HomeMy WebLinkAbout2014 CON JJJ Enterprises - Fire & Security Alarm MonitoringAGREEMENT #124D
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
JJJ ENTERPRISES, INC.
THIS AGREEMENT is entered into this 29th day of August 2014, by and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and JJJ ENTERPRISES,
INC., (the "CONTRACTOR").
RECITALS
WHEREAS, the CITY desires to employ a CONTRACTOR to provide fire and security
alarm monitoring service, replacement, and repair at the National City Civic Center, Public
Library, Police Department, 1726 Wilson Avenue, Fire Station 34, and Martin Luther King
Community Center (the "Buildings").
WHEREAS, the CITY has determined that the CONTRACTOR is a security and fire
alarm company and is qualified by experience and ability to perform the services desired by the
CITY, and the CONTRACTOR is willing to perform such services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the
CONTRACTOR, and CONTRACTOR agrees to perform the services set forth here in
accordance with all terms and conditions contained herein.
The CONTRACTOR represents that all services shall be performed directly by
the CONTRACTOR or under direct supervision of the CONTRACTOR.
2. SCOPE OF SERVICES. The CONTRACTOR will perform fire/security alarm
monitoring, fire panel service, replacement, installations, and repairs for the Buildings as set
forth in the attached Exhibit "A".
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY. The CONTRACTOR shall appear at meetings specified in Exhibit "A" to
keep staff and City Council advised of the progress on the Project.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time
to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under
this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services, not to exceed a factor of 10% from the
base amount.
3. PROJECT COORDINATION AND SUPERVISION. Facilities Supervisor
Rick Hernandez, hereby is designated as the Project Coordinator for the CITY and will monitor
the progress and execution of this Agreement. The CONTRACTOR shall assign a single Project
Director to provide supervision and have overall responsibility for the progress and execution of
this Agreement for the CONTRACTOR. Pete Camejo thereby is designated as the Project
Director for the CONTRACTOR.
4. COMPENSATION AND PAYMENT. The CONTRACTOR shall send the
CITY an invoice each quarter after the inspections are complete. The quarterly invoice shall
include charges for the remote monitoring and the inspections. In the event that CONTRACTOR
performs any repairs or replacement services of a fire alarm system or security alarm system,
CONTRACTOR shall include those charges on the quarterly invoice. Such charges shall be
separate and itemized and such billings shall include labor classifications, respective rates, hours
worked and also materials, if any. The total cost for all work described in Exhibit "A" shall not
exceed $15,000.00 (the Base amount) in any one year period without prior written authorization
from the Purchasing Agent. The quarterly invoices will be processed for payment and remitted
within thirty (30) days from receipt of invoice, provided that work is accomplished consistent
with Exhibit "A", as determined by the CITY.
The CONTRACTOR shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such
materials available at its office at all reasonable times during the term of this Agreement and for
three (3) years from the date of final payment under this Agreement, for inspection by the CITY,
and for furnishing of copies to the CITY, if requested.
5. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONTRACTOR and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONTRACTOR in
this Agreement, the City or the CONTRACTOR shall give to the other written notice. Within ten
(10) business days, the CONTRACTOR and the City shall each prepare a report which supports
their position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONTRACTOR.
6. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on July 31, 2014. The duration of this Agreement is for the period of July
31, 2014 through July 30, 2015. If agreeable to both parties before expiration, the term of this
Agreement may be extended for three (3) additional one year periods, but the compensation may
not exceed $15,000.00 in any one year period. The amendment to the Agreement must be in
writing and signed by both parties. Updated proof of insurance must be submitted.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda,
Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the
CONTRACTOR for this Project, whether paper or electronic, shall become the property of the
2 Citys Standard Agreement-2014 revision
CITY for use with respect to this Project, and shall be turned over to the CITY upon completion
of the Project, or any phase thereof, as contemplated by this Agreement.
Contemporaneously with the transfer of documents, the CONTRACTOR hereby
assigns to the CITY, and CONTRACTOR thereby expressly waives and disclaims any copyright
in, and the right to reproduce, all written material, drawings, plans, specifications, or other work
prepared under this Agreement, except upon the CITY'S prior authorization regarding
reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR
shall, upon request of the CITY, execute any further document(s) necessary to further effectuate
this waiver and disclaimer.
The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce,
modify, assign, transfer, or in any other way, medium, or method utilize the CONTRACTOR'S
written work product for the CITY' S purposes, and the CONTRACTOR expressly waives and
disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to
intellectual property and artistic works.
Any modification or reuse by the CITY of documents, drawings, or specifications
prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section
14, but only with respect to the effect of the modification or reuse by the CITY, or for any
liability to the CITY should the documents be used by the CITY for some project other than what
was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed.
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or
hiring as many employees, or SUBCONTRACTORS, as the CONTRACTOR may deem
necessary for the proper and efficient performance of this Agreement. All agreements by
CONTRACTOR with its SUBCONTRACTOR(S) shall require the SUBCONTRACTOR(S) to
adhere to the applicable terms of this Agreement.
9. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONTRACTOR or any of the CONTRACTOR'S employees,
except as herein set forth, and the CONTRACTOR or the CONTRACTOR'S agents, servants, or
employees are not in any manner agents, servants, or employees of the CITY, it being understood
that the CONTRACTOR its agents, servants, and employees are as to the CITY wholly
3 City's Standard Agreement-2014 revision
independent CONTRACTOR, and that the CONTRACTOR'S obligations to the CITY are solely
such as are prescribed by this Agreement.
10. COMPLIANCE WITII APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable state and
federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR and each
of its SUBCONTRACTOR(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that arc legally
required to practice its profession. The CONTRACTOR represents and covenants that the
CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONTRACTOR'S trade or profession currently practicing under similar
conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, bcen debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONTRACTOR has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all
products, materials, processes or treatments identified in the project documents prepared for the
CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY'S later inability to obtain the specified items or any
reasonable substitute within a price range that allows for project completion in the time frame
specified or. when not specified, then within a commercially reasonable time.
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
4 City's Standard Agreement —2014 revision
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONTRACTOR certain confidential information to enable the
CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR
shall treat all such information as confidential and shall not disclose any part thereof without the
prior written consent of the CITY. The CONTRACTOR shall limit the use and circulation of
such information, even within its own organization, to the extent necessary to perform the
services to be provided herein. The foregoing obligation of this Section 14, however, shall not
apply to any part of the information that (i) has been disclosed in publicly available sources of
information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly
available sources of information; (iii) is already in the possession of the CONTRACTOR without
any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the
CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has
been or is rightfully authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
CONTRACTOR shall be liable to CITY for any damages caused by breach of this
condition, pursuant to the provisions of Section 14.
15. INDEMNIFICATION AND HOLD HARMLESS
The CONTRACTOR agrees to defend, indemnify and hold harmless the City of
National City, its officers and employees, against and from any and all liability, loss, damages to
property, injuries to, or death of any person or persons, and all claims, demands, suites, actions,
proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including
workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the
CONTRACTOR'S performance or other obligations under this Agreement; provided, however,
that this indemnification and hold harmless shall not include any claims or liability arising from
the established sole negligence or willful misconduct of the City, its agents, officers, or
employees. The indemnity, defense, and hold harmless obligations contained herein shall survive
the termination of this Agreement for any alleged or actual omission, act, or negligence under
this Agreement that occurred during the term of this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all
of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
5 Citv's Standard Agreement —2014 revision
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR , at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONTRACTOR(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ❑ If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall name the CITY and its officers, agents and
employees as additional insureds, and a separate additional insured endorsement shall be
provided.
C. Commercial General Liability Insurance, with minimum limits of
$2,000,000 per occurrence and $4,000,000 aggregate, covering all bodily injury and property
damage arising out of its operations under this Agreement. The policy shall name the CITY and
its officers, agents and employees as additional insureds, and a separate additional insured
endorsement shall be provided. The general aggregate limit must apply solely to this "project" or
"location".
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to
commencement of work under this Agreement.
If CONTRACTOR has no employees subject to the California Workers'
Compensation and Labor laws, CONTRACTOR shall execute a Declaration to that effect. Said
Declaration shall be provided to CONTRACTOR by CITY.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, employees, and volunteers, so that any other policies held by the CITY shall not
contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior
written notice to the CITY of cancellation or material change.
F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
G. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A VIII
according to the current Best's Key Rating Guide, or a company equal financial stability that is
6 City's Standard Agreement —2014 revision
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
I I. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by
the CITY'S Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in
full force and effect at all times during the terms of this Agreement, the CITY may elect to treat
the failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
I. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
18. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then in
that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof. the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled
by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of
the AAA then existing. Any award rendercd shall be final and conclusive upon the parties, and a
judgment thereon may be entered in any court having jurisdiction over the subject matter of the
controversy. The expenses of the arbitration shall be borne equally by the parties to the
arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence
and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof
against a specified party as part of the arbitration award.
20. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in
accordance with this Agreement.
7 Citv's Standard Agreement —2014 revision
B. This Agreement may also be terminated immediately by the CITY for
cause in the event of a material breach of this Agreement, misrepresentation by the
CONTRACTOR in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR,
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for
any work satisfactorily completed on such documents and other materials up to the effective date
of the Notice of Termination, not to exceed the amounts payable hereunder, and less any
damages caused the CITY by the CONTRACTOR'S breach, if any. Thereafter, ownership of said
written material shall vest in the CITY all rights set forth in Section 7.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telccopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
To CITY:
Rick Hernandez
Facilities Maintenance Supervisor
National City Public Works
City of National City
1243 National City Boulevard
National City, CA 91950-4301
To CONSULTANT:
Pete Camejo
Operations Manager
JJJ Enterprises, Inc.
P. O. Box 463021
Escondido, CA 92046
8 City's Standard Agreement-2014 revision
Notice of change of address shall be given by written notice in the manner
specified in this Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform
services of any kind for any person or entity whose interests conflict in any way with those of the
City of National City. The CONTRACTOR also agrees not to specify any product, treatment,
process or material for the project in which the CONTRACTOR has a material financial interest,
either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall
at all times comply with the terms of the Political Reform Act and the National City Conflict of
Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the CITY in which the
CONTRACTOR has a financial interest as defined in Government Code Section 87103. The
CONTRACTOR represents that it has no knowledge of any financial interests that would require
it to disqualify itself from any matter on which it might perform services for the CITY.
If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City
Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall
obtain from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONTRACTOR.
II
23. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates
apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
24. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
9 City's Standard Agreement-2014 revision
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the
parties shall be subject to the examination and audit of the State Auditor for a period of three (3)
years after final payment under the Agreement, per Government Code Section 8546.7.
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
[Signature Page to Follow]
10
City's Standard Agreement —20I4 revision
CITY OF NATIONAL CITY
Leslie Deese
City Manager
PPROVED AS TO FORM:
dia a Silva
City Atto
11
JJJ ENTERPRISES, INC.
(Corporation — signatures of two corporate officers required)
-WE-5 I at,'-J7
(Title)
_ t
By: (r?/, ','t7L % ' -ee.- r,/%D.
(Name)
(Print)
(Title)
City's Standard Agreement-2014 revision
EXHIBIT A
SCOPE OF WORK
CONTRACTOR shall remotely monitor the fire alarm systems for all Buildings. In addition,
CONTRACTOR shall remotely monitor the security system for the Library.
Each quarter, CONTRACTOR shall perform an on -site inspection of the fire alarm system in
each Building. The inspection shall include the testing of each fire alarm system.
CONTRACTOR shall perform repairs or replacement services only upon prior written
authorization of the Project Coordinator.
CONTRACTOR shall charge the the Overtime Rate, pursuant to the Price Sheet attached to this
Agreement as Exhibit B, only upon prior written authorization of the Project Coordinator in each
instance.
CONTRACTOR shall charge the Truck Usage fee, pursuant to Exhibit B, only for repairs or
replacement services authorized in writing by the Project Coordinator.
12
City's Standard Agreement-2014 revision
EXHIBIT B
ENTERPRISES
533 SOUTH VINEWOOD ST, ESCONDIDO, CA 92029
39-205 LEOPARD ST., STE. "C" PALM DESERT, CA 92211
760-747-3050 EXT. 205 FAX 760-466-2725
FAX TRANSMISS{ON COVER SHEET
Date: June 19, 2014
To: CITY OF NATIONAL CITY
Fax:
Re: FIRE AND SECURITY SYSTEM -MONITORING AND INSPECTIONS
Sender:
PETE CAMEJO
Attn: RICK HERNANDEZ
YOU SHOULD RECEIVE 1 PAGE (S), INCLUDING THIS COVER SHEET. IF YOU DO NOT
RECEIVE ALL THE PAGES, PLEASE CALL 760-747-3050 EXT. 205
FO-LOWING IS OUR PRICE QUCATATION FOR FIRE AND SECURITY ALARM SERVICE AND CENTRAL STATAION
MONITORING, QUARTERLY FIRE ALARM INSPECTIONS, AND SERVICEIREPAIRSTROUBLE SHOOTING/REPLACEMENT
OF FIREALARM AND SECURITY SYSTEMS FROM 711I2014 THRU 613012015
SITE MONITORING INSPECTION
LIBRARY -FIRE $ 90.00 PER QUARTER $ 225.00 PER QUARTER
LIBRARY -SECURITY 5 50.00 PER QUARTER NIA
CIVIC CENTER -FIRE $ 90.00 PER QUARTER $ 225.00 PER QUARTER
MLK BUILDING -FIRE $ 90.00 PER QUARTER $ 120.00 PER QUARTER
POLICE DEPT.-FIRE NIP $ 310.00 PER QUARTER
FIRE STATION # 34-FIRE $ 90.00 PER DUARTER $ 240.00 PER QUARTER
1726 WILSON AVE.-FIRE $ 90.00 PER QUARTER $ 120.00 PER QUARTER
HDURLY.RATE FOR TECHNICIAN $ 105.00
OVERTIME RATE
$ 157.50
TRUCK USAGE $ 25.00 PER CALL
Working hours Monday -Friday 6:00 A.M.-2.30 P.M.
JJJENTI OP ID: MM
AWRL`
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/0DIYYYY)
01/31/14
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the poIicy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
Wateridge Insurance Services
10717 Sorrento Valley Rd.
San Diego, CA 92121
Hulquist Insurance Svcs.,inc.
858-452-2200
858-452-6004
INSURED
The Steinhllber Corporation
DBA: JJJ Enterprieses
P.O. Box 463021
Escondido, CA 92046-3021
NAME CT Melissa Marquez
PHONE
IAIC. No. EMI:
ADDRESS: mmarquez@wateridge.com
INSURERS) AFFORDING COVERAGE
INSURER A :Lexington Insurance Company
INSURER e :American Fire & Casualty Ins.
INSURER c: State Compensation Ins.Fund
INSURER D :
FAX NO
NAIC N
24066
INSURER E :
INSURER F :
•
REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
ILNSR
TR
TYPE DF INSURANCE
IINNSR
WVD
POLICY NUMBER
EFF
IMM/DDYIYYYY)
Y EXP
L(O/DD/YVYYI
P AM
LIMITS
A
GENERAL
X
LIABILITY
COMMERCIAL GENERAL LIABILITY
892747-09
02101/14
02/01/15
EACH OCCURRENCE
$ 1,000,000
FREMSE9 Eaoccurrence)
$ 50,000
MED EXP (Any one parson)
$ Excluded
CLAIMS -MADE `X OCCUR
PERSONAL & ADV INJURY
$ 1,000,000
X
Contractual Liab.
GENERAL AGGREGATE
$ 2,000,000
PRODUCTS - COMP/OP AGG
$ 1,000,000
GEN'L AGGREGATE
POLICY
X
LIMIT APPLIES PER:
PRO- n LOC
$
B
AUTOMOBILE
X
LIABILITY
ANY AUTO
ALL OWNED
AUTOS
HIRED AUTOS
1
r--
SCHEDULED
AUTOS
NON -OWNED
AUTOS
BAA (15) 55928859
02/01/14
-
02/01/15
COMBINED SINGLE LIMIT
(Ea accident)
J__ 1,000,000
BODILY INJURY (Per person)
$
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
(Per accident)
$
$
A
X
UMBRELLA LIAB
EXCESS LIAB
X
OCCUR
CLAIMS-MAOE
7249785-09
02/01/14
02/01/15
EACH OCCURRENCE
$ 2,000,000
AGGREGATE
$ 2,000,000
$
DED
RETENTION$
C
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICERIMEMBER EXCLUDED?1,000,000
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y!N
NIa
9087329-2014
02/01/14
02/01/15
X
WC STATU-
TORY LIMITS
OTH-
ER
E.L. EACH ACCIDENT
$ 1,000,000
E.L. DISEASE - EA EMPLOYEE
$
E.L. DISEASE - POLICY LIMIT
$ 1,000,000
A
Professional Liab.
892747-09
02/01/14
02/01/15
Limit 1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS 1 VENICLES (Attach ACORD 101, Additional Remarks Schedule, If more space Is required)
Re: City of National City
CERTIFICATE HOLDER
CANCELLATION
CITYOFN
City of National City
Attn: Risk Manager
1401 National City Boulevard
National City, CA 91950
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
ACORD 25 (2010/05)
0 1988.2010 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
JJJENTI
OP ID: MM
``' R
es CERTIFICATE OF LIABILITY INSURANCE
DATDIYYYY)
01/31
1/31/14 •
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER 858-452-2200
Wateridge Insurance Services 858-052.8004
10717 Sorrento Valley Rd.
San Diego, CA 92121
g
Hulquist Insurance Svcs.,lnc.
NAMEACT Melissa Marquez
PHONE FAX
(AIC. No. Exit: INC, No):
EMAIL
ADDRESS: mmarquez@wateridge.com
INSURER[SI AFFORDING COVERAGE
NAIL N.
INSURER A : Lexington Insurance Company
INSURED The Steinhilber Corporation
DBA: JJJ Enterprieses
P.O. Box 463021
Escondido, CA 92046-3021
INSURER B : American Fire & Casualty Ins.
24066
INSURER c:State Compensation Ins.Fund
INSURER D:
INSURER E :
INSURER F :
•
REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
IN$T
LTR
TYPE OF INSURANCE
ADM
INSR
SUER
1Wn
POLICY NUMBER
POUCY EFF POLICY EXP
IMM/DDiYYYY) (MM/DDrYWY)
LIMITS
A
GENERAL
X
LIABIUTY
COMMERCIAL GENERALLIASILIY
X
892747.09
02/01/14
EACH OCCURRENCE
$ 1,000,000
02/01115
DAMAGETORENTED
PREMISES (Ea accunence)
$ 60,000
MED EXP (Any one person)
$ Excluded
CLAIMS -MADE 1 X 1 OCCUR
PERSONAL S. ADV INJURY
$ 1,000,000
X
Contractual Liab.
GENERAL AGGREGATE
$ 2,000,000
PRODUCTS - COMP/CP AGG
$ 1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER:
—7 POLICY DO IA, LOC
$
AUTOMOBILE
X
LIABILITY
ANY AUTO
ALL OWNED
"
—
SCHEDULED
BAA (15) 55926869
02/01/14
COMBINED LIMIT
(Ea acB
$ 1,000,006
02/01/15
BODILY INJURY (Per person)
$
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
{Per accident)
$
$
A
X
UMBRELLA LIAB
EXCESSLIAB
X
OCCUR
CLAIMS -MADE
7249785-09
02/01/14
EACH OCCURRENCE
$ 2,000,000
02/01/15
AGGREGATE
$ 2,000,000
$
DED
RETENT ON $
C
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y/N
NIA
X
9087329.2014
02/01/14
X
WCSTATU-
TORY LIMITS
TH O-
ER
02/01/15
E. L, EACH ACCIDENT -
$ 1,000,000
E.L. DISEASE - EA EMPLOYEE
$ 1,000,000
E.L. DISEASE - POLICY LIMIT
1 000 000
$ , r
A
Professional Liab.
892747-09
02/01/14
02/01/15
Limit 1,000,000
DESCRIPTION OF OPERATIONS ! LOCATIONS / VEHICLES (Attach ACORD 1 E11, Additional Remake Schedule if mare space is required)
CITY OF NATIONAL CITY ITS OFFICERS,AGENTS & EMPLOYEES ARE ADDITIONAL
INSURED WITH RESPECTS TO GENERAL LIABILITY PER ATTACHED-W/PRIMARY & WORK
COMP WAIVER APPLIES PER ATTACHED. RE: CITY OF NATIONAL CITY
NCR 1rrIV/%,cnn'Jl-IJ l
CITYOFN
CITY OF NATIONAL CITY
ATTN: RISK MANAGER
1243 NATIONAL CITY BLVD
NATIONAL CITY, CA 91950
—.•.•-----...---
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
4. V- 0..---
ACORD 26 (2010/05)
-. .
The ACORD name and logo are registered marks of ACORD
The Steinhilber Corporation
DBA: JJJ Enterprieses
Policy #89274709
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ADDITIONAL INSURED - OWNERS, LESSEES OR
CONTRACTORS - (FORM B)
This endorsement modifies insurance provided under the Following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART.
SCHEDULE
Name of Person or Organization:
Blanket as required underwritten contract.
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as
applicable to this endorsement)
WHO IS AN INSURED (Section il) is amended to include as an insured the person or organization shown in the
Schedule, but only with respect to liability arising out of "your work" for that insured by or for you.
It fs further agreed that such insurance as is afforded by the policy for the benefit of the additional insureds shall be
primary insurance, but only as respects any claims, loss or liability arising out of the Named Insured's operations
and any insurance maintained by the additional insured shall be non-contributing.
CG 20 10 P/C 11 85 Page 1 of 1
The Steinhilber Corporation
DBA: JJJ Enterprieses
Policy #89274709
COMMERCIAL GENERAL LIABILITY
CO24041093
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
WAIVER OF TRANSFER OF RIGHTS OF RECOVERY
AGAINST OTHERS TO US
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SCHEDULE
Name of Person or Organization:
BLANKET WHERE REQUIRED UNDER WRITTEN CONTRACT
(If no entry appears above, information required to complete this endorsement will be shown in the Declarations as
applicable to this endorsement.)
The TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US Condition (Section IV — COMMERCIAL
GENERAL LIABILITY CONDITIONS) is amended by the addition of the following:
We waive any right of recovery we may have against the person or organization shown in the Schedule above
because of payments we make for injury or damage arising out of your ongoing operations or "your work" done
under a contract with that person or organization and included in the "products -completed operations hazard". This
waiver applies only to the person or organization shown in the Schedule above.
CG 24 0410 93
Copyright, Insurance Services Office, Inc., 1992 Page 1 of 1 ❑
ENDORSEMENT AGREEMENT
STATE
COMP r,,,T,ON
I N i U F A N C E
FUND
HOME OFFICE
SAN FRANCISCO
ALL EFFECTIVE DATES ARE
AT 12:01 AM PACIFIC
STANDARD TIME OR THE
TIME INDICATED AT
PACIFIC STANDARD TIME
WAIVER OF SUBROGATION
BLANKET BASIS
EFFECTIVE FEBRUARY 1, 2014 AT 12.01 A.M.
AND EXPIRING FEBRUARY 1, 2015 AT 12.01 A.M.
THE STEINHILBER CORPORATION
DBA: JJJ ENTERPRISES
PO BOX 463021
ESCONDIDO CA, 92046
90873292014
SD
3-00-43-24
PAGE . 1 OF 1
WE HAVE THE RIGHT TO RECOVER OUR PAYMENTS FROM ANYONE
LIABLE FOR AN INJURY COVERED BY THIS POLICY. WE WILL
NOT ENFORCE OUR RIGHT AGAINST THE PERSON OR
ORGANIZATION NAMED IN THE SCHEDULE.
THIS AGREEMENT APPLIES ONLY TO THE EXTENT THAT YOU
PERFORM WORK UNDER A WRITTEN CONTRACT THAT REQUIRES YOU
TO OBTAIN THIS AGREEMENT FROM US.
THE ADDITIONAL PREMIUM FOR THIS ENDORSEMENT SHALL BE
2.00% OF THE TOTAL POLICY PREMIUM.
SCHEDULE
PERSON OR ORGANIZATION
ANY PERSON OR ORGANIZATION
FOR WHOM THE NAMED INSURED
HAS AGREED BY WRITTEN
CONTRACT TO FURNISH THIS
WAIVER
JOB DESCRIPTION
BLANKET WAIVER OF
SUBROGATION
NOTHING IN THIS ENDORSEMENT CONTAINED SHALL BE HELD TO VARY, ALTER, WAIVE
OR EXTEND ANY OF THE TERMS, CONDITIONS, AGREEMENTS, OR LIMITATIONS OF THIS
POLICY OTHER THAN AS STATED. NOTHING ELSEWHERE IN THIS POLICY SHALL BE
HELD TO VARY, ALTER, WAIVE OR LIMIT THE TERMS, CONDITIONS, AGREEMENTS OR
LIMITATIONS OF THIS ENDORSEMENT.
COUNTERSIGNED AND ISSUED AT SAN FRANCISCO:
AUTHORIZED REPRESENTAIVE
SCIF FORM 10217 IREV.1-2012)
FEBRUARY 1, 2014
1141)140.
PRESIDENT AND CEO
2572
DLD DP 217
N/>IHAT1 II AU \^ H
4.47i/nn„d�LunNV���":
CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950
619-336-4228 phone / 619-336-4229 fax
Michael R. Dalla, CMC - City Clerk
JJJ ENTERPRISES, INC.
Fire and Security Alarm Monitoring Services
Civic Center, Library, Police Dept., 1726 Wilson Avenue,
Fire Station 34 and MLK Community Center
Rick Hernandez (Public Works) Forwarded Copy of
Agreement to JJJ Enterprises