CONTRACT 5223 CLOSEDAgreement No. 5223
Below you will find a checklist relating to Insurance and other requirements that are required for doing business 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 I!SO•CGL Form No, CC 00 0111 55 or
SS. 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.
®
Comprehensive General Liabilit , including coverage for premises, products and compheted operations, independent contractors,
personal injury and contractual obligations with combined single limits of coverage of at least 51.000.000 per occurrence.
Auto Liability, including owned, non -owned and hired vehicles with at least:
® $1.000.000 per occurrence.
❑ 5100,000 -300,000 per occurrence.
❑ As required by State Statutes. A copy of your current policy must be submitted naming yourself and or your company.
® Workers' Compensation Insurance: as required by State Statutes. (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 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.
❑ CODY of valid picture 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 FAX OR HARD COPY) BY THE RISK MANAGERIPURCHASING AGENT, THUS AUTHORIZING
COMMENCEMENT OF WORK FOR THE CITY.
$ na" ed by camole a a iI larrt
Mail original agreement and insurance to: City of El Segundo — City Clerk oso Maim Street, Roorn s, El Segundo, CA 90245 -381,3
1OF13116
1.GENERALLY, The materials suppfies, 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 speed
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 Sellers performanco, 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 fof all transportation costs, other
related coats 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 matte changes whirin 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, 11 such changes affect the
cost of or the time required for performance of this order, an equitable
adjustment In the price or delivery or Moth must be made. No change by Seller is
allowed vrioiout Cily s wnllen approval. Any claim by Seller for an adjustment
under this section must be made in writing within thirty (ail) days from the date of
receipt by Seller of notification of such change unless City waives this condition
in venting. Nothing In this section excuses Seller from proceeding with
performance of the order as changed.
4. TERMINATION, City may temtinate this order at any time, either verbally or in
writing, with or without cause. Should termination occur, City will pay Seller as
full performance unlit such termination the unit or pro rata order price for the
performed and accepted iportuon of Ure Purchase. City may provide wriaen
notice of termination for Sellers delauh if Seller refuses or falls to comply with
this order. If Seller does not cure such failure within a reasonable lime period, or
fails to perform the Purchase within The time specified (or allowed by extension),
Seller will be, ffable to City for any excess crests incurred by City,
S.TIME EXTENSION. City may extend the time for completion it, In City's sole
determination, Seller was delayed because of causes beyond Setter's control
and without Sellers 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 -Salter because of the delay,, there is no right to recover anticipated
profit.
6.1REMEDIES CUMULATIVE. Cityis rights and remedies under this order are riot
exclusive and are in addition to any rights and remedies provided by law.
T.TFTLE. 'Title to materials and supplies purchased tinder this order pass directly
from Seller to City upon City's wrilten acceptance follov4ingi an actual Inspection
and Citys opportunity to reject.
&PAYMENT. City will pay Seller after receiving acceptable invoices for
materials and supplies delivered and accepted or services rendered and
accepted. City wilt not pay cartage, shipping, packaging or boxing expens s
unites$ specified in this order. Drafts will not be honored,
%INDEMNIFICATION. Seller agrees to indemnify and hold City harmless from
and against any udaim, action, damages, costs (including„ Wthout limitation
attorneys ), brr(urles, or Ilabitlty, arising out of the Purchase or the order, or
their performance. Should City be reamed in any suit„ or should any claim be
brought against It by strut or olhervAse. whether the same be groundless or not,
arising Out Of the Purchase or order, or their performance„ Seller Will defend City
(al City's mquest and with counsel satisfactory to Cil,y( and indemnify City for
any MVent rendered against it or any sums paid out in settlement or
o e. For oumarm of this section 'City" bachndes CiWs officers, elan ad
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Agreement No. 5223
officials, acid 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
notwnihstwiding any inspection or acceptance of the Purchase by City,
I I.ASSIt1NMENT. City may assign this order. 'Except as to any payment due
under this order, Salter may not assign or subcontract the order without City's
wdlten 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 laves, for performing this order,
14.INOEPENDENT CONTRACTOR. City and Seller agree than Seller will act as
an independent contractor and will have control of all v101 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 sight 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 wail not be deerned 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.
1UNTERPRETATION. This Agreement was drafted in, and vrill be construed in
accordance with the laws of the State of California, and exclusive venue for any
action involving this agreement vrlll be in Lis Angeles County,
17. PREVAIUNC WAGES, If required by applicable state law Including,....,
without limitation Lab -or Code §§ 1720 (as amended by AB 975 12061)1,
1771,,1774,1775, and 1776, CONTRACTOR must pay Its workers prevailing
wage. It is CONTRACTOR`S responsibility to interpret and Implement any
prevailing wage requirements and CONTRACTOR agrees to pay any
penalty or civil damage resulting from a. violation of the prevailing wage
laws, In accordance with Labor Code § 1772.2, copies of the prevailing rate
of per diems wages are available upon request from CnY"s Engineering
Division or the wabsite for State of California Prevailing wage
determination. at ., % A copy of the prevailing rate
of per diem wages must be posted of the job site.
18, CONSIDERATION,, AS consideration, CITY agrees to pay CONTRACTOR
for CONTf CTOR's services not to exceed a total of S'1, 00 (one Thousand
Six Hundred Dollars) for the work CITY will pay for work as specified in the
attached Exhibit 'A.' which is incorporated by reference.
Exhibit A includes:
Stott Weaver Proposals 610581— 91119120116.
EXHIBIT A Agreement No. 5223
Scott Weaver TA,
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Thank your for Tow business.
11/7/16