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CONTRACT 6729 Maintenance and Repair AgreementAgreement No. 6729 MAINTENANCE AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND ROBERT'S LIQUID DISPOSAL, INC. WW 23-01: ON -CALL LIQUID DISPOSAL SERVICES This MAINTENANCE AGREEMENT ("Agreement") is made and entered into this I` day of July, 2023, by and between the CITY OF EL SEGUNDO, a general law city and municipal corporation ("CITY") and. ROBERT'S LIQUID DISPOSAL, 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". 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 not to exceed Fifteen Thousand dollars ($15,000.00) rates set forth in the attached Exhibit "A" which is incorporated by reference, for CONTRACTOR's services. CITY will pay such amount promptly, but not later than thirty (30) days after receiving CONTRACTOR's invoice. 2. TERM. The term of this Agreement will be from July I, 2023 to June 30, 2024. This term may be amended by mutual written consent of the parties, as specified in Section 19. 3. SCOPE OF SERVICES_ A. CONTRACTOR will perform services listed in the attached 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. City of El Segundo Maintenance Agreement (with Prevailing Wage) Page t Agreement No. 6729 A. Pursuant to Labor Code § .1720, and as specified in 8 California Code of Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. It is CONTRACTOR's responsibility to interpret 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 diem wages are available upon request from CITY's Engineering Division or the website for State of California Prevailing wage determination at htt `//www.dir,cl, ov/DL R,PV�D. 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, 1777.6 and 3098 concerning the employment of apprentices by CONTRACTOR or any subcontractor. D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing tradesmen in any apprenticeship occupation to 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: When employment in the area of coverage by the joint apprenticeship committee has exceeded an average of 1.5 percent in the 40 days before the request for certificate, or ii. When the number of apprentices in training in the area exceeds a ratio of one to five, or iii. When the trade can show that it is replacing at least 1130 of its membership through apprenticeship training on an annual basis state-wide or locally, or iv, When CONrTRACTOR. provides evidence that CONTRACTOR employs registered apprentices on all of his contracts on an ,annual average of not less than one apprentice to eight journeymen.. V. CONTRACTOR is required to make contributions to funds established for the administration of apprenticeship programs if CONTRACTOR employs registered apprentices or journeymen in any apprenticeable trade on such contracts and if other contractors on the public works site are making such contributions. City of El Segundo Maintenance Agreement (with Prevailing Wage) Page 2 Agreement No. 6729 vi. CONTRACTOR and any subcontractor must comply with Labor Code §§ 1777.5 and 1777.6 in the employment of apprentices, vii, information relative to apprenticeship standards„ wage schedules and other requirerrtcnts may be obtained frotn the Director of Industrial Relations, ex-officio the Administrator of Apprenticeship, Sian Francisco, California, or from the Division of Appa�etiticeslsip standards rarid its branelt offices., E. CONTRACTOR and its subcontractors must keep an accurate certified payroll records showing the narne, occupation, arrd the actual per diem wages Yazd to 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 ofthe records at its cost. 5. FAIV"1,1AR1TY WITH WORK, A By executing this Agreement, CONTRACTOR represents that CONTRACTOR has Thoroughly investigated and considered the scope of services to be performed; ii. Carefully considered how the services should he performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement- D. 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 herminder. 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. 6. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONTRACTOR will procure and maintain the following types of insurance with coverage limits complying, at a minima n, with the limits set forth below: Type ofInsurance . Limit, cornb ne�ng City of Ei Segundo Maintenance Agreement (with Prevailing Wage) Page 3 Agreement No. 6729 Com inercial general liability: $2,000,000 Business automobile liability $1,000,000 Workers compensation Statutory requirement. B. Commercial general liability insurance will meet or exceed the requirements of ISO-CUL Form No. CG 00 01 11 85 or 88. 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. 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 0106 92, including symbol 1 (Any Auto). D. CONTRACTOR will fvmish to City duly authenticated Certificates of Insurance evidencing 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 A.M. Best Company Rating equivalent to at least a Rating of "A:VII." 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. 7. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this Agreement until: A. CONTRACTOR furnishes proof of insurance as required under Section 6 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. City of El Segundo Maintenance Agreement (with Prevailing Wage) Page 4 Agreement No. 6729 S, TERMINATION. A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. Notice of termination NvilI 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. 9. INDEMNIFICATION. A. CONTRACTOR indemnifies and holds CITY harmless from and against any claim, action, damages, costs ('including, without limitation, reasonable attorney's fees and penalties), injuries, or liability, arising out of this Agreement, or its performance including, without limitation, damages or penalties arising from CONTRACTOR's removal, remediation, response or other plan concerning any Hazardous Waste resulting in the release of any hazardous substance into the environment, except for such loss or damage arising from CITY's sole negligence or willful misconduct, 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 CTTY's officers, officials, employees, agents, representatives, and volunteers. C, CONTRACTOR expressly agrees that this release, waiver, and indemnity agreement is intended to be as broad and inclusive as is permitted by the law of the State of California and that if any portion is held invalid, it is agreed that the balance will, notwithstanding, continue in full legal force and effect. D. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. E. The requirements as to the types and limits of insurance coverage to be maintained by CONTRACTOR as required by this Agreement, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or City of El Segundo Maintenance Agreement (with Prevailing Wage) Page 5 Agreement No. 6729 qualify the liabilities and obligations otherwise assumed by CONTRACTOR pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 10. INDEPENDENT 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 is it performed. CONTRACTOR will be free to contract for similar service to be performed for other employers while under contract with CITY. 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. 11. 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 wit] be addressed as follows: To CITY: Attn: Adrian Marquez City of El Segundo 350 Main Street El Segundo, CA 90245 Tel. no.: (3I0) 524-2796 Email: amarquez@elsegundo.org To CONTRACTOR: Attn: Peggy Herricks Robert's Liquid Disposal, Inc. 14018 Carmenita Road Santa Fe Springs, CA 90670 Tel_ no.: (562) 884-2953 Email: peggy.robertsliquid@outlook.com 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. 12. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a Taxpayer Identification Number. 13. 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 City of El Segundo Maintenance Agreement (with Prevailing Wage) Page 6 Agreement No. 6729 other term, covenant, or condition contained in this Agreement, whether of the same or different character. 14. 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 party. 15, SEVERABLE. If any portion of this Agreement is declared by a court of compctent 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 modified, such portion and the balance of this Agreement will continue in full force and effect. 16. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will riot affect the interpretation of this Agreement.. 17_ 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. 18. 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. 19. AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned upon approval and ratification by the E1 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 agreement. CITY's city m4nager may execute any such amendment on behalf of CITY. 20. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any number of separate counterparts, and all such counterparts so executed constitute one Agreement binding on all Parties notwithstanding that all the Parties are not signatories to the same counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement, Agreements ancillary to this Agreement, and related documents to be entered into connection with 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. 21. 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. 22. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. City of Ef Segundo Maintenance Agreement (with Prevailing Wage) Page 7 Agreement No. 6729 23. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, war, terrorist act, embargo, govetmnent 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. 24. ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole agreement between CONTRACTOR and CITY respecting lead based stabilization. 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. [Signatures on next page] City of EI Segundo Maintenance Agreement (with Prevailing Wage) Page a Agreement No. 6729 IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written. CITY OF EL SEGUNDO Elias Sassoov' Public WorkDirector ATTEST Tracy Weaver, City Clerk APPROVED AS TO FORM: MARK D. HQNSLEY, City Attorney By^ -- Joaquin Vag uty City Attorney Insurance Rev I imcdby:_5/412-3 ROBERT'S LIQUID DISPOSAL, INC. Name; Title: Taxpayer DD No. '?q - 0111 2 14, 2 Y Contractor State License No,: -!VA Contractor City Business License No.: Af 790-- City of El Segundo Maintenance Agreement (with Prevailing Wage) Page 9 Agreement No. 6729 EXHIBIT A ROBERT"S LIQUID DISPOSAL Established 1959 DATE JULY 20, 2023 14018 CARMENITA ROAD SANTA FE SPRINGS, CA 90670 Phone: 562 864-2953 Bill To: Quotation valid until. 7/ 3 1/ 2 0 2 4 CITY OF EL SEGUNDO 350 Main Stnee-t Room 4 Et Segundo, Ca. 90245 ATTN: ADRIAN MARQUEZ EMAIL: AMARQUEZ@ELSEGUNDO.ORG PHONE: 562-308-7643 Comments or special instructions: EL SEGUNDO BEACH BATHROOM SEWAGE HOLDING TANK Description Prepared by: Peggy Herricks EMAIL: PEGGY.ROBERTSLIQUTV@OUTLOOK.COM AMOUNT M-F 6:00arr.-2:OOpm. @ 7 75. 00 HR. w/4 HR. MIN. pex toad 1 $700.00 each AFTER HOURS, WEEKENDS/HOLIDAYS @ $250.00 HR. w/4 HR. MIN.pen toad V $7,000.00 each TRUCK CAPACITY IS 3,500 GALLONS = 1 BIG LOAD QUOTE DOES NOT INCLUDE DISPOSAL FEES/IF INCURED* NOTE: 2 BIG LOADS ARE USUALLY NEEDED TO EMPTY TANK If you have any questions concerning this quotation, Contact Peggy Herricks, Peggy. RobertsLiquid@Outlook.com THANK YOU FOR YOUR BUSINESS!