CONTRACT 6336 Service Agreement CLOSEDAgreement No. 6336
SERVICES AGREEMENT
BETWEEN
THE CITY OF EL SEGUNDO AND
PACIFIC SERVICES, INC.
THIS SERVICES AGREFMENT ("Agreernent") is made and entered into this 21" day of
February, 2022, by and beNreen the CITY OF EL SEGLTNDO, a Senerat law city and municipal
corporation ("CITY") and PACIFIC SERVICES, INC, a California 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, Exhibit "'A," attached;
B. As additional consideration, CONTRACTOR and CITY agree to abide by the
tern -is and conditions contained in this Agreement;
C. As additional consideration„ CITY agrees to pay CONTRACTOR an amount not
to exceed Nine 14undred and Thirty Dollars ($93Q), CITY will pay monthly
amounts promptly,, but not later than fort -five (45) days after receiving
CONTRACTOR's invoice.
TERIM. The term of this Agreement will be from February 21, 2022, to February 20, 2023.
The Agreement may be renewed upon mutual consent of the parties.
3. SCOPE OF SERVICES.
A. CONTRACTOR will, in a workmanlike, manner, ftimish 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 ineans whatsoever,
except as herein otherwise expressly, specified to be furnished by CITY, necessary
or proper to perform and compMe the work and provide the professional services
required of CONTRACTOR by this Agreement.
B. CONTRACTOR will perform services listed in the attached Exhibit "A."
4. FAARLIAIZITY WITH WORK.
A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR
has
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Agreement No. 6336
i. Thoroughly investigated and considered the scope of services to be
performed;
ii. Carefully considered how the services should be performed; and
iii. Understands the facilities, difficulties, and restrictions attending
performance of the services under this Agreement.
& If ser%,ices ill -valve worm Ltporj 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 tile services hereunder.
Should CONTRACTOR discover any latent or unknown conditions that may
materially affect the performance of 'tile services, CONTRACTOR will
irnmediately inforra CITY of Stich fact and will not proceed except at
CONTRACTOR's own risk until written instructions are received frorn CITY.
5. INSURANCE,
A. Before, commencing performance under this Agreement, and at all other times this
AgreernenL is eff"ective, CONTRACTOR will procure and maintain the following
types of insurance with coveragc Jimits, complying, at a minimum, with the, limits
set forth below:
TyL)g ofInsurduce
LirnitsLconibined single)
Commercial general liability: $1,000,000
Business automobile liability $1,000,000
Workers compensation Statutory requirement.
B. commercial general liability insurance 'will rneet or exceed tile requirements of
ISO COI., Form No. CG 00 0,1 H 85 or 89, The arnount of insurance set forth
above will be a combined single, limit per occurrence for bodily injury, personal
injury, and property darnage 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 deerned "primary'
such that any other insurance that may be carried by City will be excess thereto.
Such insurance will be on an "occurrence," not a "claims made," basis and will
not be cancelable or subject to reduction except upon thirty (3Q) days prior written
notice to City.
C, Automobile coverage will be written on ISO Business Auto Coverage Form CA
00 0106 92, including symbol I (Any Auto).
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Agreement No. 6336
D. CONTRACTOR will furnish to City duly authenticated Certificates of Insurance
e,,idenc.i.ng maintenance of the insurance required under this Agreement,
endorsements 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 AM- Best Company Rating
equivalent to at least a Rating of "A: 'Il." Ceiliftcate(s) must reflect that the
insurer will provide thirty (30) day notice of any cancellation of coverage.
CONTRACTOR"till require its insurer to modify such certificates to delete any
exculpatory wording stating that failure of the insurer to mail written notice of
cartcellation imposos no obligation, and to delete the word "endeavor" with regard
to any notice provisions.
E. Should CONTRACTOR, for any reason„ fail to obtains 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 tinder this Agreement or terrinate.
5. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this
Agreement until:
A. CONTRACTOR furnishes proof of insurance as required under Section 5 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 services are at CONTRACTOR's own risk.
7. 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 tinder this Section.
8. INDEMNIFICATION.
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Agreement No. 6336
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, except
for such loss or damage arising from CITY's sole negligence or willful.
misconduct. Should CITY be narned 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.
9. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agref, that
CONTRACTOR will act as an independent contractor and will have control of all work and the
manner in which is it performed. CONTRACTOR will be free to contract for similar service to
be performed for other employers While undcr contract with CITY. CONTRACTOR is not an
agent or employee of'CJ'I'Y and is not entitled, to participate in any pension plan, insurance,
botius 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.
10. 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. Notice sent by mail
will be addressed as follows;
To CITY: Charles Mallory, information Technology Service Dept.
City of El Segundo
350 Main Street
El Segundo, CA 90245
(310) 524-2356
To CONTRACTOR: Charles Margoitta, Business Development
Pacific Services, Inc.
927 Calle Negocio, Suite L
San Clemente, CA 92673
(949) 542-7995
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Agreement No. 6336
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.
11. TAXPAYER IDENTIFICATION NUMBER, CONTRACTOR will provide CITY with a
Taxpayer Identification Number.
12. WAIVER. A waiver by CITY of any breach of any terin, 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 terms, covenant, or condition contained in this Agreement, whether of the same or different
character.
13. CON'STRDCTION. The language of each part of this Agreen'tent will be construed simply
and according to its fair meaning, and this Agreement will never be construed either for or
against either party.
14, SEVERABLE. if any portion of this Agreement is declared by a court of competent
jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the
extent necessary in the opinion of tlae court to render such portion enforceable and, as so
modified, such portion and the balance of this Agreement will continue in full force and effect.
15. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
16. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a
waiver of any other provision, nor will such waiver constitute a continuing waiver.
17. 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.
18. AUTHORITY/MODIFICATION. This Agreement may be subject to and, conditioned
upon approval and ratification by the El Segtando City Cotincil. 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 authorim the undersigned to execute this
Agreement and to engage in the actiodnws described herein. This Agreement may be modified by
written agreement. CITY's city manager may execute any such amendment on behalf of CITY.
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Agreement No. 6336
19. COUNTERPAWI'S; ACCEPTANCE OF ELECTRONIC SIGNATURES. This
Agreement may be executed by the parties on, any nurriber of separate COUntcrparts, and all such
counterparts so executed constitute one Amendment binding on all the parties nore+itbstanding
that all the parties are not signatories to the same counterpart. In accordance with Government
Code § 16.5, the Parties agree that this Agreement will be considered signed when the signature
of a party is delivered by electronic transmission. Such electronic signature will be treated in all
respects as having the same effect as an original signature.
20. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity
between any provision of this Agreement, its attachments, the purchase order, or notice to
proceed, the provisions of this Agreement will govern and control.
21. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
22, FORCE MAJEURE, Should performance of this Agreement be prevented due to fire, flood,
explosion, war, terrorist act, embargo, goverrinient action, civil or military authority, the natural
elements, or other similar causes beyond the Parties' control, then the Agreement will
immediately terminate without obligation of either party to the other,
23. ENTIRE AGREEMENT. This Agreement and its attachment(s) constitute the sole
agreerricrit between CONTRACTOR and CITY with regard to professional services. To the
extent that there are additional terms and conditions contained in Exhibit "A" that are not in
conflict with this Agreement, those terms are incorporated as if fully set forth above. There
are no other understandings, terms or other agreements expressed or implied, oral or written.
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Agreement No. 6336
IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and
year first hereinabove written.
C117 OF EL
°" Ze0zl-le
Charles Mallory, /,011oav
rector
Information Tech Service
ATTEST:
Tracy Weaver,
City Clerk
APPROVED AS TO FORM:
Marls D. Hensley, City Attorney
- �� .�.-a te..._
Jo, it1 Vazquez,'
Assista t City Attorney
Insurance Reviewed By:
Hank Lu, Risk Management
CONTRACTOR
"� °'iaarle ar' Etta, Dire��"",
Business Developmen
Taxpayer ID No. 17- ~�— 3'34,f 6 -7
Business License No. µ a�
State License No. 10 44 Z--14 Z—
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Agreement No. 6336
CUSTOMER:
ADDRESS:
ADDRESS:
CONTACT:
TELEPHONE:
FAX:
E-MAIL
Ct of El Se redo
350 Main Street
El Segundo, CA 90245-3813
Scott Kim
310-524-2375
skim -_ elsec�undo.orp
Lifeguard Station, Chevon gas field tower, Roof
PART NUMBER DESCRIPTION
Cambium PTP650 link from lifeguard station at beach to Chevon
Labor Services tower and roof of El Segundo police station. Test through -put and
idenfiv issues to correct problems with link.
Director of Business Development
no
Date:
A
QUOTE NUMBER:
122352
QUOTE DATE:
21-Feb-22
EXPIRES:
20-Mar-22
DELIVERY:
15-25 days ARO
FOB:
Orgin
PAYMENT:
Net 20 days OAC
UNIT PRICE TOTAL
$ 155.00 $ 930.00
2/21/2022