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HomeMy WebLinkAbout2019 CON Tinosa Inc - Breating Air Compressor Maintenance ServicesSHORT FORM SERVICES AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND TINOSA INCORPORATED THIS AGREEMENT is entered into this first day of April, 2019, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and TINOSA INCORPORATED, a California corporation (the "CONTRACTOR"). NOW, THEREFORE, CITY agrees to engage CONTRACTOR to perform the services set forth herein in accordance with the following terms and conditions: 1. Description of Services. CONTRACTOR shall provide services, as outlined in attached proposal, Exhibit "A", for breathing air system/compressor services to include the changing and replacement of compressor oil, filters, cartridges, and belts. CONTRACTOR shall also take quarterly air samples and post the sampling results. Breathing apparatus cylinders shall be hydrostatically tested per Department of Transportation specifications. 2. Length of Agreement. The schedule is set forth below: a) The duration of this Agreement is from April 1st, 2019 through March 31, 2020. 3. Compensation. The total compensation to CONTRACTOR for providing the services set forth herein shall not exceed an annual total cost of $3425.38. The compensation for CONTRACTOR'S work shall be based upon and not exceed the rates given in Exhibit "A" (the labor rates) without prior written authorization from CITY. 4. Payment Schedule. CITY will make payment within thirty (30) days of receiving and approving a billing statement for the satisfactorily completed services of CONTRACTOR. 5. Termination. CITY may terminate this Agreement at any time by providing one (1) day's written notice to CONTRACTOR. 6. Independent Contractor. It is agreed that CONTRACTOR is an independent Contractor, and all persons working for or under the direction of CONTRACTOR are CONTRACTOR'S agents, servants and employees, and said persons shall not be deemed agents, servants, or employees of CITY. 7. Insurance. CONTRACTOR shall obtain: 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, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. C. Commercial General Liability Insurance, with minimum limits of either $2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and $2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property damage arising out of its operations, work, or performance under this Agreement. The policy shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and a separate additional insured endorsement shall be provided. The general aggregate limit must apply solely to this "project" or "location". The "project" or "location" should be noted with specificity on an endorsement that shall be incorporated into the policy. 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. 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's Risk Manager, at the address listed in subsection G below, of cancellation or material change. F. Said policies, except for the professional liability and workers' compensation policies, shall name the CITY and its officers, agents, employees, and volunteers as additional insureds, and separate additional insured endorsements shall be provided. G. The Certificate Holder for all policies of insurance required by this Section shall be: City of National City c/o Risk Manager 1243 National City Boulevard National City, CA 91950-4397 H. 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. I. Insurance shall be written with only insurers authorized to conduct business in California which hold a current policy holder's alphabetic and financial size category rating of not less than A:VII according to the current Best's Key Rating Guide, or a company of equal financial stability that is 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. J. 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 Standard Short Form Agreement Page 2 of 6 City of National City and Revised August 2017 Tinosa Incorporated the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. K. All deductibles and self -insured retentions in excess of $10,000 must be disclosed to and approved by the CITY. L. If the CONTRACTOR maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY requires and shall be entitled to the broader coverage or higher limits (or both) maintained by the CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. 8. Indemnification and Hold Harmless. The CONTRACTOR agrees to defend, indemnify and hold harmless the City of National City, its officers, officials, agents, employees, and volunteers against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, 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 employees, or volunteers. CITY will cooperate reasonably in the defense of any action, and CONTRACTOR shall employ competent counsel, reasonably acceptable to the City Attorney. 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. 8. Acceptability of Work. 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. 9. Business License. CONTRACTOR must possess or shall obtain business license from National City Finance Department before beginning work. 10. 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. 11. Miscellaneous Provisions. A. 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. B. 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. Standard Short Form Agreement Page 3 of 6 City of National City and Revised August 2017 Tinosa Incorporated C. 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. D. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. To the extent any exhibits, schedules, or provisions thereof conflict or are inconsistent with the terms and conditions contained in this Agreement, the terms and conditions of this Agreement will control. E. 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. F. 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. G. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The CONTRACTOR shall comply with all laws, including federal, state, and local laws, whether now in force or subsequently enacted. H. 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. I. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. J. Subcontractors or Subconsultants. The CITY is engaging the services of the CONTRACTOR identified in this Agreement. The CONTRACTOR shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY. In the event any portion of the work under this Agreement is subcontracted, the subcontractor(s) shall be required to comply with and agree to, for the benefit of and in favor of the CITY, both the insurance provisions in Section 7 and the indemnification and hold harmless provision of Section 8 of this Agreement. K. 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) 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. Standard Short Form Agreement Page 4 of 6 City of National City and Revised August 2017 Tinosa Incorporated IN WITNESS WHEREOF, this Agreement is executed by CITY and by CONTRACTOR on the date and year first above written. CITY OF NATIONAL CITY TINOSA INCORPORATED (Signature s two corporate officers required) By: �� By: Step end • cting City Manager i I avt,q,-►: i. no APPROVED AS TO FORM: Angil P. Morris Jones City Attorney B icole Pedone Senior Assistant City Attorney B (Title) ame L4i /; Print C-- f,Pe9Tri (Print) v,i,,,,, * Ey e Fo (Title) Standard Short Form Agreement Page 5 of 6 City of National City and Revised August 2017 Tinosa Incorporated CONTACT INFORMATION CITY OF NATIONAL CITY 1243 National City Boulevard National City, CA 91950- 4397 Phone: (619) 336-4550 Fax: (619) 336-4562 Contact: Jeff Bogle Title: Fire Engineer Dep.: Fire Department Email: jbogle@nationalcityca.gov Standard Short Form Agreement TINOSA INCORPORTED 6151 Progressive Ave, Ste. 300 San Diego, Ca. 92154 Phone: 619-690-7440 Fax: 619-690-7448 Contact: Tim Kiley Title: Vice President Email: Taxpayer I.D. No.: Page 6 of 6 City of National City and Revised August 2017 Tinosa Incorporated ACOROe CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDDN YYY) 11/02/2018 THIS TIFICATE 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(les) 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 rlghts to the certificate holder In Ileu of such endorsement(s). PRODUCER Phone: (619) 937-4000 Fax: (619) 937-4001 ENCIRCLE INSURANCE SERVICES, INC. DBA: ISU INSURANCE SERVICES 1010 PIONEER WAY EL CAJON CA 92020-1923 Agency LI II:0B27816 CN.AOMFACT Olivia Rodriguez PHONE FAX 619 937-4001 Exlk (619) 937-4000 INC. Na ( ) E•MAILb ADDRESS: ollvia@IsuencIrcle.com INSURER(S) AFFORDING COVERAGE NAIC # INSURERA : BURLINGTON INSURANCE COMPANY 23620 INSURED TINOSA, INC. 6151 PROGRESSIVE DR it 300 SAN DIEGO CA 92154 INSURERa : INTEGON NATIONAL INSURANCE CO. 29742 INSURERC : OAK RIVER INSURANCE COMPANY 34630 INSURERD: INSURER E : INSURER : • R: VV VCrV1VGV vr..,,. vr,.. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE INDICATED. NOTWITHSTANDING ANY REQUIREMENT, CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, EXCLUSIONS AND CONDITIONS OF SUCH POLIO THE ES. L ....,.,.-.-. .. ..... .... LISTED BELOW HAVE BEEN ISSUED TO TERM OR CONDITION OF ANY CONTRACT INSURANCE AFFORDED BY THE POLICIES MITS SHOWN MAY HAVE BEEN REDUCED BY PA THE INSURED NAMED ABOVE FOR THE POLICY PERIOD OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, D CLAIMS, INSR LTR TYPE OF INSURANCE ADM. INSR SUER wvo POLICY NUMBER POLICYEFF IMMIDDfYYYYI POLICY EXP IMMADIMYY0Y)_ LIMITS A B GENERAL X LIABILITY COMMERCIAL GENERAL LIABIUTY I ^1 OCCUR 0905CRP0010711 12/31/17 12/31/18 EACH OCCURRENCE $ 1,000,000 DAEAGE ISE TO (Ea RENTED DRENTEDcel AM $ 100,000 CLAIMS-MADE MED. EXP (Any ore person) $ 1,000 PERSONAL BADVINJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GENL AGGREGATE LIMIT APPUES PER: —1 POLICY I 7 PRO-T I I LOC PRODUCTS - COMP/OP AGO $ 2,000,000 $ AUTOMOBILE - LIABILrrY ANY AUTO ALL OWNED AUTOS , HIRED AUTOS —SCHEDULED ILLIL AUTOS NCN-OWNED AUTOS 12000481 10107/18 10/07/18 IEaacd oflt) ELIMIT CO BINEnt) 1,000,000 $ r BODILY INJURY (Per person) $ BODILY INJURY (Per accident)$ X X PRO(+ERTY DAMAG E (pet eeeklen ) $ $ UMBRELLA LIAR EXCESS LIAR IOCCUR CLAIMS -MADE EACH OCCURRENCE $ AGGREGATE $ DEO I (RETENTION $ $ ' WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNER/EXECUTIVE YIN OFFICER/MEMBER EXCLUDED? I —I (Mandatory In NH) If yes, describe under OESCRFPTION OF OPERATIONS below NIA TIWC915033 11/0$!18 11/08/19 X I00 STATU• OTH TORYLIMITS ER $ E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE -EA EMPLOYEE $ 1,000,000 E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, It more space Is required) THE CITY OF NATIONAL CITY, ITS ELECTED OFFICALS, OFFICERS, AGENTS AND EMPLOYEES ARE NAMED AS ADDITIONAL INSURED ONLY AS TH INTERESTS MAY APPEAR. **`30 DAY NOTICE OF CANCELLATION FOR NON PAYMENT OF PREMIUM. CERTIFICATE HOLDER CANC CITY OF NATIONAL CITY C/O RISK MANAGER 1243 NATIONAL CITY BLVD NATIONAL CITY, CA 91950-4397 Attention: eamaya@nationalcityca.gov 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 Paul M. Caccamise ACORD 25 (2010/05) © 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Cheryl Newell From: Judy Wilkins Sent: Thursday, May 02, 2019 1:40 PM To: Michael Lafreniere; Jeff Bogle Cc: Frank Parra; Debra Lunt; Cheryl Newell Subject: Tinosa Agreement Attachments: copier@nationalcityca.gov_20190502_124633.pdf Attached is a copy of the signed agreement. I mailed an original hard copy to the vendor today. I didn't have an email address for the vendor or I would have sent them a copy letting them know the original is in the mail to them. If you want to send them a copy you might want to delete the internal email to Risk Management before you send it to them. I saved a copy of everything I received from you in our electronic file. I submitted an original agreement to Cheryl (City Clerk's Office) a few minutes ago. If you have any questions let me know. Judy Wilkins, Administrative Secretary National City Fire Department Administration Office 1243 National City Blvd. National City, CA 91950 (619) 336-4553 (Office and Voicemail) (619) 336-4562 (Fax) jwilkins@nationalcityca.gov Monday — Thursday: 7:00 a.m. to 6:00 p.m. Fridays: Closed 1 CONTRACT TRANSMITTAL FORM (Attach to Documents dropped off to City Clerk's Office) Date: 05/02/19 From (Dept.): Fire Department Submitted by (First & Last Name): Judy Wilkins Vendor: Tinosa, Inc. Resolution: ¥lS / NO Q 2 3 4 Originals Provided to City Clerk (circle quantity) X Department has copy X Vendor has copy 11 ES, l. C iit .o CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950-4397 619-336-4228 Michael R. Dalla, CMC - City Clerk TINOSA, INC. Breathing Air Compressor Maintenance Services Judy Wilkins (Fire) forwarded a duplicate original Agreement to Tinosa, Inc.