have no proprietary interest in the work product created,
produced or developed by WGF during the course of its engagement, but the work
product shall be owned solely and exclusively by City. To the extent permissible under
applicable law, the results and proceeds of such work product shall be deemed for hire
within the definition of 17 U.S.C. Section 101. To the extent not permissible and to the
extent rights other than copyrights are included, WGF expressly assigns all rights to
copyrights, trademarks, patents, trade secrets or other proprietary rights throughout the
world in such work product to City, free of all liens, claims or encumbrances. Upon
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request, WGF shall execute and deliver all documents requested by City to effectuate or
perfect the foregoing and this Agreement.
9.0 INSURANCE REQUIREMENTS
9.0 WGF shall provide proof of insurance as specified in Schedule D attached
hereto. WGF shall submit proof of insurance for each of its subcontractors, consultants
and/or material suppliers it may use in the form and limits satisfactory to the City
Attorney.
10.0 MISCELLANEOUS PROVISIONS
10.0 WGF may not assign, transfer, delegate or encumber its interest in or
duties under this Agreement without the prior written consent of City, and any such
assignment shall be void.
10.1 This Agreement may not be orally amended, modified or terminated. This
Agreement shall bind the successors and permitted assigns of the respective parties.
10.2 All understandings heretofore had between the parties are merged in this
Agreement, which alone fully and completely expresses their Agreement. This
Agreement shall be construed under the laws of the State of California, and any claims
and causes of action arising under or in connection with this Agreement shall be brought
before a California court of competent jurisdiction.
10.3 If any provision of this Agreement shall be held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall
in no way be affected or impaired thereby, and such remaining provisions shall remain in
full force and effect. The invalid, illegal or unenforceable provision shall be replaced by a
mutually acceptable provision, which, being valid, legal and enforceable, comes closest
to the intention of the parties underlying the invalid, illegal or unenforceable provision.
10.4 Nothing contained in this Agreement shall be deemed to create a
contractual relationship with or a cause of action in favor of any third party against WGF
or City.
10.5 WGF shall comply with all applicable laws, rules and regulations, and
represents to City that it has obtained all licenses necessary to provide the services
required, if any.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
by and through their authorized officers on the date, month and year first written above.
CITY OF VERNON
Leonis C. Malburg, Mayor
ATTEST:
Bruce V. Malkenhorst, Jr., Acting City Clerk
APPROVED AS TO FORM:
Eric T. Fresch, City Attorney
WGF, Incorporated
By:
William G. Florence, President
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SCHEDULE "A"
SCOPE OF SERVICES
The City of Vernon authorizes WGF to provide the following services:
I. Project Construction Services.
II. Construction Project Management Services for various projects as determined by
the City of Vernon (City).
SCHEDULE "B"
COMPENSATION FOR SERVICES
FLAT FEE/HOURLY SCHEDULE
3.0, 3.1 Flat Fee Schedule is determined per assignment by City of Vernon. The flat
fee shall be a percentage of the gross overall project cost. The flat fee per
project shall be on a sliding scale from 3% to 10% as determined by the City
of Vernon.
3.0, 3.1 Hourly Rate Compensation: In addition to the Flat Fee Schedule, the City
may pay WGF for services on a time and material basis at the following
hourly rates for Project Management Services and Construction Services:
Project Management Services
Principal Project Manager$125/hour
Senior Project Manager $95/hour
Project Manager $85/hour
Safety Manager $65/hour
Intern Project Manager $45/hour
Clerical $38/hour
Construction Services
Superintendent
General Foreman
Carpenter Foreman
Straight Time
103.27/hour
99.82/hour
88.01/hour
Overtime
137.45/hour
119.74/hour
111.69/hour
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Carpenter 82.64/hour 105.11/hour
Laborer Foreman 70.84/hour 87.42/hour
Laborer 54.15/hour 85.01/hour
Rates and rules applicable to collective bargaining agreements in the State of
California. Rates are subject to change upon the anniversary of the collective
bargaining agreement. The anniversary date is typically on or about June 30th
of each year. Double time if required will be charged at the current applicable
rate. Apprentices to be charged as applicable period rate applies. The rates
are subject to amendment upon agreement between the parties.
3.2 The City shall pay WGF's reimbursable expenses (i.e., computer plotting,
printing, postage, project fees, permits, long distance toll charges, Nextel
phone bill charges, mileage @ 50 cents per mile, plane fares, lodging, per
diem as apply, and other various reimbursable expenses. Special Project
Management Insurance shall be reimbursable to WGF at its costs.
SCHEDULE C
ASSIGNMENT
CITY OF VERNON WORK AUTHORIZATION
NOTICE -TO -PROCEED
Number:
Approved by Finance Committee/City Council on:
Pursuant to Section 1.0 of the Amended and Restated Professional Services
Agreement for Project Construction and Management Services between Galliera
Inc. dba WGF Construction ("WGF") and the City of Vernon (Resolution No. ),
and all amendments thereto (collectively referred to as the "Agreement"), the City of
Vernon issues this Assignment Work Authorization/Notice-To-Proceed to WGF for the
following Scope of Services. The work authorized herein shall be completed pursuant to
the same terms and conditions of the Agreement, unless otherwise indicated.
City Contact Person: Eric T. Fresch, Acting City Administrator
Scope of Services:
Identify Scope Here
Identify Account Number
Compensation Formula:
Identify Type of Compensation Schedule B.
Schedule:
Identify the start and complete dates.
Subcontractors:
Identify all subcontractors involved.
Authorized by:
Eric T. Fresch
Acting City Administrator
Accepted by:
William G. Florence
WGF
a
r 1�
SCHEDULE D
INSURANCESCHEDULE
WGF shall provide proof of insurance, including but not limited to, a standard certificate
of insurance, in at least the following amounts and coverage (combined single limit
permitted):
I. Coverage and Limits
Bodily Injury Property 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. 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)
$1,000,000
$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
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 under 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 City.
b. In addition to the above, WGF shall provide such further proof of insurance
documentation as the City deems necessary.
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SUPPORTING
DOCUMENTS
PROFESSIONAL SERVICES AGREEMENT
for
PROJECT CONSTRUCTION
and
CONSTRUCTION MANAGEMENT SERVICES
This Agreement ("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 December, 2006, in the City of Vernon, County of Los
Angeles, State of California ("the City").
By and Between The City of Vernon
(hereinafter referred to as "City")
4305 Santa Fe Avenue
Vernon, CA 90058
And WGF, Incorporated
(hereinafter referred to as "WGF")
6316 Castle Drive
Oakland, CA 94611
WHEREAS, the City has determined that it needs the services of a firm to
undertake project construction and manage the construction of various projects as the
City identifies them from time to time for all City departments; and
WHEREAS, the City intends by this Agreement that WGF's relationship with the
City be transparent and that WGF will manage the construction of projects assigned,
obtain various bids from subcontractors, consultants and/or material suppliers, where
appropriate, bill these costs to the City and be paid under an agreed upon formula set
forth in Schedule B attached hereto on a project -by -project basis;
WHEREAS, the City has determined that WGF possesses the skill, technical
knowledge, expertise and experience with public works projects to furnish the
professional, construction and consulting services necessary to manage and/or construct,
as Project Manager and contractor, on behalf of the City, the construction of various
capital projects the City may undertake from time to time.
iI
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1. SERVICES
1.0 WGF agrees to provide project construction services and/or construction
project management services to City in connection with capital projects the City may
assign to WGF from time to time (the "Assignment") in accordance with this Agreement
and the individual Notices to Proceed. The scope of services and the current list of
approved capital project assignments, which WGF has been authorized to undertake by
the City's authorized representatives are described in Schedule A annexed hereto.
1.1 WGF agrees to exercise its best efforts and to apply its knowledge, skills,
experience, and ideas to all tasks it is assigned hereunder.
1.2 WGF shall be subject to the reasonable direction of the City. WGF shall
supply for each assignment suitable documentation to support the final cost numbers for
each particular capital project. The City"s authorized representative shall deliver to WGF
approval for each assignment in the form attached hereto as Schedule C. The City
authorizes the City Administrator to approve all Assignments under this Agreement to
WGF for sums not to exceed $250,000.00. However, WGF shall not be at risk under this
Agreement for work it has undertaken pursuant to City directive.
2. RECORDS
2.0 WGF shall (a) maintain orderly files of correspondence, reports, work
product, and all other documents related to the Assignment, and (b) keep, when the City
has specified an hourly rate of compensation for the Assignment, a detailed record of
hours and expenses with corresponding receipts relative to the efforts undertaken
pursuant to this Agreement on an hourly basis.
2.1 All of the foregoing data and records shall be made available to City or its
representative(s) promptly upon request.
3. COMPENSATION FOR SERVICES
3.0 WGF shall be paid for the time devoted by its personnel exclusively to the
required services in accordance with either a flat fee and/or the hourly rate schedule
which are set forth in Schedule B attached hereto. These rates are inclusive of all
overhead, profit, fees and taxes.
3.1 City shall specify for each Assignment in the form of Schedule C, attached
hereto, the flat fee and/or hourly rates to be paid to WGF and the costs to be incurred by
2
any subcontractors for the particular project. The City is relying upon WGF's expertise
to negotiate the best subcontractor fees and manage the construction.
3.2 Certain expenses shall be reimbursed in addition to the compensation for
the time expended by WGF, and shall include actual expenditures without markup made
by WGF for the expenses listed in Schedule B to the extent that they are incurred directly
in connection with the efforts undertaken pursuant to this Agreement.
3.3 WGF shall submit to City on a timely basis a certified statement, sworn to
if required, showing in detail all invoices to be paid for work performed during the
previous month and the amount of WGF's fee due, as provided in this Article 3. Payment
by City to WGF of approved amounts shall be made within fifteen days after WGF's
statement is submitted to City.
3.4 WGF agrees to pay, as part of its hourly rates or agreed upon lump sum
amount, all costs and expenses incurred in the performance of this Agreement unless
otherwise provided herein, and to pay all taxes, of any kind or nature, imposed upon or
incurred by WGF in the performance of this Agreement.
3.5 For all construction, consultants and/or material suppliers, to be
undertaken by WGF, WGF shall obtain quotes from reputable subcontractors to
undertake the particular construction project the City may specify. The City shall specify
the number of quotes and, in some cases, the subcontractor WGF is to obtain for each
particular construction project. WGF shall submit its invoices to the City for all
subcontractor charges WGF has incurred on a particular job. WGF's books shall be open,
clearly showing all compensation earned by others for each job, including payments
made to construction project subcontractors. It is the intent of the parties that WGF's sole
compensation under this Agreement shall be as specified in Sections 3.0, 3.1 and 3.2,
above.
4.0 TERMINATION
4.0 This Agreement may be terminated by either party at any time, with or
without cause, upon thirty (30) days written notice by registered or certified mail, return
receipt requested. If said termination is for cause, the notice shall contain a stated cause
and the notified party may cure its default within such period (or commence to and
expeditiously continue to cure same if such default cannot be cured within 30 days), in
which event the termination notice shall be deemed null and void.
5.0 INDEMNIFICATION
5.0 WGF agrees to indemnify, defend and hold harmless City from and
against all claims, liability, loss or expense, including legal fees and court costs, (which
legal fees and court costs shall be an obligation of WGF to City) arising out of or in
connection with (a) the negligent acts or omissions of WGF resulting in personal injury
3
or property damage or (b) WGF's failure to pay any or all costs, taxes and expenses
incurred by or imposed upon WGF in the performance of this Agreement.
6.0 LIMITATIONS OF AUTHORITY
6.0 The relationship created by this Agreement between City and WGF is one
of independent contractor, and it is no way to be construed as creating any type of
employee -employer or agency relationship between City and WGF. WGF agrees that it
shall neither hold itself out as, nor claim to be an employee or agent of City.
6.1 WGF shall not, without the prior written consent of City make any
contractual commitments on behalf of City.
6.2 WGF agrees that it shall not make against City any demand, claim or
application to or for any right or privilege applicable to an employee of City, including,
but not limited to, worker's compensation coverage, unemployment insurance benefits,
social security coverage or retirement membership or credit.
7.0 PROPRIETARY INFORMATION
7.0 City may disclose to WGF, or WGF may come into contact with or
observe, business information, know-how, marketing plans, inventions and other
intellectual property rights (all of which are hereinafter jointly referred "Proprietary
Information") that are either the property of City or controlled by City. WGF
acknowledges that City's creative briefing, instructions and shared information are
Proprietary Information. Such Proprietary Information shall be held in strict confidence
by WGF and for a period of ten years shall not be disclosed to any third party without the
express prior written consent and permission of an officer of City, except as otherwise
required bylaw or if any such Proprietary Information becomes known to the public
through no fault of WGF. WGF shall reasonably safeguard all written material that City
supplies to WGF shall not copy or duplicate such material (except for internal purposes)
without City's prior written consent and shall return such materials to City upon
completion of the services being provided to City or upon City's request.
8.0 PROPRIETARY RIGHTS
-8.0 WGF shall have no proprietary interest in the work product created,
produced or developed by WGF during the course of its engagement, but the work
product shall be owned solely and exclusively by City. To the extent permissible under
applicable law, the results and proceeds of such work product shall be deemed for hire
within the definition of 17 U.S.C. Section 101. To the extent not permissible and to the
extent rights other than copyrights are included, WGF expressly assigns all rights to
copyrights, trademarks, patents, trade secrets or other proprietary rights throughout the
world in such work product to City, free of all liens, claims or encumbrances. Upon
m
request, WGF shall execute and deliver all documents requested by City to effectuate or
perfect the foregoing and this Agreement.
9.0 INSURANCE REQUIREMENTS
9.0 WGF shall provide proof of insurance as specified in Schedule D attached
hereto. WGF shall submit proof of insurance for each of its subcontractors, consultants
and/or material suppliers it may use in the form and limits satisfactory to the City
Attorney.
10.0 MISCELLANEOUS PROVISIONS
10.0 WGF may not assign, transfer, delegate or encumber its interest in or
duties under this Agreement without the prior written consent of City, and any such
assignment shall be void.
10.1 This Agreement may not be orally amended, modified or terminated. This
Agreement shall bind the successors and permitted assigns of the respective parties.
10.2 All understandings heretofore had between the parties are merged in this
Agreement, which alone fully and completely expresses their Agreement. This
Agreement shall be construed under the laws of the State of California, and any claims
and causes of action arising under or in connection with this Agreement shall be brought
before a California court of competent jurisdiction.
10.3 If any provision of this Agreement shall be held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall
in no way be affected or impaired thereby, and such remaining provisions shall remain in
full force and effect. The invalid, illegal or unenforceable provision shall be replaced by a
mutually acceptable provision, which, being valid, legal and enforceable, comes closest
to the intention of the parties underlying the invalid, illegal or unenforceable provision.
10.4 Nothing contained in this Agreement shall be deemed to create a
contractual relationship with or a cause of action in favor of any third party against WGF
or City.
5
10.5 WGF shall comply with all applicable laws,. rules and regulations, and
represents to City that it has obtained all licenses necessary to provide the services
required, if any.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
by and through their authorized officers on the date, month and year first written above.
CITY OF VERNON
Thomas A. Ybarra, Mayor Pro-Tem
ATTEST:
r
By:
City Clerk
r7,gt1Y4"L4 6'i0/1
APPROVED AS TO FORM:
W 4 &--
City Attorney
WGF, Incorporated
By�
William G. Florence, President
10
SCHg,DU E "A"
SCOPE OF SERVICES
The City of Vernon authorizes WGF to provide the following services:
I. Project Construction Services.
II. Construction Project Management Services for various projects as determined by
the City of Vernon (City).
SCHEDULE "B"
COMPENSATION FOR SERVICES
FLAT FEE/HOURLY SCHEDULE
3.0, 3.1 Flat Fee Schedule is determined per assignment by City of Vernon. The flat
fee shall be a percentage of the gross overall project cost. The flat fee per
project shall be on a sliding scale from 3% to 10% as determined by the City
of Vernon.
3.0, 3.1 Hourly Rate Compensation: In addition to the Flat Fee Schedule, the City
may pay WGF for services on a time and material basis at the following
hourly rates for Project Management Services and Construction Services:
Project Management Services
Principal Project Manager$125/hour
Senior Project Manager
$95/hour
Project Manager
$85/hour
Safety Manager
$65/hour
Intern Project Manager
$45/hour
Clerical
$38/hour
Construction Services
Superintendent
General Foreman
Carpenter Foreman
7
Straight Time
103.27/hour
99.82/hour
88.01/hour
Overtime
137.45/hour
119.74/hour
111.69/hour
Carpenter 82.64/hour 105.11/hour
Laborer Foreman 70.84/hour 87.42/hour
Laborer 54.15/hour 85.01/hour
Rates and rules applicable to collective bargaining agreements in the State of
California. Rates are subject to change upon the anniversary of the collective
bargaining agreement. The anniversary date is typically on or about June 30th
of each year. Double time if required will be charged at the current applicable
rate. Apprentices to be charged as applicable period rate applies. The rates
are subject to amendment upon agreement between the parties.
3.2 The City shall pay WGF's reimbursable expenses (i.e., computer plotting,
printing, postage, project fees, permits, long distance toll charges, Nextel
phone bill charges, mileage @ 50 cents per mile, plane fares, lodging, per
diem as apply, and other various reimbursable expenses. Special Project
Management Insurance shall be reimbursable to WGF at its costs.
SCHEDULE C
ASSIGNMENT
CITY OF VERNON WORK AUTHORIZATION
NOTICE -TO -PROCEED
Number:
Approved by Finance Committee/City Council on:
Pursuant to Section 1.0 of the Amended and Restated Professional Services
Agreement for Project Construction and Management Services between Galliera
Inc. dba WGF Construction ("WGF") and the City of Vernon (Resolution No. _ ),
and all amendments thereto (collectively referred to as the "Agreement"), the City of
Vernon issues this Assignment Work Authorization/Notice-To-Proceed to WGF for the
following Scope of Services. The work authorized herein shall be completed pursuant to
the same terms and conditions of the Agreement, unless otherwise indicated.
City Contact Person: Eric T. Fresch, Acting City Administrator
Scope of Services:
Identify Scope Here
Identify Account Number
Compensation Formula:
Identify Type of Compensation Schedule B.
Schedule:
Identify the start and complete dates.
Subcontractors:
Identify all subcontractors involved.
Authorized by:
C::�f =q�
Eric T. Fresch
Acting City Administrator
N
Accepted by:
Wig iam G. Florence
WGF
r
SCHEDULE D
INSURANCE SCHEDULE
WGF shall provide proof of insurance, including but not limited to, a standard certificate
of insurance, in at least the following amounts and coverage (combined single limit
permitted):
I. Coverage and Limits
Bodily Injury Property 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. 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)
$1,000,000
$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
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 under 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 City.
b. In addition to the above, WGF shall provide such further proof of insurance
documentation as the City deems necessary.
10
June 12, 2007
WGF, Incorporated
Attn: William G. Florence, President
6316 Castle Drive
Oakland, CA 94611
Re: Professional Services Agreement
Dear Mr. Florence:
The insurance requirements have been met. Transmitted herewith is a
fully executed,agreement, as referenced above, approved by City
Council on December 13, 2006, through Resolution No. 9192.
If you have any questions regarding this matter, please call Mr. Jeff
Harrison at 323/583-8811 ext. 173.
Very truly yours,
3
Nelly Giron(
City Clerk
NG:dr
c: Jeff Harrison
Dolores Jaunzemis
Resolution No. 9192
Agreement File No. 06-143
F�crusively Incdustriaf
RISK MANAGEMENT OFFICE
INTER -DEPARTMENT MEMORANDUM
DATE: June 11, 2007
TO: Nelly Giron
City Clerk
FROM: Willard G. Yamaguchi A
Chief Deputy City Attorney/Risk Manager
RE: WGF, Inc
Please be advised that the above referenced has provided
acceptable insurance coverage.
Attached for your retention are original insurance certificates
and related policies, declarations and/or endorsements for the
above -referenced insured that were issued by:
• NIC Insurance Company (General Liability)
• State Compensation Insurance Fund (Workers Compensation)
This concerns Resolution No. 9192.
WY/kr
CERTIFICATE OF INSURANCE
ISSUE DATE
04/23/2007
PRODUCER
CALENDER-ROBINSON CO., INC.
785 MARKET ST. #750
SAN FRANCISCO, CA 94103
(415) 978-3800
FAX (415) 978-3825
INSURED
WGF, INC.
Cerro 43b1.9 ITHIS CERT IFIGA 1 It IS IJSUtU AJ A NW I 1 CK yr nmrumivim l lvly vrvl I rmw
CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE
DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE
!POLICIES BELOW.
COMPANIES AFFORDING COVERAGE
COMPANY
A NIC INSURANCE COMPANY
COMPANY
B
COMPANY
6316 CASTLE DRIVE C - --- -
OAKLAND, CA 94611 COMPANY
D
COVERAGES -_
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED,
NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY
PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY
uevr= RPPM RFn11r f:r) RY PAID r.1 AIMS
O
rR
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFECTIVE
DATE (MM/DDNY)
POLICY EXPIRATION
DATE (MM/DD/YY)
LIMITS
A
GENERAL LIABILITY
X � COMMERCIAL GENERAL LIABILITY
CLAIMS MADE � OCCUR.
OWNER'S & CONTRACTOR'S PROT.
SF06CGL0064700
DEC 21 06
DEC 21 07
GENERAL AGGREGATE
$ 2,000,000
PRODUCTS-COMP/OP AGG.
$ 1,000,000
PERSONAL & ADV INJURY
$ 1,000,000
EACH OCCURRENCE
$ 1,000,000
FIRE DAMAGE(Any One Fire)
$ 50,000
MED. EXPENSE(Any One Person)
$ 5,000
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
COMBINED SINGLE LIMIT I
$
BODILY INJURY
(Per Person)
$
BODILY INJURY
(Per Accident)
i
PROPERTY DAMAGE
$
GARAGE LIABILITY
ANY AUTO
AUTO ONLY - EA ACCIDENT
$
OTHER THAN AUTO ONLY:
EACH ACCIDENT
$
AGGREGATE
$
EXCESS LIABILITY
UMBRELLA FORM
OTHER THAN UMBRELLA FORM
WORKER'S COMPENSATION AND
EMPLOYERS' LIABILITY
--
I THE PROPRIETOR/ tNCL
PARTNERS/EXECUTIVE
OFFICERS ARE: EXCL
�
EACH OCCURRENCE
$
AGGREGATE
STATUTORY LIMITS
EACH ACCIDENT
$
-_
DISEASE -POLICY LIMIT
$
DISEASE -EACH EMPLOYEE
$
OTHER
DESCRIPTION OF OPERA IONS/LUGAIIUNS/VtHlt LtSr2Artl.wL II ❑Ma
CERTIFICATE HOLDER IS INCLUDED AS ADDITIONAL INSURED AS PER THE ATTACHED ANF 043 (05/06)
CERTIFICATE HOLDER CANCELLATION
CITY OF VERNON
4305 SANTA FE AVENUE
VERNON, CA 90058
ATTN: RISK MANAGEMENT
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30
DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT BUT
FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF
ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.
10-DAY NOTICE OF CANCELLATION APPLIES FOR NON-PAYMENT OF PREMIUM
HORIZED REPRESENTATIVE r
CERTHOLDER COPY NA
STATE P.O. BOX 420807, SAN FRANCISCO,CA 9414270807
COMPENSATION
INSURANCE
FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE
ISSUE DATE: 04-23-2007 GROUP: 000229
POLICY NUMBER: 0037790-2007
CERTIFICATE ID: 3
CERTIFICATE EXPIRES:01-01-2008
01-01-2007/01-01-2008
CITY OF VERNON NA
4305 S SANTA FE AVE
LOS ANGELES CA 90058-1714
This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the
California Insurance Commissioner to the employer named below for the policy period indicated.
This policy is not subject to cancellation by the Fund except upon 10 days advance written notice to the employer.
We will also give you 10 days advance notice should this policy be cancelled prior to its normal expiration.
This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded
by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document
with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance
afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy.
THO 1ZZED REPRESENTATI PRESIDENT
EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE.
ENDORSEMENT #1600 - FLORENCE, WILLIAM G P,S T - EXCLUDED.
EMPLOYER
WGF INC NA
6316 CASTLE DR
OAKLAND CA 94611
[B15,NA]
(REv.2-05) PRINTED : 04-23-2007
BLANKET ADDITIONAL INSUREDS --
OWNERS, LESSEES OR CONTRACTORS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Organization:
Any person or organization that the named insured is obligated by virtue of a written contract or agreement to
provide insurance such as is afforded by this.
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as
applicable to this endorsement.)
A. Section Il — Who is An Insured is amended to include as an insured the person or
organization shown in the Schedule, but only to the extent that the person or organization shown
in the Schedule is held liable for your acts or omissions arising out of your ongoing operations
performed for that insured.
B. With respect to the insurance afforded to these additional insureds, the following exclusion is
added:
2. Exclusions
This insurance does not apply to "bodily injury" or "property damage" oocurring after:
(1) All work, including materials, parts or equipment furnished in connection with such
work, on the project (other than service, maintenance or repairs) to be performed by
or on behalf of the additional insured(s) at the site of the covered operations has been
completed; or
(2) That portion of "your work" out of which the injury or damage arises has been put to
its intended use by any person or organization other than another contractor or
subcontractor engaged in performing operations for a principal as a part of the same
project.
G. The words "you" and "your" refer to the Named Insured shown in the Declarations.
D. "Your work" means work or operations performed by you or on your behalf; and materials, parts
or equipment furnished in connection with such work or operations.
Primary Wording
If required by written contract or agreement: Such insurance as is afforded by this policy shall
be primary insurance, and any insurance or self-insurance maintained by the above additional
insured(s) shall be excess of the insurance afforded to the named insured and shall not
contribute to it.
Waiver of Subrogation
If required by written contract or agreement: We waive any right of recovery we may have
against an entity that is an additional insured per the terms of this endorsement because of
payments we make for injury or damage arising out of "your work" done under a contract with
that person or organization.
ANF- ES 043 (5/2006)
05/30/2007 16:45 FAX 4159783825 CALENDER ROBINSON CO
U 002
Policy Number
SF06CGL006474-00
COMMON POLICY DECLARATIONS
NIC INSURANCE COMPANY
One Penn plaza, New York, NY 10119
Item 1. Named Insured and Mailing Address Agent Name and Address
WGF' IN . AMERICAN E &
981 HOWARD STREET 101 CALIFORNIA ST, STE 1125
SAN FRANCISCO CA 94103 SAN FRANCISCO CA 94111
Agent No_ SP000060
Item2. Policy Period From: 12-21-2006 To: 12-21-2007
at 12:01 AM., Standard Tirn® at your mailing address shown above.
Item 3. Business Description: GENERAL CONTRACTOR
Form of Business: CORPORATION
Item 4. In return for the payment of the premium, and subject to all the terms of this policy, we agree with you to
provide the insurance as stated in this policy.
This policy consists of the following coverage parts for which a premium is indicated. Where no premium is shown,
there is no coverage. This premium may be subject to adjustment.
Coverage Part(s) Prerrium
Commercial Property Coverage Part NOT COVERED
Commercial General Liability Coverage Part $ 33,539.00
Crime and Fidelity Coverage Part NOT COVERED
Commercial inland Marine Coverage Part NOT COVERED
Commercial Auto (Business or Truckers) Coverage Part NOT COVERED
Commercial Garage Coverage Part NOT COVERED
Total policy Premium $ 33,539.00
Minimum Premium $ 33, 539.00 Minimum Earned Factor 25%
Surplus Lines Taxes and Fees $ 300.00
item 5. Forms and Endorsements
Form(s) and Endorsement(s) made a part of this policy at time of issue:
See Schedule of Forms and Endorsements
Countersigned:
Date: 12/27/2006 By
Authorized RepreZWve
THIS COMMON POLICY DECLARATION AND THE SUPPLEMENTAL DECLARATION($), TOC-ETHER WITH THE COMMON POLICY CONDITIONS,
COVERAGE PART(S), COVERAGE FORM(S) AND FORMS AND ENDORSEMENTS, IF ANY, COMPLM THE ABOVE NUMBERED POLICY.
CO -DEC (p7/ 01) Producer Copy
05/30/2007 16:45 FAX 4159783825 CALENDER ROBINSON CO
at Policy Number
�Bw a�'� �#OiE'"S SF06CGL006474-00
SCHEDULE OF FORMS AND ENDORSEMENTS
NIC INSURANCE COMPANY
Named Insured WGF, INC. Effective Date: 12-21-0 6
12:01 A.M., Standard Time
Agent Name AMERICAN E & S (SF) Agent No. SP000060
COMMON POLICY FORMS AND ENDORSEMENTS
NIC GL
PJ
01.-06
NIC — COMMERCIAL LINES POLICY JACKET
CO —DEC
07-01
COMMON POLICY DECLARATIONS
FORM—SCHED
01-97
SCHEDULE OF FORMS AND ENDORSEMENTS
LOC—SCHED
01-97
SCHEDULE OF LOCATIONS
TAX —FORM
01-97
SCHEDULE OF TAXES, SURCHARGES OR FEES
DN—TERROR—REJECT
11-02
REJECT DISCLOSURE NOTICE —TERROR RISK ACT
1L 00
17
11-98
COMMON POLICY CONDITIONS
IL 00
23.
07-02
NUCLEAR ENERGY LIABILITY EXCLUSION ENDT
ANF—ES
159
06-96
SERVICE OF SUIT
GENERAL
LIABILITY
FORMS AND
ENDORSEMENTS
GL—DEC
12-01
COMM GENERAL LIABILITY COVERAGE SUPP DEC
GL—SCHED
01-97
COMM GENERAL LIABILITY COVERAGE SCHEDULE
CG 00
01
12--04
COMMERCIAL GENERAL LIABILITY COV FORM
ANF—ES
032
07-05
EXCLUSION — EARTH MOVEMENT
ANF—ES
043
05-06
BLANKET .ADDL INS —OWNERS, LESSEES & CONTR
ANF--ES
130
06-98
INDEPENDENT CONTRACTORS
ANF—ES
150
07-05
CHANGES IN COMMERCIAL GENERAL LIABILITY
ANF--ES
153
05-97
MINIMUM EARNED PREMIUM ENDORSEMENT
.A.NF—ES
158
05-06
EXCL—CONDO,TWNHSE,APTS & MULTI HOUSE DEV
ANF—ES
162
07-05
CONT/PROGRESSIVE INJCJRY AND DAMAGE EXCL
ANF—ES
164
07-05
EXCL — PRIOR COMPLETED OR ABANDONED WORK
ANF—ES
169
07-99
MINIMUM PREMIUM AMENDMENT
ANF—ES
170
04-00
AMENDMENT TO OTHER INSURANCE CONDITION
ANF—ES
172
01--01
EXCLUSION —MOLD
ANF—ES
175
03-02
DESIGNATED WORK EXCLUSION — E.I.F.S.
ANF—ES
181
11-03
EXCLUSION —CLAIMANT'S ATTORNEY FEES
CG 03
00
01-96
DEDUCTIBLE LIABILITY INSURANCE
CG 21
47
07-98
EMPLOYMENT —RELATED PRACTICES EXCLUSION
CG 21
54 A
07-05
EXCL—DESIGNATED OPER./CONSOLIDATED INS.
CG 21
69
01-02
WAR OR TERRORISM EXCLUSION
CG 22
43
07-98
EXCL—ENGINEERS ARCH OR SURV (PROF LIAB)
CG 24
26
07-04
AMENDMENT OF INSURED CONTRACT DEFINITION
CG2134CM
11-85
EXCL—CONSTRUCTION MANAGEMENT FOR A FEE
FORM-SCHED (01/ 97)
Producer Copy
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Affiliation Code: g (Group) Outlook: Stable
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Page 1 of 1
Romero, Debbie
From: Rueda, Karina
Sent: Tuesday, May 29, 2007 2:11 PM
To: Romero, Debbie
Subject: RE: WGF
I left a message for the broker, I'm hoping he'll call back today. Btw, these emails aren't fun....
Karina Rueda, Administrative Assistant
City of Vernon
Risk Management Department
Phone: (323) 583-8811 x286
Fax: (323) 826-1439
klueda@ci.vemon.ca.us
-----Original Message -----
From: Romero, Debbie
Sent: Tuesday, May 29, 2007 11:32 AM
To: Rueda, Karina
Subject: RE: WGF
What's the latest on this?
From: Rueda, Karina
Sent: Monday, May 21, 2007 7:18 AM
To: Romero, Debbie
Subject: RE: WGF
No, but I did get a message from her insurance broker letting me know that he thinks that what
this City is asking for is a mistake. I'll call him today.
Karina Rueda, Administrative Assistant
City of Vernon
Risk Management Department
Phone: (323) 583-8811 x286
Fax: (323) 826-1439
krueda@ci.vernon.ca.us
-----Original Message -----
From: Romero, Debbie
Sent: Thursday, May 17, 2007 1:16 PM
To: Rueda, Karina
Subject: WGF
Did Kathy come across with the documents yesterday?
5/29/2007