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HomeMy WebLinkAbout2020 CON Jani-King of California - Kitchen Cleaning Services - Nutrition CenterAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND JANI-KING OF CALIFORNIA, INC. THIS AGREEMENT is entered into on this 21 st day of January, 2020, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), JANI-KING OF CALIFORNIA, INC., a Texas Corporation (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONSULTANT to provide kitchen cleaning services at the Nutrition Center, 1415 "D"Aveneue, as needed and as directed by the City's Facilities Maintenance Supervisor, currently Arturo Gonzalez. WHEREAS, the CITY has determined that the CONSULTANT is a janiotorial cleaning service and is qualified by experience and ability to perform the services desired by the CITY, and the CONSULTANT is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the CONSULTANT to provide kitchen cleaning services at the Nutrition Center, 1415 "D" Avenue, National City, CA, and the CONSULTANT agrees to perform the services set forth here in accordance with all terms and conditions contained herein. The CONSULTANT represents that all services shall be performed directly by the CONTRACTOR or under direct supervision of the CONSULTANT. 2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement will become effective on January 21, 2020. The duration of this Agreement is for the period of January 21, 2020 through June 30, 2020. Completion dates or time durations for specific portions of the project are set forth in Exhibit "A". This Agreement may be extended by mutual written agreement upon the same terms and conditions for an additional one (1) year term. The Parties may exercise up to 3 (three) one-year extensions. Any extension of this Agreement must be approved in writing by the City Manager. 3. SCOPE OF SERVICES. Given CONSULTANT'S working knowledge and familiarity with performing cleaning services, the CONSULTANT will perform these services as set forth in the attached Exhibit "A". The CONSULTANT 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 CONSULTANT, from time to time reduce or increase the Scope of Services to be performed by the CONSULTANT under this Agreement. Upon doing so, the CITY and the CONSULTANT 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. 4. PROJECT COORDINATION AND SUPERVISION. Arturo Gonzalez, Facilities Supervisor, hereby is designated as the Project Coordinator for the CITY and will monitor the progress and execution of this Agreement. The CONSULTANT shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONSULTANT. Rostnny Diaz thereby is designated as the Project Director for the CONSULTANT. 5. COMPENSATION AND PAYMENT. The compensation for the CONSULTANT 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 described in Exhibit "A" shall not exceed $14,500. The compensation for the CONSULTANT'S work shall not exceed the rates set forth in Exhibit "A". 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", as determined by the CITY. The CONSULTANT 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. 6. 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 CONSULTANT 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 CONSULANT shall give to the other written notice. Within ten (10) business days, the CONSULTANT 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 CONSULTANT. 7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other documents prepared by the CONSULTANT for this project, whether paper or electronic, shall: (1) be free from defects; (2) become the property of the CITY for use with respect to this project; and (3) 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 CONSULTANT hereby assigns to the CITY, and CONSULTANT 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 CONSULTANT shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. Standard Agreement Page 2 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT'S written work product for the CITY'S purposes, and the CONSULTANT 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 CONSULTANT shall relieve the CONSULTANT 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 Services of this project, unless otherwise mutually agreed. 8. INDEPENDENT CONSULTANT. 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 CONSULTANT nor the CONSULTANT'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 CONSULTANT and the CONSULTANT'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 CONSULTANT and its employees. Neither this Agreement, nor any interest herein, may be assigned by the CONSULTANT without the prior written consent of the CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(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 CONSULTANT or any of the CONSULTANT'S employees, except as set forth in this Agreement. The CONSULTANT, or the CONSULTANT'S agents, servants, or employees are not in any manner agents, servants, or employees of the CITY. The CONTRACTOR and its agents, servants, and employees are wholly independent from the CITY and CONTRACTOR'S obligations to the CITY are solely prescribed by this Agreement. 10. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, 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 CONSULTANT and each of its SUBCONSULTANT(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 CONSULTANT represents and covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession. CONSULTANT must promptly produce a copy of any such license, permit, or approval to CITY upon request. The CONSULTANT represents and Standard Agreement Page 3 of 12 City of National City and Revised May 2019 Jani-King of Califomia, Inc. covenants that the CONSULTANT 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 CONSULTANT to practice its profession. 12. STANDARD OF CARE. A. The CONSULTANT, 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 CONSULTANT'S trade or profession currently practicing under similar conditions and in similar locations. The CONSULTANT shall take all special precautions necessary to protect the CONSULTANT'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 CONSULTANT 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 CONSULTANT'S professional performance or the furnishing of materials or services relating thereto. C. The CONSULTANT is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONSULTANT 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 CONSULTANT has notified the CITY otherwise, the CONSULTANT 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 CONSULTANT to use due diligence under this sub -section will render the CONSULTANT 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 CONSULTANT 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 CONSULTANT 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 CONSULTANT 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 CONSULTANT certain confidential information to enable the CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CITY. The CONSULTANT 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 Standard Agreement Page 4 of 12 City of National City and Revised May 2019 Jani-King of Califomia, Inc. 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 CONSULTANT, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONSULTANT without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONSULTANT 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 CONSULTANT 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 CONSULTANT 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. CONSULTANT shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 15. 15. INDEMNIFICATION AND HOLD HARMLESS. To the maximum extent provided by law, The CONSULTANT 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 CONSULTANT'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 CONSULTANT 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. 16. EMPLOYEE PAYMENTS AND INDEMNIFICATION. 16.1 PERS Eligibility Indemnification. If CONSULTANT'S employee(s) providing services under this Agreement claims, or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS of the CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions which would otherwise be the responsibility of the CITY. CONSULTANT'S employees providing service under this Agreement shall not: (1) qualify for any compensation and benefit under PERS; (2) be entitled to any benefits under PERS; (3) enroll in PERS as an employee of CITY; (4) receive any employer contributions paid by CITY for PERS benefits; or (5) be entitled to any other PERS-related benefit that would accrue to a CITY employee. CONSULTANT'S employees hereby waive any claims to benefits or compensation described in this Section 16. This Section 16 applies to CONSULTANT Standard Agreement Page 5 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary. 16.2 Limitation of CITY Liability. The payment made to CONSULTANT under this Agreement shall be the full and complete compensation to which CONSULTANT and CONSULTANT's officers, employees, agents, and subconsultants are entitled for performance of any work under this Agreement. Neither CONSULTANT nor CONSULTANT's officers, employees, agents, and subconsultants are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to CITY employees. The CITY will not make any federal or state tax withholdings on behalf of CONSULTANT. The CITY shall not be required to pay any workers' compensation insurance on behalf of CONSULTANT. 16.3 Indemnification for Employee Payments. CONSULTANT agrees to defend and indemnify the CITY for any obligation, claim, suit, or demand for tax, retirement contribution including any contribution to PERS, social security, salary or wages, overtime payment, or workers' compensation payment which the CITY may be required to make on behalf of (1) CONSULTANT, (2) any employee of CONSULTANT, or (3) any employee of CONSULTANT construed to be an employee of the CITY, for work performed under this Agreement. This is a continuing obligation that survives the termination of this Agreement. 17. WORKERS' COMPENSATION. The CONSULTANT 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 Labor 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, employees, and volunteers 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 CONSULTANT under this Agreement. 18. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and maintain throughout the term of this Agreement, the following insurance policies: A. 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. 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. B. Commercial General Liability Insurance, with minimum limits of either $1,000,000 per occurrence and $25,000,000 aggregate, 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. Standard Agreement Page 6 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. C. Workers' Compensation Insurance in an amount sufficient to meet statutory requirements covering all of CONSULTANT'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 CONSULTANT has no employees subject to the California Workers' Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said Declaration shall be provided to CONSULTANT by CITY. D. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, officials, 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 C1TY's Risk Manager, at the address listed in subsection F below, of cancellation or material change. E. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONSULTANT 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. F. 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 G. Insurance shall be written with only insurers authorized to conduct business in California that 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 List of Approved Surplus Line Insurers ("LASLI") 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 CONSULTANT does not keep all insurance policies required by this Section 18 in full force and effect at all times during the term of this Agreement, the CITY may 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. CITY reserves the right to modify the insurance requirements of this Section 18, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. J. If the CONSULTANT maintains broader coverage or higher limits (or both) than the minimum limits shown above, the CITY shall be entitled to the broader coverage or higher limits (or both) maintained by the CONSULTANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY. Standard Agreement Page 7 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. 19. 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. 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 CONSULTANT. During said 60-day period the CONSULTANT 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 CONSULTANT 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 CONSULTANT 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 CONSULTANT, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, and the CONSULTANT 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 CONSULTANT'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 CONSULTANT; (2) a reorganization of the CONSULTANT for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONSULTANT. 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 Standard Agreement Page 8 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. 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: Arturo Gonzalez Facilities Supervisor Engineering and Public Works City of National City 1243 National City Boulevard National City, CA 91950-4397 To CONSULTANT: Rostnny Diaz Account Executive Jani-King of California, Inc. 3870 Murphy Canyon Rd., Ste. 320 San Diego, CA 92123 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 CONSULTANT 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 CONSULTANT also agrees not to specify any product, treatment, process or material for the project in which the CONSULTANT has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONSULTANT 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 CONSULTANT has a financial interest as defined in Government Code Section 87103. The CONSULTANT 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. CONSULTANT shall comply with all of the reporting requirements of the Political Reform Act and the National City Conflict of Interest Code. Specifically, the CONSULTANT 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 CONSULTANT shall obtain from the City Clerk. The CONSULTANT shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Section 22 by the CONSULTANT. Standard Agreement Page 9 of 12 City of National City and Revised May 2019 Jani-King of Califomia, Inc. 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. ADMINISTRATIVE 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. 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 shall 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. Assignment & Assumption of Rights. CONSULTANT shall not assign this Agreement, in whole or in part, to any other party without first obtaining the written consent of CITY. H. 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. I. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. The venue for any legal action arising under this Agreement shall be in either state or federal court in the County of San Diego, State of California. J. 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. K. 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. Standard Agreement Page 10 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. L. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. M. Subcontractors or Subconsultants. The CITY is engaging the services of the CONTRACTOR identified in this Agreement. The CONSULTANT shall not subcontract any portion of the work, unless such subcontracting was part of the original proposal or is allowed by the CITY in writing. 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 18 and the indemnification and hold harmless provision of Section 15 of this Agreement. /// /// /// /// /// /// /// /// Standard Agreement Page 11 of 12 City of National City and Revised May 2019 Jani-King of California, Inc. N. 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 NATIONAL CITY By: PPROVED AS TO FORM: Angil P. orris -Jones By: R berto M. Contreras eputy City Attorney Standard Agreement Revised May 2019 JANI-KING OF CALIFORNIA, INC., A TEXAS CORPORATION (Corporation — signatures of two corporate officers required) By --z (Name) gs.�N,vy jDta? (Print) °Iccova/> �����r,✓E (Title) By: (Name) Coy 9 (Print) Page 12 of 12 (Title) City of National City and Jani-King of California, Inc. Jatd-King of California, intl. 3070 Murphy Carryon Rd. Suite 320 San Dlego,CA 0212 (819) 082• Fax: (810) 802- ••II (Jolted Stet A Ibuquerque • Aloxandria Atlanta • Augusta • Auattn Baitim0re • Baloo Rouge Birmingham • Heston Buffalo • Charleston Charlotte • Chattanooga Chicago • Ciuodnnati Cleveland • Columbia Columba► • Dallas • Dayton Denver • Detroit Eugene/Salem • FortMye Fort Worth • Greensboro OreenvitielSpartanburg Hampton Roads • Hartford fjewaii • FTo toe Ilumsville • Indianapolis Jackson •Jacksonville Kenna Cky • Knoxvlp Utiyettdtake Cho Las Vegas • Lexington Little Rook 1,es Angeles/Colton Louisville • Madison Memphis • Miami Mlhraukee • Minneapolis Mobilo • Montgomory Myrtle Beads Nashville'. Now Ter Now Orleans • Now York OhJahoma Cky • Orxaha Orlando *Pease Philadelphia • Phoenix Pittsburgh •Portland Raklgh/Durham • Reno Rhode Wand • Riehmo Roanok&JLynehbu Sacramento •Brit Lake CI San Antonio • San Die San Francisco/Oakd Savannah • Scald Shreveport • SL Ivub 3.11, Mittissippt Tampa Bete • Tri•Cltles TN Tucson • Tulsa Washington', D.C. Australia neigia t Brirz1 Canada Franco Great Britain Onset Hong Kong Korea Mexico New 'Zealand Portugal Rauh Spain Taiwan Turkey EXHIBIT A 1 of 7 February 25, 2020 City of National City 1415 D Ave. San Diego, CA 91950 Attn: Arturo Gonzalez Dear Arturo Gonzalez: Thank you for the time and interest you have afforded me concerning the subject of housekeeping for your facility. Tani -King of California, Inc.. appreciates this opportunity. Enclosed is our completed proposal for a professionally operated cleaning program, including the cleaning schedule, The total monthly charge represents your only cost, and Is inclusive of • All labor • All supervision • All equipment for cleaning • All payroll, payroll taxes, insurance, eto. Each Jani-King representative Is fully covered by an insurance program that protects you and your business in several ways. This comprehensive program provides complete coverage, including Cleneral Liability, Workers' Compensation, Destruction, Dishonesty, and Disappearance Crime Insurance and Lost Key Insurance, Please contact me at (619) 682-3400 In the event you have questions regarding this proposal or for addltionai information yeti deem necessary in assessing our proposal. Trusting we may be of service, Rostnny Account Executive Jani-King of California, Inc. RD/b1 EXHIBIT A 2 of 7 THE JAM -KING FRANCHISING CONCEPT JANI-KKING is a commercial cleaning service, In the business since 1969, has dramatically changed the commercial cleaning and maintenance industry. JANI-KING recognized years ago that serious problems existed with conventional cleaning services. These problems stemmed from a lack of proper supervision and communication and little concern about a job well done, At JANI-KING, we realize that quality work is directly related to the individual workers' training, motivation and supervision, Locating quality individuals who possess the ability to consistently 'supervise and motivate cleaning personnel oan solve these problems. At JANI-ICING, we looked for an individual who will Dare as much about your building as you do. Because we cannot provide individuals with ownership in your company or your building, acts, which would surely promote the quality and concern we look for, we offer individuals ownership in a business- a JANI-KING franchise. The JANI-KING FRANCHISING CONCEPT has enabled us to provide clients throughout the world, both largo and small, with a business person who has the intelligence, attitude, desire and determination to maintain the high cleaning standards that you demand for your building. Bath JAM KING AUTHORIZED FRANCHISEE has successfully completed an extensive training program and, as a member of our team, have the procedures, personnel, equipment, insurance, bonding and support necessary to becoine an integral part of your maintenance program. Our franchisees' concern — the dedication to your building -- cannot be equaled. It is a pleasure to share the JANT-KNG program with you, a program that has been the answer to cleaning problems encountered by building managers throughout the world. Please do not hesitate to eull us for any additional information you might need. Janp-i4i14441004cihtl EXHIBIT A 3 of 7 ... "Zo pruutbe curcoati 3ttui-iKing 1ranctttnee upportunitu to be successful in u business of t.ltetr own." ... "Go procotbe to our customers u lent of otrutce uncquttieb in the cleaning iniauntrg," . . "ma create a cooprrtttiue atmosphere in all arras that reflects the pernonttlttu of a successful, uibrant, enthusiastic company." .. "[a Zieuclop an urguntgation tJttt will encourage ail people to prosper and grow to t.11ctr full potential.►, JANI. ING 1AA7 EXHIBIT A 4 of 7 GENERAL PROCL+1)TJRES I. Supervision • JANI-KING will stay in close contact with die management concerning all work performed. • All JANI-KING personnel will be trained and supervised to perform to the best of their ability in order to accomplish the cleaning you deserve, • All personnel wUl be ohecked regularly as to performance and ability to maintain JANI•KINQ standards. II. Wage Scale • All personnel will be paid no leis than the minimum wage required by Federal Law, • Woric hours, workweek, job methods, procedures, pay periods, and pay scale will be thoroughly explained to all personnel. III. Security Procedures and Insurance • A card file Is set up and maintained on all JANI-KING personnel. • JANI.KINO representatives wfl! work closely with management in regard to the use of acceptable personnel, • Before leaving the building, JANI-KINO personnel will check to ensure that the building is properly secured, • JANI-KING will provide all necessary insurance and bonds on all JANI-KING personnel. EXHIBIT A 5 of 7 State vfCL4J,U m to 31htparttuettl of Industrial Italatbtat Aivicivn.f Labor Btandarvis 13nttnecm ent Lteundrig Ja Reghtrattvrr Unit 1515 Clay Strout, Ste, 302 Ontdaud, CA P4512 JANITORIAL. SERVICES Relgietnitioa Ntted cr J3-1 RAI1oa5z43d6 REGISTRANT WITH EMPLOYEES iifkbntive bete 1/24/2020 Expiration Auto 1/24/2021 Juni-KingvYCsi7 mia,Ino. 1d . • 5 Dal lac Parkway Addison, TX75o61 - Branch 1-b>3A Branch 2- DBA lima 3- bBA Branch 4» DBA IAA N/A NIA N/A �verlcQreQornnansattopinsttratr9e atblrattoaDater 6hdX4z0 2300 E. Karelia Ave., Anaheim, CA 92806 3947 Lemma Drive, Seam iento, CA 95834 3876 Murphy Canyon Rd., San Diego, CA 92123 5050 Bopyard Road, Pieaaanton, CA 94588 Raving paid to the Labor Commissioner of the Mato of California the required Registration xco le hereby ginnted a registration to conduct the business of Jaaltorial 3arvlws is the State of California at too loaatlen(s) Nonni above and offootivo 1br the period designated above In conformity with the provisions of Chapter 4, Part 4,2, Division 2 of the Labor Cade and the rules and [CO ations Issued thereunder by She Labor Commissioner, TIM REGISTRATION I13 AiOx' 1RANVERABLE AND i S VALID ONLY AT TI-IB 12I1G/S i'IiRED OPERATING LOCATION INDICATEDABOV}3 ALTWATIONO WILLVOIBTIMREGISTRATION EXHIBIT A TO JANI-I:ING MAINTENANCE AGREEMENT For the following location: Named Areas: CLEANING SCHEDULE 1415 D Avenue National City, CA 91950 Dining Area / Kitchen Restrooms DAY PORTER CLEANING A. All Named Areas 1. Police walkways. 2. Remove trash to the designated collection point. 3. Clean spills as noticed. 4. Spot sweep all hard surface floors with a commercial flat mop. 5. Damp mop all hard surface floors with a commercial flat mop. 6. Wipe door handles/knobs and handrails, using a disinfectant. 7. Dust ledges and windowsills. B. Restrooms are to be checked approximately every half-hour as follows: 1. Stock towels, tissue and hand soap (supplies to be furnished by client). 2. Empty sanitary napkin receptacles and wipe with disinfectant. 3. Empty trash receptacles and wipe if needed. 4. Clean and polish mirrors. C. Restroom cleaning 1. Toilets and urinals to be cleaned and sanitized inside and outside. Toilet seats to be cleaned on both sides using disinfectant. 2. Scour and sanitize all basins. Polish Bright work. 3. Dust partitions, top of mirrors and frames. 4. Remove splash marks from walls around basins. 5. Mop and rinse restroom floors with disinfectant EXHIBIT A 6 of 7 D. Days of the Week 1. Jani-King agrees to provide the Service to the Named Areas five (5) times per week on the days circled: E. onday� ` Tuesday Saturday Sunday EXHIBIT A 7 of 7 PRICING SCHEDULE The Service, as defined in the Agreement, will be performed for the monthly charge of: Three Thousand Five Hundred Eighty -Nine Dollars and Seventy -Four Cents (S3,589.74) Price reflects services performed five (5) times per week. Rostnny Diaz / Account Executive Print Name/Title Client Authorizing Signature Print Name/Title EXHIBIT A PAGE 2 ACORD® CERTIFICATE OF LIABILITY INSURANCE 6/1/2020 DATE (MM/DD/YYYY) 5/22/2019 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(ies) must have ADDITIONAL INSURED provisions or 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 LOCKTON COMPANIES 2100 ROSS AVENUE, SUITE 1400 DALLAS TX 75201 214-969-6700 INSURED JANI-KING INTERNATIONAL, INC. 1335400 JANI-KING LEASING CORPORATION JANI-KING FRANCHISING, INC. JANI-KING, INC. AND ITS SUBSIDIARIES 16885 DALLAS PARKWAY ADDISON TX 75001 COVERAGES * CERTIFICATE NUMBER: CONTACT NAME: PHONE (A/C. No. Ea E-MAIL ADDRESS: FAX (A/C, No): INSURER(S) AFFORDING COVERAGE NAIC M INSURER A : Liberty Mutual Fire Insurance Company INSURER B : The Continental Insurance Company INSURER C : Great American Insurance Company INSURER D : Employers Insurance Company of Wausau INSURER E : INSURER F : 13187078 REVISION NUMBER: 23035 35289 16691 21458 XXXXXXX 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 ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF (MMIDD/YYYY) POLICY EXP (MMIDDIYYYY) LIMITS A X COMMERCIAL GENERAL LIABILITY Y Y TB2-695-450953-219 6/1/2019 6/1/2020 EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR DAGE TO PREMISES SES (EaENTED occurrence) I $ 100,000 X Blanket Contractual MED EXP (Any one person) $ 10,000 PERSONAL & ADV INJURY $ 1,000,000 GENL AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 25,000,000 X POLICY O- E T LOC PRODUCTS - COMP/OP AGG $ 2,000,000 OTHER: $ A AUTOMOBILE LIABILITY ) y AS2-691-438428-019 6/1/2019 6/1/2020 COMBINED SINGLE LIMIT (Ea accident) $ 1,000,000 x ANY AUTO BODILY INJURY (Per person) $ XXXXXXX OWNED AUTOS ONLY SCHEDULED AUTOS BODILY INJURY (Per accident) $ XXXXXXX _ HIRED AUTOS ONLY NON -OWNED AUTOS ONLY PROPERTY DAMAGE (Per accident) $ XXXXXXX - _ $XXXXXXX B X UMBRELLA LIAB X OCCUR Y Y CUE6011338559 6/1/2019 6/1/2020 EACH OCCURRENCE $ 25,000,000 EXCESS LIAB CLAIMS -MADE AGGREGATE $ 25,000,000 DED RETENTION $ $ XXXXXXX WORKERS COMPENSATION D AND EMPLOYERS' LIABILITY N WCC-695-456062-899 6/1/2019 6/1/2020 PER X STATUTE OTH- ER ANY PROPRIETOR/PARTNER/EXECUTIVE YIN E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N NIA E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 C BLANKET EMP DISHONESTY N N SAA024-90-47-0700 6/1/2019 6/1/2020 $2,000,000 Each Occurence DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If mars space is required) RE: JANI-KING OF CALIFORNIA, INC., (SAN DIEGO REGION), 3870 MURPHY CANYON ROAD, SUITE 320, SAN DIEGO, CA 92123. CERTIFICATE HOLDER INCLUDES THE CITY OF NATIONAL CITY, ITS ELECTED OFFICIALS, OFFICERS, AGENTS AND EMPLOYEES. CERTIFICATE HOLDER CANCELLATION See Attachments 13187078 CITY OF NATIONAL CITY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE ATTN: FINANCE DEPT/PURCHASING AND RISK MANAGER THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 1243 NATIONAL CITY BOULEVARD ACCORDANCE WITH THE POLICY PROVISIONS. NATIONAL CITY CA 91950-4301 AUTHORIZED REPRESENTATIVE © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Attachment Code: D462030 Master ID: 1335400, Certificate ID: 13187078 POLICY NUMBER: TB2-695-450953-219 COMMERCIAL GENERAL LIABILITY CG20100413 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury', "property damage" or "personal and advertising injury' caused, in whole or part, by: 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): All persons or organizations with whom you have entered into a written contract or agreement, prior to an "occurrence" or offense, to provide additional insured status. 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 additional insured(s) at the location of the covered operations 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 a part of the same project. C. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Location(s) Of Covered Operations All locations as required by a written contract or agreement entered into prior to an "occurrence" or offense. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG20100413 © Insurance Services Office, Inc., 2012 Page 1 of 1 Attachment Code: D462030 Master ID: 1335400, Certificate ID: 13187078 POLICY NUMBER: TB2-695-450953-219 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. Section II - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law; and 2. If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): All persons or organizations with whom you have entered into a written contract or agreement, prior to an "occurrence" or offense, to provide additional insured status. Location And Description Of Completed Operations All locations as required by a written contract or agreement entered into prior to an "occurrence" or offense. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG20370413 © Insurance Services Office, Inc., 2012 Page 1 of 1 Attachment Code: D462030 Master ID: 1335400, Certificate ID: 13187078 Policy Number: TB2-695-450953-219 Issued by Liberty Mutual Fire Insurance Co. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM SECTION II - WHO IS AN INSURED is amended to include as an insured any person or organization for whom you have agreed in writing to provide liability insurance. But: The insurance provided by this amendment: 1. Applies only to "bodily injury" or "property damage" arising out of (a) "your work" or (b) premises or other property owned by or rented to you; 2. Applies only to coverage and minimum limits of insurance required by the written agreement, but in no event exceeds either the scope of coverage or the limits of insurance provided by this policy; and 3. Does not apply to any person or organization for whom you have procured separate liability insurance while such insurance is in effect, regardless of whether the scope of coverage or limits of insurance of this policy exceed those of such other insurance or whether such other insurance is valid and collectible. The following provisions also apply: 1. Where the applicable written agreement requires the insured to provide liability insurance on a primary, excess, contingent, or any other basis, this policy will apply solely on the basis required by such written agreement and Item 4. Other Insurance of SECTION IV of this policy will not apply. 2. Where the applicable written agreement does not specify on what basis the liability insurance will apply, the provisions of Item 4. Other Insurance of SECTION IV of this policy will govern. 3 This endorsement shall not apply to any person or organization for any "bodily injury" or "property damage" if any other additional insured endorsement on this policy applies to that person or organization with regard to the "bodily injury" or "property damage". 4. If any other additional insured endorsement applies to any person or organization and you are obligated under a written agreement to provide liability insurance on a primary, excess, contingent, or any other basis for that additional insured, this policy will apply solely on the basis required by such written agreement and Item 4. Other Insurance of SECTION IV of this policy will not apply, regardless of whether the person or organization has available other valid and collectible insurance. If the applicable written agreement does not specify on what basis the liability insurance will apply, the provisions of Item 4. Other Insurance of SECTION IV of this policy will govern. LN 20 01 06 05 Attachment Code: D461943 Master ID: 1335400, Certificate ID: 13187078 POLICY NUMBER:TB2-695-450953-219 COMMERCIAL GENERAL LIABILITY CG24040509 WAIVER OF TRANSFER OF RIGHTS OF RECOVER AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV - Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule below 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 below. SCHEDULE Name Of Person Or Organization: "As required by written contract or agreement entered into prior to loss." Information required to complete this Schedule, if not shown above, will be shown in the Declarations. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Attachment Code: D461943 Master ID: 1335400, Certificate ID: 13187078 Page 1 of 1 Attachment Code: D461942 Master ID: 1335400, Certificate ID: 13187078 POLICY NUMBER: AS2-691-438428-019 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. SCHEDULE Name Of Person(s) Or Organization(s): Any person or organization whom you have agreed in writing to add as an additional insured, but only to coverage and minimum limits of insurance required by the written agreement, and in no event to exceed either the scope of coverage or the limits of insurance provided in this policy. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II - Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I - Covered Autos Coverages of the Auto Dealers Coverage Form. CA20481013 Page 1 of 1 © Insurance Services Office, Inc., 2011 Attachment Code: D461944 Master ID: 1335400, Certificate ID: 13187078 POLICY NUMBER: AS2-691-438428-019 COMMERCIAL AUTO CA04441013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. SCHEDULE Name(s) Of Person(s)Or Organizations(s): Any person or organization for whom you peform work under a written contract if the contract requires you to obtain this agreement from us, but only if the contract is executed prior to the injury or damage occurring. Premium: $ INCL Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. CA 04 44 10 13 © Insurance Services Office, Inc., 2011 Attachment Code: D461944 Master ID: 1335400, Certificate ID: 13187078 Page 1 of 1 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule. Not applicable in NH or NJ The waiver does not apply to any right to recover payments which the Minnesota Workers Compensation Reinsurance Association may have or pursue under M.S. 79.36. Schedule Where required by contract or written agreement prior to loss and allowed by law. This endorsement is executed by the Employers Insurance Company of Wausau. Premium $ Effective Date 6/1/2019 Expiration Date 6/1/2020 For attachment to Policy No. WCC-695-456062-899 WC000313 Ed. 4/1/1984 © 1983 National Council on Compensation Insurance. Page 1 of 1 Attachment Code: D461939 Master ID: 1335400, Certificate ID: 13187078 Attachment Code: D478643 Master ID: 1335400, Certificate ID: 13187078 Policy Number: TB2-695-450953-219 Issued by: LIBERTY MUTUAL FIRE INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF -INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY - UMBRELLA COVERAGE FORM Name of Other Person(s) / Number Days Notice: Organization(s): 30 days Per Schedule of file with the company SCHEDULE Email Address or mailing address: Per schedule on file with the company A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed below, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 01 05 11 © 2011 Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission Attachment Code: D465070 Master ID: 1335400, Certificate ID: 13187078 Policy Number: AS2-691-438428-019 Issued by: LIBERTY MUTUAL FIRE INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO THIRD PARTIES This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE PART MOTOR CARRIER COVERAGE PART GARAGE COVERAGE PART TRUCKERS COVERAGE PART EXCESS AUTOMOBILE LIABILITY INDEMNITY COVERAGE PART SELF -INSURED TRUCKER EXCESS LIABILITY COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART EXCESS COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART COMMERCIAL LIABILITY - UMBRELLA COVERAGE FORM Name of Other Person(s) / Number Days Notice: Organization(s): 30 days Per schedule on file with the company SCHEDULE Email Address or mailing address: Per schedule on file with the company A. If we cancel this policy for any reason other than nonpayment of premium, we will notify the persons or organizations shown in the Schedule above. We will send notice to the email or mailing address listed above at least 10 days, or the number of days listed below, if any, before the cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. All other terms and conditions of this policy remain unchanged. LIM 99 01 05 11 © 2011 Liberty Mutual Group of Companies. All rights reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission Attachment Code: D478645 Master ID: 1335400, Certificate ID: 13187078 NOTICE OF CANCELLATION TO THIRD PARTIES A. If we cancel this policy for any reason other than non-payment of premium, we will notify the persons or organizations shown in the Schedule below. We will send notice to the email or mailing address listed below at least 10 days, or the number of days listed below, if any, before cancellation becomes effective. In no event does the notice to the third party exceed the notice to the first named insured. B. This advance notification of a pending cancellation of coverage is intended as a courtesy only. Our failure to provide such advance notification will not extend the policy cancellation date nor negate cancellation of the policy. SCHEDULE Name of Other Person(s) / Email Address or mailing address: Number Days Notice: Organizations(s): Per schedule on file 30 with the company All other terms and conditions of this policy remain unchanged. Issued by Employers Insurance Company of Wausau 15555 For attachment to Policy No. WCC-695-456062-899 Effective Date 6/1/2019 Premium $ Issued to Jani-King International WM 90 18 06 11 © 2011 Liberty Mutual Group of Companies, All Rights Reserved Page 1 of 1 Ed. 06/01/2011 CONTRACT TRANSMITTAL FORM (Attach as Cover Sheet to Documents dropped off to City Clerk's Office) Date: From (Dept.): 4 e e v rz, Submitted by (First & Last Name): Vendor: Resolution: YES / N Resolution No. (if applicable): �� CI / r O r rt i !i�. / --� P1 C . 1 2 3 4 Originals Provided to City Clerk (Select Quantity) �000 I / 1 Department has Copy / Duplicate Original Vendor has Copy / Duplicate Original