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CONTRACT 5912 Service AgreementAgreement No. 5912 SERVICES AGREEMENT (INSTALLATION SERVICES) BETWEEN THE CITY OF EL SEGUNDO AND .K, FEDERAL TECHNOLOGY SOLUTIONS, INC. THIS INSTALLATION SERVICES AGREEMENT ("Agreement") is made and entered into this 23rd day of March, 2020, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation ("CITY") and FEDERAL TECHNOLOGY SOLUTIONS, INC., a California S Corporation ("CONTRACTOR"). The Parties agree as follows: 1. CONSIDERATION, A, As partial consideration, CONTRACTOR agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONTRACTOR and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONTRACTOR for CONTRACTOR's services not to exceed a total of Fifty Thousand Dollars ($50,000) for the entire term of this Agreement. CITY will pay For work on the basis of the hourly rates and cost reimbursement rates as specified in Exhibit "A," which is incorporated by reference. 2. TERM. The term of this Agreement will be from April 01, 2020 to March 31, 2021, 3. SCOPE OF SERVICES. A. CONTRACTOR will perform the installation services listed in the attached Exhibit "A," which is incorporated by reference. The provisions contained in this Agreement supersede any conflicting provisions in Exhibit A. B, CONTRACTOR will, in a workmanlike manner, furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculation, and all other means whatsoever, except as herein otherwise expressly specified to be furnished by CITY, necessary or proper to perform and complete the work and provide the professional services required of CONTRACTOR by this Agreement. 4. PREVAILING WAGES. A. Pursuant to Labor Code § 1720 et seq., and as specified in 8 California Code of Regulations § 16000 et seq., CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's responsibility to interpret City of EI Segundo Services Agreement Page 1 Agreement No. 5912 and implement any prevailing wage requirements and CONTRACTOR agrees to pay any penalty or civil damages resulting from a violation of the prevailing wage laws. B In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diern wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at Iittr)://www,dur,ca.00v/DL RiRWD. CONTRACTOR must post a copy of the prevailing rate of per diem wages at the job site. C CITY directs CONTRACTOR's attention to Labor Code §§ 1777.5 and 1777.6 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing w o r k e r s in any apprenticeabie craft or trade to employ apprentices in at least the ratio set for in that section. The CONTRACTOR may apply to the joint apprenticeship committee nearest the site of the public works project and which administers the apprenticeship program in that trade for a certificate of approval, The certificate must also fix the ratio of apprentices to journeymen that will be used in the performance of the contract. The ratio of apprentices to journeymen in such cases will not be less than one to five except: i. When employment for the previous three-month period in the area exceeds a ratio of one to five,or ii., When the number of apprentices in training in the area exceeds a ratio of one to five, or i6 When there is a showing that the apprenticeable craft or trade is replacing at least 1130 of its membership through apprenticeship training, either on a s t a t e w i d e basis o r o n a local basis, or iv. When assignment of an apprentice to any work performed under a public works contract would create a condition that would jeopardize his or leer Nile or the life, safety, or property of fellow employees or the public at large, or, the specific task to which the apprentice is to be assigned is of a nature that training cannot be provided by a journeyman. E, CONTRACTOR is required to make contributions to funds established for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeyrnen in any apprenticeable trade on such contracts and if other contractors on the public works site are making such contributions. City of EI Segundo Services Agreement Page 2 Agreement No. 5912 F. Information relative to apprenticeship standards, wage schedules and other requirements may be obtained from the Director of Industrial Relations, ex -officio the Administrator of Apprenticeship, San Francisco, California, or from the Division of Apprenticeship Standards and its branch offices. G. CONTRACTOR and its subcontractors must keep an accurate certified payrol records showing the narne, occupation. and the actual per them wages paad: (c each worker employed in connection with this Agreement The record will be kept open at all reasonable hours to the inspection of the body awarding the contract and to the Division of Labor Law Enforcement. If requested by CITY, CONTRACTOR must provide copies of the records at its cost. 5. PAYMENTS, A. For CITY to pay CONTRACTOR as specified by this Agreement, CONTRACTOR must submit a detailed invoice to CITY B. Payments for work will only be made after CITY issues a written notice to proceed. All work is subject to all other terms and provisions of this Agreement. 6. FAMILIARITY WITH WORK. A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR has I. Thoroughly investigated and considered the scope of services to be performed; Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B If services involve work upon any site, CONTRACTOR warrants that CONTRACTOR has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONTRACTOR discover any latent or unknown conditions that may materially affect the performance of the services, CONTRACTOR will immediately inform CITY of such fact and will not proceed except at CONTRACTOR's own risk until written instructions are received from CITY. 7. INSURANCE. A. Before commencing performance under this Agreement, and at all other City of El Segundo Services Agreement Page 3 Agreement No. 5912 times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: 7_ype of Insurance Commercial general liability: Business automobile liability Workers compensation Limits (combined sin !e $2 Million $1 Million Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO -CGL Form No, CG 00 01 11 85 or 88, or equivalent. The amount of insurance set forth above 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 City, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by City will be excess thereto. CITY's additional insured status will apply with respect to liability and defense of suits arising out of LICENSEE's acts or omissions. Such insurance will 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 City. C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 01 06 92, including symbol 1 (Any Auto). D. CONTRACTOR will furnish to City valid- Certificates of Insurance evidencing maintenance of the insurance required under this Agreement, a copy of an Additional Insured Endorsement as required herein; and such other evidence of insurance or copies of policies as may be reasonably required by City from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "AMI." Certificate(s) must reflect that the insurer will provide thirty (30) day notice of any cancellation of coverage. CONTRACTOR will require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance required by this Agreement, City may obtain such coverage at CONTRACTOR's expense and deduct the cost of such insurance from payments due to CONTRACTOR under this Agreement or terminate. 8. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until: City of EI Segundo Services Agreement Page 4 Agreement No. 5912 A CONTRACTOR furnishes proof of insurance as required under Section 7 of this Agreement; and B CITY gives CONTRACTOR a written notice to proceed. C. Should CONTRACTOR begin work in advance of receiving written authorization to proceed, any such professional services are at CONTRACTOR's own risk. 9 TERMINATION. A Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. Notice of termination will be in writing, B. CONTRACTOR may terminate this Agreement upon providing written notice to CITY at least thirty (30) days before the effective termination date. C. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. D. By executing this document, CONTRACTOR waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 10. INDEMNIFICATION. A. CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONTRACTOR will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. B. For purposes of this section "CITY" includes CITY's officers, officials, employees, agents, representatives, and certified volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. 11.11NDEPENDENT CONTRACTOR, CITY and CONTRACTOR agree that CONTRACTOR will act as an independent contractor and will have control of all work and the manner in which it is performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. City of El Segundo Services Agreement Page 5 Agreement No. 5912 CONTRACTOR is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work or to exercise a measure of control over the work means that CONTRACTOR will follow the direction of the CITY as to end results of the work only. 12. NOTICES. A. All notices given or required to be given pursuant to this Agreement will be in writing and may be given by personal delivery or by mail. Such noticing does not include day-to-day communications between CITY's and CONTRACTOR's project managers. Notice sent by mail will be addressed as follows: To CITY Information Systems Department City of EI Segundo 350 Main Street EI Segundo, CA 90245 To CONTRACTOR: Federal Technology Solutions, Inc, 1828 Railroad Street Corona, CA 92880 Attn: Anastacia Escoboza-Henry B. When addressed in accordance with this paragraph, notices will be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notices will be deemed given at the time of actual delivery. C. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 13.TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer Identification Number. 14. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement, whether of the same or different character. 15. CONSTRUCTION. The language of each part of this Agreement will be construed simply and according to its fair meaning, and this Agreement will never be construed either for or against either patty. City of EI Segundo Services Agreement Page 6 Agreement No. 5912 10.SEVERABLE. Ifany portion of this Agreement isdeclared byacourt of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so rnodified, such portion and the balance ofthis Agreement will continue in full force and effect. 17. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience ofreference only and will not affect the interpretation of this Agreement. 18. WAIVER. Waiver of any provision of this Agreement will not bedeemed toconstitute a waiver of any other provision, nor will such waiver constitute a continuing waiver, 19. INTERPRETATION, This Agreement was drafted in and will be construed in accordance with the |avxu of the State of California, and exclusive VaRVa for any action involving this agreement will be in Los Angeles County. 20.AUTHOR|TY7k0[}0|FICAT/OM/. This Agreement may be subject to and conditioned upon approval and ratification by the B Segundo City Council. This Agreement is not binding upon CITY until executed by the City Manager, The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written ogneernen1. C|TY's city manager may execute any such amendment onbehalf VfCITY, 21./\CCEPTANCE OF ELECTRONIC SIGNATURES. The Parties agree that this AQnaenment, agreements ancillary to this AgraenneDt, and related documents to be entered into in connection with this AoFoannent will be considered signed when the signature of m party is delivered by electronic ipd� or facsimile transmission. Such electronic or foos|rni|e signature will be treated in all respects as having the same effect as anoriginal signature. 22. EFFECT OF CONFLICT. In the event of any cunflict, inoonaiabancy, or incongruity between any provision of this Agreement, its attachments, the purchase order, or notice toproceed, the provisions o[this Agreement will govern and control. 23 CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of rehanonma only and will not affect the interpretation 0fthis Agreement. 24. FORCE K8,AJEORE. Should performance of this Agreement be prevented due to fine. 0ood, axp|noioO, vxar, terrorist act, embargo, government ectinO, niVU or military authnrity, the natural a|ementm, mrother similar causes beyond the Parties' ountro|, then the Agreement will immediately terminate without obligation of either party to the other. 25 ENTIRE AGREEMENT. This Agreement and its one attachment constitute the sole agreement between CONTRACTOR and CITY respecting Installation Services. Tmthe extent that there are additional terms and conditions contained in Exhibit "A" that are not in conflict with this Ag/mernani, those terms are incorporated as if fully set forth above. City ofE|Segundo Services Agreement Page Agreement No. 5912 There are no other understandings, terms or other agreements expressed or implied, oral or written, [SIGNATURES ON FOLLOWING PAGE] City of EI Segundo Services Agreement Page 8 Agreement No. 5912 IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written. CITY OF EL SEGUNDO Scott Mitnicc, City Manager Vv6W v r, Ci CIL APPROVED A�(S TO FORM: V\ 11� for Mark D. Hensley, U City Attorney Insurance Reviewed by: �3- City of EI Segundo Services Agreement Page 9 FEDERALTECHNOLOGY SOLUTIONS, INC. Jaques Manciev President Taxpayer ID No "of) RX767 Contractor State License No,: &116 Contractor City Business License No. t �r C' Agreement No. 5912 Exhibit A 5/8/2020 Scope of Work and Rates for the City of El Segundo SCOPE OF WORK: Installation: • Troubleshooting, Maintenance and Repair of Voice and Data Cable • Video, cabling including Optical Fiber OM3; OS2. • Wiring pulling, terminations, control panel devices and finish work. • Troubleshooting and maintenance • FTSI shall conduct on-site testing with best business practices and the appropriate vendoCs test procedures. • The Contractor shall furnish all test equipment and personnel required to conduct all required testing. • During any testing phase, the Government reserves the right to perform inspections to RSSUYe Solutions C0111`61 -m to prescribed requirements, • After appropriate corrective action has been taken, all tests will be performed, and a copy 01" 211 test results shall be provided to customer. RATES: Cabling Technicians: Monday — Friday Saturday Sunday I$' Shift - $105,00 per/hour 5112.00 per/hour 5124.00 per/hour 21d Shift - $112.00 per/hour 3" Shift - S124.00 per/hour Four hour minimum charge for C811 Out Travel Time: $125.00 - Labor Wireless Technician: I" Shift - $105,00 per/hour 2"' Shift - $115.00 per/hour 3" Shift - $125,00 per hour Foor hour minimum charge for call out Travel Time: $125,00 - Labor