Resolution No. 2011-012RESOLUTION NO. 2011-12
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON AUTHORIZING THE -ISSUANCE OF A REQUEST FOR
PROPOSALS FOR REFUSE COLLECTION, RECYCLING AND
DISPOSAL SERVICES
WHEREAS, the City of Vernon is interested in obtaining
proposals from qualified refuse haulers to provide refuse collection,
recycling and disposal services for City Hall, City Apartments,,
Recycling Center, Light & Power, Petrelli Electric, Fire Stations and
City Housing (the "Facilities"); and
WHEREAS, the Director of Community Services & Water has
requested the issuance of a request for proposals for refuse
collection, recycling and disposal services for the facilities
(the "RFP").
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
and correct.
SECTION`2 The City Council of the City of Vernon hereby
directs the City Administrator, or his designee, to issue in
accordance with Vernon City Code Section 2.29-2 the RFP, a copy of
which is attached hereto as Exhibit A, to one or more qualified
contractors, and to report to the City Council on the proposals
received with a recommendation for action.
SECTION 3: 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 Clerks certification to be entered in the File of
Resolutions of the Council of this City.
APPROVED AND ADOPTED this 1st day of February,_2011.
ATT T:
Willard G. -Y-Zt�oucloCity Clerk
C
Name: Hilario Gonzales
Title: Mayor / Maay(5
- 2 -
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. 2011-12, 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 Tuesday, February 1, 2011, and thereafter was duly signed by
the Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this day of February, 2011, at Vernon, California.
(SEAL)
Willard G. YatOchV City Clerk
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EXHIBIT A
COMMUNITY SERVICES & WATER DEPARTMENT
Samuel Kevin Wilson, Director of Community Services & Water
4305 Santa Fe Avenue, Vernon, California 90058
Telephone(323) 583-8811 Fax (323) 826-1435
City of Vernon
Request For Proposal
For Refuse Collection, Recycling And Disposal
Services
December 2010
INTENT
The City of Vernon (City) is issuing this Request for Proposal (RFP) to solicit proposals
from qualified refuse haulers to provide refuse collection, recycling and disposal services.
Upon review of the bid form attached herewith, vendors are asked to provide firm cost
estimates.
Only permitted refuse haulers already permitted to work within the City of Vernon will
be allowed to submit proposals.
SCOPE OF WORK
Under the proposed agreement, the Contractor shall be required to provide disposal and
recycling services as specified for the following locations:
• 4305 Santa Fe Avenue: Provide two (2) three (3) yard bins for recyclable
materials that shall be picked up on a one (1) time per week;
• 4305 Santa Fe Avenue: Provide four (4) three (3) yard bins for regular trash
debris that shall be picked up five (5) times per week, once per day, Monday
through Friday (no later than 6:00 A.M.);
Excfusivefy Industfiaf
• 3376-3390 50th Street: Provide one (1) two (2) yard container for recyclable
materials that shall be picked up one (1) time per week;
• 3376-3390 50th Street: Provide one (1) three (3) yard bin for regular trash debris
that shall be picked up one (1) time per week;
• 2221 East 55th Street: Provide three (3) forty (4% yard roll -off containers for
regular trash debris that shall be picked up on an as needed basis;
2221 East 55" Street: Provide one (1) forty (40) yard roll -off container for green
waste that shall be picked up on an as needed basis;
• 2221 East 55th Street: Provide one (1) forty (40) yard roll -off container for waste
tires that shall be picked up on an as needed basis;
• 4990 Seville Avenue: Provide one (1) three yard bin for regular trash debris that
shall be picked up two (2) times per week;
•- 2116 Leonis Blvd.: Provide one (1) four (4) yard bin to be picked up two (2)
times per month for regular trash debris.
• 2323 East Vernon Avenue: Provide one (1) three (3) yard bin for regular trash
debris to be picked up two (2) times per week;
• 2800 Soto Street: 'Provide one (1) forty. (40) yard roll -off container for regular
trash debris that shall be picked up on an as needed basis;
• City Housing (See Page 6): Provide one (1) 60-gallon trash can for regular trash
debris to be picked up one (1) time per week;
• City Housing (See Page 6):'Provide one (1) 60-gallon trash can for recyclable
materials to be picked up one (1) time per week;
• City Housing (See Page 6): Provide one (1) 60=gallon trash can for green waste
to be picked up one (1) time per week;
• Fire Station 1 3375 Fruitland Avenue: Provide Two (2) three (3) yard bins for
regular trash debris to be picked up one (1) time per week;
• Fire Station 1, 3375 Fruitland Avenue: Provide one (1) three (3) yard bin for
recyclable materials to be picked up one (1) time per week
• Fire Station 2: 4301 Santa Fe Avenue: Provide one (1) three (3) yard bin for
regular trash debris to be picked up one (1) time per week;
• Fire Station 2: 4301 Santa Fe Avenue: Provide two (2) 60 gallon containers for
recyclable materials to be picked up one (1) time per week;
• Fire Station 3: 2800 Soto Avenue: Provide two (2) three (3) yard bins for regular
trash debris to be picked up. one (1) time per week;
• Fire Station 3: 2800 Soto -Avenue: Provide one (1) three (3) yard bin for
recyclable materials to be picked up one (1) time per week; and
• Fire Station 4: 4530 Bandini Blvd: Provide'one (1) three (3) yard bin for regular
trash debris to be picked up one (1) time per week.
• Fire Station 4: 4530 Bandini Blvd: Provide two (2) 60 gallon containers for
recyclable materials to be picked up one (1) time per week;
In addition, the proposer shall commit to recycling or diverting from disposal as much of
the recyclable materials collected from City facilities as feasibly possible. An annual
report of recycled and diverted from disposal materials shall be submitted to the City (one
copy each to the Community Services Department and the Health and Environmental
2
Control Department) by March I" of .each year for the previous year. The annual report
shall include information on the amounts and categories of materials (paper, cardboard,
aluminum, glass, green waste, etc.) and the recycling/diversion facilities where the
materials. were delivered.
CRITERIA FOR SELECTION
The City reserves the right to accept or reject any and/or all proposals, to waive
irregularities and technicalities, and to request resubmission. There is no obligation on the
part of the City to award the contract to. the lowest bidder. The City reserves the right to
award the contract to the most qualified bidder who submits a responsive proposal with a
resulting negotiated agreement that is most advantageous to and in the best interests of
the City. The City shall be the sole judge of the proposal and the resulting negotiated
agreement, and its decision shall be final.
PROPOSAL FORMAT
The proposal shall include, at minimum, the following items:
• Letter of Transmittal;
• Executive Summary — Limit to two pages;
• Understanding of, and approach to, the project;
• Experience with similar projects completed in the past three years and related
references;
• Qualifications of the firm members and their commitment to the project;
• A detailed description of the Scope of Work; and
• Bid forms shall be placed in a separate sealed envelope.
CONSULTING SERVICES CONTRACT
A sample of the City's Standard Professional Contracting Services Agreement and
Insurance Requirements that the successful. Proposer will be required to enter into with
the City are herein attached. Proposers are strongly advised to review all the terms and
conditions of the sample Agreement. If the Proposer takes exception to any provision of
the attached sample Agreement, the Proposer must specify each provision and give a
detailed statement of why he takes exception to each such provision. The extent to which
the Proposer takes exception to provisions in the Agreement will be considered and
evaluated in. the Agreement award. Submission of the proposing firm's standard
agreement as a part of the proposal will not be accepted. Upon entering into an
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Agreement with the City, the contractor shall Have and maintain a Non -Exclusive
Franchise Agreement for Solid Waste Services with the City of Vernon.
INTERPRETATIONS
No oral interpretations will be given as to the meaning of the specification documents or
any part thereof. Every request for interpretation shall be made in writing to the City of
Vernon. Based upon such inquiry, the City may choose to issue an Addendum.
MINIMUM QUALIFICATIONS
The specifications herein state the minimum requirements for the City. Unauthorized
conditions, limitations, or provisions shall be cause for rejection. The. City of Vernon will
consider as "non -responsive" any proposal not prepared and submitted in accordance
with the proposal document and specification, or any bid lacking sufficient technical
literature to enable. the Department to make a reasonable determination of compliance to
the specification.
It shall be the proposer's responsibility to carefully examine each item of the
specification. All variances, exceptions and/or deviations shall be fully described in the
appropriate section. Proposers will be considered qualified if they meet or exceed all of
the following criteria. The City reserves the right the right to obtain from Proposers
written explanations and or clarifications regarding their submitted qualifications.
• The Proposer has at least 5 years experience providing refuse collection and recycling
service;
• The Proposer shall employ two (2) managers that will serve as the primary and
secondary contact persons in relation to the City's operations. Each of these
individuals should have current responsibility for the firm's operations and at least 5
years of managerial or supervisorial experience in the refuse collection industry;
The Pr. poser's fleet shall be in compliance with all air pollution laws in accordance
with -all applicable sections of Title 13, California Code of Regulations. The
Proposer's fleet shall conform to any and all methods for determining compliance, as
it pertains to air pollution laws, for a municipality that contracts with owners for solid
waste collection in the State of California.
• The Proposer has not received a citation or failure -to -abate notice in the last three
years from the California Division of Occupational Safety and Health; and
• The Proposer's terminal, where it maintains the vehicles that will be used to serve the
City, has received a rating of Satisfactory (S) by the California Highway Patrol (CHP)
in their most recent BIT (BiennialInspection of Terminals) inspection.
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REFERENCES
Proposers shall provide the following information for .five (5) of their large municipal
customers to whom they currently provide or have previously provided refuse collection
services.
• Customer name;
Service address;
Contact person name and title;
• Phone number;
Fax number;
• E-mail address;
e Length of service; and
• Description of service (i.e., number of bins, pickups and recyclable material
collected).
TERMS OF SUBMITTAL
In submitting a Proposal to the City, the Proposer agrees that it has performed the
following functions:
• Has become familiar with local conditions that may affect cost, performance and/or
services described in this RFP;
• Has considered all federal, state and local laws, statutes, ordinances, regulations and
other applicable laws that may affect costs, progress, performance, or services;
A Has clarified, with the City, any conflicts, errors, or discrepancies in this RFP;
• Acknowledges that the City may search publicly available records to confirm any
information submitted by the Proposer's; and
• Is solely responsible for any costs associated with preparing or submitting its
Proposal, or any costs incurred in negotiating an agreement with the City.
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GEOGRAPHIC INFORMATION
The City has eighteen (18) single family homes located over approximately 5.2 square
miles that currently receive trash service from Consolidated Disposal Services, LLC. The
City requests that the selected Contractor bill the single-family residences directly for
their trash service. The related addresses are listed below:
Address.
Type
3345'Fruitland Avenue
3-Bedroom Home
3349 Fruitland Avenue
2-Bedroom Home
3353 Fruitland Avenue
3-Bedroom Home
3.357 Fruitland Avenue
3-Bedroom Home
3361 Fruitland Avenue
3-Bedroom Home
3365 Fruitland Avenue
2-Bedroom Home
3550 East Vernon Avenue
3-Bedroom Home
3560 East Vernon Avenue
2-Bedroom Home
4321 Furlong Place
3-Bedroom Home
4322 Furlong Place
3-Bedroom Home
4323 Furlong Place
2-Bedroom Home
4324 Furlong Place
2-Bedroom Home
4325 Furlong Place
2-Bedroom Home
4326 Furlong Place.
2-Bedroom Home
4327 Furlong Place
2-Bedroom Home
4328 Furlong Place
2-Bedroom Home
4329 Furlong Place
3-Bedroom Home
4330 Furlong Place
3-Bedroom Home
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CITY OF VERNON
BID ITEMS FOR REFUSE AND DISPOASL SERVICES
Price Quotes:
MY Hall
Item 1 - 4305 Santa Fe Avenue: Two (2) three (3) yard bins to be picked up one (1) time
per week for recyclable materials.
Cost Per Month:
Item 2 — 4305 Santa Fe Avenue: Four (4) three (3) yard. bins to be picked up five (5)
times per week (Monday -Friday) for regular trash debris.
Cost Per Month:
City Apartments
Item 3 — 3376-3390 50th Street: One (1) two (2) yard container to be picked up one (1)
time per week for recyclable materials.,
Cost Per Month:
Item 4 — 3376-3390 50th Street: One (1) three (3) yard bin to be picked up one (1) time,
per week for regular trash debris.
Cost Per Month:
Recycling Center
Item 5 — 2221 East 55th Street. Three (3) forty (40) yard roll -off containers to be picked
up on an as needed basis for regular trash debris.
Item 6 - 2221 East 55th Street: One (1) forty (40) roll -off container to be picked up on an
as needed basis for green -waste materials.
Item 77 2221 East 55th Street: One (1) forty (40) yard roll -off container to be picked up
on an as needed basis for waste tires.
• Hauling Fee Per Load:'
• Dumping Fee Per Load:
Light & Power
Item 8 — 4990 Seville Avenue: One (1) three (3) yard bin_ to be picked up two (2) times
per week for regular trash debris:
Cost Per Month:
Item 9 — 2716 Leonis Blvd.: One (1) four (4) yard bin to:be picked up two (2) times per
month for regular trash debris.
Cost Per Month:
Petrelli Electric
Item 10 - 2323 East Vernon Avenue: One (1) three (3) yard bin to be picked up two (2)
times per week for regular trash debris.
Cost Per Month:
Item 11 — 2800 Soto Street: One (1) forty (40) yard roll -off container to be picked up on
anas needed basis for regular trash debris.
• Hauling Fee Per Load:
• Dumping Fee Per Load:
Fire Stations
Item 12 — Fire Station 1 3375 Fruitland Avenue: Two (2) three (3) yard bins for regular
trash debris to be picked up one (1) time per week.
Cost Per Month: .
Item 13 - Fire -Station 13375 Fruitland Avenue: One (1) three (3) yard bin for recyclable
materials to be picked up one (1) time per week.
Cost Per Month:
Item 14 — Fire Station 2 4301 Santa Fe Avenue: One (1) three (3) yard bin to be picked
up one (1) time per week for regular trash debris.
Cost Per Month:
Item 15 — Fire Station 2 4301 Santa Fe Avenue: Two (2) sixty (60) gallon containers to
be picked up one (1) time per week for recyclable materials.
Cost Per Month:
8
Item 16 Fire Station 3 28.00 Soto Avenue: Two (2) three (3) yard bins to be picked up
one (1) time per week for regular trash debris.
Cost Per Month:
Item 17 — Fire Station 3 2800 Soto Avenue: One (1) three (3) yard bin to be picked up
one (1) time per week for recyclable materials.
Cost Per Month:
Item 18 — Fire Station 4 4530 Bandini Blvd: One (1) three (3) yard bin to be picked up
one (1) time per week for regular trash debris.
Cost Per Month:
Item 19 — Fire Station 4 4530 Bandini Blvd: Two (2) sixty (60) gallon containers to be
picked up one (1) time per week for recyclable materials.
Cost Per Month:
Total Cost Per Month:
City Housing (Single. Family Homes)
Item A — (Please see list of addresses — Page 6): One (1) 60-gallon can to be picked up
one (1) time per week for regular trash debris.
Cost Per Month:
Item B - (Please see list of addresses — Page 6): One (1) 60-gallon can to be picked up
one (1) time per week for recyclable materials.
Cost Per Month:
Item C - (Please see list of addresses — Page 6): One (1) 60-gallon can to be picked up
one (1) time per week for green waste.
Cost Per Month:
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SUBMITTAL OF PROPOSALS
If your firm is interested in submitting a proposal for this work, it must be received by
2:00 P.M. on Tuesday, February 15, 2011. Four (4) copies of the Contractor's Proposal
shall be submitted in a sealed envelope to:,
,Samuel Kevin Wilson, P.E.
Director of Community Services and Water
City of Vernon Department of Community Services
4305 Santa Fe Avenue
Vernon, California 90058
On the outside of the sealed Proposal envelope clearly write:
"Contractor Name"
Refuse Collection & Disposal
Due Tuesday, February 15, 2011 at 2:00 P.M.
Inside the Proposal envelope, include a sealed envelope containing the attached bid
sheets for the project. On the outside of the sealed Cost Proposal envelope clearly write:
"Contactor Name"
Project Fees
CONTACT PERSON
The contact person is Scott Rigg who can be reached at (323) 583-8811, extension 279
Monday through Thursday between 7:00 A.M. and 5:30 P.M.
10
SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S
NAME] FOR [BRIEF DESCRIPTION OF SERVICES]
COVER PAGE
Contractor:
[insert name of contractor]
Responsible Principal of Contractor:
[insert name, title] '
Notice Information - Contractor:
[insert name of contractor]
[insert insert street address]
[insert city, state, zip code]
Attention! [insert name, title]
Phone: [insert phone number]
Facsimile: [insert fax number] "-
Notice Information - City:
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Mark Whitworth,
City Administrator
Telephone: (323) 583-8811 ext. 398
Facsimile: (323) 826--1422
Commencement Date:
[insert commencement date]
Termination Date;
[insert.termination date],' unless extended
pursuant to Section 1
Consideration:
Total not to exceed $[insert amount]
(includes all applicable sales tax); and more .
particularly described in Exhibit B `
Records Retention Period
[insert number of years contractor must
retain records]
12720-0001 \ 1189197v3. do c
SERVICES AGREEMENT BETWEEN THE CITY OF VERNON
AND [CONTRACTOR'S NAME] FOR [BRIEF DESCRIPTION Oi=
SERVICES] -
THIS AGREEMENT.is made and entered into as of , 2010 ("Effective
Date"), by and between the City of Vernon, a California charter City and California municipal
corporation ("City"), and [Contractor's Name], a [State incorporated in] corporation
("Contractor"). City and Contractor are collectively referred to herein as the "Parties."
RECITALS
A. City desires to have certain [brief description of services] services provided as
more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit
A.
B. Contractor represents it is qualified and capable of furnishing the labor, materials,
and expertise necessary to perform such services. in accordance with the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, the Parties agree as follows:
Section 1. * Term and Time of Performance.
(a) This Agreement shall commence upon the Commencement Date listed
on the Cover Page, and shall remain and' continue in effect through the Termination Date listed
on the Cover Page, unless sooner terminated pursuant to the provisions of this Agreement., City
pFo
may renew this Agreement ona year-to-year basis at its discretion [Ai!eirrFe..pete: r.tgat�,.EfF.�cti�e`D�te'�lstir.d:otiove b''t..ortor:after•t"...:,. •• ` .- .. s„`'` . ,° �.;> .•r.purpt�es be deernd to haver ,been performed pursuant..to this ;4greeinentYubjetto trFe�rtis
e.
t'17"1l �gll'iiiTlnl.'1c+i1�± •'.l ilwFliR;l:;llnr'Iw aiti k�Fr+r1. ti-. .:. a-...... �:.. __
(b) In the event that City renews this Agreement, Contractor may submit a
proposal to increase its rates -no later than thirty (30)'days after receiving notice of City's intent
to renew. Any increase in rates must be approved by City before such increase can take effect.
If City fails to approve the proposed increase within thirty (30) days of receipt, Contractor may
terminate the renewal by giving thirty (30) days written notice.
Section 2. Performance.
(a) Contractor shall perform the services and tasks described and set forth in
the Scope of Services, Exhibit A ("Services"). Additional services must be mutually agreed
upon in writing signed by both Parties prior to performance of those additional services.
(b) Contractor shall at all times faithfully, competently and to the best of its
ability, experience, and talent, perform all Services under this Agreement in accordance with the
standard of care and skill ordinarily exercised by members of the profession currently practicing
in the same locality as the City under similar circumstances and in a manner reasonably
satisfactory to City. Contractor shall at all times comply with the highest ethical standards when
performing Services for the City. _
12720-0001 \1 l 89197v3.doc 2
(c) Contractor. shall keep itself informed of.all local, state, and federal
ordinances; Jaws and regulations which in any manner affect those employed by it or in any way
affect the performance of its Services pursuant to this Agreement. Contractor shall at all times
observe and comply with all such ordinances, laws and, regulations. City; and its City Council
members, officers, officials, employees, agents or volunteers shall not be liable. at law or in
equity occasioned by failure of Contractor to comply with this section. .
(d) Contractor will not be compensated for any work performed not specified
in Exhibit A unless City authorizes such work in advance and in writing.
Section 3. Compensation.
(a) City agrees to compensate Contractor, and Contractor agrees to accept
in full satisfaction: for the services and any supplies or goods required by this Agreement, a sum
not to exceed the Consideration set forth on the Cover Page and more particularly described in
Exhibit B. The Consideration shall constitute reimbursement of Contractor's fee for the Services
as well as for all actual and necessary expenditures reasonably incurred in the performance of
this Agreement (including without limitation, all labor, materials, equipment, supplies, delivery,
tax, assembly, and installation, as applicable).
(b) There shall be no claims for additional compensation for reimbursable
expenses and Contractor shall not be reimbursed for any additional expenses.
Section 4. Method of Payment. City shall pay Contractor the Consideration in
accordance with the method and schedule of payment set forth in Exhibit B.
Section 5. Responsible Principals.
(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 who shall administer the terms of the Agreement on behalf of City.
Section 6. Personnel.
(a) All persons performing Services shall have all the necessary technical
expertise, permits, professional licenses, certificates, training, and other qualifications required
by this Agreement or other applicable laws. Contractor shall provide City with said permits,
licenses„ and certificates at the request of City.
(b) 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 Services.
Section 7. Permits and Licenses. Contractor shall obtain and maintain during the
Agreement terra all necessary licenses, permits and certificates required by law for the provision
of services under this Agreement, including a business license.
12720-0001\1189197v3.doc 3
Section 8. Access. Contractor shall comply with all reasonable access and other
restrictions that City, may impose. No access to City prop
erty performance of the Services
shall.be permitted priorto delivery to City of proof of insurance paid and maintained by
Contractor.
Section 9. Contractor's Duties and Representations.
Contractor represents, covenants and agrees as follows:
(a) There are no obligations, commitments, or impediments of any kind that
will limit or prevent performance of the Services.
(b) Contractor 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.
(c) There is no litigation pending against Contractor and Contractor is not the
subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to
its actual knowledge, have been convicted of a felony.
Section 10. Independent. Contractor.
(a) Contractor is and shall at all times remain, as to City,. a wholly
independent contractor. The. personnel performing the Services under this Agreement on behalf
of Contractor shall at all times be under Contractor's exclusive direction and control.Neither
City nor any of its City Council members, officers, officials, employees, agents, or volunteers
shall have control over the conduct of Contractor or any of Contractor's officers, employees, or
agents except as set forth in this Agreement. Contractor shall not at any time or in any manner
represent that it or any of its officers, employees, or agents. are in any manner officers, officials,
employees, agents, or volunteers of City. Contractor shall not incur or have the power to incur
any debt, obligation or liability whatsoever against City, or bind City in any manner.
(b) No employee benefits shall be available to Contractor or its officers,
employees, or agents in connection with the performance of this Agreement. Except for
Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries,
wages, or other compensation to Contractor for performing services hereunder for the City. City
shall not be liable for compensation or indemnification to Contractor or its officers, employees,
or agents for injury or sickness arising out of performing services hereunder.
(c) Contractor agrees to pay and be responsible for paying all Federal, State
and local taxes for compensation received by Contractor from City while performing services for
city.
Section 11. Termination.
(a) Termination Right. City may, at any time, for any reason or for no reason,
with or without cause, terminate this Agreement, by serving upon the Contractor at least five (5)
calendar days prior written notice. Upon receipt of such notice, Contractor shall immediately
cease all work under this Agreement, unless the notice provides otherwise.
12720-0601\1189197v3.doc 4
(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 to 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.
(c) Actions Subsequent to Termination. In the event of termination of this
Agreement, Contractor shall deliver all Confidential Information, as defined in Section 13 below,
to City .within thirty (30) days after the termination of this Agreement. Contractor shall also take
all such other action as City reasonably requires and shall cooperate. with City to effectuate an
orderly and systematic termination of Contractor's duties and activities hereunder.
(d) All of the terms and conditions in the Agreement related to payment,
confidentiality, indemnification, dispute resolution and -waiver shall survive termination of this
Agreement.
Section 12. Limitation of Citv`s Liability. City's liability on any kind of claim for any
loss or damage arising out.of,•in connection with, or resulting from this Agreement, shall in no
case exceed the amount that would be paid to Contractor for the full performance of the
services required by this Agreement. In no event shall City bel liable for anticipated profits or for
incidental, consequential or punitive damages. City shall not be liable for penalties of any
description.
Section 13. Confidential Status: Disclosure of Information.
(a) Confidential Status; Disclosure of Information. All data, customer
information, business practices, business methods, privileged information, trade secrets,
financial statements, floor plans, designs, blueprints, maps, surveys, drawings, models, reports, .
correspondence, logs, documents, materials or other information developed or created by
Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the
performance of this Agreement ("Confidential Information") are deemed confidential and shall
not be disclosed by Contractor to any third party without City's prior written consent. City_
reserves all rights to Confidential Information. City shall grant consent if disclosure is legally
required. All Confidential Information shall be returned to City upon completion or termination of
this Agreement. Contractor's covenant under this section shall survive the termination of this
Agreement. City may disclose to third parties any Confidential Information at its sole discretion.
(b) Contractor's obligation not to disclose any Confidential Information shall
not extend to information that:
i. was in the possession of, or was rightfully known by, the
Contractor without an obligation to maintain its confidentiality prior to receipt from City;
ii. is or becomes generally known to the public without violation of
this Agreement;
III.. is obtained without an obligation of confidentiality by the
Contractor in good faith from a third party having the right to disclose it without an obligation of
confidentiality; or
12720-0001\1189197v3.doc 5
iv. information which is required to be disclosed pursuant to any court
order or directive having the force of law.
(c) The provisions.of this section shall survivethe termination of this
Agreement.
Section 14. Technical Materials. City reserves all rights to any and all tools, dies,
patterns, plates or other similar 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's
covenant under this section shall survive the termination of this Agreement.
Section 15. Records and Inspections. Contractor shall maintain full and accurate
records with respect to all matters covered under this Agreement for Records Retention Period.
Cityshall have access, without charge, during normal business hours to such records, and the
right to examine and audit the same and to make copies and transcripts therefrom, and to
inspect all program data, documents, proceedings and activities.
Section 16. Default. Contractor's failure to comply with the provisions of this
Agreement shall constitute a default. In the event that Contractor is in default under the terms
of this Agreement, City shall have no obligation or duty to continue compensating Contractor for
any work performed after the date of default and can terminate this Agreement immediately by
+i\,ritten notice to Contractor.
Section 17. Indemnification. Contractor agrees to defend, indemnify, protect and hold
harmless City, its City Council. members; officers; officials, employees, agents, and volunteers
from and against any and all claims, suits, demands, actions, losses, damages, judgments,
settlements, penalties, fines, defensive costs or expenses, including without limitation, interest,
attorneys' fees and expert witness fees, or liability of any kind or nature arising out of or
attributable to the acts or omissions of Contractor, or Contractor's officers, employees, or agents
which. in any way arise out of,, result from, or are in any way related to the performance or non-
performance of this Agreement, excepting only liability arising out of the sole negligence or
willful misconduct of City, its City Council members, officers, officials, employees, agents, or
volunteers.
THE PROVISIONS O1= THIS. SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND
SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION.
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 18. 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.
12720-0001 \11891970. doc
(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
Contractor or Contractor's officers, employees, or agents in performing the services required by
this Agreement.
(c) Contractor agrees to maintain in force at all times during the performance
of work under this Agreement workers compensation insurance as required by law.
(d) 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.
Each Excess Liability Insurance policy shall provide policy coverage and terms at least as broad
as those required of the primary insurance and shall provide that such Excess Liability
Insurance policy will drop down and assume the underlying: insurer's obligations and provide
coverage in the event the underlying insurer becomes insolvent.
(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+; Vti, 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 thisAgreement, Contractor shall maintain
on file with the Risk Manager,. a certificate or certificates of insurance, satisfactory to the City
Attorney and Risk Manager, along with a copy of the policy declarations page for each policy
showing that the aforesaid policies are in effect in the required amounts. Upon request by City,
Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing
that the coverage and policy endorsements required under this Agreement are maintained in
force. Contractor shall, prior to commencement of work under this Agreement, file with the Risk
Manager, such certificate or certificates and a copy of the policy declarations page for each
policy. The policies of insurance required by this Agreement shall contain an endorsement
naming the City, its officers, officials, employees, agents, and volunteers as additional insureds.
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.
(1) All of the policies of insurance required by this Agreement shall contain
(1) an endorsement naming the City, its City Council members, officers, officials, employees,
agents, and volunteers as additional insureds, (2) an endorsement providing that the policies
cannot be canceled or reduced except with thirty (30) days prior written notice to City, and (3)
an endorsement specifically stating that the coverage contained in the policies affords insurance
pursuant to the terms and conditions as set forth in this Agreement.
12720-000111189197v3.doc 7
(j) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its City Council
members, officers, officials, employees, agents, or volunteers shall be excess of Contractor's
insurance and shall not contribute with it. The policies of insurance required by
this Agreement
shall include provisions for waiver of subrogation. Contractor hereby waives all rights of
subrogation against City, its City Council members, officers, officials, employees; agents, and
volunteers.
(k) 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 19.. Certification. In accordance with the provisions of Section 3700 of the
Labor Code, Contractor shall secure the payment oficompensation 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 20. Standard Soecifications. 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, which
specifications are hereinafter referred to as the "Standard Specifications." The provisions of
these Standard Specifications shall apply to the work performed under this Agreement, unless
differentstandards are specified in Exhibit A or agreed to.in writing by the City.
Section 21. 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 22. Enforcement of Wage and Hour Laws. Eight hours labor constitutes a
legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)
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 as a penalty paid
to the City; provided, however, work performed by employees of contractors in excess of 8
hours per day, and 40 hours during any one week, shall be permitted upon compensation for all
hours worked in excess of 8 hours per day at not less than 11 /2 times the basic rate of pay.
12720-0001 \1189197v3.doc 8
Section 23. Materials and Workmanshin. 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 24. Licenses and Permits. Except as provided herein below, Contractor shall
obtain and pay for all 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 25. 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, 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 26. Assignment and Subcontracting. Contractor shall not assign or attempt to
assign any portion of this Agreement, or subcontract any required performance hereunder,
Without the prior written approval of City. Any assignment or subcontract made in violation of
this section is invalid and void. 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 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, 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. Attorneys Fees. In the event a dispute, claim or litigation arises regarding
this Agreement, the prevailing party shall be entitled to reimbursement for reasonable attorneys
fees and actual costs, which may be set by the arbitrators or the court in the same action or in a
separate action brought for that purpose, in addition to any other relief which is obtained.
Section 29. Governing Law. This Agreement shall be interpreted and enforced
according to, and the Parties rights and obligations governed by, the domestic law of the State
of California, without regard to its laws regarding choice of applicable law.
12720-0001 \1189197v3.doc 9
Section 30. Entire Agreement and Modifications. This Agreement, including
attachments incorporated herein by reference, represents the entire integrated agreement and
understanding between the Parties, and supersedes all prior or contemporaneous negotiations,
representations, agreements, understandings and statements; written or oral. This Agreement
may only be modified by writing signed by both Parties.
Section 31. 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 hereunder 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 thereof 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 32. Force Maieure. Neither party shall be considered in default of any of its
obligations under this Agreement when a failure of performance shall be due to an
uncontrollable force. The term "uncontrollable force" shall mean flood, earthquake, storm, fire,
lightning, epidemic, war, riot, civil disturbance or disobedience, federal, state, or municipal
action, statute, ordinance, or regulation, embargoes of the United States Government or any
other government, which by exercise of due diligence such party could not reasonably have
been expected to avoid and by exercise of due diligence has been unable to overcome. Either
party rendered unable to fulfill any of its obligations under this Agreement by reason of an
uncontrollable force shall give written notice within five (5)'business days of such fact to the
other party and shall exercise due diligence to remove such inability with all reasonable
dispatch.
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. Notices. All notices, approvals, consents and other communications
between the Parties shall be in writing, .and shall be sent by certified mail (return receipt
requested) or other delivery service which provides evidence of delivery, using the address set
forth on. the Cover Page under "Notice. Information - City" or "Notice Information — Vendor," as
appropriate, or at such other address as may be furnished by either party to the other in writing.
Mailed notices will be deemed communicated as of the day of receipt.
Section 35. Cover Page and Exhibits. 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 36. Headings. Headings. used in this Agreement are for convenience and
ease of reference only and shall not affect the interpretation of the Agreement.
Section 37. Survival of Terms. All of the terms and conditions in this Agreement
related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive
termination of this Agreement.
12720-0001\11 891970.6c 10
Section 38. Severability. Whenever possible, each provision of this Agreement shall
be interpreted in such a manner as to be valid. under applicable law. If any provision of this
Agreement is determined by a court of competent jurisdiction to be invalid, void or,
unenforceable, the remaining provisions shall nevertheless continue in full force and effect, and
shall in no way be affected, impaired or invalidated.
Section 39 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 under this Agreement.
[Signatures Begin on Next Page].
12720-0001%1189197v3.doc 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 [CONTRACTOR'S NAME], a [State
and California municipal corporation incorporated in] corporation
By: By:
HILARIO GONZALES Name:
Mayor
Title:
ATTEST:
By:
Name:
WILLARD G. YAMAGUCHI, City Clerk Title:
APPROVED AS TO FORM:
LAURENCE S. WIENER, City Attorney
12720-0001\1189197v3.doc 12
r
EXHIBIT A
SCOPE OF SERVICES
Contractor will perform the following work pursuant to this Agreement:
[Describe services here in detail, including schedules for deliverables and services]
SCHEDULE OF WORK:
[Provide a timeline in which work shall be commenced and completed]
WARRANTY:
[If applicable, indicate warranty]
12720-0001 \I 189197v3.doc 13
EXHIBIT B
FLATFEE
[Example (Delete and replace with actual terms):]
[Contractor shall be paid $[insert flat amount] to perform all Services described in Exhibit A.]
[Contractor shall invoice City [FREQUENCY] for Services provided under this Agreement.]
[Example (Delete and replace with actual terms):]
12720-0001\1189197v3.doc 14
CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM
VIA 11.': mecemper.LS,.Luiu
TO: Honorable Mayor and City Council
FROM: Samuel Kevin Wilson, Director of Community Services & Water
R ,: Permission to Seek Request for Proposals for Refuse Collection, Recycling and
Disposal Services -
The Department of Community Services and Water (Department) ,is requesting permission to
seek Request for Proposals (RFP) from qualified refuse haulers to provide Refuse Collection, Recycling
and Disposal Services for City Hall, City Apartments, Recycling Center, Light and Power, Petrelli
Electric, Fire Stations, and City Housing. The City currently has an agreement with Consolidated
Disposal Services, LLC (Consolidated) to perform this function. The Department last went to bid in 2006
and awarded the agreement to Innovative Waste Control, Inc. Innovative WasteControl, Inc: was
subsequently sold to Consolidated and the agreement with the City was made effective January 22, 2008.
The Department, in light of changing economic conditions, believes it will be in the best interest of the
City to seek RFP's for this work in order to gain a fair market perspective in terms of current costs for this
type of service.
The attached RFP for Refuse Collection, Recycling and Disposal Services for City Hall, City
Apartments, Recycling Center, Light and Power, Petrelli Electric, Fire Stations, and City Housing is
herein attached. It is my recommendation that the City Council grant the Department permission to seek
RFP's from franchised solid waste refuse haulers already permitted to work within the City of Vernon at
the next City Council meeting, Thank you.
SKW/sr
Enclosures
of VERB
,q opt ro�p
COMMUNITY SERVICES & WATER DEPARTMENT
OFFICE MEMORANDUM
TO Mark Whitworth, City Administrator
FROM: Samuel Kevin Wilson, of Community Services and Water
DATE: December 23, 2010
SUBJECT: Permission to Seek Request for Proposals for Refuse Collection, Recycling and
Disposal Services
The Department of Community Services and Water (Department) has prepared a Request for Proposal
(RFP) to seek bids from qualified refuse haulers to facilitate Refuse Collection, Recycling and Disposal Services
for City Hall, City Apartments, Recycling Center, Light and Power, Petrelh Electric, Fire Stations, and City
Housing. The Department last went to bid in 2006 and awarded the agreement to Innovative Waste Control, Inc.
(Innovative). Innovative was subsequently sold to Consolidated Disposal Services, LLC, and the agreement was
made effective January 22, 2008. The Department has determined that is should seek RFP's in order to ascertain
current market rates for disposal services.
The RFP for Refuse, Collection, Recycling and Disposal Services is herein attached, along with a Staff
Report recommending that the City Council grant approval to issue RFP's to qualified refuse haulers to perform
Refuse Collection, Recycling and Disposal Services at the next City Council meeting. Thank you.
SKW/sr
Enclosures
FAScott\Scott\My Doamients\Tiash RFP\RFP Trash City Adminishator.doc
COMMUNITY SERVICES & WATER DEPARTMENT
Samuel Kevin Wilson, Director of Community Services & Water
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811 Fax (323) 826-1435
City of Vernon
Request For Proposal
For Refuse Collection, Recycling And Disposal
Services
December 2010
INTENT
The City of Vernon (City) is issuing this Request for Proposal (RFP) to solicit proposals
from qualified refuse haulers to provide refuse collection, recycling and disposal services.
Upon review of the bid form attached herewith, vendors are asked to provide firm cost
estimates.
Only permitted refuse haulers already permitted to work within the City of Vernon will
be allowed to submit proposals.
SCOPE OF WORK
Under the proposed agreement, the Contractor shall be required to provide disposal and
recycling services as specified for the following locations:
• 4305 Santa Fe Avenue: Provide two (2) three (3) yard bins for recyclable
materials that shall be picked up on a one (1) time per week;
• 4305 Santa Fe Avenue: Provide four (4) three (3) yard bins for regular trash
debris that shall be picked up five (5) times per week, once per day, Monday
through Friday (no later than 6:00 A.M.);
E.-�clusively Industrial
• 3376-3390 50th-Street: Provide one (1) two (2) yard container for recyclable
materials that shall be picked up one (1) time per week;
• 3376-3390 50' Street Provide one (1) three (3) yard bin for regular trash debris
that shall be picked up one (1) time per week;
• 2221 East 55th Street:Provide three (3) forty (40)- yard roll -off containers for
regular trash debris that shall be picked up on an as needed basis;
2221 East 55th Street: Provide one (1) forty (40) yard roll -off container for green
waste that shall be picked up on an as needed basis;
• 222.1 East55th Street: Provide one (1) forty (40) yard roll -off container for waste
tires that shall be picked up on an as needed basis;
• 4990 Seville Avenue: Provide one (1) three yard bin for regular trash debris that
shall be picked up two (2) times per week;
• 2716 Leonis Blvd.: Provide one (1) four (4) yard bin to be picked up two (2)
times per month for regular trash debris.
• 2323 East Vernon Avenue: Provide one (1) three (3) yard bin for regular trash
debris to be picked up two (2) times per week;
• 2800 Soto Street: Provide one (1) forty (40) yard roll -off, container for regular
trash debris that shall be picked up on an as needed basis;
• City Housing (See Page 6): Provide one (1) 60-gallon trash can for regular trash
debris to be picked up one (1) time per week;
• City Housing (See Page 6):'Provide one (1) 60-gallon trash can for recyclable
materials to be picked up one (1) time per week;
• City Housing (See Page 6)`. Provide one .(1).60-gallon trash can _for :green waste
to be picked up one (1) time per week;
• Fire Station 1 3375 Fruitland Avenue: Provide Two (2) three (3) yard bins for
regular trash debris to be picked up one (1) time per week;
• Fire Station 1 3375 Fruitland Avenue:' Provide one (1) three (3) yard bin for
recyclable materials to be picked up one (1) time per week
• Fire Station 2: 4301 Santa Fe Avenue; Provide one (1) three (3) yard bin for
regular trash debris to be picked up one (1) time per week;
• Fire Station 2: 4301 Santa Fe Avenue: Provide two (2) 60 gallon containers for
recyclable materials to be picked up one (1) time per week;
• Fire Station 3: 2800 Soto Avenue: Provide two (2) three (3) yard bins for regular
trash debris to be picked up one (1) time per week;
Fire Station 3: 2800 Soto _Avenue: Provide one (1) three (3) yard bin for
recyclable materials to be picked up one (1) time per week; and
• Fire. Station 4: 4530 B`andini Blvd: Provide'one (1) three (3) yard bin for regular
trash debris to be picked up one (1) time per week.
• Fire Station 4: 4530 Bandini Blvd: Provide two (2) 60 gallon containers for
recyclable materials to be picked up one (1) time per week;
In addition, the proposer shall commit to recycling or diverting from disposal as much of
the recyclable materials collected from City facilities as feasibly possible. An annual
report of recycled and diverted from disposal materials shall be submitted to the City (one
copy each to the Community Services Department and the Health and Environmental
2
Control Department) by March 1" of,'each year for the previous year. The annual report
shall include information on the amounts and categories of materials (paper, cardboard,
aluminum, glass; green waste, etc.) and the recycling/diversion facilities where the
materials were delivered:
CRITERIA FOR SELECTION
The City reserves the :"right to accept or reject any and/or all proposals, to waive
irregularities and technicalities, and to request resubmission. There is no obligation on the
part of the City to award the contract to the lowest bidder. The City reserves the right to
award the contract to the most qualified bidder who submits a responsive proposal with a
resulting negotiated agreement that is most advantageous to and in the best interests of
the City. The City shall be the sole judge of the proposal and the resulting negotiated
agreement, and its decision shall be final.
PROPOSAL FORMAT
The proposal shall include, at minimum, the following items:
• Letter of Transmittal;
• Executive Summary Limit to two pages;
• Understanding of, and approach to, the project;
• Experience with similar projects completed in the past three years and related
references;
• Qualifications of the firm members. and their commitment to the project;
• A detailed description of the Scope of Work; and
• Bid forms; shall be placed in a separate sealed envelope.
CONSULTING SERVICES CONTRACT -
A sample of the City's Standard Professional Contracting Services Agreement and
Insurance Requirements that the successful Proposer will be required to enter into with
the City are herein attached. Proposers are strongly advised to review all the terms and
conditions of the sample Agreement. If the Proposer takes exception to any provision of
the attached sample Agreement, the, Proposer must specify each provision and give a
detailed statement of why he takes exception to each such provision. The extent to which
the Proposer takes exception to provisions in the Agreement will be considered and
evaluated in the Agreement award.' Submission of the proposing firm's standard
agreement as a part of the proposal will not be accepted. Upon entering into an
3
Agreement with the City, the contractor shall have and maintain a Non. -Exclusive
Franchise Agreement for Solid Waste Services with the City of Vernon.
INTERPRETATIONS
No oral interpretations will be given as to the meaning of the specification documents or
any part thereof. Every request for interpretation shall be made in writing to the City of
Vernon. Based upon such inquiry, the City may choose to issue an Addendum.
MINIMUM QUALIFICATIONS
The specifications herein state the minimum requirements for the City. Unauthorized
conditions, limitations, or provisions shall be cause for rejection. The City of Vernon will
consider as "non -responsive" any proposal not prepared and submitted in accordance
with the proposal document and specification, or any bid lacking sufficient technical
literature to enable the Department to make a reasonable determination of compliance to
the specification.
It shall be the proposer's responsibility to carefully examine each item of the
specification. All variances, exceptions and/or deviations shall be fully described in the
appropriate section. Proposers will be considered qualified if they meet or exceed all of
the following criteria. The City reserves the right the right to obtain from Proposers
written explanations and or clarifications regarding their submitted qualifications.
The Proposer has at least 5;years experience providing refuse collection and recycling
service;
• The Proposer shall employ two (2) managers that will serve as the primary and
secondary contact persons in relation to the City's operations. Each of these
individuals should have current responsibility for the firm's operations and at least 5
years of managerial or supervisorial experience in the refuse collection industry;
• The Proposer's fleet shall be in compliance with all air pollution laws in accordance
with all applicable sections of Title 13, California Code of Regulations. The
Proposer's fleet shall conform to any and all methods for determining compliance, as
it pertains to air pollution laws, for a municipality that contracts with owners for solid
waste collection in the State of California.
• The Proposer has not received a citation or failure -to -abate notice in the last three
years from the California Division of Occupational Safety and Health; and
• The Proposer's terminal, where it maintains the vehicles that will be used to serve the
City, has received a rating of Satisfactory (S) by the California Highway Patrol'(CHP)
in their most recent BIT (Biennial Inspection of Terminals) inspection.
Address
Type
3345'`Fruitland Avenue-
3-Bedroom Home
3349 Fruitland Avenue.
2-Bedroom Home
3353 Fruitland Avenue
3-Bedroom Home
3357 Fruitland Avenue
3-Bedroom Home
3361'Fruitland Avenue
3-Bedroom Home
3365 Fruitland Avenue
2-Bedroom Home
3550"East Vernon Avenue
3-Bedroom Home
3560 East Vernon Avenue
2-Bedroom Home
4321 Furlong Place
3-Bedroom Home
4322 Furlong Place -
3-Bedroom Home
4323 Furlong Place
2-Bedroom Home
4324 Furlong Place
2-Bedroom Home
4325 Furlong Place -
2-Bedroom Home
4326`Furlong Place
2-Bedroom Home
4327 Furlong Place
2-Bedroom Home
4328 Furlong Place
2-Bedroom Home
4329 Furlong Place
3-Bedroom Home
4330 Furlong Place
3-Bedroom Home
9
10
SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S
NAME] FOR [BRIEF DESCRIPTION OF SERVICES]
COVER PAGE
Contractor:
[insert name of contractor]
Responsible Principal of Contractor:
[insert name, title]
Notice Information - Contractor:
[insert name of contractor]
[insert insert street address]
[insert city, state, zip code]
Attention.` [insert name, title]
Phone: [insert phone number]
Facsimile: [insert fax number] -
Notice Information —City:
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Attention: Mark Whitworth,
City Administrator
Telephone: (323) 583-8811 ext. 398
Facsimile: (323);826-1422
Commencement Date:
[insert commencement date]
Termination Date:
[insert termination date]; unless extended
pursuant to Section 1
Consideration:
Total not to exceed $[insert amount]
(includes all applicable sales tax); and more
particularly described.in Exhibit B '
Records Retention Period
[insert number of years contractor must
retain records]
12720-0001\1189197v3.doc
SERVICES AGREEMENT BETWEEN THE CITY OF VERNON
AND [CONTRACTOR'S NAME] FOR [BRIEF DESCRIPTION OF
SERVICES]
THIS AGREEMENT is made and entered into as of 2010 ("Effective
Date"), by and between the City of Vernon, a California charter City and California municipal
corporation ("City"), and [Contractor's Name], a [State incorporated in] corporation
("Contractor"). City and Contractor are collectively referred to herein as the "Parties."
RECITALS
A. City desires to have certain [brief description of services] services provided as
more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit
A:
B. Contractor represents it is qualified and capable of furnishing the labor, materials,
and expertise necessary to perform such services in accordance with the terms and conditions
set forth in this Agreement.;
NOW, THEREFORE, the Parties agree as follows:
Section 1. Term and Time of Performance.
(a) This Agreement shall commence upon the Commencement Date listed
on the Cover Page, and shall remain and continue in effect through the Termination Date listed
on the Cover Page, unless sooner terminated pursuant tothe provisions of this A.9reement City
may renew this Agreement on a year to-yearbasls at its discretion: [Any servlcesMperforl7�ed
prior to the Effective Date ilsfed above, but on or`:afiter the Commencement Date, shall fo.r-all
:-.
purposesbe deemed io have. been:performed pursuant:to this Agreement; subject to the terries
and cpnditions;hereof:] [INCLUDE/MQDIFY IF APPLICABLE]
(b) in the event that City renews this Agreement, Contractor may submit a
proposal to increase its rates -no later than thirty (30) days after receiving notice of City's intent
to renew. Any increase in rates must be approved by City before such increase can take effect.
If City fails to approve the proposed increase within thirty (30) days of receipt, Contractor may
terminate the renewal by giving thirty (30) days written notice.
Section 2. Performance.
- (a) Contractor shall perform the services and tasks described and set forth in
the Scope of Services, Exhibit A ("Services" ). Additional services must be mutually agreed
upon in writing signed, by both Parties prior to performance of those additional services.
(b) Contractor shall at all times faithfully, competently and to the best of its
ability, experience, and talent, perform all Services under this Agreement in accordance with the
standard of care and skill ordinarily exercised by members of the profession currently practicing
in the same locality as the City under similar circumstances and in a manner reasonably
satisfactory to City. Contractor shall at all times comply with the highest ethical standards when
performing Services for the City:
12720-0001U 189197v3.doc 2
(c) Contractor shall keep itself informed of all local, state, and federal
ordinances; laws and regulations which in any manner affect those employed by it or in any way
affect the performance of its Services pursuant to this Agreement. Contractor Shall at all times
observe and comply with all such ordinances, laws and regulations. City, and its City Council
members, officers, officials, employees, agents or volunteers shall not be liable at law or in
equity occasioned by failure of Contractor to comply with this section.
(d) Contractor will not be compensated for any work performed not specified
in Exhibit A unless City authorizes such work in advance and in writing.
Section3. Compensation.
(a) City agrees to compensate Contractor, and Contractor agrees to accept
in full satisfaction for the services and any supplies or goods required by this Agreement, a sum
not to exceed the Consideration set forth on the Cover Page and more particularly described in
Exhibit B. The Consideration shall constitute reimbursement of Contractor's fee for the Services
as well as for all actual and necessary expenditures reasonably. incurred in the performance of
this Agreement (including without limitation, all labor, materials, equipment, supplies, delivery,
tax, assembly, and installation, as applicable).
(b) There shall be no claims for additional compensation for reimbursable
expenses and Contractor shall not be reimbursed for any additional expenses.
Section 4. Method of'Pavment. City shall pay Contractor the Consideration in
accordance with the method and schedule of payment set forth in Exhibit B.
Section 5. Responsible Principals.
(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 shallnot be made without prior written consent of City.
(b) City's Responsible Principal shall be the City Administrator or his
designee who shall administer the terms of the Agreement on behalf of City.
Section 6. Personnel.
(a) All persons performing Services shall have all the necessary technical
expertise, permits, professional licenses, certificates, training, and other qualifications required
by this Agreement or other applicable laws. Contractor shall provide City with said permits,
licenses,. and certificates at the request of City.
(b) 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 Services.
Section 7. Permits and Licenses. Contractor shall obtain and maintain during the
Agreement term all necessary licenses, permits and certificates required by law for the provision
of services under this Agreement, including a business license.
12720-0001\1189197v3.doc 3
Section 8. Access. Contractor shall comply with all reasonable access and other
restrictions that City may impose. No access to City property for performance of the Services
shall be permitted prior to delivery to City, of proof of insurance paid and maintained by
Contractor.
Section 9. Contractor's Duties and Representations.
Contractor represents, covenants and agrees as follows:
(a) There are no obligations, commitments, or impediments of any kind that
will limit or prevent performance of the Services.
(b) Contractor 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.
(c) There is no litigation pending againstContractorand Contractor is not the
subject of any criminal investigation or proceeding, and neither Contractor nor its personnel, to
its actual knowledge, have been convicted of a felony:
Section 10. Independent. Contractor.
(a) Contractor is and shall at all times remain, as to City, a wholly
independent contractor. The. personnel performing the Services under this Agreement on behalf
of Contractor shall of all times be under Contractor's exclusive direction and control. Neither
City nor any of its City Council members, officers, officials, employees, agents, or volunteers
shall have control over the conduct of Contractor or any of Contractor's officers, employees, or
agents except as set forth in this Agreement. Contractor shall not at any time or in any'manner
represent that it or any of its officers, employees, or agents are in any manner officers, officials,
employees, agents, or volunteers of City. "Contractor shall not incur or have the power to incur
any debt, obligation or liability whatsoever against City, or bind City in any manner.
(b) No employee benefits shall be available to Contractor or its.officers,
employees, or agents in connection with the performance of this Agreement. Except for
Consideration paid to Contractor as provided in the Agreement, City shall not pay salaries,
wages, or other compensation to Contractor for performing services hereunder for the City. City
shall not be liable for compensation or indemnification to Contractor or its officers, employees,
or agents for injuryor sickness arising out of performing services hereunder.
(c) Contractor agrees to pay and be responsible for paying all Federal, State
and local taxes for compensation received, by Contractor from City while performing services for
City.
Section 11. Termination
(a) Termination Right. City may, at any time, for any reason or for no reason,
with or without cause, terminate this Agreement, by serving upon the Contractor at least five (5)
calendar days prior written notice. Uponreceipt of such notice, Contractor shall immediately
cease all work under this Agreement, unless the notice provides otherwise.
12720-0001\1189197v3.doc 4
(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 to 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
(c) Actions Subsequent to Termination. In the event of termination of this -
Agreement, Contractor, shall deliver all Confidential Information, as defined in Section 13 below,
to City within thirty (30) days after the termination of this Agreement. Contractor shall also take
all suchotheraction as City reasonably requires and shall cooperate with City to effectuate an
orderly and systematic termination of Contractor's duties and activities hereunder:
(d) All of the terms and conditions in the Agreement related to payment,
confidentiality, indemnification, dispute resolution and waiver shall survive termination of this
Agreement.
Section 12. _Limitation of City's Liability. City's liability on any kind of claim for any
loss or damage arising out of, in connection with, or resulting from this Agreement, shall in no
case exceed the amount that would be paid to Contractor for the full performance of the
services required by this Agreement. In no event shall City be liableforanticipated profits or for
incidental, consequential or punitive damages. City shall not be liable for penalties of any
description.
Section13. Confidential Status: Disclosure of Information,
(a) Confidential Status; Disclosure of Information. All data, customer
information, business practices, business methods, privileged information, trade secrets,
financial statements, floor plans, designs, blueprints, maps, surveys, drawings, models, reports, .
correspondence, logs, documents, materials or other information developed or created by
Contractor, received by Contractor, revealed to Contractor, or provided to Contractor for the
performance of this Agreement ("Confidential Information") are deemed confidential and shall
not be disclosed by Contractor to any third party without City's prior written consent. City,
reserves all rights to Confidential Information. City shall grant consent if disclosure is legally
required. All Confidential information shall be returned to Cityupon completion orterminationof
this Agreement. Contractor's covenant under this section shall survive the termination of this
Agreement. City may disclose to third parties any Confidential Information at its sole discretion.
(b) Contractor's obligation not to disclose any Confidential Information shall
not extend to information that:
. was in the possession of, or was rightfully known by, the
Contractor without an obligation to maintain its confidentiality prior to receipt from City;
ii. is or becomes generally known to the public without violation of
this Agreement; -
iii. is obtained without an obligation of confidentiality by the
Contractor in good faith from a third party having the right to disclose it without an obligation of
confidentiality; or
12720-0001\1189197v3.doe
iv. information which is required to be disclosed pursuant to any court
order or directive having the force of law.
(c) The provisions of this section shall survive the termination of this '
Agreement.
Section 14. Technical Materials. City reserves all rights to any and all tools, dies,
patterns, plates or other similar 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's
covenant under this section shall survive the termination of this Agreement.
Section 15. Records and Inspections. Contractor shall maintain full and accurate
records with respect to. all matters covered under this Agreement for Records Retention Period.
City shall have access, without charge, during normal business hours to such records, and the
right to examine and audit the same and to make copies and transcripts therefrom, and to
inspect all program data, documents, proceedings and activities.
Section 16. Default. Contractor's failure to comply with the provisions of this
Agreement shall constitute a default. In the event that Contractor is in default under the terms
of this Agreement, City shall have no obligation or duty to continue compensating Contractor for
any work performed after the date of default and can terminate this Agreement immediately by
Written notice to Contractor.
Section 17. Indemnification. Contractor agrees to defend, indemnify, protect and hold
harmless City, its City Council members, officers, officials, employees, agents, and volunteers
from and against any and all claims, suits, demands, actions, losses, damages, judgments,
settlements, penalties, fines, defensive costs or expenses, including without limitation, interest,
attorneys' fees and expert witness fees, or liability of any kind or nature arising out of or
attributable to the acts or omissions,of Contractor, or Contractor's officers, employees, or agents
which in any way arise out of,, result from, or are in anyway related to the performance or non-
performance of this Agreement, excepting only liability arising out of the sole negligence or
willful misconduct of City, its City Council :members, officers, officials, employees, agents, or
volunteers.
THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL
SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT AND
SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION.
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 insurancecoveragecarried by
Contractor.
Section 18. 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:
12720-0001\1189197v3.doc 6
(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
Contractor or Contractor's officers, employees, or agents inperforming the services required by
this Agreement:
(c) Contractor agrees to maintain in force at all times during the performance
of work under this Agreement workers compensation insurance as required by law.
(d) 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 ExcessLiability Insurance, with
minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit.
Each Excess Liability Insurance policy shall provide policy, coverage and terms at least as broad
as those required of the primary insurance and shall provide that such Excess Liability
Insurance policy will drop down and assume the underlying insurer's obligations and provide
coverage in the event the underlying insurer becomes insolvent.
(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 shall maintain
on file with the Risk Manager, a certificate or certificates of insurance, satisfactory to the City
Attorney and Risk Manager, along with a copy of the policy declarations page for each policy
showing that the aforesaid policies are in effect in the required amounts;_ Upon request by City,
Contractor shall cause its insurers to issue certified copies of the insurance policies evidencing
that the coverage and policy endorsements required under this Agreement are maintained in
force. Contractor shall, prior to commencement of work under this Agreement, rile with the Risk
Manager, .such certificate or certificates and a copy of the policy declarations page for each
policy. The policies of insurance required by this Agreement shall contain an endorsement
naming the City, its officers, officials, employees, agents, and volunteers as additional insureds.
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) All of the policies of insurance required by this Agreement shall contain
(1) an endorsement naming the City, its City Council members, officers, officials, employees,
agents, and volunteers as additional insureds, (2) an endorsement providing that the policies
cannot be canceled or reduced except with thirty (30) days prior written notice to City,, and (3)
an endorsement specifically stating that the coverage contained in the policies affords insurance
pursuant to the terms and conditions as set forth in this Agreement.
12720-0001M 189197v3.doc 7:
(j) The insurance provided by Contractor shall be primary to any coverage
available to City, and any insurance or self-insurance maintained by City, its City Council
members, officers, officials,employees, agents, or volunteers shall be excess of Contractor's
insurance and shall not contribute with it. The policies of insurance required by this Agreement
shall include provisions for waiver of subrogation. Contractor hereby waives all rights of
subrogation against City, its City Council members, officers, officials, employees,' agents, and
volunteers.
(k) 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 19. Certification. In accordance with the provisions of Section 8700 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 20. 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 which
specifications are hereinafter referred to as 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 21. 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 enacted, issued or amended during the term of this
Agreement.
Section 22. Enforcement of Wage and Hour Laws. Eight hours labor constitutes a
legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)
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 one calendar day and 40 hours in anyone calendar week in violation
of the provisions of Sections 1810 through 1815 of the California Labor Code as a; penalty paid
to the City; provided, however, work performed by employees of contractors in excess of 8
hours per day, and 40 hours during any one week, shall be permitted upon compensation for all
hours worked in excess of 8 hours per day at not less than 11 /2 times the basic rate of pay.
12720-0001\1189197v3.doc 8
Section 23. 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 24. Licenses and Permits. Except as provided herein below, Contractor shall
obtain and pay for all 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 25. 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 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, services, or materials
pursuant to the public works contract or the subcontract. This assignment shall be made and
become affective at the time Citytendersfinal payment to Contractor, without further
acknowledgment by the parties.
Section 26. Assignment and Subcontracting: Contractor shall not assign or attempt to
assign any portion of this Agreement, or subcontract any required performance hereunder,
without,the prior written approval of City. Any assignment or subcontract made in violation of
this section is invalid and void. 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 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, 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. Attorneys Fees. In the event a dispute, claim or litigation arises. regarding
this Agreement, the prevailing party shall be entitled to reimbursement for reasonable attorneys
fees and actual costs, which may be set by the arbitrators or the court in the same action: or in a
separate action brought for that purpose, in addition to any other relief which is obtained.
Section 29. Governing Law. This Agreement shall be interpreted and enforced
according to, and the Parties rights;and.obligations governed by, the domestic law of the State
Of California, without regard to its laws regarding choice of applicable law.
12720-0001\1189197v3.dbc 9
Section 30. Entire Agreement and Modifications. This Agreement, including
attachments incorporated herein by reference, represents the entire'integrated agreement and
understanding between the Parties; and supersedes all prior or contemporaneous negotiations,
representations, agreements, understandings and statements, written or oral. This Agreement
may only be modified by a writing signed by both Parties.
Section 31. 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 shalt any delay or omission by either party to exercise any right it
may have hereunder 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 thereof 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 32. Force Maieure. Neither party shall be considered in default of any of its
obligations under this Agreement when a failure of performance shall be due to an
uncontrollable force. The term "uncontrollable force" shall mean flood, earthquake, storm, fire,
lightning, epidemic, war, riot; civil disturbance or disobedience, federal, state, or municipal
action, statute, ordinance, or regulation, embargoes of the United States Government or any
other government; which by exercise of due diligence such party could not reasonably have
been expected to avoid and by exercise of due diligence has been unable to overcome. Either
party rendered unable to fulfill any of its obligations under this Agreement by reason of an
uncontrollable force shall give written notice within five (5) business days of such fact to the
other party and shall exercise due diligence to remove such inability with all reasonable
dispatch. _
Section 83. City Not Obligated to Third Parties. City shall not be obligated or liable
under this Agreement to any party other than Contractor. City shall; timelynotify Contractor of
the receipt of any third -parry Claim relating to this Agreement. City shall be entitled to recover its
reasonable costs incurred in providing the notification required by section.
Section 34. Notices. All notices, approvals,_ consents and other communications
between the Parties shall be in writing, and shall be sent by certified mail (return receipt
requested) or other delivery service which provides evidence of delivery, using the address set
forth on the Cover Page under "Notice .Information City" or "Notice Information - Vendor," as
appropriate, or at such other address as may be furnished by either party to the other in writing.
Mailed notices will be deemed communicated as of the day of receipt.
Section 35. Cover Page and Exhibits. 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-36. Headings. Headings used in this Agreement are for convenience and
ease of reference only and shall not affect the interpretation of the Agreement.
Section 37. Survival of Terms. All of the terms and conditions in this Agreement
related to payment, confidentiality, indemnification, dispute resolution and waiver shall survive
termination of this Agreement.
12720-0001\11891970.doc 10
EXHIBIT A
SCOPE OF SERVICES
Contractor will perform the following work pursuant to this Agreement:
[Describe services here in detail, including schedules for deliverables and services]
SCHEDULE OF WORK:
[Provide a timeline in which work shall be commenced and completed]
WARRANTY:
[If applicable, indicate warranty]
California Code of Regulations Page 1 of 2
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mmCalifornia
elcoe to the online source for the Code of Regulations
13 CA ADC § 2021.1
§ 2021.1. Methods for Determining Compliance for a Municipality That Contracts with Owners for Solid
Waste Collection.
Term
13 CCR § 2021.1
Cal. Admin. Code tit. 13, § 2021.1
Barclays Official California Code of Regulations Currentness
Title 13. Motor Vehicles
Division 3. Air Resources Board
Chapter1. Motor Vehicle Pollution Control Devices
"p Article 4_. Diesel Particulate Matter Control Measures (Refs &_Annos�
§ 2021.1 Methods for Determining Compliance for a Municipality That Contracts
with Owners for Solid Waste Collection.
(a) Compliance Requirement. A municipality shall include language requiring the contractor be in
compliance with all applicable air pollution control laws in any new contract that has an effective date of
December 31, 2004 or later.
(b) Reporting Requirement. A municipality shall submit an annual report to the Executive Officer by
January 31, 2005, and by each January 31 through 2013, as described below:
(1) Alisting of its contractor(s) as of January 1 of each applicable year, and including the following
information:
(A) Municipality name, address, telephone number, fax number, contact name and electronic mail
address;
(B) For each contract, the contractor name, owner name, contact name, if different from owner
name, business address, business telephone number, business fax number, contact electronic
mail address, and the address of each terminal in the jurisdiction that houses collection vehicles,
serving the municipality,
(c) Non -Compliance. Any violations of this section may carry civil penalties as specified in state law and
regulations.
Note: Authority cited: Sections 39600 and 39601, Health and Safety Code. Reference: Sections 39002,
39003, 39650-39675, 43000, 43013, 43018, 43101, 43102, 43104, 43105 and 43700, Health and Safety
Code.
HISTORY
1. New section filed7-20-2004; operative 7-20-2004 pursuant to Government Code section 11343.4
(Register 2004, No. 30).
13 CCR § 2021.1, -*- 13 CA ADC § 2021
http://weblinlcs.westlaw.com/result/default.aspx?action=Search&cfid=l &cnt=DOC&db=... 12/20/2010