CONTRACT 5880 One Page Service Agreement CLOSEDAgreement • 5880
Services Agreement
Z 107
CONTRACTOR: (2_1er42S)p P tGyp,Roo( pc—coIr1,� DATE MAILED: January 15, 2020
Below you will find a checklist relating to Insurance and other requirements that are required for doing business with the City of EI
Segundo. Only those items checked -off are MANDATORY, however if your standard policies exceed the minimum requirements please
include. Commercial general liability insurance must meet or exceed the requirements of ISO -CGL Form No. CG 00 01 1185 or
88. The amount of insurance set forth below will be a combined single limit per occurrence for bodily injury, personal injury, and property
damage for the policy coverage. Liability policies will be endorsed to name the City, its officials, and employees as "additional
insured's" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other
insurance that may be carried by the City will be excess thereto. Such insurance must be on an "occurrence," not a "claims
made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to the City.
Please find additional Terms and Conditions on the reverse side of this Services Agreement. This is not a purchase order or an
authorization to begin work.
® Comorehensive General Liabilitv, including coverage for premises, products and completed operations, independent contractors,
personal injury and contractual obligations with combined single limits of coverage of at least $1,000,000 per occurrence.
® Auto Liabilitv, including owned, non -owned and hired vehicles with at least:
® $1.000.000 per occurrence.
❑ $10,000.300,OCi0per occurrence.
❑ As required by State Statutes. A copy of your current policy must be submitted naming yourself and or your company.
Workers" Comoensation Insurance: as required by State Statutes. (Not needed if Self-employed with no employees and
CONTRACTOR signs statement to this effect.)
❑ Business License: The CONTRACTOR shall agree to have a current City of EI Segundo license on file at City Hall or purchase
said license (at no cost to the City).
❑ Permits: Plans must be approved and permit(s) issued (no fee) by the Community, Economic and Development Services
Department if appropriate. Call the Building Manager @ (310) 524-2345 if you have questions.
❑ CoDv of valid oicture I.D. (Drivers license etc.)
PLEASE NOTE: ALL APPLICABLE INFORMATION LISTED ABOVE MUST BE OBTAINED AND ON FILE, PRIOR TO THE ISSUANCE OF A CITY
PURCHASE ORDER BEING SENT TO YOU (VIA FAX OR HARD COPY) BY THE RISK MANAGERIPURCHASING AGENT, THUS AUTHORIZING
COMMENCEMENT OF WORK FOR THE CITY.
Submitted by (comdele all blanks):
COMM h1vm"° By (Print name & Mile):
. � 'F>r170t t e, I r) C--_ kiCAatoo �tCH �2�Jo
Com any Street Address: Vendor's Authorized Signature required: o
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City, State, Zip: Date signed:
Colo
Phone: FAX: w
Vendor's Email address:�-
Mail original agreement and insurance to: City of EI Segundo - City Clerk 350 MP trr et, Room 5, El Seg ndo, CA 90245.3813
�y fit.
Originator/Department Contact: Dl5'r- Lopr7, at a- %,-1 initiated:
Department Head App vat _ Date Approved:
Finance Approval; Date Approved:
cc: Business License; City Clerk; Purchasing Agent; Requesting Dept. name - Poiice.
TO FORM:
(1) Page Services Agreement with check boxes.doc CITY ATTO air;'a r 1/22120
1.GENERALLY The materials, supplies, or services
"Purchase") covered by this services agreement and purchase order
("order") must be furnished by Seller subject to all the terms and
conditions contained in this order which Seller, in accepting this order,
agrees to, be bound by and comply with in all particulars. No other terms
I orconditions are binding upon the parties unless subsequently agreed bo
� in writing. Written acceptance or shipment of all or any portion of the
Purchase covered bythis order constitutes unqualified acceptance ofall
terms and conditions /nthis order. The terms ofany proposal referred |o
inthis order are included and made apart n[the order only bthe extent
it specified the Purchase ordered, the phmo, and the dm|iwarK and then
only to the extent that such tonno are consistent with the bennu and
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conditions ofthis order.
2]N8PECT|ON. The Purchase furnished must boexactly aespecified in
this nrdnr, han from all defects in Seller's performance, dmnign,
workmanship, and materials, and, except as otherwise pmvided, in
subject to inspection and test by City adall Umao and p|omao. If, before
final acceptance, any any Purchase is found to be inoump|abo' mnot eo
specified, City may rejectit, require Seller hocorrect itwithout charge, or
mqu|nu delivery ofsuch Purchase at a reduction in price that is equitable
under the dmumwhanooe. Ifseller in unable or mfunoo to correct such
items within eUme deemed reasonable by City, City may terminate the
order in whole orin part. Seller bears all risks as to rejected Purchases
and, in addition hnany costs for which Seller may become liable ho City
under other provisions of this order, must reimburse Qty for all
transportation mmuts, other related costs inourmd, or payments to Seller /
in ououndanoo with the hmnno of this order for une000phod Purchases.
Notwithstanding City's acceptance of any Purchase, GmUar is liable for
latent defects, fraud, ursuch gross mistakes ooconstitute fraud,
3.CHANGEG. City may make changes within the general scope of this
order indrawings and specifications for specially manufactured supplies,
place ofdelivery, method ofshipment orpacking ofthe order bygiving
notice (oSeiler and subsequently confirming such changes inwriting. If
such changes affect the cost oforthe time required for performance of '
this order, an equitable adjustment in the price nrdelivery orboth must �
be made, Nuchange bySeller iaallowed without City's written approval.
Any claim by Seller for on adjustment under this oocUnn must bomade
inwriting within thirty (3O)days from the date ofreceipt bySeller of
notification of such change unless City waives this condition in writing.
Nothing inthis section excuses Seller from proceeding with performance
nfthe order auchanged.
4. TERMINATION. City may terminate this oder at any time, either �
verbally or in writing, with or without cause. Should termination occur, �
City will pay Seller as hmN performance until such termination the unit or
pm rata order price for the performed and accepted portion of the i
Purchase. Qty may provide written notice of termination for Seller's
default ifSeller refuses nrfails {ocomply with this order. /fSeller does
not cure such failure within a reasonable time pehod, or fails to perform |
the Purchase within the time specified (or allowed by extension), Seller �
will bnliable boCity for any excess costs incurred hyCity.
S.?|ME EXTENSION. City may extend the time for completion if, in
City's sole determination, Seller was de�layndbecause ofcauses beyond
Seller's control and without Seller's fault ornegligence. /n the event
delay was caused by City, Seller's sole remedy |mlimited to recovering |
money actually and necessarily expended by Seller because of the �
delay; there ionnright hmrecover anticipated profit.
G.RENVED|ES CUMULATIVE. City's rights and remedies under this order
are not exclusive and are inaddition boany rights and remedies provided
by law,
7JITLE. Title tomaterials and supplies purchased under this order
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pass directly from Seller hoCity upon City's written acceptance following
an actual inspection and City's opportunity to reject,�
__ Ao[8eDleOt[�O.5880
&P�MENT.City will pay Seller after receiving acceptable invoices for
materials and supplies delivered and accepted orservices rendered and
accepted. City will not pay cartage, oh/pping, packaging or boxing
expenses unless specified inthis order. Drafts will not bohonored.
9JNDEMN|F|CAJ|ON. Sa|1ar agrees to indemnify and hold City
harmless from and against any claim, action, damages, costs (including,
without |im|bo8un' oMomoy'o foon), injuries, or |iabi|ity, arising out of the
Purchase or the order, nrtheir performance. Should City be named in
any suit, or should any claim be brought against itbvsuit urotherwise,
whether the same be groundless or not, arising out ofthe Purchase or
order, ortheir performance, Seller will defend Qty /at Q�'m request and
� with counsel satisfactory to City) and indemnify
`City for any judgment
rendered against itorany sums paid out insettlement nrotherwise. For
purposes ofthis section "Qhyincludes City's officers, elected officials,
and employees. It is expressly understood and agreed that the
foregoing provisions will oum(wo termination of this order. The
requirements as to the types and limits of inoononoo oovoe0o to be
maintained by GeUar' and any approval of such innomnoa by Qty. are
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not intended to and will not in any manner limit orqualify the liabilities
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and obligations otherwise assumed by Seller pursuant to this order,
including, without limitation, buthe provisions concerning indemnification.
IO.VVARRANTY. Ge/|ar ogmon that the Purchase is covered by the
most favorable commercial wmnanUao the Seller gives to any customer
for the same orsubstantially similar supplies or services, or such other
more favorable warranties as is specified in this order, Warranties will
be nMeodvo notwithstanding any inspection or acceptance of the
Purchase byCity.
11.ASS|0NK8ENT. City may assign this order. Except as to any
payment due under this order, Seller may not assign msubcontract the
order without City's written approval. Should City give consent, itwill not
relieve Seller from any obligations under this order and any transferee or
subcontractor will boconsidered Seller's agent.
13.|NSURANCE. Seller must provide the insurance indicated on the
face sheet cfthis Services Agreement.
13.PERM|TS. Seller must procure all necessary permits and licenses,
and abide byall federal, state, and local laws, for performing this order.
14JNDEPENDENTCQNTR4CTOR. City and Seller agree that Seller
will act as an independent contractor and will have oonbn| of all work
and the manner in which is it performed. Seller will be free to contract
for similar nomima to be podonnod for other employers while under
contract with City. Seller innot anagent oremployee ofCity and |anot
nnUUod to participate in any pension plan, insurance, bonus orsimilar
benefits City provides for its employees. Any provision in this order that
may appear b/give City the right bodirect Seller ooto the details ofdoing
the work nrhuexercise ameasure ofcontrol over the work means that 1
Seller will haUmw the direction of the City as to end results of the work
only.
15.VVA|VER. City's review or acceptance of, or payment for, work
product prepared by Seller under this order will not be construed to
operate anawaiver ofany rights City may have under this Agreement or
of any cause of action arising from Seller's performance. A waiver by
City ofany breach nfany term, covenant, nrcondition contained inthis
order will not bodeemed toboawaiver ufany subsequent breach (fthe
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same many other term, covenant, or condition contained in this order,
whether ofthe same ordifferent character.
1GJN?ERPRETAT|O0.This Agreement was drafted in, and will bo
construed inaccordance with the laws ofthe State ofCalifornia, and
exclusive venue for any action involving this agreement will bninLos
Angeles County.
(1)Page Services Agreement with check boxas.doo 1/22/20
Agreement No. 5880
Scope of Services
USA Proline, INC will provide the EI Segundo Police Department with gym
equipment and installation not to exceed fifty thousand dollars ($50,000) for the
fiscal year.