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HomeMy WebLinkAboutGRIT First Fire Training; 2025-01-16;Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708O6 AGREEMENT FOR FIRE SERVICE TRAINING LECTURES GRIT FIRST FIRE TRAINING, LLC 16th THIS AGREEMENT is made and entered into as of the ______ day of January 202_?, by and between the City of Carlsbad, California, a municipal corporation ("City") and GRIT First Fire Training, a limited liability company ("Contractor"). RECITALS City requires the professional services of a company that is experienced in providing training programs for the fire service. Contractor has the necessary experience in providing these professional services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in Exhibit" A," attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of six (6) months from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed four thousand five hundred dollars ($4,500.00). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services specified in Exhibit "A." 4. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 5. INDEMNIFICATION Contractor agrees to defend (with counsel approved by the City), indemnify, and hold harmless the City and its officers, elected and appointed officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys fees arising out of the performance of the work described herein caused by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. City Attorney Approved Version 6/5/2024 Page 1 Docusign Envelope ID: 3E89B5F9-3F32-4755-M52-D8F8BC1708D6 If Contractor's obligation to defend, indemnify, and/or hold harmless arises out of Contractor's performance as a "design professional" (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code Section 2782.8, which is fully incorporated herein, Contractor's indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction. Contractor's liability for such claim, including the cost to defend, shall not exceed the Contractor's proportionate percentage of fault. The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 6. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California's List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best's Key Rating Guide of at least "A:X"; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City's execution of this Agreement. 7. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City Name Title Ben Rosenthal Battalion Chief Department Fire City of Carlsbad Address 2560 Orion Way Carlsbad, CA 92010 Phone No. 442-339-2141 For Contractor Name Title Address Jesse Fournier Owner Phone No. Email Page 2 2637 Groton Place Escondido, CA 92025 760-504-2972 gritfirstfiretraining@gmail.com City Attorney Approved Version 6/5/2024 Docusign Envelope ID: 3E89B5F9-3F32-4755-M52-D8F8BC1708D6 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 8. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code .. Yes□ No IZI If yes, list the contact information below for all individuals required to file: Name Email Phone Number 9. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. 10. CALIFORNIA AIR RESOURCES BOARD (CARB) ADVANCED CLEAN FLEETS REGULATIONS Contractor's vehicles with a gross vehicle weight rating greater than 8,500 lbs. and light-duty package delivery vehicles operated in California may be subject to the California Air Resources Board (CARB) Advanced Clean Fleets regulations. Such vehicles may therefore be subject to requirements to reduce emissions of air pollutants. For more information, please visit the CARB Advanced Clean Fleets webpage at https://ww2.arb.ca.gov/our-work/programs/advanced-clean-fleets. 11. TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 12. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 13. JURISDICTIONS AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. City Attorney Approved Version 6/5/2024 Page 3 Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 14. ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 15. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than the City and Contractor. 16. AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. 17. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. This Agreement may be executed in counterparts. II II II II II II II II II II II II II II Page 4 City Attorney Approved Version 6/5/2024 Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 18. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR GRIT First Fire Training, a limited liability company By: (sign here) Jesse Fournier, Owner By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: Michael Calderwood, Fire Chief ATTEST: SHERRY FREISINGER, City Clerk By: j~ R... '·'M.c-Y./0,,r._, Deputy City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached. Ji.£ corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A. Chairman, President, or Vice-President Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CINDIE K. McMAHON, City Attorney BY: Ju,,uufu: ~-fvw,_ Assistant City Attorney City Attorney Approved Version 6/5/2024 Page 5 Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 EXHIBIT A SCOPE OF SERVICES AND FEE Grit First Fire Training, LLC (Grit) will provide nine classroom lectures to the Carlsbad Fire Department. Each lecture will provide the same information to 10-15 participants. The information will include materials from the Underwriters Laboratories Fire Safety Research Institute, focusing on the science of fire dynamics, search techniques, water mapping, and ventilation. The classroom lectures will be offered on January 27, 28, and 29 at the City of Carlsbad Safety Training Center, located at 5750 Orion Street, Carlsbad, CA. Each classroom lecture will last two hours, with sessions starting at 8:30 AM, 10:30 AM, and 1:30 PM. Grit will provide three instructors for each day of training. Agreement compensation shall not exceed $4,500 for the nine classroom lectures. City Attorney Approved Version 6/5/2024 Page 6 Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 WAIVER REQUEST FORM FACTORS IN SUPPORT OF REQUEST TO MODIFY INSURANCE REQUIREMENT(S) Generally, a modification to the coverage requirement will be accepting a lower limit of coverage or waiving the requirement( s ). Requested by:Jennie Marinov, Fire Department 01/14/2025 (Name and Department) (Date) Proposed modification(s) to the auto & workers' comp (Type of insurance) requirement(s) for fire service training lectures (Name of contract) D Reduce coverage to the amount of: ~$ ______ _ [R] Waive coverage D Other: ---------------------------------- F ACTOR(S) IN SUPPORT OF MODIFICA TION(S) (check those that apply) □Significance of Contractor: Contractor has previous experience with the City that is important to the efficiency of completing the scope of work and the quality of the work-product. [explain] ______ _ □Significance of Contractor: Contractor has unique skills and there are few if any alternatives. [explain: include number of candidates RFP sent to and number responded if applicable} __________ _ [R]Contract Amount/Term of Contract: $~$4~·~5_00 _____ . Work will be completed over a period of 3 days □Professional Liability coverage is not available to this contractor or would increase the cost of the contract by $ [explain]. ___________________________ _ [R]Other (e.g. explain why exposures are minimal, how exposures are covered in another policy, exposure control mechanisms, and any other information pertinent to your request): The training courses are in-class lectures at the Carlsbad Safety Training Center. The lectures do not involve driving on-site or between city locations. The training instructors are independent contractors not employees. Approved by Risk Manager for this contract only: ~ /JJ"J;_, ~swi1 (Signature) 1/15/2025 (Date) Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 ~ ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDNYYY) ~ 01/13/2025 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Hiscox Inc. d/b/a/ Hiscox Insurance Agency in CA NAME: PHONE (888) 202-3007 IFAX 5 Concourse Parkway IAJC No Ext\: /AJC Nol: E-MAIL contact@hiscox.com Suite 2150 ADDRESS: Atlanta GA, 30328 INSURER(S) AFFORDING COVERAGE NAIC# INSURER A: Hiscox Insurance Company Inc 10200 INSURED INSURERS: Grit First Fire Training LLC INSURERC: 2637 Groton Pl. Escondido, CA 92025 INSURERD: INSURERE: INSURERF: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF /~g)-c\%/v~l LTR TYPE OF INSURANCE lm~n ,,.n,n POLICY NUMBER IMM/DD/YYYYl LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 f--0 CLAIMS-MADE 0 OCCUR DAMAGE TO RENTED PREMISES /Ea occurrence\ $ 100,000 f-- MED EXP (Any one person) $ 5,000 A f--y P103.169.863.1 03/26/2024 03/26/2025 PERSONAL & ADV INJURY $ 1,000,000 f-- GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 ~ □PRO-□LOG PRODUCTS -COMP/OP AGG $ SIT Gen. Agg. POLICY JECT OTHER: $ AUTOMOBILE LIABILITY fE~';!~~~~~ir'NGLE LIMIT $ - ANY AUTO BODILY INJURY (Per person) $ --ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accidenl) $ --NON-OWNED PROPERTY DAMAGE HIRED AUTOS AUTOS /Per accident\ $ -- $ UMBRELLA LIAB HOCCUR EACH OCCURRENCE $ - EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED I I RETENTION $ $ WORKERS COMPENSATION I ~'i%uTE I IOTH- AND EMPLOYERS' LIABILITY ER YIN ANYPROPRIETOR/PARTNER/EXECUTIVE □ N/A E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? (Mandatory in NH) E.L. DISEASE • EA EMPLOYEE $ If yes, describe under E.L. DISEASE -POLICY LIMIT $ DESCRIPTION OF OPERATIONS below A Professional Liability y P103.169.862.1 03/26/2024 03/26/2025 Each Claim: $ 1,000,000 Aggregale: $ 1,000,000 DESCRIPTION OF OPERATIONS/ LOCATIONS/ VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) CERTIFICATE HOLDER CANCELLATION City of Carlsbad City of Carlsbad Fire Department SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2560 Orion Way THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Carlsbad, CA 92010 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I © 1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 HISCOX encourage courage ~·~ HISCOX encourage courage eclarati s a e HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Commercial General Liability Declarations In return for the payment of the premium, and subject to all the terms of this Policy, we agree with y·ou to provide the insurance as stated in this Policy. Declaration effective from: Policy No.: Named Insured: Address: Email Address: January 13, 2025 P103.169.863.1 Grit First Fire Training LLC 2637 Groton Pl. Escondido, CA 92025 Gritfirstfiretraining@gmail.com March 26, 2024 r-olicy period: From: To: At 12:01 A.M. (Standard Time) at the address shown above. Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708O6 I March 26, 2025 7 Form of Business: Each Occurrence Limit: Damage to Premises Rented to You Limit: Medical Expense Limit: Personal & Advertising Injury Limit: General Aggregate Limit: Products/Completed Operations Aggregate Limit: Supplemental Business Personal Property Floater Coverage Limit: Supplemental Business Personal Property Floater Coverage Deductible: All Premises You Own, Rent or Occupy Limited Lia $1,000,000 $100,000 ,A $5,000 Any $1,000,000 $2,000,000 Products-o Premises Number: Address: Total Premium: Attachments: $0 Not Applicable 2637 Groton Pl. Escondido, CA 92025 350.00 See attached Forms and Endorse CGL 000110 18 Includes copyrighted material of Insurance Services Office, Inc., with HISCOX encourage courage Page 1 its permission.© ISO Properties, Inc., 2000 HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 IN WITNESS WHEREOF, the Insurer indicated above has caused this Policy to be signed by its President and Secretary, but this Policy shall not be effective unless also signed by the Insurer's duly authorized representative. President Secretary Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 Authorized Representative :opyrighted material of Insurance Services Office, Inc., with Page 2 HISCOX its permission.© ISO Properties, Inc., 2000 encornage HISCOX INSURANCE COMPANY INC. (A Stock Company) 104 South Michigan Avenue, Suite 600, Chicago, Illinois 60603 Forms and Endorsements Schedule Forms and Endorsements made part of this policy at time of issue: CGL D001 10 18 -Commercial General Liability Declarations INT D001 01 10 -Forms and Endorsements Schedule CGL E5410 CW (03/10) -Policy Changes CG 20 26 07 04 -Additional Insured -Designated Person or Organization Docusign Envelope ID: 3E89B5F9-3F32-4755-AA52-D8F8BC1708D6 INT D001 01 10 Page 1 of 1 HISCOX Docusign Envelope ID: 3E89B5F9-3F32-4755-M52-D8F8BC1708D6 Company Inc. Policy Number: HI SCQX Hiscox Insurance P103.169.863.1 Named Insured: Grit First Fire Training Endorsement Number: LLC 27 Endorsement 01/13/2025 Effective: THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. POLICY CHANGES This endorsement will not be used to decrease coverage, increase rates or deductibles or alter any terms or con ditions of coverage unless at the sole request of the insured. The followina item{s)· D lnsured's Name D lnsured's Mailing Address D Policy Number D Company D Effective/Expiration Date D lnsured's Legal Status/Business of Insured D Payment Plan D Premium Determination Docusign E I ID 3E89B5F9 3F32 4755 AA52 D8F8BC1708D6 nve ope - - -- □ Additional Interested Parties □ Coverage Forms and Endorsements X □ Limits/Exposures □ Deductibles □ Covered Property/Located Description □ Classification/Class Codes □ Rates □ Underlying Insurance is (are) changed to read {See Additional Page(s)}: The above amendments result in a chanae in the oremium as follows· □ NO CHANGES □ TO BE ADJUSTED ADDITIONAL RETURN PREMIUM X CGL E5410 CW (03/10) Includes copyrighted material of Insurance AT AUDIT PREMIUM$ Services Office, Inc., with its permission. $ Page 1 of 2 □ POLICY CHANGES ENDORSEMENT DESCRIPTION It is understood and agreed that effective 01/13/2025, Endorsement# 28 entitled Additional Insured - Designated Person or Organization is added. All other terms and conditions remain unchanged. CGL E5410 CW (03/10) Includes copyrighted material of Insurance Services Office, Inc., with its permission. HI SCQX Hiscox Insurance Company Inc. Policy Number: Named Insured: Grit First Fire Training Endorsement Number: LLC 28 Endorsement Effective: 01/13/2025 P103.169.863.1 Page 2 of 2 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED -DESIGNATED PERSON OR ORGANIZATION Docusign Envelope ID: 3E8985F9-3F32-4755-M52-D8F8BC1708D6 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) City of Carlsbad -City of Carlsbad Fire Department -2560 Orion Way, Carlsbad, CA 92010 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II -Who Is An Insured is amended to in elude as an additional insured the person(s) or organi zation(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your acts or omissions or the acts or omis sions of those acting on your behalf: A. In the performance of your ongoing operations; or 8. In connection with your premises owned by or rented to you. CG 20 26 07 04 © ISO Properties, Inc., 2004 Page 1 of 1