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CONTRACT 6531A AmendmentAgreement No. 6531A FIRST AMENDMENT TO AGREEMENT NO.6531 BETWEEN THE CITY OF EL SEGUNDO AND UNITED SITE SERVICES OF CALIFORNIA, INC. THIS FIRST AMENDMENT ("Amendment") to Agreement No. 6531 (the "Agreement") is made and entered into this 21'day of June 2023, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation existing under the laws of California ("CITY"), and United Site Services of California Inc., a California corporation ("CONTRACTOR"). The parties agree as follows: The Agreement is amended to augment Agreement Exhibit "A" to include the additional services set forth in Exhibit `B" to this Amendment on the dates set forth therein. 2. As consideration for the additional work set forth in Amendment Section 1, above, the CITY agrees to pay CONTRACTOR an amount to exceed $4,637.83. 3. This Amendment may be executed in any number or counterparts, each of which will be an original, but all of which together constitutes one instrument executed on the same date. In accordance with the Government Code §16.5, the parties agree that this Amendment will be considered singed 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. 4. Except as modified by this Amendment, all other terms and conditions of the Agreement remain the same. [SIGNATURES ON NEXT PAGE] Agreement No. 6531A IN WITNESS WHEREOF the parties hereto have executed this Amendment the day and year first hereinabove written. CITY OF EL SEGUNDO Aly Mancin, _ ......._._..._ Recreation Parks, and Library Director A"I"TE T: Tracy Weaver, City Clerk APPROVED AS TO FORM: MARK D. HENSLEY, CITY ATTORNEY Ioaclui azquez, Assist t City Attorney Irlsur Approval: Mane , Risk Manager ■ United Site c ' * -s of California, INC u Saris Attaei Director of Sales Taxpayer ID No. 20-0968969 EXHIBIT B Agreement No. 6531A United Site Services of Caiifomia Inc. Salesperson, Contact 4511 North Rowland Avenue Antonio P. DaSilva El Monte, CA 91731 Mobile: Office: +1 774-512-2209 x22209 Fax: rUniited SITE SERVICES ONE=Antonio.DaSiIva@unitedsiteservices.com Quote No.: 414-2446481 Sell To: City Of El Segundo Ryan Delgado 401 Sheldon St EL SEGUNDO, CA Cust. #: USS-1601479 Phone: 310-524-2882 Fax: 310-647-4223 Site Service Quotation Quote Date: 05/12/23 Quote Expires: 06/11/23 Ship To: 4TH OF JULY EVENT 300 E PINE AVE EL SEGUNDO, CA 90245 Attn: Ryan Delgado Phone: 310-524-2882 Terms: Due Upon Receipt Item Unit Quantity From Thru Unit Price Total Price Deluxe Restroom EA 17 07/03/23 07/05/23 45.00 765.00 one time Deluxe Restroom Service EA 17 07/03/23 07/05/23 65.00 1,105.00 one time Hand Sanitizer Refill EA 17 07/03/23 07/05/23 35.00 595.00 one time Toilet Seat Cover EA 17 07/03/23 07/05/23 15.00 255.00 one time Delivery, Setup, Removal EA 17 07/03/23 07/05/23 15.00 255.00 one time Deluxe Restroom Subtotal: . . . . . . .. .. . . . . ...... . , . , , , . , , . „ . „ 2,975.00 ADA Wheelchair Accessible EA 4 07/03/23 07/05/23 125.00 500.00 one time ADA Wheelchair Accessible Svc EA 4 07/03/23 07/05/23 75.00 300.00 one time Hand Sanitizer Refill EA 4 07/03/23 07/05/23 35.00 140.00 one time Toilet Seat Cover EA 4 07/03/23 07/05/23 15.00 60.00 one time Delivery, Setup, Removal EA 4 07/03/23 07/05/23 15.00 60.00 one time ADA Wheelchair Accessible Subtotal:. .. „ .... . „ ... .. „ , . .. , ... ......... 1,060.00 2 Station Sink EA 4 07/03/23 07/05/23 45.00 180.00 one time 2 Station Sink Service EA 4 07/03/23 07/05/23 40.00 160.00 one time Delivery, Setup, Removal EA 4 07/03/23 07/05/23 15.00 60.00 one time 2 Station Sink Subtotal: . . . . . . .. ......... ... . ... .. ..... .... .. . 400.00 Subtotal: 4,435.00 Accepted: Dale: Tax: 202.83 Remit To: United Site Services, PO Box 660475, Dallas, Tx 75266-0475 Total: 4,637.83 NOTE: Total prices have been calculated for 1 billing period only. Damage Waiver is optional. Please read the terms and conditions on the last page of this document for more information. Agreement No. 6531A TERMS AND CONDITIONS 1_ Acceptance Customer shall be deemed to have accepted these terms and conditions upon the earliest to occur of: (i) two business days after receipt of an invoice from Company; (ii) delivery of items of equipment (`Equipment) identified in the invoice to the site designated in the invoice (the'Site") and use or acceptance thereof or (R) acknowiedgment or other conduct of Customer indicating acceptance These terms and conditions shall supersede any inconsistent terms of any purchase order or other documents of Customer. 2. PaymentTerms All agreements are subject to approval by Company, Customer shall pay all charges by Company during the term (the "Period") shown in the invoice. Ail Company Invoices are due and payable upon Customer's receipt of the invoice. Customer shall be liable to Company for interest at the rate of 1.5% per month, or such lesser rate as may be the maximum lawful rate from time to time, on all overdue accounts. Customer shall pay all additional charges for services separately requested by Customer or made necessary by Customer's breach of these Terms and Conditions, including but not limited to, moving/relocation civrges, special service charges, and special delivery and removal charges. In the event Customer's account becomes delinquent, Customer agrees to pay Company all collection expenses, including reasonable attorney's fees. 3. Service The Company offers servicing as an option on all portable rest - rooms. 4. Damage Waiver The Company offers a damage waiver program on certain Equipment. Customer may decline the damage waiver by completing and executing the appropriate section at the end of these terms and conditions, Unless Customer has declined the Damage Waiver in writing before the com- mencement of the Period or within five business days of the date of the first Invoice to Customer for any Equipment identified with a Damage Waiver on the invoice, whichever Is later, Company shall Impose, and Customer shall pay, arty Damage Waiver foes indicated on the invoice and (provided Customer has not breached any of these terms and conditions) Customer shalt have no responsibility for accidental structural damage to the Equipment, EXCEPT (t) Customer shall be liable for theft of any Equipment and for any losses resulting from any willful or grossly negligent acts or omissions of Customer or arty of its agents, servants and employees, and (it) if Customer has other insurance covering such loss or damage, Customer shall exercise all rights available to if under such insurance, take all actions necessary to process such claim and assign such claim and pay any and all proceeds from such insuranceto Company. If Customer declines the Damage Waiver, Customer shall be liable for any loss or damage to the Equipment, regardless of cause or fault, except for reasonable wear and tear, and Customer shall pay Company the actual cost of repair or replacement cost thereof. and to addition thereto, for Company's loss of use of the Equipment. In the event of any loss of or damage to the Equipment, Customer shall promptly notify Company of such loss or damage and shall provide Company with copies of all reports relatingtosuch loss ordamage, including police reports, informal investigation reports and insurance reports, The damage waiver described in this section does not apply to portable toilets and containers which become contaminated with hazardous materials or contaminants de- scribed in Paragraph 7 white in the Customer's control and possession, & Equipment Location Customervarrants and represents that it has exercised due diligence and care in the selection of the location it has designated for the placing of portable toilets, temporary fencing, portable storage containers and any other Equipment provided by Company, and further agrees to give directlons and supervise the placement of such temporary fencing, storage containers, portable tollets and other Equipment. 6. Equipment Responsibility Company will deliver the Equipment to the Site at the commencement of the Period arid will remove the Equipment at the end of the Period, If servicing has been ordered by Customer. Company will remove any domestic septic waste (`DSW') from portable restrooms, if applicable, on the service days) scheduled by Company. In the event Company is unable to service the Equipment on the service day due to a holiday, inclement vreather, or other interfering circumstances, Company shall service the Equipment on the earliest business day, excluding Sundays, available in accordance with Company's other service commitments. Company shall be granted access to the Equipment at any time for any servicing, maintenance or removal or Equipment. Customer shall not remove the Equipment from the Site, and shall not move the Equipment on the Site without written permission from Company. Customer shall not modify the equipment Customer shall not sell, rent, lease or otherwise lose possession of the Equipment, nor shall Customer permit any lien to be placed on the Equipment. Customer acknowledges that Company has no control over the use of the Equip- ment by Customer, and Customer agrees to comply, at Customer's sole expense. with any and all applicable municipal, county, state, federal or quasi -governmental laws, ordinances, regulations and guidelines, including ANSI Standard 24.3 and the requirements of the `Guide for Clean Portable Sanitation' published by PSAI, if applicable. Rev_ 5,609 7. Equipment Contamination While portable restroom units are in Customer's possession, Customer shall prevent any contamination of such units vrilh or from radioactive, volatile, flammable, explosive, toxic or hazardous materials (including oils, paints, adhesives and solvents). Company will not remove any waste other than DSW from portable resirooms and storage containers ("Other Waste"). In the event Other Waste is found in the Equipment, Customer shall arrange and pay for separate removal of such Other Waste. Until such Other Waste is removed, Customer may not terminate the Period and Customer is liable for all charges ac- crued during such period. 8. Liability Except to the extent Customer is not liable for damage to Equipment under the Damage Waiver program described in Section 5, Customer agrees to defend, indemnity and hold Company harmless to the maximum extent permitted by law from and for all claims. lawsuits, damages, expenses and other losses arising out of the rental or use or Equipment delivered to or rented by Customer. Customer's obligation will apply to the extent permitted by law to at accidents or incidents regardless orwhether same occuras a result ofCustomer s orihird party's negligence, fault or other legal liability. Customer will have no obligation to defend, indemnify or hold harmless Company it the accident or incident arises out of the sole negligence or willful misoorxtuct of Company. Company, its officers, directors, employees and agents shall not under any circumstances, be liable to Customer forconsequential, incidental, special, exemplary or punitive damages arising out of or relating to the Equipment Customer's sole and exclusive remedy for any claims or causes of action arising out of or related to the Equipment shall be to recover from Company direct damages in an amount not to exceed the amount paid by Customer for use of the Equipment 9. No Prorating Agreed upon rates are the complete billing periods and are not to be prorated. 10, Termination Company may terminate this agreement and remove the Equip- ment immediately in the event (i) Customer fails to pay any amount when due to Company, (ii) Customer otherwise breaches or rejects any of these Terms and Conditions, fill) there is any loss of or damage to the Equipment IN) any lien is placed, or is proposed to be placed, on any of the Equipment, or (v) a proceeding In bankruptcy or for other protection from creditors is commenced by or against Customer, Company shall not be responsible for loss of any personal property on the Site, which may be caused by removal of any of Company's Equipment pursu- ant to this paragraph. It. Governance This agreement shall be governed by and construed in accor- dance with the laws of the state, shown on the Invoice, in which the Company's place of business is located, without giving effect to any Choice or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than such state. Each of the parties submits to the jurisdiction of any state or federal court sitting In such state, in any action or proceeding arising out of or relating to this agreement. AN claims in respect of the action or proceeding may be heard and determined in any such court. No failure by Company to exercise any right hereunder shall operate as a waiver of any other right hereunder, and a waiver of any right on one occasion shall not constitute a bar to or a waiver of any such right on any future occasion. All modifications to these Terms and Conditions shall be in writing. 12. Taxes & Fees Customer shall pay any and all taxes, license fees or permit fees art" out of use of the Equipment. Customer shall pay such taxes whether such taxes are shown on the invoice or whether such taxes are later claimed by a governmental authority. In the event of a claim by a governmental authority for taxes related to the Equipment. Customer shall pay to Company such taxes on demand. 13. Additional Terms Additional Terms and Conditions apply to rental and service of Storage Containers ("Sheds") and Temporary Power equipment. These Terms & Conditions are shown on the back of your contract for these items. 14. Errors & Omissions Company reserves the right to correct any erroneous information that may appear in the invoice or may have appeared in a prior invoice including. without limitation, Customer's name or address, or billing amounts. 15. Conditional Payments Any payment check, or other form of paymentthat you send us for less than the full balance due that is marked 'paid in full' or contains a similar notation, or that you otherwise tender in full satisraction of a disputed amount, must be sent to United Site Services Inc., So Washington Street, Suite 1000. Westborough, MA 01581, We reserve all our rights regarding these payments (e.g., if it is determined there is no valid dispute, or if any such check is received at any other address, we may accept the check and you will still owe any remaining balance). We may refuse to accept any such payment by returning 4 to you, not cashing it or destroying it. All other payments that you make shall be sent to the address on the invoice.