CONTRACT 4295 One Page Service Agreement CLOSED4295 . atada
Services Agreement
CONTRACTOR: BalmPokACmatIveGmu DATE MAULED: June 4 2012
Below you will find a cheddlst relating to Insurance and other requirements that are required for doing business with the City of 8
Segundo. Only those items checked-off ere MANDATORY, hovmver it your standard policies exceed the minknurn requirements please
include. Commercial general liability Insurance must meet or exceed the requirements of W4GL Form No.
6�. The amount of Insurance set forth below will be a combined single limit per occurrence for bodily injury, personal injury, and properly
damage for the policy coverage. Liability policies will be endorsed to name the City, No officials, and employees as "additlonal
Insured's" under aid Insurance coverage end to stets that such insurance will be deemed "primary" such that any other
insurance that may be cabled by the City will be excess thereto. Such Insurance must be on on "occurrence;' not a "ciaims
made,° baste 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 Servioes Agreement This Is not a purchase order or an
authorization to begin work.
Comprehensive General Liability, Including coverage for premises, products and completed operations, independent contractors,
personal injury and contractual obligations with combined single limits of coverage of at least $1,000,000 per occurrence.
® Auto LiablOW including owned, non -owned and hied vehicles with at least
® JI.Q0Q.000 2qCRMLmLnce.
El 3100.000 - 300.000 per occurrence.
J1 As required by State Sts tutee. A copy of your current policy must be submitted naming yourself and or your company.
Workers' Compensation Insurance: as required by State SiahAes. (Not needed if Self -employed with no employees and
CONTRACTOR signs statement to this effect)
Business License: The CONTRACTOR shall agree to have a current City of E1 Segundo license on file at City Hal or purchase
sold license (at no cost to the City).
El Permits
, Plans must be approved end permigs) baued (no foe) by the Planning and Building Safety 0 appropriate. Cal the
Planning Manager ® (310) 5242340 W you have questions.
Q Copy of valid picture I.D. (Drivers license at.)
PLTWSE NOTO ALL APPLICABLE INFORMATION LISTED ABOVE MUSH BE OBTAINED AND ON FLE, PRIOR TO THE ISSUANCE OF A CITY
PURCHASE ORDER BUNG SENT TO YOU (IM FAX OR HARD COPS BY THE RISK MANAGERIPURCMSNG AGENT, THUS AUTHORIaNG
COMMENCISIENT OF WORKFORTHE CITY.
Subm by (complete all blanks ): COLOR COPY REQUIRED CSR TO 71-11E CrrY
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Greg C - nt y, City Manager
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.
3.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 (30) 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 rata 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 fails to comply with this order. If Seller does
not cure such failure within a reasonable time period, or fails to perform
the Purchase within the time specified (or allowed by extension), Seller
will be liable to City for any excess costs incurred by City.
5.TIME EXTENSION. City may extend the time for completion if, in
City's sole determination, Seller was delayed because of causes beyond
Seller's control and without Seller's fault or negligence. In the event
delay was caused by City, Seller's sole remedy is limited to recovering
money actually and necessarily expended by Seller because of the
delay; there is no right to recover anticipated profit.
&REMEDIES 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.
6.PAYMENT. City will 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 will not be honored.
9.INDEMNIFICATION. Seller agrees to indemnify and hold City
harmless from and against any claim, action, damages, costs (including,
without limitation, attorney's fees), injuries, or liability, arising out of the
Purchase or the order, or their 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 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 City's officers, elected officials,
and employees. It is expressly understood and agreed that the
foregoing provisions will survive termination of 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 limit or qualify the liabilities
and obligations otherwise assumed by Seller pursuant to this order,
including, without limitation, to the provisions concerning indemnification.
10.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. Warranties 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 City'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 Seller's agent.
12.INSURANCE. Seller must provide the insurance indicated on the
face sheet of this Services Agreement.
13.PERMITS. Seller must procure all necessary permits and licenses,
and abide by all federal, state, and local laws, for performing this order.
14.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. Seller 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 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
Seller will follow the direction of the City as to end results of the work
only.
15.WAIVER. City's review or acceptance of, or payment for, work
product prepared by Seller 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 Seller's 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.
16. 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.
(1) Page Service Agreement with check boxes. 6127/12
• iy. "
05/31/12 BID # 0887
CITY OF EL SEGUNDO
Attention: Ted Shove
350 Main Street
El Segundo, CA 90245
Time Frame for Initial Looks: 2 to 3 weeks.
Total Build: 3 weeks.
Time to Deliver: Based upon City of El Segundo's willingness to be available for collaborative meetings and final approval, delivery time is expected
to take no longer than 30 days.
GIANT WALL BANNER
Will be located on Grand Avenue & Sepulveda Blvd. in El Segundo, CA. We as Boiling Point Creative Group accept no responsibility in installation or
printing of the banner. This bid is solely for the design work and creation of dimensions /specifications for a separate printer /vendor. Dimensions will
be provided by the City for inclusion into final product.
This bid includes:
3 collaborative meetings to discuss and revise the Giant Wall Banner. The original design work will be substantially similar to the previous Campaign
and Logo Design that included the recently completed (3/12) Downtown Light Standard Banners and Chamber of Commerce collateral materials.
Boiling Paint Creative Group will not be responsible For providing meeting space during these meetings.
2 rounds of revisions are included in the bid based upon the collaborative meetings.
Additional rounds priced based on complexity of changes and subject to mutual approval by Boiling Point Creative Group and the City of El Segundo
above and beyond the scope and quote price contained herein.
Mechanical dimensions prepared for large format, such that specifications will be delivered to the City of El Segundo as 'printer ready. Any technical
issues the printer (selected by the City of El Segundo) will be covered within the scope and cost of this bid.
Banner dimensions will be based upon measurements provided by the City of El Segundo. The City of El Segundo will determine material composition
with printer that they selected.
At the completion of the design work (including collaborative meetings and final approval by the City of Ell Segundo), the City of El Segundo agrees
to a� Boiling Point Creative Group for services rendered. At such time that payment has been received, the City of El Segundo retains all ri his
Inc udIng reproduction rights for the design work described herein. Boiling Point Creative, Group retains no further license for the design wor and
may reproduce the design work contained herein by the written consent of an authorized representative from the City of El Segundo.
THIS QUOTE IS SOLELY FOE DESIGN WORK. No printing will be included in this bid.
GENERAL SCOPE OF MURAL
The primary objective of the mural is to drive traffic into down town El Segundo - Especially at lunch.
The mural's location provides an excellent area for advertising to the El Segundo Corporate lunch crowd.
The second objective is to create a general awareness of down town El Segundo and all it offers.
The mural's primary target is the Sepulveda corridor corporate lunch crowd. It aims to redirect some of the corridor's lunch crowd into the
down town area.
The second target is south bound auto traffic along the Sepulveda corridor. The mural will inform drivers and passengers about the down town area.
$1,500.00"
"Price does not Include photography or copy. Above estimated Cost does not include extra rounds of revisions.
Boiling Point Creative Group usually requires 50% of total cost to be paid before work begins, but will forgo initial 50% and accept payment upon completion of job in this special circumstance.
Page 1 of 1
Shilling, Mona
From: Berger, Karl (Assistant City Attorney)
Sent: Wednesday, June 27, 2012 11:46 AM
To: Shilling, Mona
Subject: RE: Boiling Point Creative Group - 1 P SA #4295
Attachments: Boiling Point Creative Group - 1 P SA #4295.pdf
Karl H. Berger
Jenkins & Hogin, LLP
Manhattan Towers
1230 Rosecrans Avenue, Suite 110
Manhattan Beach, CA 90266
Email: kberger @localgovlaw.com
The information contained in this e-mail message is intended only for the CONFIDENTIAL use
of the designated addressee named above. The information transmitted is subject to the attorney -
client privilege and /or represents confidential attorney work product. If you are not the
designated addressee named above or the authorized agent responsible for delivering it to the
designated addressee, you received this document through inadvertent error and any further
review, dissemination, distribution or copying of this communication by you or anyone else is
strictly prohibited. IF YOU RECEIVED THIS COMMUNICATION IN ERROR, PLEASE
NOTIFY US IMMEDIATELY BY TELEPHONING THE SENDER NAMED ABOVE AT
(310) 643 -8448. Thank you.
From: Shilling, Mona [mailto:MShilling @elsegundo.org]
Sent: Wednesday, June 27, 2012 10:31 AM
To: Karl Berger
Subject: Boiling Point Creative Group - iP SA #4295
Karl,
Could you please review the attached One Page Service Agreement No. 4295 with Boiling Point Creative
Group. If you are OK with, could you please sign and return the signature page.
Thank you,
Mona
GLI,.) Ca:.&s Office
_P of 3e 'gunja
r (:5 :0) 52+-z507
(5: c::)) 52.2-6o55
6/27/2012