Resolution No. 2011-002RESOLUTION NO. 2011-02
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AGREEMENT WITH-JM CREW, INC., D.B.A. RHINO
CONSTRUCTION SERVICES FOR ELECTRICAL WORK RELATED
TO THE LEONIS SUBSTATION 7KV GROUND FAULT DETECTION
PROJECT PHASE 2
WHEREAS, the City'of Vernon ("City") is a chartered
municipal corporation of the State of California that owns and
operates a system for the generation, purchase, transmission, -
distribution and sale of electric capacity and energy; and
WHEREAS, the City desires to obtain the services of a
qualified contractor to provide the labor, tools and materials
necessary to complete electrical work related to_the Leonis Substation
7KV ground fault detection project phase 2 (the "Services"); and
WHEREAS, the Director of Light & Power has determined that
JM Crew, Inc., d.b.a..Rhino Construction Services ("Rhino
Construction") is qualified and capable of providing the Services; and
WHEREAS, by memo dated December 23, 2011, the Directorof
Light & Power recommends the City enter into an agreement setting
forth the terms and conditions under which Rhino Construction will
provide the,Services (the "Agreement"); and
WHEREAS, the.City Council of the City of Vernon has
determined that, pursuant to the provisions of subsection (b)(1) of
Section 2.27 of.the Vernon City Code, it is in the public interest and
necessity to enter into an agreement with Rhino Construction to
provide the electrical work and specialized equipment required for the
Leonis Substation 7KV ground fault detection project phase 2.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION l: The City Council of the City of Vernon does
hereby find and determine that the recitals contained hereinabove are
true and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Agreement, a copy of which is -attached hereto as
Exhibit A.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem to execute the Agreement for,
and on behalf of, the City of Vernon and the City Clerk, or Deputy
City Clerk, is hereby authorized to attest thereto.
SECTION 4: The City Council of the City of Vernon hereby
authorizes the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this resolution and the
transactions herein approved or authorized.
SECTION 5: The City Council of the City of Vernon hereby
directs the City Clerk, or the City Clerk's designee, to send a fully
executed Agreement to:
JM.Crew, Inc.
Attention: James Megorden
2672 Kempton Drive
Los Alamitos, CA 90720
- 2 -
SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage, approval and adoption of this resolution, and
the City Clerk of the City of Vernon shall cause this resolution and
the City Clerk's certification to be entered in the File of
Resolutions of the Council of this City.
APPROVED AND ADOPTED this 3Id day of January, 2011.
Wil
Name: Hilario Gonzales
Title: Mayor /--Mauer—PT-ol--��
_3_
STATE OF CALIFORNIA )
ss
COUNTY OF LOS ANGELES )
I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution
No. 2011-02,. was duly passed, approved and adopted by the City Council
of the City of Vernon at a regular meeting of the City Council duly
held on Monday, January 3, 2011, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this day of January, 011, at Vernon, Califor 'a.
Willard G. a a uch City Clerk
(SEAL)
- 4 -
AGREEMENT BETWEEN THE CITY OF VERNON AND JM
CREW, INC. FOR ELECTRICAL WORK RELATED TO LEONIS
SUBSTATION 7 KV GROUND FAULT DETECTION PHASE 2
Name of Contractor:
Responsible Principal of Contractor:
Notice Information - Contractor:
Notice Information - City:
Commencement Date:
Termination Date:
Consideration:
COVER PAGE
JM Crew, Inc. dba Rhino Construction
Services
Jennifer Megorden
JM Crew, Inc.
2672 Kempton Drive
Los Alamitos, California 90720
Attention: James Megorden
Phone: (562) 594-7466
Facsimile: (562) 594-7460
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Ali Nour, P.E.
Engineering Manager
Telephone: (323) 583-8811 ext 316
Facsimile: (323) 585-1458
January 15, 2011
August 30, 2011; unless extended pursuant
to Section 2
$219,500.00, as more particularly described
in Exhibit B
Records Retention Period 3
AGREEMENT BETWEEN THE CITY OF VERNON AND JM
CREW, INC. FOR ELECTRICAL WORK RELATED TO LEONIS
SUBSTATION 7 KV GROUND FAULT DETECTION
THIS AGREEMENT is made as of , 2011 (the "Effective Date"), by
and between the City of Vernon, a California charter City and California municipal corporation
("City"), and JM Crew, Inc. dba Rhino Construction Services, a California corporation
("Contractor').
RECITALS
A. City desires to obtain the services of a Contractor to perform electrical work as
described in Exhibit A ("Scope of Work" or "Project").
B. Contractor represents that it is licensed, qualified and able to perform the
services.
NOW, THEREFORE, the parties agree as follows:
Section 1. Contractor's Services. Contractor shall perform and complete in good
and workmanlike manner the Scope of Work described in Exhibit A in a manner
satisfactory to City. Contractor shall be responsible for the professional quality, technical
accuracy, and coordination of work performed under this Agreement and without
additional compensation shall correct, revise or otherwise remedy any defect or
deficiency in work identified as complete by Contractor and delivered to City.
Section 2. Time of Performance. Contractor shall commence its services under
this Agreement upon the Commencement Date set forth on the Cover Page or upon
receipt of a written notice to proceed from City, whichever is sooner. Contractor shall
perform the services on or by the Termination Date set forth on the Cover Page. The
period of time between the date services are to commence, and the Termination Date, is
the Time of Performance.
Section 3. Compensation. City agrees to. compensate Contractor for the services
and/or goods provided under this Agreement, and Contractor agrees to accept in full
satisfaction for such services, the sum indicated as Consideration on the -Cover Page to
this Agreement, as more particularly described in Exhibit B.
Section 4. Method of Payment. City shall pay Contractor said Consideration in
accordance with the method and schedule of payment set forth in -Exhibit B.
(a) If City fails to make any progress payment within 30 days after receipt -of
an undisputed and properly submitted payment request from Contractor, City shall pay interest
to Contractor equivalent to the legal rate set forth in subdivision (a) of -Section 685.010 of the
Code of Civil Procedure. For purposes of this section, a "progress payment" includes all
payments due Contractor, except that portion of the final payment designated by this Agreement
as retention earnings.
2
(b) Upon receipt of a payment request, City shall review it as soon as
practicable after receipt for the purpose of determining that the payment request is a proper
payment request.
(c) Any payment request determined not to be a proper payment request
suitable for payment shall be returned to Contractor as soon as practicable, but not later than
seven days, after receipt. A request returned pursuant to this subsection shall be accompanied
by a document setting forth in writing the reasons why the payment request is not proper.
(d) The number of days available to a City to make a payment without.
incurring interest pursuant to this section shall be reduced by the number of days by which City
exceeds the seven-day return requirement set forth in subsection (c) of this section.
Section 5. Close Out. Prior to final payment, Contractor will ' be required to
complete a close-out form certifying that all work has been completed and releasing City
(and any other party owning property with respect to which Contractor performed services
hereunder) from all further obligations and liabilities.
Section 6. Independent Contractor. Contractor is and shall at all times remain, as
to City, a wholly independent Contractor. Neither City nor any of its agents shall have
control over the conduct of Contractor or any of Contractor's employees, except as herein
set forth. Contractor shall not, at any time, or in any manner, represent that it or any of its
agents or employees are in any manner agents or employees of City.
Section 7. Assignment. This Agreement shall not be assigned in whole or in part
by Contractor without the prior written approval of City. Any attempt by Contractor to so
assign or subcontract this Agreement -or any rights, duties or obligations arising
hereunder shall be void and of no effect. In the event City grants written approval to
Contractor to subcontract work under this Agreement, Contractor is prohibited from using
a subcontractor who is ineligible to perform work on a public works project pursuant to
Section 1777.1 or 1777.7 of the Labor Code.
Section 8. Responsible Principal(s).
(a) Contractor's Responsible Principal set forth on the Cover Page shall be
principally responsible for Contractor's obligations under this Agreement and shall serve as
principal liaison between City and Contractor. Designation of another Responsible Principal by
Contractor shall not be made without prior written consent of City.
(b) City's Responsible Principal shall be the City Administrator or his designee
set forth on the Cover Page who shall administer"the terms of the Agreement on behalf of City.
Section 9. Personnel. Contractor represents that it has, or shall secure at its ovyn
expense, all personnel required to perform Contractor's services under this Agreement.
All personnel engaged in the work shall be qualified to perform such work
Section 10. Changes to the Scope of Work.
(a) City may at any time by a written order, and without notice to third parties,
make changes within the general Scope of Work. If any such change causes an increase or
decrease in the cost of, or the time required for, the performance of any part of the work under
3
this Agreement, whether changed or not changed by any such order, an equitable adjustment
shall be made in price or delivery, or both, and this Agreement shall be modified. in writing
accordingly. Nothing in this subsection shall excuse Contractor from proceeding with the work
as changed.
(b) No change is authorized unless signed by City's Responsible Principal.
Changes made by Contractor without written authorization shall be made at the sole risk of
Contractor, there being no recourse against City. -
Section 11. Technical Materials. City reserves all rights to designs, drawings,
blueprints, tools, dies, patterns, plates or other technical materials furnished or paid for by
City, and Contractor shall use such materials in strict confidentiality and shall return the
same to City at its request upon completion or termination of this Agreement. Contractor
shall not copy or otherwise use any such materials for any purposes other than the
completion of this Agreement. Contractor shall keep confidential and not disclose to
others all other matters which have been made available by City in confidence or which
reasonably can be regarded as sensitive or confidential in nature.
Section 12. Records, Inspection And Audit. During the course of work being
performed pursuant to this Agreement, Contractor and any of its subcontractors, shall
maintain and retain, not less than three (3) years after Termination Date, complete and
accurate records of the Contractor's costs which are chargeable to the City under this
Agreement. City or its designated, authorized representatives, shall have the right during
this three (3) year period, upon written reasonable notice, to inspect and audit those
records. Such records to be maintained and retained by the Contractor shall include: (a)
payroll record accounting for the total time distribution of the Contractor's employees
working full or part time on the work (to permit tracing to payroll payments in cash); (b)
invoices for purchases, receiving and issuing documents, and all the other unit -inventory
records for the Contractor's stores, stock or capital items; (c) paid invoices and canceled
checks for material purchased and for the subcontractor's and any other third parties'
charges; and (d) any other documentation City deems necessary to support costs and
charges under this Agreement.
Section 13. Interests of Contractor. Contractor affirms that it presently has no
interest and shall not have any interest, direct or indirect, whichwould conflict in any
manner with the performance of the services contemplated by this Agreement. No
person having any such interest shall be employed by or be associated with Contractor.
Section 14. Insurance.
(a) Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Comprehensive General Liability
Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence,
combined single limit, against any personal injury, death, loss or damage resulting from the
wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents.
(b) Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability
Insurance covering personal injury and property damage, with minimum limits of One Million
Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by
0
Contractor or Contractor's officers, employees, or agents in performing the services required by
this Agreement.
(c) ;Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Excess Liability Insurance, with minimum
limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, and
provide policy coverage and terms at least as broad as those required. in the primary insurance.
(d) Contractor agrees to maintain in force at all times during the performance of
work under this Agreement workers' compensation insurance as required by law.
(e) Contractor shall require each of its sub -consultants or sub -contractors to
maintain insurance coverage that meets all of the requirements of this Agreement.
(f) The policy or policies required by this Agreement shall be issued by an
insurer admitted in the State of California and with a rating of at least a B+;VII in the latest
edition of Best's Insurance Guide.
(g) Contractor agrees that if it does not keep the aforesaid insurance in full force
and effect City may, either immediately terminate this Agreement or, if insurance is available at a
reasonable cost, City may take out the necessary insurance and pay, at Contractor's expense,
the premium thereon.
(h) At all times during the term of this Agreement, Contractor and all sub-
contractors shall maintain on file with the Risk Manager a certificate or certificates of insurance
showing that the aforesaid policies are in effect in the required amounts. Contractor and all sub
contractors shall, prior to commencement of work under this Agreement, file with the Risk
Manager such certificate or certificates. The policies of insurance required by this Agreement
shall contain an endorsement naming the City as an additional insured. All of the policies
required under this Agreement shall contain an endorsement providing that the policies cannot
be canceled or reduced except on thirty (30) days prior written notice to City, and specifically
stating that the coverage contained in the policies affords insurance pursuant to the terms and
conditions as set forth in this Agreement.
(i) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its officers,
employees, or agents shall be in excess of Contractor's insurance and shall not contribute to it.
The policies of insurance required by this Agreement shall include provisions for waiver of
subrogation against City.
0) Any deductibles or self -insured retentions must be declared to and approved
by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -
insured retentions with respect to City, or Contractor shall procure a bond guaranteeing
payment of losses and expenses.
Section 15. Indemnification. To the fullest extent permitted by law, Contractor
agrees to defend, indemnify and hold harmless City and its elected officials, officers,
agents, employees, and volunteers from any and all claims, suits, actions, demands,
damages, liabilities, expenses, judgments, settlements, penalties, losses, fines, and all
costs and expenses incurred in connection therewith, including without limitation, interest,
reasonable attorney's fees and all costs of defense, arising out of, resulting from,
5
connected with or attributable to the intentional, reckless, negligent, or otherwise wrongful
acts, errors, or omissions of Contractor or its employees or agents in the performance of
this Agreement.
THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
BE GIVEN THE BROADEST POSSIBLE INTERPRETATION, AND SHALL SURVIVE THE
EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
The obligations in this Section are in .addition to Contractor's duty to provide insurance
and shall not be limited by any limitation on the amount or type of insurance coverage carried by
Contractor.
Section 16. Termination.
(a) City shall have the right to terminate this Agreement for any reason or for no
reason upon five (5) days written notice to Contractor. Contractor agrees to cease all work
under this Agreement on or before the effective date of such notice. This right of termination
shall be in addition to any remedies provided by applicable law for any breach or default under
this Agreement, including the right to terminate this Agreement in the event. of a breach or
default and the right to recover any damages resulting from such breach or default.
(b) In the event of termination or cancellation of this Agreement by City, due to
no fault or failure of performance by Contractor, Contractor shall be paid based on the
percentage of work satisfactorily performed at the time of termination. In no event shall
Contractor be entitled to receive more than the amount that would be paid Contractor for the full
performance of the services required by this Agreement. Contractor shall have no other claim
against City by reason of such termination, including any claim for compensation.
Section 17. Notice. Any notice, bills, invoices, etc. required by'this Agreement
shall be deemed received on (a) the day of delivery if delivered by hand during the
receiving party's regular business hours or by facsimile before or during the receiving
party's regular business hours; or (b) on the second business day following deposit in the
United States mail, postage prepaid to the addresses set forth on the Cover Page, or to
such other addresses as the parties may, from time to time, designate in writing pursuant
to this section.
Section 18. Certification. In accordance with the provisions of Section 3700 of
the Labor Code, Contractor shall secure the payment of compensation to Contractor's
employees. By executing this Agreement, Contractor certifies the following: Contractor
is aware of the provisions of Section 3700 of the Labor Code which require every
employer to be insured against liability for workers' compensation or to undertake self-
insurance in accordance with the provisions of -that code, and Contractor, will comply with
such provisions before commencing the performance of the work of this Agreement.
Section 19. Standard Specifications. The work done pursuant to this
Agreement shall be done in accordance with the provisions of the most current edition of
"Standard Specifications for Public Works Construction" (commonly known as "the Green
Book') including Supplements, prepared and promulgated by the Southern California
Chapter of the American Public Works Association and the Associated • General
Contractors of California, and in accordance with applicable standards, rules, regulations,
codes, and City ordinances applicable to electrical equipment (hereinafter referred to as
C1
the "Standard Specifications"). The provisions of these Standard Specifications shall
apply to the work performed under this Agreement, unless different standards are
specified in Exhibit A or agreed to in writing by the City.
Section 20. Compliance with Laws. Contractor shall keep itself informed of
and comply with all Applicable Laws, including without limitation, the Fair Labor
Standards Act, the Occupational Safety and Health Act and all those Applicable Laws
relating in any way to employment practices and protection of the environment.
Contractor shall not discriminate against any employee or any applicant for employment
for reasons of race, color, creed, religion, sex, sexual preference, age or national origin.
For purposes of this section, "Applicable Laws" shall mean any and all laws, regulations,
rules, orders, directives, judgments, decrees, permits, approvals or other applicable
requirements of any governmental entity or agency having jurisdiction that are applicable
to any aspect of this Agreement that are in force on the Effective Date and as they may
be enacted, issued or amended during the term of this Agreement.
Section 21. Enforcement of Wage and Hour Laws. Except as otherwise
permitted by a union contract, eight hours labor shall constitute a legal day's work and
any work performed by Contractor's, or subcontractor's, employees in excess of 8 hours
per day and 40 hours during any one week shall be permitted only if Contractor
compensates such employees for such time at not less than 1 1/2 times the basic rate of
pay. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) to the
City for each worker employed in the execution of this Agreement by the respective
Contractor or subcontractor for each calendar day during which the worker is required or
permitted to work more than 8 hours in any one calendar day and 40 hours in any one
calendar week in violation of the provisions of Sections 1810 through 1815 of the
California Labor Code; provided that Contractor shall not be required to forfeit such
amounts if Contractor's employees have been ,paid in conformance with an alternative
work schedule approved by the employee's union.
Section 22. Materials and Workmanship. City shall have the right to inspect
any material used. Material furnished shall be new, complete, ready -for -use and of the
latest model, shall not have been used in demonstration or other services and shall have
all the usual equipment as shown by its manufacturer's current specifications and
catalogs, unless otherwise specified. Equipment, supplies or services that fail to comply
with the Agreement requirements regarding design, material or workmanship may be
rejected at the option of City. Any materials rejected shall be removed from City
premises at the Contractor's sole expense.
Section 23. Licenses and Permits. Except as provided herein below,
Contractor shall obtain and pay for all certificates, permits and licenses required by
federal, state or local law, rule or regulation. Costs for obtaining City permits required
under this Agreement will be waived. All requirements for obtaining permits (including
City permits) remain in effect and are not waived; only the costs of City ' permits are
waived.
Section 24. Assignment of Unfair Business Practices. Contractor and its
subcontractor offers and agrees to assign to City all rights, title, and interest in and to all
causes of action it may have under, Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or
under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of
Division 7 of the Business and Professions Code), arising from purchases of goods,
7
services, or materials pursuant to` the public works contract or the subcontract. This
assignment shall be made and become effective at the time City tenders final payment to
Contractor, without further acknowledgment by the parties.
Section 25. Special Conditions.
(a) Hours of Work. When possible, all services, shall be performed between the
hours of 6:00 a.m. and 4:30 p.m., Monday through Thursday. Contractor shall obtain the prior
written approval of the City's Responsible Principal for any services to be performed that would
require the payment of Overtime or Double Time rates.
(b) Conduct of the Work. Workmen shall behave, at all times, in a courteous,
professional manner. While on site, or entering or exiting the site, there shall be no loud noise,
shouting or other extraneous activity that might cause disruption to staff or patrons as the case
may be.
(c) Storage will be limited to the Project area.
(d) Inspection. City shall have the right to inspect Contractor's work at all
reasonable times.
(e) Contractor shall have a competent representative on the Project site at all
times work is in progress. Communication given to the representative shall be binding as if
given to the Contractor. Contractor shall immediately replace any individual who ceases to
perform his duties satisfactorily, in the opinion of the City's representative, with a qualified,
competent replacement acceptable to the City's representative.
(f) Contractor shall submit schedule information to the City's representative for
integration into the overall Project schedule. Activity information shall be of sufficient detail to
ensure adequate coordination, planning and execution of the work within the Time of
Performance required by the Agreement.
(g) Rubbish, debris, waste,. dust or surplus materials, shall not be allowed to
accumulate and shall be removed continuously and disposed of by the Contractor as the work
progresses. The City may elect if required, upon written notice to the Contractor, to perform
cleanup, the cost for which will be deducted from the Agreement amount.
Section 26. Force Maieure. Neither City nor Contractor shall be responsible
for delays in performance under this Agreement due to causes beyond its control,
including but not limited to acts of God, acts of the public enemy, acts of the Government,
fires, floods or other casualty, epidemics, earthquakes, labor stoppages or slowdowns,
freight embargoes, unusually severe weather, and supplier delays due to such causes.
Neither economic nor market conditions nor the financial condition of either party shall be
considered a cause to excuse delay pursuant to this subsection. Each party shall advise
the other promptly in writing of each such excusable delay, its cause and its expected
delay, and shall upon request update such advice.
Section 27. Arbitration and Venue. Any dispute, claim or controversy arising
out of or relating to this Agreement or the breach, termination, enforcement, interpretation
or validity thereof, including the determination of the scope or applicability of this
Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California,
9M
before three arbitrators. The arbitration shall be administered by JAMS pursuant to its
Streamlined Arbitration Rules and Procedures. 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. Judgment on the award may be
entered in any court having jurisdiction pursuant to this Agreement. This clause shall not
preclude Parties from seeking provisional remedies in aid of arbitration from a court
having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue
under this Agreement shall be the Superior Court of California, Los Angeles County.
Section 28. Attorney's Fees. In the event that either party commences any
legal action or proceeding to enforce or interpret the provisions of this Agreement, the
prevailing party in such action shall be entitled to reasonable attorney's fees, costs and
necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 29. Entire Agreement. This Agreement represents the entire
integrated agreement between City and Contractor, and supersedes all prior negotiations,
representations or agreements, either written or oral. This Agreement may be amended
only by a written instrument signed by both City and Contractor.
Section 30. Waiver. The waiver by either party of a breach or default by the
other party shall not be deemed a waiver of any different or later breach whether of the
same or other covenant or condition; nor shall any delay or omission by either party to
exercise any right it may have under this Agreement operate as a'waiver of any breach or
default of such a right. The failure of either party to this Agreement to exercise any of its
rights under this Agreement does not constitute a breach of it and shall not be deemed to
be a waiver of such rights or a waiver of any subsequent breach. No waiver, benefit,
privilege, or service voluntarily given or performed by a party shall give the other party
any contractual rights by custom, estoppel, or otherwise.
Section 31. Cover Page and Exhibits, Precedence. The Cover Page and all
documents referenced as exhibits in this Agreement are hereby incorporated in this
Agreement. In the event of any material discrepancy between the express provisions of
this Agreement and the provisions of any document incorporated herein by reference, the
provisions of this Agreement shall prevail
Section 32. Governing Law. The rights, obligations, duties and liabilities of the
parties to this Agreement and the interpretation of this Agreement shall be governed by
the domestic law of the State of California, without regard to its laws regarding choice of
applicable law. Any litigation concerning this Agreement shall take place in the municipal,
superior, or federal district court with geographic jurisdiction over the City of Vernon.
Section 33. City Not Obligated to Third Parties. City shall not be obligated or
liable under this Agreement to any party other than Contractor. City shall timely notify
Contractor of the receipt of any third -party claim relating to this Agreement. City shall be
entitled to recover its reasonable costs incurred in providing the notification required by
section.
Section 34. Headings and Captions. The headings and captions used in this
Agreement are for convenience only and shall in no way define, limit or describe the
scope or intent of this Agreement or any part of it.
E
Section 35. Counterpart and Duplicate Originals. This Agreement may be
executed in counterpart originals, duplicate originals, or both, each of which is deemed to
be an original for all purposes.
Section 36. Authority to Execute this Agreement. The person or persons
executing this Agreement on behalf of Contractor warrants and represents that he or she
has the authority to execute this Agreement on behalf of Contractor and has the authority
to bind Contractor to the performance of its obligations hereunder.
Section 37. Severability. Invalidation of any provision contained herein or the
application thereof to any person or entity by judgment or court order shall in no way
affect any of the other covenants, conditions, restrictions, or provisions hereof, or the
application thereof to any other person or entity, and the same shall remain in full force
and effect.
[Signatures Follow on Next Page]
10
} No. 2614� Dec. 2e 2010 01:59PM P1 .
IN WITNESS WHEREOF, the parties have signed this In the IntAgrnement as of the date stated
Introductory clause.
City of Vernon, a California Charter diy and JM Crew, I, ., dbe Rhino Construction
California municipal corporation Services, a Califomia corporation
ay: By:
Mayor ! Mayor PraTem
Name:
Title;
ATTEST:
By:
W L6f%RD YAMA+3VCHI, City Clerk Name:
Trtle;
APPROVED As To FORM:
WILLARD YAMAGI'd CHI, City Attorney
11
IN WITNESS WHEREOF, the parties have signed this Agreement as of the date stated
in the introductory clause.
City of Vernon, a California charter city and JM Crew, Inc., dba Rhino Construction
California municipal corporation Services, a California corporation
By:
Mayor / Mayor Pro-Tem
ATTEST:
WILLARD YAMAGUCHI, City Clerk
APPROVED AS TO FORM:
WILLARD YAMAGUCHI, City Attorney
By:
Name:
Title:
By:
Name:
Title:
11
l
EXHIBIT A
SCOPE OF WORK
Contractor shall provide all labor, tools and materials necessary to install equipment pursuant to
this Scope of Work to complete the 7KV High Impedance Ground Fault Detection System at the
Leonis Substation Phase 2. Contractor shall install all equipment in accordance with the
engineering drawings and specifications furnished by Palsons Electrical Engineering Services,
Inc. ("Palsons"), as approved by the City. Contractor shall use the protection equipment and
panel enclosures furnished by Palsons.
Contractor shall provide the following specific services at the Leonis Substation:
1. Provide and install new conduit duct bank consisting of (12) 4" conduits from # 3 Bank cable
trench to existing control building, with exterior cable entry enclosure to match Phase 1.
2. Provide labor to remove existing protection equipment in existing Control Building for new
panel installation. All wiring cut in the clear by City of Vernon.
3. Provide and install (1) 12 conductor# 12 XHHW tray cable from each circuit breaker to new
relay protection panel for circuit breaker operation per drawings furnished by Palsons
Engineering.
4. Provide and install (1) 4 conductor # 10 from each circuit breaker to new relay protection
panel for current transformer indication per drawings furnished by Palsons Engineering.
5. Provide and install (2) 4 conductor # 10 for relay protection voltage indication per drawings
furnished by Palsons Engineering.
6. Provide and install necessary control wiring for the Capacitor Bank relays per drawings
furnished by Palsons Engineering.
7. Provide and install necessary control wiring for the L.T.C. Load Tape Changer indication per
drawings furnished by Palsons Engineering.
8. Provide and install necessary control wiring for (2) Section Tie Breakers for push button
operation with indication per drawings furnished by Palsons Engineering.
9. Provide and install necessary control wiring for the (3) Bank Protection relays per drawings
furnished by Palsons Engineering.
10. Receive and properly install (6) relay protection panels provided by-Palsons Engineering
consisting of:
• (4) panels with (4) SEL 451 relays
• (1) panel with (1) SEL 451 relay, (1) SEL 487E relay and (1) SEL RTAC real time
automation controller
• (1) panel with (2) SEL 487E relays and (1) SEL RTAC real time automation controller
Panels will be furnished complete and tested with all wiring, test switches, and fuse
protection for relay operation.
12
11. Provide and connect all integration wiring for AC/DC, breaker controls, inputs and outputs and
communication cables from RTAC to relays including digital and analog to interface terminal
blocks.
12. Provide and install necessary grounding for new relays, panels, exterior enclosure and
raceways.
13. Provide and install necessary components and wiring for DC voltage source to new relay
panels.
14. Provide and install necessary conduit, fittings and supports for cable entry into existing circuit
breakers.
15. Label all wire terminations
16. Perform device and wiring pretest.
17. Assist with acceptance testing.
18. Provide As -build Mark-up drawings for final CAD drawings by others.
Unless otherwise stated, Contractor shall provide all labor, material, equipment, products and
accessories required to perform the above -listed services.
Schedule of Work
Contractor shall perform the specific services described herein in accordance with the time
frame identified in the tables below or as otherwise requested by the City in writing.
Schedule of Work
January 31, 2011
Items land 2
February 28, 2011
Items 3, 4, 5, 14
March 31, 2011
Items 6, 7, 8 and 9
April 30, 2011
Items 10, 11, 12 and 13
May 31, 2011
Items 15 and 16
June 30, 2011
Items 17 and 18
Warranty
Contractor warrants all equipment, products, materials and services furnished under this
Agreement to be suitable for their intended use, to be free from defects in their design,
materials, workmanship, and title, and to conform strictly to any specifications, drawings,
samples, or other inspection of the products, materials or services for a period of one year from
the date that the performance of the particular item of work is completed under this Agreement.
Contractor shall extend all warranties it receives from its vendors and/or the manufacturers of
the products purchased under this Agreement to City. This warranty is in addition to all
13
warranties provided under the law. Contractor warrants that title to the equipment, products and
materials purchased under this Agreement will pass to the City upon delivery to City premises,
free and clear of all liens, claims, security interests or encumbrances, and that no seller of any
equipment, products or materials, or any portion thereof, will retain an interest therein or an
encumbrance thereon.
14
EXHIBIT B
PAYMENT SCHEDULE
Contractor shall invoice City for the "Billing Dollars" amount listed in the tables below only after
completing the specific service items listed in the tables. The specific service items are
described in detail in Exhibit A (Scope of Work) to this Agreement. City shall make payments in
accordance with Section 4 of this Agreement.
PROJECT DESCRIPTION: LEONIS SUBSTATION 7KV GROUND FAULT DETECTION PHASE 2
RHINO COST:
$219,500.00
r yz
A
`
"-
BILLING -
PERCENTAGE
BILLING
DOLLARS
TASK DESCRIPTION
PAYMENT #1
25.00%
$54,875.00
Items 1 and 2
PAYMENT #2
20.00%
$43,900.00
Items 3, 4, 5 and 14
PAYMENT #3
10.00%
$43,900.00
Items 6, 7, 8 and 9
PAYMENT#4
10.00%
$43,900.00
Items 10, 11, 12 and13
PAYMENT #5
10.00%
$21,950.00
Items 15 and 16
PAYMENT #6
5.00%
$10,975.00
Item 17 and 18
GRAND TOTAL
100.00%
$219,500.00
15
f
qf('
OFFICE OF THE CITY CLERK
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
January 5, 2011
JM Crew, Inc. dba Rhino Construction
Attn: James Megorden
2672 Kempton Drive
Los Alamitos, CA 90720
Re: Construction Services for Electrical Work Related to Leonis Substation 7 kV Ground Fault
Detection Project Phase 2
Dear Mr. Megorden:
The insurance requirements have been met. Transmitted herewith is a fully executed agreement,
as referenced above, approved by City Council on January 3, 2011, through Resolution No.
2011-02.
If you have any questions regarding this matter, please call Mr. Ali Nour at 323/583-8811 ext.
316.
Very ruly yours,
WILLARD G. YPtz
City Clerk
WGY:dj
Enclosure
c: Carlos Fandino
Ali Nour
Purchasing Department
Resolution No. 2011-02
Agreement File No. 11-008
E Ccfusivefy Industr&f
AGREEMENT BETWEEN THE CITY OF VERNON AND JM
CREW, INC. FOR ELECTRICAL WORK RELATED TO LEONIS
SUBSTATION 7 KV GROUND FAULT DETECTION PHASE 2
Name of Contractor:
Responsible Principal of Contractor:
Notice Information - Contractor:
Notice Information - City:
Commencement Date:
Termination Date:
Consideration:
COVER PAGE
JM Crew, Inc. dba Rhino Construction
Services
Jennifer Megorden
JM Crew, Inc.
2672 Kempton Drive
Los Alamitos, California 90720
Attention: James Megorden
Phone: (562) 594-7466
Facsimile: (562) 594-7460
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Ali Nour, P.E.
Engineering Manager
Telephone: (323) 583-8811 ext 316
Facsimile: (323) 585-1458
January 15, 2011
August 30, 2011, unless extended pursuant
to Section 2
$219,500.00, as more particularly described
in Exhibit B
Records Retention Period 3
1
AGREEMENT BETWEEN THE CITY OF VERNON AND JM
CREW, INC. FOR ELECTRICAL WORK RELATED TO LEONIS
SUBSTATION 7 KV GROUND FAULT DETECTION
THIS AGREEMENT is made as.of ,anuary 15 , 2011 (the "Effective Date"), by
and between the City of Vernon, a California charter City and California municipal corporation
("City"), and JM Crew, Inc. dba Rhino Construction Services, a California corporation
("Contractor").
RECITALS
A. City desires to obtain the services of a Contractor to perform electrical work as
described in Exhibit A ("Scope of Work" or "Project").
B. Contractor represents that it is licensed, qualified and able to perform the
services.
NOW, THEREFORE, the parties agree as follows:
Section 1. Contractor's Services. Contractor shall perform and complete in good
and workmanlike manner the Scope of Work described in Exhibit A in a manner
satisfactory to City. Contractor shall be responsible for the professional quality, technical
accuracy, and coordination of work performed under this Agreement and without
additional compensation shall correct, revise or otherwise remedy any defect or
deficiency in work identified as complete by Contractor and delivered to City.
Section 2. Time of Performance. Contractor shall commence its services under
this Agreement upon the Commencement Date set forth on the Cover Page or upon
receipt of a written notice to proceed from City, whichever is sooner. Contractor shall
perform the services on or by the Termination Date set forth on the Cover Page. The
period of time between the date services are to commence, and the Termination Date, is
the Time of Performance.
Section 3. Compensation. City agrees to compensate Contractor for the services
and/or goods provided under this Agreement, and Contractor agrees to accept in full
satisfaction for such services, the sum indicated as Consideration on the Cover Page to
this Agreement, as more particularly described in Exhibit B.
Section 4. Method of Payment. City shall pay Contractor said Consideration in
accordance with the method and schedule of payment set forth in Exhibit B.
(a) . If City fails to make any progress payment within 30 days after receipt of
an undisputed and properly submitted payment request from Contractor, City shall pay interest
to Contractor equivalent to the legal rate set forth in subdivision (a) of Section 685.010 of the
Code of Civil Procedure. For purposes of this section, a "progress payment" includes all
payments due Contractor, except that portion of the final payment designated by this Agreement
as retention earnings.
K
(b) Upon receipt of a payment request, City shall review it as soon as
practicable after receipt for the purpose of determining that the payment request is a proper
payment request.
(c) Any payment request determined not to be a proper payment request
suitable for payment shall be returned to Contractor as soon as practicable, but not later than
seven days, after receipt. A request returned pursuant to this subsection shall be accompanied
by a document setting forth in writing the reasons why the payment request is not proper.
(d) The number of days available to a City to make a payment without
incurring interest pursuant to this section shall be reduced by the number of days by which City
exceeds the seven-day return requirement set forth in subsection (c) of this section.
Section 5. Close Out. Prior to final payment, Contractor will be required to
complete a close-out form certifying that all work has been completed and releasing City
(and any other party owning property with respect to which Contractor performed services
hereunder) from all further obligations and liabilities.
Section 6. Independent Contractor. Contractor is and shall at all times remain, as
to City, a wholly independent Contractor. Neither City nor any of its agents shall have
control over the conduct of Contractor or any of Contractor's employees, except as herein
set forth. Contractor shall not, at any time, or in any manner, represent that it or any of its
agents or employees are in any manner agents or employees of City.
Section 7. Assignment. This Agreement shall not be assigned in whole or in part
by Contractor without the prior written approval of City. Any attempt by Contractor to so
assign or subcontract this Agreement or any rights, duties or obligations arising
hereunder shall be void and of no effect. In the event City grants written approval to
Contractor to subcontract work under this Agreement, Contractor is prohibited from using
a subcontractor who is ineligible to perform work on a public works project pursuant to
Section 1777.1 or 1777.7 of the Labor Code.
Section 8. Responsible Principal(s).
(a) Contractor's Responsible Principal set forth on the Cover Page shall be
principally responsible for Contractor's obligations under this Agreement and shall serve as
principal liaison between City and Contractor. Designation of another Responsible Principal by
Contractor shall not be made without prior written consent of City.
(b) City's Responsible Principal shall be the City Administrator or his designee
set forth on the Cover Page who shall administer the terms of the Agreement on behalf of City.
Section 9. Personnel. Contractor represents that it has, or shall secure at its own
expense, all personnel required to perform Contractor's services under this Agreement.
All personnel engaged in the work shall be qualified to perform such work
Section 10. Changes to the Scope of Work.
(a) City may at any time by a written order, and without notice to third parties,
make changes within the general Scope of Work. If any such change causes an increase or
decrease in the cost of, or the time required for, the performance of any part of the work under
3
this Agreement, whether changed or not changed by any such order, an equitable adjustment
shall be made in price or delivery, or both, and this Agreement shall be modified in writing
accordingly. Nothing in this subsection shall excuse Contractor from proceeding with the work
as changed.
(b) No change is authorized unless signed by City's Responsible Principal.
Changes made by Contractor without written authorization shall be made at the sole risk of
Contractor, there being no recourse against City.
Section 11. Technical Materials. City reserves all rights to designs, drawings,
blueprints, tools, dies, patterns, plates or other technical materials furnished or paid for by
City, and Contractor shall use such materials in strict confidentiality and shall return the
same to City at its request upon completion or termination of this Agreement. Contractor
shall not copy or otherwise use any such materials for any purposes other than the
completion of this Agreement. Contractor shall keep confidential and not disclose to
others all other matters which have been made available by City in confidence or which
reasonably can be regarded as sensitive or confidential in nature.
Section 12. Records, Inspection And Audit. During the course of work being
performed pursuant to this Agreement, Contractor and any of its subcontractors, shall
maintain and retain, not less than three (3) years after Termination Date, complete and
accurate records of the Contractor's costs which are chargeable to the City under this
Agreement. City or its designated, authorized representatives, shall have the right during
this three (3) year period, upon written reasonable notice, to inspect and audit those
records. Such records to be maintained and retained by the Contractor shall include: (a)
payroll record accounting for the total time distribution of the Contractor's employees
working full or part time on the work (to permit tracing to payroll payments in cash); (b)
invoices for purchases, receiving and issuing documents, and all the other unit -inventory
records for the Contractor's stores, stock or capital items; (c) paid invoices and canceled
checks for material purchased and for the subcontractor's and any other third parties'
charges; and (d) any other documentation City deems necessary to support costs and
charges under this Agreement.
Section 13. Interests of Contractor. Contractor affirms that it presently has no
interest and shall not have any interest, direct or indirect, which would conflict in any
manner with the performance of the services contemplated by this Agreement. No
person having any such interest shall be employed by or be associated with Contractor.
Section 14. Insurance.
(a) Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Comprehensive General Liability
Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence,
combined single limit, against any personal injury, death, loss or damage resulting from the
wrongful or negligent acts by Contractor or Contractor's officers, employees, or agents.
(b) Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability
Insurance covering personal injury and property damage, with minimum limits of One Million
Dollars ($1,000,000) per occurrence, combined single limit, covering any vehicle utilized by
12
Contractor or Contractor's officers, employees, or agents in performing the services required by
this Agreement.
(c) Contractor shall at all times during the term of this Agreement carry, maintain,
and keep in full force and effect, a policy or policies of Excess Liability Insurance, with minimum
limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, and
provide policy coverage and terms at least as broad as those required in the primary insurance.
(d) Contractor agrees to maintain in force at all times during the performance of
work under this Agreement workers' compensation insurance as required by law.
(e) Contractor shall require each of its sub -consultants or sub -contractors to
maintain insurance coverage that meets all of the requirements of this Agreement.
(f) The policy or policies required by this Agreement shall be issued by an
insurer admitted in the State of California and with a rating of at least a B+;VII in the latest
edition of Best's Insurance Guide.
(g) Contractor agrees that if it does not keep the aforesaid insurance in full force
and effect City may either immediately terminate this Agreement or, if insurance is available at a
reasonable cost, City may take out the necessary insurance and pay, at Contractor's expense,
the premium thereon.
(h) At all times during the term of this Agreement, Contractor and all sub-
contractors shall maintain on file with the Risk Manager a certificate or certificates of insurance
showing that the aforesaid policies are in effect in the required amounts. Contractor and all sub-
contractors shall, prior to commencement of work under this Agreement, file with the Risk
Manager such certificate or certificates. The policies of insurance required by this Agreement
shall contain an endorsement naming the City as an additional insured. All of the policies
required under this Agreement shall contain an endorsement providing that the policies cannot
be canceled or reduced except on thirty (30) days prior written notice to City, and specifically
stating that the coverage contained in the policies affords insurance pursuant to the terms and
conditions as set forth in this Agreement.
(i) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its officers,
employees, or agents shall be in excess of Contractor's insurance and shall not contribute to it.
The policies of insurance required by this Agreement shall include provisions for waiver of
subrogation against City.
0) Any deductibles or self -insured retentions must be declared to and approved
by City. At the option of City, Contractor shall either reduce or eliminate the deductibles or self -
insured retentions with respect to City, or Contractor shall procure a bond guaranteeing
payment of losses and expenses.
Section 15. Indemnification. To the fullest extent permitted by law, Contractor
agrees to defend, indemnify and hold harmless City and its elected officials, officers,
agents, employees, and volunteers from any and all claims, suits, actions, demands,
damages, liabilities, expenses, judgments, settlements, penalties, losses, fines, and all
costs and expenses incurred in connection therewith, including without limitation, interest,
reasonable attorney's fees and all costs of defense, arising out of, resulting from,
5
connected with or attributable to the intentional, reckless, negligent, or otherwise wrongful
acts, errors, or omissions of Contractor or its employees or agents in the performance of
this Agreement.
THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
BE GIVEN THE BROADEST POSSIBLE INTERPRETATION, AND SHALL SURVIVE THE
EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
The obligations in this Section are in addition to Contractor's duty to provide insurance
and shall not be limited by any limitation on the amount or type of insurance coverage carried by
Contractor.
Section 16. Termination.
(a) City shall have the right to terminate this Agreement for any reason or for no
reason upon five (5) days written notice to Contractor. Contractor agrees to cease all work
under this Agreement on or before the effective date of such notice. This right of termination
shall be in addition to any remedies provided by applicable law for any breach or default under
this Agreement, including the right to terminate this Agreement in the event of a breach or
default and the right to recover any damages resulting from such breach or default.
(b) In the event of termination or cancellation of this Agreement by City, due to
no fault or failure of performance by Contractor, Contractor shall be paid based on the
percentage of work satisfactorily performed at the time of termination. In no event shall
Contractor be entitled to receive more than the amount that would be paid Contractor for the full
performance of the services required by this Agreement. Contractor shall have no other claim
against City by reason of such termination, including any claim for compensation.
Section 17. Notice. Any notice, bills, invoices, etc. required by this Agreement
shall be deemed received on (a) the day of delivery if delivered by hand during the
receiving party's regular business hours or by facsimile before or during the receiving
party's regular business hours; or (b) on the second business day following deposit in the
United States mail, postage prepaid to the addresses set forth on the Cover Page, or to
such other addresses as the parties may, from time to time, designate in writing pursuant
to this section.
Section 18. Certification. In accordance with the provisions of Section 3700 of
the Labor Code, Contractor shall secure the payment of compensation to Contractor's
employees. By executing this Agreement, Contractor certifies the following: Contractor
is aware of the provisions of Section 3700 of the Labor Code which require every
employer to be insured against liability for workers' compensation or to undertake self-
insurance in accordance with the provisions of that code, and Contractor will comply with
such provisions before commencing the performance of the work of this Agreement.
Section 19. Standard Specifications. The work done pursuant to this
Agreement shall be done in accordance with the provisions of the most current edition of
"Standard Specifications for Public Works Construction" (commonly known as "the Green
Book") including Supplements, prepared and promulgated by the Southern California
Chapter of the American Public Works Association and the Associated General
Contractors of California, and in accordance with applicable standards, rules, regulations,
codes, and City ordinances applicable to electrical equipment (hereinafter referred to as
C.
the "Standard Specifications"). The provisions of these Standard Specifications shall
apply to the work performed under this Agreement, unless different standards are
specified in Exhibit A or agreed to in writing by the City.
Section 20. Compliance with Laws. Contractor shall keep itself informed of
and comply with all Applicable Laws, including without limitation, the Fair Labor
Standards Act, the Occupational Safety and Health Act and all those Applicable Laws
relating in any way to employment practices and protection of the environment.
Contractor shall not discriminate against any employee or any applicant for employment
for reasons of race, color, creed, religion, sex, sexual preference, age or national origin.
For purposes of this section, "Applicable Laws" shall mean any and all laws, regulations,
rules, orders, directives, judgments, decrees, permits, approvals or other applicable
requirements of any governmental entity or agency having jurisdiction that are applicable
to any aspect of this Agreement that are in force on the Effective Date and as they may
be enacted, issued or amended during the term of this Agreement.
Section 21. Enforcement of Wage and Hour Laws. Except as otherwise
permitted by a union contract, eight hours labor shall constitute a legal day's work and
any work performed by Contractor's, or subcontractor's, employees in excess of 8 hours
per day and 40 hours during any one week shall be permitted only if Contractor
compensates such employees for such time at not less than 1 1/2 times the basic rate of
pay. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) to the
City for each worker employed in the execution of this Agreement by the respective
Contractor or subcontractor for each calendar day during which the worker is required or
permitted to work more than 8 hours in any one calendar day and 40 hours in any one
calendar week in violation of the provisions of Sections 1810 through 1815 of the
California Labor Code; provided that Contractor shall not be required to forfeit such
amounts if Contractor's employees have been paid in conformance with an alternative
work schedule approved by the employee's union.
Section 22. Materials and Workmanship. City shall have the right to inspect
any material used. Material furnished shall be new, complete, ready -for -use and of the
latest model, shall not have been used in demonstration or other services and shall have
all the usual equipment as shown by its manufacturer's current specifications and
catalogs, unless otherwise specified. Equipment, supplies or services that fail to comply
with the Agreement requirements regarding design, material or workmanship may be
rejected at the option of City. Any materials rejected shall be removed from City
premises at the Contractor's sole expense.
Section 23. Licenses and Permits. Except as provided herein below,
Contractor shall obtain and pay for all certificates, permits and licenses required by
federal, state or local law, rule or regulation. Costs for obtaining City permits required
under this Agreement will be waived. All requirements for obtaining permits (including
City permits) remain in effect and are not waived; only the costs of City permits are
waived.
Section 24. Assignment of Unfair Business Practices. Contractor and its
subcontractor offers and agrees to assign to City all rights, title, and interest in and to all
causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or
under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of
Division 7 of the Business and Professions Code), arising from purchases of goods,
7
services, or materials pursuant to the public works contract or the subcontract. This
assignment shall be made and become effective at the time City tenders final payment to
Contractor, without further acknowledgment by the parties.
Section 25. Special Conditions.
(a) Hours of Work. When possible, all services shall be performed between the
hours of 6:00 a.m. and 4:30 p.m., Monday through Thursday. Contractor shall obtain the prior
written approval of the City's Responsible Principal for any services to be performed that would
require the payment of Overtime or Double Time rates.
(b) Conduct of the Work. Workmen shall behave, at all times, in a courteous,
professional manner. While on site, or entering or exiting the site, there shall be no loud noise,
shouting or other extraneous activity that might cause disruption to staff or patrons as the case
may be.
(c) Storage will be limited to the Project area.
(d) Inspection. City shall have the right to inspect Contractor's work at all
reasonable times.
(e) Contractor shall have a competent representative on the Project site at all
times work is in progress. Communication given to the representative shall be binding as if
given to the Contractor. Contractor shall immediately replace any individual who ceases to
perform his duties satisfactorily, in the opinion of the City's representative, with a qualified,
competent replacement acceptable to the City's representative.
(f) Contractor shall submit schedule information to the City's representative for
integration into the overall Project schedule. Activity information shall be of sufficient detail to
ensure adequate coordination, planning and execution of the work within the Time of
Performance required by the Agreement.
(g) Rubbish, debris, waste, dust or surplus materials, shall not be allowed to
accumulate and shall be removed continuously and disposed of by the Contractor as the work
progresses. The City may elect if required, upon written notice to the Contractor, to perform
cleanup, the cost for which will be deducted from the Agreement amount.
Section 26. Force Maieure. Neither City nor Contractor shall be responsible
for delays in performance under this Agreement due to causes beyond its control,
including but not limited to acts of God, acts of the public enemy, acts of the Government,
fires, floods or other casualty, epidemics, earthquakes, labor stoppages or slowdowns,
freight embargoes, unusually severe weather, and supplier delays due to such causes.
Neither economic nor market conditions nor the financial condition of either party shall be
considered a cause to excuse delay pursuant to this subsection. Each party shall advise
the other promptly in writing of each such excusable delay, its cause and its expected
delay, and shall upon request update such advice.
Section 27. Arbitration and Venue. Any dispute, claim or controversy arising
out of or relating to this Agreement or the breach, termination, enforcement, interpretation
or validity thereof, including the determination of the scope or applicability of this
Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California,
E-*3
before three arbitrators. The arbitration shall be administered by JAMS pursuant to its
Streamlined Arbitration Rules and Procedures. 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. Judgment on the award may be
entered in any court having jurisdiction pursuant to this Agreement. This clause shall not
preclude Parties from seeking provisional remedies in aid of arbitration from a court
having jurisdiction pursuant to this Agreement. The exclusive jurisdiction and venue
under this Agreement shall be the Superior Court of California, Los Angeles County.
Section 28. Attorney's Fees. In the event that either party commences any
legal action or proceeding to enforce or interpret the provisions of this Agreement, the
prevailing party in such action shall be entitled to reasonable attorney's fees, costs and
necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 29. Entire Agreement. This Agreement represents the entire
integrated agreement between City and Contractor, and supersedes all prior negotiations,
representations or agreements, either written or oral. This Agreement may be amended
only by a written instrument signed by both City and Contractor.
Section 30. Waiver. The waiver by either party of a breach or default by the
other party shall not be deemed a waiver of any different or later breach whether of the
same or other covenant or condition; nor shall any delay or omission by either party to
exercise any right it may have under this Agreement operate as a waiver of any breach or
default of such a right. The failure of either party to this Agreement to exercise any of its
rights under this Agreement does not constitute a breach of it and shall not be deemed to
be a waiver of such rights or a waiver of any subsequent breach. No waiver, benefit,
privilege, or service voluntarily given or performed by a party shall give the other party
any contractual rights by custom, estoppel, or otherwise.
Section 31. Cover Page and Exhibits; Precedence. The Cover Page and all
documents referenced as exhibits in this Agreement are hereby incorporated in this
Agreement. In the event of any material discrepancy between the express provisions of
this Agreement and the provisions of any document incorporated herein by reference, the
provisions of this Agreement shall prevail.
Section 32. Governing Law. The rights, obligations, duties and liabilities of the
parties to this Agreement and the interpretation of this Agreement shall be governed by
the domestic law of the State of California, without regard to its laws regarding choice of
applicable law. Any litigation concerning this Agreement shall take place in the municipal,
superior, or federal district court with geographic jurisdiction over the City of Vernon.
Section 33. City Not Obligated to Third Parties. City shall not be obligated or
liable under this Agreement to any party other than Contractor. City shall timely notify
Contractor of the receipt of any third -party claim relating to this Agreement. City shall be
entitled to recover its reasonable costs incurred in providing the notification required by
section.
Section 34. Headings and Captions.
Agreement are for convenience only and shall
scope or intent of this Agreement or any part of it.
The headings and captions used in this
in no way define, limit or describe the
Section 35. Counterpart and Duplicate Originals. This Agreement may be
executed in counterpart originals, duplicate originals, or both, each of which is deemed to
be an original for all purposes.
Section 36. Authority to Execute this Agreement. The person or persons
executing this Agreement on behalf of Contractor warrants and represents that he or she
has the authority to execute this Agreement on behalf of Contractor and has the authority
to bind Contractor to the performance of its obligations hereunder.
Section 37. Severability. Invalidation of any provision contained herein or the
application thereof to any person or entity by judgment or court order shall in no way
affect any of the other covenants, conditions, restrictions, or provisions hereof, or the
application thereof to any other person or entity, and the same shall remain in full force
and effect.
[Signatures Follow on Next Page]
10
IN WITNESS WHEREOF, the parties have signed this Agreement as of the date stated
in the introductory clause.
City of Vernon, a California charter city and JM Crew, Inc., dba Rhino Construction
California municipal corporation Services, a California corporation
By:By:
Mayor /-M , Name: M M ov-Q
�''� ��� ���
Title: @rat 1 at
LVED AS TO FORM:
WILLARD YM&CO, City Attorney
11
EXHIBIT A
SCOPE OF WORK
Contractor shall provide all labor, tools and materials necessary to install equipment pursuant to
this Scope of Work to complete the 7KV High Impedance Ground Fault Detection System at the
Leonis Substation Phase 2. Contractor shall install all equipment in accordance with the
engineering drawings and specifications furnished by Palsons Electrical Engineering Services,
Inc. ("Palsons"), as approved by the City. Contractor shall use the protection equipment and
panel enclosures furnished by Palsons.
Contractor shall provide the following specific services at the Leonis Substation:
1. Provide and install new conduit duct bank consisting of (12) 4" conduits from # 3 Bank cable
trench to existing control building, with exterior cable entry enclosure to match Phase 1.
2. Provide labor to remove existing protection equipment in existing Control Building for new
panel installation. All wiring cut in the clear by City of Vernon.
3. Provide and install (1) 12 conductor # 12 XHHW tray cable from each circuit breaker to new
relay protection panel for circuit breaker operation per drawings furnished by Palsons
Engineering.
4. Provide and install (1) 4 conductor # 10 from each circuit breaker to new relay protection
panel for current transformer indication per drawings furnished by Palsons Engineering.
5. Provide and install (2) 4 conductor # 10 for relay protection voltage indication per drawings
furnished by Palsons Engineering.
6. Provide and install necessary control wiring for the Capacitor Bank relays per drawings
furnished by Palsons Engineering.
7. Provide and install necessary control wiring for the L.T.C. Load Tape Changer indication per
drawings furnished by Palsons Engineering.
8. Provide and install necessary control wiring for (2) Section Tie Breakers for push button
operation with indication per drawings furnished by Palsons Engineering.
9. Provide and install necessary control wiring for the (3) Bank Protection relays per drawings
furnished by Palsons Engineering.
10. Receive and properly install (6) relay protection panels provided by Palsons Engineering
consisting of:
• (4) panels with (4) SEL 451 relays
• (1) panel with (1) SEL 451 relay, (1) SEL 487E relay and (1) SEL RTAC real time
automation controller
• (1) panel with (2) SEL 487E relays and (1) SEL RTAC real time automation controller.
• Panels will be furnished complete and tested with all wiring, test switches, and fuse
protection for relay operation.
12
11. Provide and connect all integration wiring for AC/DC, breaker controls, inputs and outputs and
communication cables from RTAC to relays including digital and analog to interface terminal
blocks.
12. Provide and install necessary grounding for new relays, panels, exterior enclosure and
raceways.
13. Provide and install necessary components and wiring for DC voltage source to new relay
panels.
14. Provide and install necessary conduit, fittings and supports for cable entry into existing circuit
breakers.
15. Label all wire terminations
16. Perform device and wiring pretest.
17. Assist with acceptance testing.
18. Provide As -build Mark-up drawings for final CAD drawings by others.
Unless otherwise stated, Contractor shall provide all labor, material, equipment, products and
accessories required to perform the above -listed services.
Schedule of Work
Contractor shall perform the specific services described herein in accordance with the time
frame identified in the tables below or as otherwise requested by the City in writing.
Schedule of Work
January 31, 2011
Items land 2
February 28, 2011
Items 3, 4, 5, 14
March 31, 2011
Items 6, 7, 8 and 9
April 30, 2011
Items 10, 11, 12 and 13
May 31, 2011
Items 15 and 16
June 30, 2011
Items 17 and 18
Warranty
Contractor warrants all equipment, products, materials and services furnished under this
Agreement to be suitable for their intended use, to be free from defects in their design,
materials, workmanship, and title, and to conform strictly to any specifications, drawings,
samples, or other inspection of the products, materials or services for a period of one year from
the date that the performance of the particular item of work is completed under this Agreement.
Contractor shall extend all warranties it receives from its vendors and/or the manufacturers of
the products purchased under this Agreement to City. This warranty is in addition to all
13
warranties provided under the law. Contractor warrants that title to the equipment, products and
materials purchased under this Agreement will pass to the City upon delivery to City premises,
free and clear of all liens, claims, security interests or encumbrances, and that no seller of any
equipment, products or materials, or any portion thereof, will retain an interest therein or an
encumbrance thereon.
iC!
EXHIBIT B
EXHIBIT B
PAYMENT SCHEDULE
Contractor shall invoice City for the "Billing Dollars" amount listed in the tables below only after
completing the specific service items listed in the tables. The specific service items are
described in detail in Exhibit A (Scope of Work) to this Agreement. City shall make payments in
accordance with Section 4 of this Agreement.
PROJECT DESCRIPTION: LEONIS SUBSTATION 7KV GROUND FAULT DETECTION PHASE 2
RHINO COST:
$219,500.00
BILLING
PERCENTAGE
BILLING
DOLLARS
TASK DESCRIPTION
PAYMENT #1
25.00%
$54,875.00
Items 1 and 2
PAYMENT #2
20.00%
$43,900.00
Items 3, 4, 5 and 14
PAYMENT #3
10.00%
$43,900.00
Items 6, 7, 8 and 9
PAYMENT #4
10.00%
$43,900.00
Items 10, 11, 12 and13
PAYMENT #5
10.00%
$21,950.00
Items 15 and 16
PAYMENT #6
5.00%
$10,975.00
Item 17 and 18
GRAND TOTAL
100.00%
$219,500.00
15
STAFF REPORT
LIGHT & POWER
DATE: December 23, 2010
TO: Honorable Mayor and City Council
C'%A�
FROM: Carlos Fandino, Director of Light & Power
RE: Capital Improvement Project Implementation of 7KV Ground Fault
Detection Mechanism at the Leonis Substation Phase 2
Purpose:
To install solid state electronic relaying devices at the Leonis
Substation to systematically detect 7 KV ground fault currents
resulting from downed circuit conductors.
Palsons Electrical Engineering Services, Inc. has delivered a
comprehensive scope of work to engineer, build and deliver the
needed devices. Rhino Construction Services, Inc. has delivered a
comprehensive scope of work to provide construction services to
construct and complete the project.
Recommendation:
I am recommending the approval of the agreement between the City
of Vernon and Palsons Electrical Engineering Services, Inc. for
electrical engineering services; and the agreement between the
City of Vernon and J.M. Crew, Inc., dba Rhino Construction
Services, for electrical work to complete the 7 KV Ground Fault
Detection Project. I recommend that the two contracts be
addressed on the January 3, 2011 Agenda and be approved by the
City Council.
Fiscal Impact•
This service was itemized for consideration in the 2010/2011
Capital Improvement Budget request and identified as System
Staff Report
Page 2 of 2
Improvement. The fiscal impact is a not -to -exceed amount of
8782,766.12, including parts, labor, equipment, taxes and fees.
CF:an
C: Ali Nour
Project Control
Document Control- Leonis Substation
,kiY IN Quo
CITY ATTORNEY'S OFFICE
INTER -DEPARTMENT MEMORANDUM
DATE: December 23, 2010
TO: Ali Nour, Engineering Manager
FROM: Willard G. Yamaguchi, Interim City Attorney
RE: Agreements with Palsons Electrical Engineering Services Inc.
and'J.M. Crew Inc. dba Rhino Construction Services for the
Leonis Substation Upgrades Phase 2
Dear Ali
I have received and reviewed the Memorandum dated November 16, 2010,
and the attachments thereto:
The Agreements for the Leonis Substation 7KV Ground Fault Detection
System Phase 2 are approved as to form.
JH:em
Enclosures;
INTEROFFICE MEMORANDUM
Light & Power Department
DATE: November 16, 2010
TO s Carlos Fandino, Director of Light & Power
j
FROM: Ali Nour; Engineering Manager
SUBJECT: Leonis Substation 7 KV Ground Fault Detection- Phase 2
Capital Project- Public Safety & Reliability Improvement
The existing 7 KV Leonis Substation feeders are currently equipped with 50 years old
conventional ground fault detection relays conceptually capable of de -energizing faulty
phase conductors. In practice, these relays are only, effective under certain conditions;
otherwise, they fail to detect low magnitude ground fault electric current in the field. Under
certain atmospheric conditions, a faulty phase conductor can remain energized particularly
if it is in contact with high impedance surfaces such as grass, clay and concrete which act as
an insulator denying the existing relays to detect low magnitude ground fault current.
This condition poses a danger to human life and can result in property damages, It has
become a common practice for electric utilities owning similar fault detection relaying
systems to replace the existing with more sophisticated intelligent devices capable of
detecting ground faults at low magnitudes.
The Engineering Division has conducted its due diligence and has prepared a capital
improvement project to address the 7 KV ground fault improvement at Leonis Sub, The
project consists of acquiring the services of Palsons Engineering to deliver relays and racks
and Rhino Construction to perform the construction for this improvement.
Under the direction of the Engineering Division, Palsons Electrical Engineering Services
Inc. and Rhino Construction Services Inc. will engineer, build, construct and commission a
new set of solid state relays for Leonis sub. Both contractors have prepared scope of work
and offered firm pricing and a timetable that meet L&P's needs. Phase I covered a portion
of the 7KV feeders and equipment. Phase 2 portion will begin as soon as Phase 1 elements
are completed allowing reduced system outages and systematic replacement of relays with
limited interruption to system operations. The total implementation cost for Leonis Sub
Phase 2 is $782,766.12. This safety and reliability capital improvement project is identified
in 2010/2011 budget.
Attached are the proposals submitted by Palsons Engineering and Rhino Construction.
Attached also include draft agreements prepared for Phase 2; Staff Report, and a copy of
the City of Vernon Resolution No. 2010-113 and 2010-114 associated with Phase 1. At this
`point, I request that the City Attorney to review and approve as to form the attached draft
agreements for Palsons and Rhino with the City to cover this Capital Improvement Project.
I am targeting December 6, 2010 as the date to present this project to City Council for their
approval. Should you need additional information, please let me know:
ARN[
Attachments
C: Project Control —
Document Control Vernon Electric System
Page 1 of 1
Juarez, Debbie
From: Barcia, Ana
Sent: Wednesday, January 05, 2011 4:56 PM
To: ,Juarez, Debbie
Subject: RE: JM Crew dba Rhino Construction Insurance Inquiry - Res. No. 2011-02 Approved 01/03/11
Current insurance on file. O
Ana Barcia
City of Vernon
Risk Management Department
T: 323) 583-8811 ex 286
F: 323) 826-1439
abarciaa,ci: v_ernon,ca.us
From: Juarez, Debbie
Sent: Monday, January 03, '�011 5:01 PM
To: Barcia, Ana
Subject: JM Crew dba Rhino Construction Insurance Inquiry - Res. No. 2011-02 Approved 01/03/11
Hi Ana. Please let me know if you have valid insurance on file for the above -referenced contractor. Thanks.
lDe6orah Juarez
Wgcords 9VlanagementAssistant
City of Vernon - City Clerk's Office
4305Santa FeAvenue
Vernon, CA 90058
(323) 583-8811
1/5/2011