CONTRACT 6032 One Page Service AgreementAUKLLMLN I NU. bU3Z
tirvices Agreement
(FOR COVID-19 EMERGENCY RESPONSE SERVICES)
CONTRACTOR: Tra s ort e e oes DATE MAILED; 1 0_
Below you will find a checklist relating to Insurance and other requirements that are required for doing btlness with the City of El
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. CO00 011186 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.
® Compwhonsve Genera Ligbilily, Including coverage for premises, products and completed operations, Independent contractors,
_ personal injury and contractual obligations with combined single limits of coverage of at least $5,000,000 per occurrence.
® Auto Liability, including owned, non -owned and hired vehicles with at least:
®$5,000,000 per occurrence.
❑ �J00.000. 3 Oa000 per occurrence,
❑ As required by State Statutes. A copy of your current policy must be submitted naming yourself and or your company.
® oMMggion I c _: as required by State Statutes. (Not needed If Self-employed with no employees and
CONTRACTOR signs statement to this effect.)
® Busipess i -nse: The CONTRACTOR shall agree to have a current City of El 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 Planning and Building Safety if appropriate. Call the
Planning Manager @ (310) 524-2340 If you have questions.
❑ gM of valid oLcture 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.
Subwmilted by [ggMplgJe al COLOR COPY REQUIRED BACK TO THE CITY
Company Name:
Trans ortation Charter Services
By (Print name & title):
Tarry Fischer
Company Street Address:
Vendor's h Ied' Signature required:
1931 N. Batavia Street
#*"^
City, State, Zip.
Date signed:
f
Orange, CA 92865
Phone:
714-637.4300
FAX ,1 if
17
Vendor's Email address:
Vendor's Web site:
Lesleigh@tcsbus.com
wW,4.'"1"e* &M
Mail original agreement and Insurance to: City of El Segundo — City Clerk 360 Main Street, Room 6, El Segundo, CA 90246.3813
OdginalodDepartment Contact: Date Initlated:
Department Head Approval;
AGREEMENT NO. 6032
1,GENERALLY. The materials, supplies, or services (collectively, '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 or conditions are binding upon the parties unless
subsequently agreed to In writing. Written acceptance or shipment of all or any
portion of the Purchase covered by this order constitutes unqualified acceptance
of all terms and conditions In this order. The terms of any proposal referred to In
this order are included and made a part of the order only to the extent it specified
the Purchase ordered, the price, and the delivery, and then only to the extent
that such terms are consistent with the terms and conditions of this order,
2.INSPECTION. The Purchase furnished must be exactly as specified in this
order, free from all defects in Seller's performance, design, workmanship, and
materials, and, except as otherwise provided, Is subject to inspection and test by
City at all times and places. If, before final acceptance, any any Purchase Is
found to be Incomplete, or not as specified, City may reject It, require Seller to
correct it without charge, or require delivery of such Purchase at a reduction in
price that Is equitable under the circumstances. If seller is unable or refuses to
correct such items within a time deemed reasonable by City, City may terminate
the order in whole or In part. Seller bears all risks as to rejected Purchases and,
in addition to any costs for which Seller may become liable to City under other
provisions of this order, must reimburse City for all transportation costs, other
related costs incurred, or payments to Seller in accordance with the terms of this
order for unaccepted Purchases. Notwithstanding City's acceptance of any
Purchase, Seller Is liable for latent defects, fraud, or such gross mistakes as
constitute fraud.
&CHANGES. City may make changes within the general scope of this order In
drawings and specifications for specially manufactured supplies, place of
delivery, method of shipment or packing of the order by giving notice to ,Seller
and subsequently confirming such changes In writing, If such changes affect the
cost of or the time required for performance of this order, an equitable
adjustment In the price or delivery or both must be made, No change by Seller Is
allowed without City's written approval, Any claim by Seller for an adjustment.
under this section must be made In writing within thirty (0) days from the date of
receipt by Seller of notification of such change unless City waives this condition
in writing. Nothing In this section excuses Seller from proceeding with
performance of the order as changed,
4. TERMINATION. City may terminate this order at any time, either verbally or in
writing, with or without cause. Should termination occur, City will pay Seller as
full performance until such termination the unit or pro rate order price for the
performed and accepted portion of the Purchase. City may provide written
notice of termination for Seller's default If Seller refuses or falls to comply with
this order, If Seller does not cure such failure within a reasonable time period, or
falls to perform the Purchase within the time specified (or allowed by extension),
Seiler wilt be liable to City for any excess costs incurred by Clly.
9.TIME EXTENSION. City may extend the time for completion if, In City's sole
deterrninatlon. Seller was delayed because of causes beyond ,Seller's control.
and without Setter's fault or negligence, In the event delay was caused by City,
Seller's sole remedy Is limited to recovering money actually and necessarlly
expended by Seller because of the delay; there Is no right to recover anticipated
pros
CREMEDIES CUMULATIVE, City's rights and remedies under this order are not
exclusive and are In addition to any rights and remedies provided by law.
7.TITLE. Title to materials and supplies purchased under this order pass directly
from Seller to City upon City's written acceptance following an actual Inspection
and City's opportunity to reject.
&PAYMENT. City wilt pay Seller after receiving acceptable Invoices for
materials and supplies delivered and accepted or services rendered and
accepted. City will not pay cartage, shipping, packaging or boxing expenses
unless specified In this order, Drafts wilt not be honored.
9,INDEMNIFICATION. Seller agrees loi Indemnify and hold City harmless from
and against any claim, action, damages, costs (including attorney's fees),
Injuries, or liability, caused by the Purchase or the order, or their performance,
Should City be named In any suit, or should any claim be brought against It by
sell or otherwise caused by the Purchase or order, or their performance. Seller
will defend City (at City's request and with counsel satisfactory to City) and
Indemnify City for any judgment rendered against It or any sums paid out In
settlement or otherwise, For purposes of this section "City" Includes Clty"s
that the foregoing provisions will survive termination 61 this order. The
requirements as to the types and limits of Insurance coverage to be maintained
by Seller, and any approval of such Insurance by City, are not intended to and
will not In any manner fimll or quality the liabilities and obligations otherwise
assumed by Seller pursuant to this order, Including, without llmitallon, to the
provisions concerning Indemnification. Notwithstanding the foregoing, Seller
shelf not be responsible for any Indirect or consequential damages, Wier shall.
not be responsible for any damages or claims that are caused by City, or Its
employees, agents, or business Invitees.
14,WARRANTY. Seller agrees that the Purchase Is covered by the most
favorable commercial warranties the Seller gives to any customer for the same
or substantially similar supplies or services, or such other more favorable
warranties as Is specified in this order, Wanrantles will be effective
notwithstanding any Inspection or acceptance of the Purchase by City,
11.ASSiGNMENT. City may assign this order, Except as to any payment due
under this order, Seller may not assign or subcontract the order without Clty's
written approval, Should City give consent, It will not relieve Seller from any
obligations under this order and any transferee or subcontractor will be
considered Sallee's agent.
12,INSURANCE. Seller must provide the insurance Indicated on the face sheet
of this Services Agreement.
11PERMITS. Seller must procure all necessary permits and licenses, and abide
by all federal, state, and local laws, for performing this order,
%INDEPENDENT CONTRACTOR, City and Seller agree that Seller will act as
an Independent contractor and will have control of all work and the manner in
which is It performed„ Seller will be free to contract for similar service to be
performed for other employers while under contract with City, Salter Is not an
agent or employee of City and Is not entitled to participate In any pension plan,
Insurance, bonus or slmllar benefits City provides for Its employees. Any
provision In this order that may appear to give City the right to direct Seller as to
the details of doing the work or to exercise a measure of control, over the work
means that Satter will follow the direction of the City as to end results of the work
only.
15.1. City's review a acceptance of, or payment fori work product
prepared by Seiler under this order will not be construed to operate as a waiver
of any rights City may have under this Agreement or of any cause of action
arising from Setters performance.. A waiver by City of any breach of any, term,
covenant,, or condition contained In this order 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 order, whether of the same or different character.
1+ INTERPRETATION. This Agreement was drafted In, and will be construed In
accordance with the laws of the State of California, and exclusive venue for any
action Involving this agreement will be In Los Angeles County.
17. PREVAILING WAGES. If required by applicable state law Including, without
limitation Labor Code §§ 1720 (as amended by AB 97 (2001)), 1771, 1774,
1776, and 1775, CONTRACTOR must pay Its workers prevailing wage, It Is
CONTRACTORS responsibility to Interpret and Implement any prevailing wage
requirements and CONTRACTOR agrees to pay any penalty or civil damage
resuiting from a violation of the prevailing wage laws. In accordance with Labor
Code § 1773.2, copies of the prevailing rate of per diem wages are available
upon request from CITY's Engineering Division or the websltei for State of
California Prevailing wage determination at i
j3tEM. A
copy of the prevailing rate of par dlem wages must be posted at the job site,
18, {CONSIDERATION, As consideration, CITY agrees to pay CONTRACTOR
for CONTRACTOR's services not to exceed a total of $49,000 (Forty -Nine
Thousand Dollars) for the work. CITY will pay for work as specified In the
attached Exhibit "A,' which Is Incorporated by reference,
19. RELATED TO CITY''S COVID•19 EMERGENCY RESPONSE. On March 4,
2020, Governor Newsom proclaimed a statewide emergency because of COVID-
19, on March 11, 2020, the World Health Organixatton declared COVIID-19 to be
a pandemic; on March 13, 2020, the President declared a National Emergency;
on March 16, 2020, the City of Et Segundo declared a local emergency (ratilied
by the EI Segundo City Council on March 17, 2020). The CITY desires to retain
CONTRACTOR to provide additional services related safely, to the CITY's
response to the COVID-19 emergency, in particular, the additional services,
such as charter services to approved vaccination clinic as part of the Clty's
COVID response and wellness program.
Refer
TCS Professional Onsite Services Agreement (2)
3/11 /21
AGREEMENT NO. 6032
EXHIBIT A
T1,
Terms & Conditions
Payment Terms: Prepayment Accounts: A deposit in the amount of 30% of the estimated total confirms the booking,
provided said deposit is received within 10 business days ofthe initial confirmation. Bookings are not considered
firm until such time as the deposit is received and accepted by TCS. The remaining balance is due 14 days prior
to the departure date. Cancellationsreceived less than 21 days prior to departure will result in the forfeiture of the
30% deposit. Cancellations within 48 hours of the departure date are subject to a 100% cancellation fee. There
is no charge for cancellations in excess of21 days. Approved billable accounts: The full payment is due
no later than 30 days from the date of invoice. Cancellations received less than 48 hours prior to
departure will result in a 100% cancellation fee.
Charter Pricing: All charters are estimated using general mileage, route information and hours of service. The
estimated amount is calculated on either miles or hours of service depending on the greater of the
two. The estimated amount is subject to change until such time as TCS receives and accepts the
deposit.
Additional Fees: TCS endeavors to estimate charters in advance as accurately as possible. However, there may be
additional fees (such as airport and parking fees, bridge and road tolls, park entrance fees etc... ). The
client is responsible for these fees, regardless as to whether or not said fees were anticipated in the
estimated amount. Changes due to Force Majeure (weather, traffic or similar events) beyond TCS's
control are the responsibility of the client. Said additional fees, if any, will be billed on the Post Trip
Billing.
Expenses:
The amounts quoted herein DO include a company -paid driver per diem but DO NOT include driver
accommodations and gratuity. The chartering party is responsible for driver accommodations unless
other arrangements have been agreed upon inwriting by TCS prior to service.
Gratuities:
Gratuities are customary but are nevertheless at the customer's discretion. TCS will gladly add the
cost of the gratuity to yourinvoice should you desire.
Fuel Surcharge:
Volatility in fuel prices has made it necessary for Transportation Charter Services (TCS) to institute a
temporary fuel surcharge on all Charters. This fuel surcharge is reviewed regularly and will be
adjusted to reflect unexpected fuel swings. Clients will benotified prior to surcharge being applied. We
appreciate your understanding.
Post Trip Billing:
All charters are subject to a final accounting audit. The Post Trip Billing will reconcile actual mileage
and hours of service and charge accordingly, invoicing additional amounts if the charter operated
more than the estimate.
Payment:
Payments can be made by Credit Card or by check made out to Transportation Charter Services at
1931 N Batavia Street, Orange, CA, 92865. For charters operated in the US, payments to TCS are
to be made in US Dollars. For charters operated in Canada, payments should be made in Canadian
Dollars. Customer bears the risk of currency exchange rate fluctuations. TCS will not discount invoices
to account for exchange rate changes between the invoice date and the date of customer's payment.
All payments made by credit card are subject to a 3.5% credit card processing fee.
ADAIHandicap:
A portion of the TCS fleet is ADA accessible to accommodate customers with handicaps or with other
special physical or medical needs. Advance notice of a minimum 72 hours is required to
accommodate these needs. Additional fees apply for ADA accessible equipment requests.
TCS Professional Onsite Services Agreement 3/11/21
AGREEMENT NO. 6032
Insurance / Liability: Transportation Charter Services does not assume liability for products or services not produced
or supplied by TCS. In addition, TCS does not assume liability for items placed in the luggage
compartments or left unattended in the coach, TCS reserves the right to decline, accept, or retain any
passenger unless prohibited by applicable lava.
Coach Condition: TCS reserves the right to require a damage deposit in the form of advanced funds or a credit card
pre -authorization on file for the deposit amount and will impose a surcharge should damage caused
by the client or their guests require special cleaning orrepairs.
Alcohol: TCS will allow the consumption of alcohol on the motorcoach provided the advance permission has
been granted and the proper consumption permits and licenses are in place. All costs associated for
the purchase of any, required permits or licenses are the sole responsibility of the customer.
Tobacco: TCS does not allow use of tobacco on any motorcoach.
Luggage: All belongings must be able to safely fit in luggage bays or in overhead compartments.
Copyrights: Obtaining required licenses and consents for the featuring or playing of any recordings, copyrighted
material or videotapes onboard is the sole responsibility of the booking party.
Wi-Fi TCS does not refund for non -working Wi-Fi as this is a complimentary service.
TCS Professional Onsite Services Agreement 3/11/21