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HomeMy WebLinkAbout2019 CON Spacesaver Intermountain - Police Department Locker Room Upgrades - Amendment #1FIRST AMENDMENT TO THE AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND SPACESAVER INTERMOUNTAIN, LLC This FIRST AMENDMENT ("Amendment") to the Agreement by and between the CITY OF NATIONAL CITY and SPACESAVER INTERMOUNTAIN, a Utah limited liability company, is entered into this /8 day of October, 2019, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY") and SPACESAVER INTERMOUNTAIN, a Utah limited liability company ("CONTRACTOR"). RECITALS WHEREAS, the City Council of the City of National City authorized the Mayor to execute an Agreement with CONTRACTOR to purchase and install customized lockers to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed $228,147.65 under Resolution No. 2019-90. WHEREAS, the parties entered into an Agreement ("Agreement") on August 15, 2019 for CONTRACTOR to provide the manufacturing, delivery, and installation of the Spacesaver Freestyle Locker System in the areas of the men's and women's locker rooms located in the Police Department in an amount not -to -exceed $228,147.65. WHEREAS, after negotiating the initial price of the work to be completed by CONTRACTOR, it was determined that it would be more cost effective and efficient to equip each locker with a USB outlet rather than an electrical outlet which would increase the not -to -exceed amount by $3,500, for a total not -to -exceed amount of $231,644.09. WHEREAS, the increase in the total not -to -exceed amount requires City Council approval as the total not -to -exceed amount exceeds the City Manager authority under the National City Municipal Code. NOW THEREFORE, the parties hereto agree as follows: 1. Section 4 of the Agreement entered into on August 15, 2019 shall be amended to increase the not -to -exceed amount by $3,500, for a total not -to -exceed amount of $231.644.09. 2. The parties further agree that with the foregoing exception, each and every term of the August 15, 2019 Agreement shall remain in full force and effect. IN WITNESS THEREOF, the parties hereto have executed this First Amendment on the date and year first written above. CITY OF NATIONAL C SPACESAVER INTERMOUNTAIN, LLC By: Addat A ejandr, S 4t-elr SMP., Mayor APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney Nicole Pedone Senior Assistant City Attorney By: 2? 4'41. Russell Rowberry, ControJef By: Dave Lolling, CEO First Amendment to 2018 Agreement 2 City of National City and January 2019 Meyers Nave RESOLUTION NO. 2019 - 136 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY APPROVING THE FIRST AMENDMENT TO THE AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND SPACESAVER INTERMOUNTAIN, LLC, TO INCREASE THE NOT - TO -EXCEED AMOUNT BY $3,500 FOR THE PURCHASE AND INSTALLATION OF USB OUTLETS, INSTEAD OF ELECTRICAL OUTLETS, FOR THE SPACESAVER FREESTYLE LOCKER SYSTEM IN THE LOCKER ROOMS OF THE POLICE DEPARTMENT, FOR A TOTAL NOT -TO -EXCEED AMOUNT OF $231,644.09 WHEREAS, the purchase of a locker system for the male and female locker rooms are required to increase the capacity for storage of police uniforms and equipment of officers at the National City Police Department especially during extremely wet winter season, the police department experienced several days of flooding within the men's locker room because of water intrusion through planter beds outside the building; and WHEREAS, durable, high quality locker systems are available from just a few manufacturers in the United States through government cooperative purchase programs such as the National Joint Powers Alliance (NJPA), which allow for a direct purchase from any participating governmental agency in accordance with City of National City Purchasing Code section 2.60.260; and WHEREAS, on June 18, 2019, per Resolution No. 2019 — 90, the City Council authorized the purchase and installation of customized lockers from Spacesaver Intermountain, LLC to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed $228,147.65; and WHEREAS, staff is requesting a first amendment to the agreement by and between the City of National City and Spacesaver Intermountain, LLC, to increase the not -to - exceed amount by $3,500 for the purchase and installation of USB outlets, instead of electrical outlets, for the Spacesaver Freestyle Locker System in the locker rooms of the National City Police Department, for a total not -to -exceed amount of $231,644.09. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby approves the First Amendment to the Agreement with Spacesaver Intermountain, LLC, to increase the not -to -exceed amount by $3,500 for the purchase and installation of USB outlets, instead of electrical outlets, for the Spacesaver Freestyle Locker System in the locker rooms of the National City Police Department, for a total not -to -exceed amount of $231,644.09. PASSED and ADOPTED this 1st day of October Alejandra otelofvrayor ATTES fa-7 Michael R. '.Ila, City Clerk APPROVED AS TO FORM: Passed and adopted by the Council of the City of National City, California, on October 1, 2019 by the following vote, to -wit: Ayes: Councilmembers Cano, Morrison, Quintero, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: ALEJANDRA SOTELO-SOLIS Mayor of the City of National City, California MICHAEL R. DALLA City Clerk of the City of National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2019-136 of the City of National City, California, passed and adopted by the Council of said City on October 1, 2019. By: City Clerk of the City of National City, California Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT L%0/ --y3 MEETING DATE: October 1, 2019 AGENDA ITEM NO. 9 .: EM TITLE: Resolution of the City Council of the city of National City approving the first amendment to the agreement by and between the city of national city and Spacesaver Intermountain, LLC, to increase the not -to -exceed amount by $3,500 for the purchase and installation of USB outlets, instead of electrical outlets. for the Spacesaver Freestyle Locker System in the locker rooms of the police department, for a total not -to -exceed amount of $231,644.09. PREPARED BY: Captain Graham Young PHONE: (619) 336-4514 EXPLANATION: DEPARTMENT: Poli APPROVED BY: Depart ent On June 18, 2019 the City Council authorized the purchase of same for amount of $228,147.65 in Resolution 2019-90. However, the police department's electrical capacity cannot support 120 volt outlets in each locker as originally designed and USB outlets are needed as a substitute. The $3,500 is for the cost of the incidental expense of the USB outlets that were unforeseen at the time the initial appropriated funds that were for the project, for a total not -to -exceed amount of $231,644.09. FINANCIAL STATEMENT: APPROVED: ACCOUNT NO. APPROVED: 131-411-000-503-0000 (Furniture and Furnishings) $3,500 ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: Finance MIS STAFF RECOMMENDATION: Approve Resolution. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 1. Resolution # 2019-90 2. Service Agreement with Spacesaver Intermountain, LLC for the original amount of $228,147.65 3. Proposed First Amendment /&S o{;vL i -1_36 RESOLUTION NO. 2019 - 90 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY WAIVING THE FORMAL BID PROCESS PURSUANT TO NATIONAL CITY MUNICIPAL CODE SECTION 2.60.260 AND AUTHORIZING THE CITY TO PIGGYBACK ONTO SOURCEWELL CONTRACT NUMBER 031715-KII TO PURCHASE CUSTOMIZED LOCKERS FROM SPACESAVER INTERMOUNTAIN, LLC BY AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT WITH SPACESAVER INTERMOUNTAIN, LLC TO PURCHASE AND INSTALL CUSTOMIZED SPACESAVER FREESTYLE LOCKERS TO REPLACE DILAPIDATED CURRENT LOCKERS AND EXPAND CAPACITY IN THE POLICE DEPARTMENT LOCKER ROOMS, IN THE AMOUNT NOT TO EXCEED $228,147.65, AND APPROPRIATE $228,147.65 BUDGET UNDER THE ASSET FORFEITURE FUND (131) WHEREAS, the purchase of a locker system for the male and female locker rooms are required to increase the capacity for storage of police uniforms and equipment of officers at the National City Police Department especially during extremely wet winter season, the police department experienced several days of flooding within the men's locker room because of water intrusion through planter beds outside the building; and WHEREAS, durable, high quality locker systems are available from just a few manufacturers in the United States through government cooperative purchase programs such as the National Joint Powers Alliance (NJPA), which allow for a direct purchase from any participating governmental agency in accordance with City of National City Purchasing Code section 2.60.260; and WHEREAS, National City Municipal Code Section 2.60.260 provides authority to the purchasing agent to join with other public jurisdictions to take advantage of cooperative purchasing opportunities, including but not limited to any federal, state or local agency pricing program or structure that is determined by the purchasing agent to allow a procurement that is in the best interests of the City; and WHEREAS, the National City's Purchasing staff has confirmed that the Sourcewell (formerly National Joint Powers Alliance) based on their contract number 031715-KII with Spacesaver Intermountain, LLC was competitively bid through a Request for Proposals (RFP) process, and that the State of California Department of General Services procurement procedures are in substantial compliance with those of National City. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby affirms the determination that Sourcewell (formerly National Joint Powers Alliance) procurement procedures are in substantial compliance with the City's, and pursuant to Section 2.60.260 of the Municipal Code, authorizes the waiver of the bidding process to piggyback on Sourcewell (formerly National Joint Powers Alliance) to purchase customized mobile shelving from Spacesaver Intermountain, LLC, based on their contract number 031715-KII with Sourcewell (NJPA). Resolution No. 2019 — 90 Page Two BE IT FURTHER RESOLVED that the City Council authorize the Mayor to execute an Agreement with Spacesaver Intermountain, LLC, to purchase and install customized lockers to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed the amount of $228,147.65 and appropriate $228,147.65 budget under the asset forfeiture fund (131). PASSED and ADOPTED this 18th day of June 2019. ATTEST: jai Michael Dalla, City Clerk APPROVED AS TO FORM: � .his -Jo Attorney Alejandra Sotelo-Solis, Mayor Passed and adopted by the Council of the City of National City, California, on June 18, 2019 by the following vote, to -wit: Ayes: Councilmembers Cano, Morrison, Quintero, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: ALEJANDRA SOTELO-SOLIS Mayor of the City of National City, California City Clerk of the City of National City, California By: I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2019-90 of the City of National City, California, passed and adopted by the Council of said City on June 18, 2019. City Clerk of the City of National City, California By: Deputy AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND SPACESAVER INTERMOUNTAIN, LLC THIS AGREEMENT is entered into this 15`h day of August, 2019, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and SPACESAVER INTERMOUNTAIN, a Utah limited liability company (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide the manufacturing, delivery, and installation of the Spacesaver Freestyle Locker System in the areas of the men's and women's locker rooms located in the Police Department. WHEREAS, the CITY has determined that the CONTRACTOR is a provider of public safety storage solutions and is qualified by experience and ability to perform the services desired by the CITY, and the CONTRACTOR is willing to perform such services. WHEREAS, the City Council WHEREAS, the City Council of the City of National City authorized the Mayor to execute an Agreement with CONTRACTOR to purchase and install customized lockers to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed $228,147.65 under Resolution No. 2019-90. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CITY agrees to engage the CONTRACTOR, and the 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 manufacture, deliver and complete the installation of the Spacesaver Freestyle Locker System in the areas of the men's and women's locker rooms per drawings dated June 17, 2019. Installation includes all equipment, seismic anchoring hardware, as well as labor. The CONTRACTOR will perform services as set forth in the attached Exhibit "A", and Exhibit "B", where Exhibit "B" is the final layout. 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 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. 3. PROJECT COORDINATION AND SUPERVISION. Jose Lopez, Associate Civil Engineer of Engineering and Public Works, 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 fox the progress and execution of this Agreement for the CONTRACTOR. Scott Christensen, Project Manager, thereby is designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT. The compensation for the CONTRACTOR shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work shall be an amount not -to -exceed $228,147.65 as described in Exhibit "A" and shall not exceed the schedule given in Exhibit "A" (the Base amount) without prior written authorization from the CITY. Monthly 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" and "B", 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 September 2019. The duration of this Agreement is for the period of 4 months from the effective date. 2019 Agreement 2 City of National City and SpaceSaver Intermountain, LLC 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 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. 2019 Agreement 3 City of National City and SpaceSaver Intermountain, LLC 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 independent CONTRACTOR, and that the CONTRACTOR'S obligations to the CITY are solely such as are prescribed by this Agreement. 10, COMPLIANCE WITH 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 are 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, been 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. 2019 Agreement 4 City of National City and SpaceSaver Intemiountain, LLC 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, 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 2019 Agreement 5 City of National City and SpaceSaver Intermountain, LLC 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 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 20I9 Agreement 6 City of National City and SpaceSaver Intermountain, LLC 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 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. H. 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 rendered 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. 2019 ,Agreement 7 City of National City and SpaccSaver Intermountain, LLC 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. 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, telecopy, 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: Roberto Yano Deputy City Engineer Engineering and Public Works City of National City 1243 National City Boulevard National City, CA 91950-4301 2019 Agreement 8 City of National City and SpaceSaver Intermountain, LLC Arturo Gonzalez Facilities Maintenance Supervisor Engineering and Public Works City of National City 1243 National City Boulevard National City, CA 91950-4301 To CONTRACTOR: Scott Christensen Project Manager Spacesaver Intermountain, LLC 249 South 400 East Salt Lake City, UT 84111 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 corning 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. 2019 Agreement 9 City of National City and SpaccSavcr Intermountain, LLC 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. CONTRACTOR 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. 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, except, to the extent any exhibits or schedules or provisions thereof, conflict with the terms of this Agreement, the terms of this Agreement will control. 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. 2019 Agreement 10 City of National City and SpaceSaver Intermountain, LLC 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. CITY OF N TI �� �j1►'' SPACESAVER INTERMOUNTAIN, LLC By: ej idr. S APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney Nicole Pedone Senior Assistant City Attorney 20I9 Agreement ayor 11 By: if11�t1: Russell Rowberry, Controller ) By: Dave Coiling, CEO City of National City and SpaceSaver intermountain, LLC C�.-� t-� ACORD CERTIFICATE OF LIABILITY INSURANCE DATE NM/DO/MY) 8/28/2019 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(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 rights to the certificate holder In lieu of such endorsement(s). PRODUCER Diversified Insurance Group 136 B. South Temple Street Suite 2300 Salt Lake City UT 84111 CONTACT Rachel Tueller NAME: aONNc.Exn: (801)325-5000 FAX No I6o1)s1l•2I04 EODR SS: INSURER(S) AFFORDING COVERAGE NAIC 8 INsuRERA:Federal insurance Company 20281 INSURED HE Intermountain Holdings LLC Spacesaver Intermountain LLC 8969 Kenamar Drive, Ste. 101 San Diego CA 92121 NSURERs:Great Northern insurance 20303 iNsuRERc:WCF Mutual Insurance Co. 10033 INSURER D: Advantage Workers Compensation 40517 INSURER E : INSURERF: COVERAGES CERTIFICATE NUMBER.2019 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. INSR LTR TYPE OF INSURANCE ADOL INRn SUBR wvn POLICY NUMBER POLICYEFF IMMIDD/YYYYI POLICYEXP IMMIDDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY X 36054513 SIR - $0 9/1/2019 9/1/2020 EACH OCCURRENCE S 1,000,000 DAMAGE TO RENTE PREMISES (Ea occurrence) $ 1,000,000 CLAIMS -MADE X OCCUR MED EXP (Any one person) S 10,000 X Completed Operations PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE S 2,000,000 GEN'L HPOLICY AGGREGATE OTHER: LIMIT APPLIES PER: X PRO- ❑ LOC JECT PRODUCTS-COMP/OPAGG S 2,000,000 Per Protect Aggregate Endomomem 5 10, 000,000 B AUTOMOBILE X _ X LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS i X SCHEDULED AUTOS NON -OWNED AUTOS X 73605042 Comprehensives $1000 Dad Collisions $1000 ned 9/1/2019 - 9/1/2020 COMBINED SINGLE LIMIT {Es accident) S 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY (Per accident) 5 PROPERTY DAMAGE (Per accident) 5 S A X UMBRELLALIAB EXCESSLIAB X —'CIAIMS•MADE OCCUR X 78188906 - Follow -Form of Primary policies 01R - $0 9/1/2019 9/1/2020 EACH OCCURRENCE S 10,000,000 $ 10,000, 000 AGGREGATE S DED RETENTION $ Nona c D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANYPROPRIETORIPARTNER/EXECUTNE OFFICER/MEMBER EXCLUDED? I N 1 (Mandatory In NH) II DEes,SCRIPTION IPTI Ne underO0xR DESCRIPTION OF OPERATIONS below NIA 1253663 - Utah 2211730 - All other states - $0 1/1/2019 1/1/2019 1/1/2020 1/1/2020 X PER OTH- STATUTE ER EL, EACH ACCIOENT $ 1,000,000 E.L- DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE • POLICY LIMIT S 1, 000, 000 A Professional Liability Claims Made/Retrot 10/7/08 82507722 - sIR, $10, 000 $2M Retros 9/20/2016 12/6/2018 12/6/2019 Each Claim $2,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS! LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached 11 more space Is required) The City of National City, its officers, agents and employees are Additional Insured on General Liability and Auto Liability with respect to the work performed by the Named Insured as required per written contract. This insurance is primary and non-contributory. CERTIFICATE HOLDER CANCELLATION The City of National City 1243 National City Boulevard National City, CA 91950-4301 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 Matthew Henriod/RT ACORD 25 (2014/01) INS025 (2o14ol © 19B8-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD CHUBB° Liability Insurance Endorsement Policy Period SEPTEMBER 1, 2019 TO SEPTEMBER 1, 2020 Effective Date SEPTEMBER 1, 2019 Policy Number 3605-45-13 DEN Insured HB INTERMOUNTAIN HOLDINGS LLC Name of Company FEDERAL INSURANCE COMPANY Date Issued vras��a�aerzxvxxcrasxr;.u.�zsautxxtt:rnzrcasx: ��a-.a�� xzasa�.rxwx. This Endorsement applies to the following forms: GENERAL LIABILITY SEPTEMBER 10, 2019 Yatb,+x,arx... ,124¢,WSWOx9t4Y AVYMA 1:0[st'uv4AM ttl#A.KUAlIMSVA::700..10*.bid.RIMitaeitsal W.LYf..Vitl�?N.:x1YM.SZ✓aXIX'AhiliN.X.fl`.`V=Vargt-^.CWZAWSM YtS%S!##`l4M"w1�.:DYY4.A `�•�my:Y9aW Who Is An Insured Owners, Lessees Or Contractors - Completed Operations Under Who Is An Insured, the following provision is added. Persons or organizations shown in the Schedule are insureds; but they are insureds only with respect to their liability for bodily injury or property damage caused, in whole or in part, by your work at the applicable location described in the Schedule performed for such person or organization and included in the products -completed operations hazard. However, the insurance afforded to such person or organization only applies to the extent permitted by law; and if coverage provided to the person or organization is required by a contract or agreement, the insurance afforded to the person or organization will not be broader than that which you are required by such contract or agreement to provide for the person or organization. 7ALP'A`AVA•Xh'Y.lt'ID. e4410iM4,`3T VANAVireiTAVOMPAifi9.7.VwA.(nid;03'StiMAti[wYKRDR:GR'4Wfit EYNyC!-%5 1:4:16WMVAN3iAp Wd4.1010.24XVOCAno/42JbR Schedule AS REQUIRED BY WRITTEN CONTRACT Liability Insurance Addltlonal Insured - Owners, Lessees Or Contractors - Completed Operations, Scheduled continued Form 80-02-8448 (Rev, 3-17) Endorsement Page 1 Liability Endorsement (continued) All other terms and conditions remain unchanged. Authorized Representative Liability Insurance Additional Insured • Owners, Lessees Or Contractors • Completed Operations, Scheduled last page Form 80-02.8446 (Rev. 3-17) Endorsement Page 2 CHUBB° W KY,dil R3apYFkKA[iY"x'!'°' Liability Insurance Endorsement Policy Period SEPTEMBER 1, 2019 TO SEPTEMBER 1, 2020 Effective Date SEPTEMBER 1, 2019 Policy Number 3605-45-13 DEN Insured HB INTERMOUNTAIN HOLDINGS LLC Name of Company FEDERAL INSURANCE COMPANY Date Issued SEPTEMBER 10, 2019 "6^'�"'�"*^"'tl:A�Y�p.'6Ga:SAY'C4k1t�i'Rc7+4'M'4�t1'X69'.:1CtikY:YFkat4ikaYaxxnroiNk>:A'RY4Y.Lk'1Ckpta�RNWkIe%f#.¢Si�GkXitt'C.Y\Y: This Endorsement applies to the following forms: GENERAL LIABILITY Who Is An Insured Owners, Lessees Or Contractors - Ongoing Operations msw 04MVA- 1• 43xuIXaitYCI AZit4 awacRarssxvt,WA.4s`..,,,,, 1514%0,0,016- 4:r. +X.•ftX:NAL. Under Who Is An Insured, the following provision is added. it it A. Persons or organizations shown in the Schedule below are insureds; but they are Insureds only with respect to their liability for bodily Injury, property damage, advertising injury or personal injury caused, in whole or in part, by: 1. your acts or omissions; or 2, the acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the person or organization shown in the Schedule at the applicable location described in the Schedule. However, • the insurance afforded to such person or organization only applies to the extent permitted by law; and • if coverage provided to the person or organization is required by a contract or agreement, the insurance afforded to the person or organization will not be broader than that which you are required by such contract or agreement to provide for the person or organization. Liability Insurance Additional Insured - Owners, Lessees Or Contractors - Ongoing Operations, Scheduled continued Form 80-02-2305(Rev. 3-17) Endorsement Page 1 Liability Endorsement (continued) B. However, no person or organization is an insured for bodily injury or property damage occurring after: 1, all work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the person or organization shown in the Schedule at the applicable location described in the Schedule has been completed; or 2, that portion of your work out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as part of the same project. Schedule Designated Owner, Lessee Or Contractor PERSONS OR ORGANIZATIONS THAT YOU ARE OBLIGATED, PURSUANT TO A CONTRACT OR AGREEMENT, TO PROVIDE WITH SUCH INSURANCE AS IS AFFORDED BY THIS POLICY. All other terms and conditions remain unchanged. Authorized Representative Liability Insurance Additional insured - Owners, Lessees Or Contractors - Ongoing Operations, Scheduled last page Form 80-02-2305 (Rev. 3-17) Endorsement Page 2 E HUBB0 Liability Insurance Endorsement Policy Period SEPTEMBER 1, 2019 TO SEPTEMBER 1, 2020 Effective Date SEPTEMBER 1, 2019 Policy Number 3605-45-13 DEN Insured HB INTERMOUNTAIN HOLDINGS LLC Name of Company HEDERAL INSURANCE COMPANY Date Issued SEPTEMBER 10, 2019 This Endorsement applies to the following forms: GENERAL LIABILITY Under Who Is An Insured, the following provision is added. Who Is An Insured Additional Insured - Persons or organizations shown in the Schedule are insureds; but they are Insureds only if you are Scheduled Person obligated pursuant to a contract or agreement to provide them with such insurance as is afforded by Or Organization this policy. However, the person or organization is an insured only: • if and then only to the extent the person or organization is described in the Schedule; • to the extent such contract or agreement requires the person or organization to be afforded status as an insured; • for activities that did not occur, in whole or in part, before the execution of the contract or agreement; and • with respect to damages, loss, cost or expense for injury or damage to which this insurance applies, No person or organization is an insured under this provision: that is more specifically identified under any other provision of the Who Ls An Insured section (regardless of any limitation applicable thereto). with respect to any assumption of liability (of another person or organization) by them in a contract or agreement. This limitation does not apply to the liability for damages, loss, cost or expense for injury or damage, to which this insurance applies, that the person or organization would have in the absence of such contract or agreement. Liability Insurance Additional Insured - Scheduled Person Or Organization continued Form 80-02-2367 (Rev. 5-07) Endorsement Page 1 CHUBB' Liability Endorsement (continued) Conditions Other Insurance — Primary, Noncontributory Insurance — Scheduled Person Or Organization Under Conditions, the following provision is added to the condition titled Other Insurance. If you are obligated, pursuant to a contract or agreement, to provide the person or organization shown in the Schedule with primary insurancc such as is afforded by this policy, then in such case this Insurance is primary and we will not seek contribution from insurance available to such person or organization. Schedule Persons or organizations that you are obligated, pursuant to a contract or agreement, to provide with such insurance as is afforded by this policy. All other terms and conditions remain unchanged. Authorized Representative Liability Insurance Additional Insured - Scheduled Person Or Organization last page Form 80-02-2367 (Rev. 5-07) Endorsement Page 2 FIRST AMENDMENT TO THE AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND SPACESAVER INTERMOUNTAIN, LLC This FIRST AMENDMENT ("Amendment") to the Agreement by and between the CITY OF NATIONAL CITY and SPACESAVER INTERMOUNTAIN, a Utah limited liability company, is entered into this day of October, 2019, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY") and SPACESAVER INTERMOUNTAIN, a Utah limited liability company ("CONTRACTOR"). RECITALS WHEREAS, the City Council of the City of National City authorized the Mayor to execute an Agreement with CONTRACTOR to purchase and install customized lockers to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed $228,147.65 under Resolution No. 2019-90. WHEREAS, the parties entered into an Agreement ("Agreement") on August 15, 2019 for CONTRACTOR to provide the manufacturing, delivery, and installation of the Spacesaver Freestyle Locker System in the areas of the men's and women's locker rooms located in the Police Department in an amount not -to -exceed $228,147.65. WHEREAS, after negotiating the initial price of the work to be completed by CONTRACTOR, it cas.determined_thatit-uouldbe-more_cost-effective-and_efficient-to-equip-each locker with a USB outlet rather than an electrical outlet which would increase the not -to -exceed amount by $3,500, for a total not -to -exceed amount of $231,644.09. WHEREAS, the increase in the total not -to -exceed amount requires City Council approval as the total not -to -exceed amount exceeds the City Manager authority under the National City Municipal Code. NOW THEREFORE, the parties hereto agree as follows: 1. Section 4 of the Agreement entered into on August 15, 2019 shall be amended to increase the not -to -exceed amount by $3,500, for a total not -to -exceed amount of $231,644.09. 2. The parties further agree that with the foregoing exception, each and every term of the August 15, 2019 Agreement shall remain in full force and effect. IN WITNESS THEREOF, the parties hereto have executed this First Amendment on the date and year first written above. CITY OF NATIONAL CITY SPACESAVER INTERMOUNTAIN, LLC By: By: Alejandra Sotelo-Solis, Mayor Rob Lundquist, President APPROVED AS TO FORM: Angil P. Morris -Jones City Attorney Nicole Pedone Senior Assistant City Attorney First Amendment to 2018 Agreement By: Dave Colling, Member 2 City of National City and January 2019 Meyers Nave RESOLUTION NO. 2019 - RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY APPROVING THE FIRST AMENDMENT TO THE AGRE^"^"T ^" ""^ ^'''"'"" THE CITY OF NATIONAL CITY AND SPACESAVER INTEE EASE THE NOT - TO -EXCEED AMOUNT BY $3,500 FOR THE .ATION OF USB OUTLETS, INSTEAD OF ELECTRICAL OUT /ER FREESTYLE LOCKER SYSTEM IN THE LOCKER ROOT TMENT, FOR A TOTAL NOT-TO-EXCEEC WHEREAS, the purchase of a to —, tfve. emale locker rooms are required to increase the capacity for storac pment of officers at the National City Police Department especially during extremely wet winter season, the police department experienced several days of flooding within the men's locker room because of water intrusion through planter beds outside the building; and WHEREAS, durable, high quality locker systems are available from just a few manufacturers in the United States through government cooperative purchase programs such as the National Joint Powers Alliance (NJPA), which allow for a direct purchase from any participating governmental agency in accordance with City of National City Purchasing Code section 2.60.260; and WHEREAS, on June 18, 2019, per Resolution No. 2019 — 90, the City Council authorized the purchase and installation of customized lockers from Spacesaver Intermountain, LLC to expand capacity in the Police Department Locker Rooms in an amount not -to -exceed $228,147.65; and WHEREAS, staff is requesting a first amendment to the agreement by and between the City of National City and Spacesaver Intermountain, LLC, to increase the not -to - exceed amount by $3,500 for the purchase and installation of USB outlets, instead of electrical outlets, for the Spacesaver Freestyle Locker System in the locker rooms of the National City Police Department, for a total not -to -exceed amount of $231,644.09. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby approves the First Amendment to the Agreement with Spacesaver Intermountain, LLC, to increase the not -to -exceed amount by $3,500 for the purchase and installation of USB outlets, instead of electrical outlets, for the Spacesaver Freestyle Locker System in the locker rooms of the National City Police Department, for a total not -to -exceed amount of $231,644.09. PASSED and ADOPTED this 1st day of October, 2019. Alejandra Sotelo-Solis, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: Angil P. Morris -Jones, City Attorney tS • Ammo6itii " Date: CONTRACT TRANSMITTAL FORM (Attach as cover sheet to Documents dropped off to City Clerk's Office) From (Dept.): %%cf. pppk - ( ?k 'vt 1IvI1j Submitted by (First & Last Name): Vendor: Resolution: \QAV M. bh Wulf of Cc hive ittil S�CQ SAW VK YmDvNkrisn, 1.1,0 1 / NO Resolution No. (if applicable): JO.4 - 150 1 2 p 4 Originals Provided to City Clerk (circle quantity) N 0 ilk Department has Copy / Duplicate Original .' WM fovwlvdl''17 No Vendor has Copy / Duplicate Original 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 November 13, 2019 Mr. Scott Christensen Project Manager Spacesaver Intermountain, LLC 249 South 400 East Salt Lake City, UT 84111 Dear Mr. Christensen, On October ls`, 2019, Resolution No. 2019-136 was passed and adopted by the City Council of the City of National City, authorizing execution of an Agreement with Spacesaver Intermountain, LLC. We are enclosing for your records a fully executed duplicate original Agreement. Sincerely, foi Michael R. Dalla, CMC City Clerk Enclosure