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HomeMy WebLinkAbout2025-03-04; City Council; Resolution 2025-057uocus1gn t:nvetope 1u: ::SL;l U!:i!:it:Z-::St:t-U-4t-Z/-t:lt:lGt:-t544/tl/UGt:ltl!:lt: RESOLUTION NO. 2025-057 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING A SERVICES AGREEMENT WITH SATURN ELECTRIC, INC. FOR CITYWIDE ELECTRICAL MAINTENANCE SERVICES -FACILITIES, FOR AN AMOUNT NOT TO EXCEED $376,100 PER AGREEMENT YEAR WHEREAS, the City of Carlsbad, California issued a Request for Proposals, or RFP, on Dec. 13, 2024, soliciting proposals to maintain electrical systems at city facilities, parks, trails and medians; and WHEREAS, eight proposals were received and deemed responsive on Dec. 30, 2024, in accordance with Carlsbad Municipal Code, or CMC, Section 3.28.060(D); and WHEREAS, city staff reviewed the eight proposals in accordance with the following best-value evaluation criteria in the RFP : cost, technical experience, capability of the contractor, ability to provide timely service and professionalism of the contractor; and WHEREAS, the proposal that offered the best value to the city for citywide electrical maintenance services -facilities was submitted by Saturn Electric, Inc., in an amount not to exceed $376,100 per agreement year; and WHEREAS, the recommended agreement with Saturn Electric will be for a two-year term, with up to two additional two-year optional extensions as authorized by the City Manager or designee; and WHEREAS, funding for the agreement for citywide electrical maintenance services -facilities has been appropriated and is sufficient; and WHEREAS, this action does not constitute a project within the meaning of t he California Environmental Quality Act under California Public Resources Code Section 21065 in that it has no potential to cause either a direct physical change or a reasonably foreseeable indirect physical change in the environment. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. That the proposal submitted by Saturn Electric, Inc., for citywide electrical maintenance services -facilities, in an amount not to exceed $376,100 per agreement year, is hereby approved. uocus1gn t:nve1ope 1u: JL;l U!:i!:it:L-Jt:t-U-4t-L r -tstsL;t:-ti44 r ts ructstsot: 3. That the Mayor is hereby authorized and directed to execute the agreement with Saturn Electric, Inc. for citywide electrical maintenance services -facilities, attached as Attachment A. 4. That the City Manager, or designee, is hereby authorized to extend the agreement with Saturn Electric, Inc. for citywide electrical maintenance services -facilities, consistent with the terms and conditions of the agreement, as appropriate and based upon satisfactory review of the contractor's performance. PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of Carlsbad on the 4th day of March 2025, by the following vote, to wit: AYES: NAYS: ABSTAIN: ABSENT: Blackburn, Bhat-Patel, Acosta, Burkholder, Shin. None. None. None. KEITH BLACKBURN, Mayor SHERRY FREISINGER, City Clerk (SEAL) uocusIgn t::nveIope Iu: JG 1 U!,H:lt:::.!-Jt::t-U-4t-;U -t:!t:1Gt::-b44 f!l tUGtstsot:: PSA25-3673FAC AGREEMENT FOR CITYWIDE ELECTRICAL MAINTENANCE SERVICES -FACILITIES SATURN ELECTRIC, INC. 6th h THIS AGREEMENT is made and entered into as of the ______ day of Marc 2025, by and between the City of Carlsbad, California, a municipal corporation ("City") and Saturn Electric, Inc., a California corporation ("Contractor"). RECITALS A. City requires the services of a consultant that is experienced in electrical maintenance services. B. Contractor has the necessary experience in providing services and advice related to electrical maintenance services. C. Contractor has submitted a proposal to City under RFP25-3634FAC 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 attached Exhibit "A," which is incorporated by this reference in accordance with this Agreement's terms and conditions. To the extent any of the terms in any exhibit or attachment to this Agreement conflict, in whole or in part, with the terms of this Agreement, the terms of this Agreement control. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional ca re and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective from the date first above written to March 10, 2027. The City Manager may amend the Agreement to extend it for two (2) additional two (2) year periods or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed three hundred seventy-six thousand orie hundred dollars ($376,100) per Agreement year. No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed three hundred City Attorney Approved Version 5/22/2024 Page 1 uocus1gn t:nve1ope IU: J(.;1 U!:1!:lt:Z-Jt:t-U-4t-:U-t:Sl:lLt:-t544 /tl/ULt:Hlbt: PSA25-3673FAC seventy-six thousand one hundred dollars ($376,100) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A." Incremental payments, if applicable, should be made as outlined in attached Exhibit "A." 6. PUBLIC WORKS 6.1 Prevailing Wage Rates . Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement constitute "public works" under California Labor Code section 1720 et seq. and are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 6.2 DIR Registration. California Labor Code section 1725.5 requires the Contractor and any subcontractor or subconsultant performing any public work under this Agreement to be currently registered with the California Department of Industrial Relations (DIR), as specified in Labor Code section 1725.5. Labor Code section 1771.1 provides that a contractor or subcontractor/subconsultant shall not be qualified to engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Labor Code section 1725.5. Prior to the performance of public work by any subcontractor or subconsultant under this Agreement, Contractor must furnish City with the subcontractor or subconsultant's current DIR registration number. 7. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the Owner's Procore (www.procore.com) online project management and document control platform. The intent of utilizing Procore is to reduce cost and schedule risk, improve quality and safety, and maintain a healthy team dynamic by improving information flow, reducing non-productive activities, reducing rework and decreasing turnaround times. The Contractor is required to create a free web-based Procore user account(s) and utilize web-based training / tutorials (as needed) to become familiar with the system. Unless the Engineer approves otherwise, the Contractor shall process all project documents through Procore because this platform will be used to submit, track, distribute and collaborate on project. If unfamiliar or not otherwise trained with Procore, Contractor and applicable team members shall complete a free training certification course located at http://learn.procore.com/procore-certification- subcontractor. The Contractor is responsible for attaining their own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of the Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to the Contractor for use of Proco re. City Attorney Approved Version 5/22/2024 Page 2 u ocus1gn 1:::nve1ope 1u: JC 1 U\:l\:lt:::l-Jt::t-U-4t-:u -tstsct::-ti44 rts ructstsot:: PSA25-3673FAC It is recommended that the Contractor provide mobile access for Windows, iOS located at https://apps.apple.com/us/app/procore-construction-management/id374930542 or Android devices located at https://play.google.com/store/apps/details?id=com.procore.activities with the Procore App installed to at least one on-site individual to provide real-time access to current posted drawings, specifications, RFls, submittals, schedules, change orders, project documents, as well as any deficient observations or punch list items. Providing mobile access will improve communication, efficiency, and productivity for all parties. The use of Proco re for project management does not relieve the contractor of any other requirements as may be specified in the contract documents. 8. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 9. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 10. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 11. 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 attorney's 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 5/22/2024 Page 3 uocus1gn 1::nve1ope 1u: jC 1 u~~t:::.!-jl::t-U-4t-:.u-tstsct::-ti44 /tJ /UCt:Hl~t:: PSA25-3673FAC 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. 12. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have 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. 12.1 Coverage and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 12.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an "occurrence" basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 12.1.2 Automobile Liability. (If the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 12.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. City Attorney Approved Version 5/22/2024 Page 4 uocus,gn t:nveIope Iu: JL1 Ui:H~t:i-Jt:t-U-4t-:u-tstsLt:-ti44/tl/ULtstlot: PSA25-3673FAC 12.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 12.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 12.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 12.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 12.2.3 If Contractor maintains higher limits than the minimums shown above, the City requires and will be entitled to coverage for the higher limits maintained by Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage will be available to the City. 12.2.4 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 12.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 12.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 12.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 13. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 14. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement. City Attorney Approved Version 5/22/2024 Page 5 uocus1gn t:nve1ope 1u: ::sc 1 Ui:ii:it::.!-::St::t-U-4t-:.u-tstsct:-o44 /tl /UCt:Hlt>t: PSA25-3673FAC 15. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 16. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 17. 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 are: For City Name Title Brian Bacardi Public Works Superintendent Department Public Works -Fleet & Facilities City of Carlsbad Address 1635 Faraday Ave . Carlsbad, CA 92008 Phone No. 442-339-2943 For Contractor Name Title Tim Dudek President Address Phone No. Email 7552 Trade Street San Diego, CA 92121 858-271-4100 tim@saturnelectric.com 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. 18. 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 D No l:8J If yes, list the contact information below for all ind ividuals required to file: Name Email Phone Number City Attorney Approved Version 5/22/2024 Page 6 uocus1gn t:nve1ope 1u: JCl U!:l!:lt:Z-Jt:t-U-4r:.u-tstsct:-o44/tl/UCtstlt>t: PSA25-3673FAC 19. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 20. 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. a rb.ca .gov/ our-work/programs/advanced-clean-fleets. 21. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 22. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 23. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. City Attorney Approved Version 5/22/2024 Page 7 uocus1gn t::nve1ope 1u: JL7U!:i!:it::~-Jt::t-U-4t-:.u-t:1t:1Lt::-044 /tl/ULl::Hlot:: PSA25-3673FAC City may terminate this Agreement by tendering thirty (30) days written notice to Contractor. Contractor may terminate this Agreement by tendering ninety (90) days written notice to City. In the event of termination of this Agreement by either party and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 24. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 25. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 26. JURISDICTION AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 27. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their re spective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. City Attorney Approved Version 5/22/2024 Page 8 u ocus1gn t:nve1ope 1u: ::!Cl Ul::fl::ft:Z-Jt:t-U-4t-:.u-tstsCt:-ti44/ts/UCtstst>t: PSA25-3673FAC 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. 29. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the pu rchase 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. 30. 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. [signatures on following page] City Attorney Approved Version 5/22/2024 Page 9 uocus1gn 1::nve1ope 1u: JL;7U!::1!::11::~-Jl::t-U-4t-:U-t:St:SLl::-t544tl:ltULt:Sl:lol:: CONTRACTOR SATURN ELECTRIC, INC., a California corporation By: (sign here) Tim Dudek, President & CFO (print name/title) By: (sign here) (print name/title) PSA25-3673FAC CITY OF CARLSBAD, a municipal corporation of the State of California By: KEITH BLACKBURN, Mayor ATTEST: SHERRY FREISINGER, City Clerk By: -'.J~ R_. ~~ Deputy City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached. ~ 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: ---~bt~·IAA._~f\un,r-'-'--'--'-'--'-~--- Assistant City Attorney City Attorney Approved Version 5/22/2024 Page 10 Docusign Envelope ID: 2B9CCDCE-5D1D-4433-90B4-77661FDB74E1 PSA25-3673FAC EXHIBIT A SCOPE OF SERVICES AND FEE Item Item of Work *Estimated Unit Price or Total No. Quantity and Mark-up Units Rate %10 Contractor's $55,000.00 Cost of parts and markup from 1. materials. $50,000.00/year* ($50,000.00 + Mark Up) (*Estimated) supplier invoice {Extended Amount) price. Cost of Hydraulic 2 Man Lifting Truck 100 Hours* $123.00 $12,300.00 Capable of Reaching (*Estimated) per hour (Extended Amount) 45 Feet Height Cost of labor for 3. troubleshooting, maintenance and 2000 Hours* $123.00 $246,000.00 maintenance related (*Estimated) per hour (Extended Amount) repairs. {Monday - Friday, 7 AM -5 PM) Cost of Emergency, Holiday or "after hours" labor for 400 hours* $157.00 $62,800.00 4. troubleshooting, maintenance and (*Estimated) per hour (Extended Amount) maintenance related repairs. City Attorney Approved Version 5/22/2024 Page 11 March 4, 2025 Item #3 Page 15 of 47 Docusign Envelope ID: 2B9CCDCE-5D1 D-4433-90B4-77661 FDB74E1 PSA25-3673FAC EXHIBIT A (CONT.) SCOPE OF SERVICES AND FEE MANNER OF PERFORMING SERVICES & GENERAL SPECIFICATIONS RFP25-3634FAC, ELECTRICAL MAINTENANCE SERVICES DEFINITIONS A. "BID ITEM" -Individual items of work in the CONTRACTOR'S proposal at an agreed Unit Price for the specified Item of Work. B. "CITY" -The CITY of Carlsbad. C. "CITY MANAGER" -The fully appointed CITY MANAGER of the CITY or his/her authorized representative. D. "CONTRACT ADMINISTRATOR" -The Deputy City Manager of Public Works designee for bidding, awarding and administering the CONTRACTOR'S work under this agreement. E. "CONTRACTOR" -The managing individual of the contracting entity or his/her authorized employees or representatives. F. "PERIODIC INSPECTION" -Routinely scheduled or randomly noticed inspection or audit conducted by CITY. G. "DEPUTY CITY MANAGER OF PUBLIC WORKS" -The official designated as the Deputy City Manager of Public Works for the CITY, or any of his/her authorized representatives. H. "ELECTRICAL MAINTENANCE" -Routine, recurring and usual work for the preservation, protection and keeping of electrical systems integrated with CITY facilities (plant, building, structure, ground facility, utility system or any real property) for its intended purposes in a safe and continually usable condition for which it has been designed, improved, constructed, altered or repaired. 1.00 STANDARDS OF WORK AND CONTRACTOR RESPONSIBILITY 1.01 The CONTRACTOR shall perform the work described herein, in a thorough and professional manner, so that the City of Carlsbad is provided with reliable and high-quality electrical maintenance services at all times. The CITY shall provide CONTRACTOR with workorders through the CITY'S workorder management system {Section 1.07). Each workorder shall contain the details of work requested to be performed. The CONTRACTOR shall furnish, at CONTRACTOR'S own expense, all labor, tools, equipment, and materials necessary, unless specifically excluded herein, to perform maintenance, troubleshooting, or maintenance related repair work at the Bid Item price. 1.02 The CONTRACTOR'S forces shall leave work areas free of all dirt, litter, lubricants, or other materials utilized to perform Electrical Maintenance. The CONTRACTOR shall erect barricades, warning City Attorney Approved Version 5/22/2024 Page 12 • March 4, 2025 Item #3 Page 16 of 47 Docusign Envelope ID: 289CCDCE-5D1D-4433-9084-77661 FDB74E1 PSA25-3673FAC signs and any other devices to prevent unauthorized access by the public or unauthorized City staff to work areas. 1.03 ELECTRICAL MAINTENANCE shall be performed in accordance with accepted standards with the NFPA 70, 70B, 70E, and to the satisfaction of the CONTRACT ADMINISTRATOR or his/her designee. CONTRACTOR shall immediately respond when notified by CITY to correct unsatisfactory work at no additional charge. 1.04 The CONTRACTOR is required to submit a Contractor Daily Report, listing work performed under this agreement. Contractor Daily Reports shall indicate the date of service, time of service, service performed, the technician performing service, work order number, and any other information that may affect current or future operation of the electrical systems. The CONTRACTOR shall provide the CONTRACT ADMINISTRATOR electronic copies of these Contractor Daily Reports within 24 hours of service. 1.05 The CONTRACTOR shall, during the term of this CONTRACT, respond to requests for maintenance, or emergency service calls as required, twenty-four (24) hours per day, seven (7) days per week, by dispatching required technicians to the site, within two (2) hours of contact by the CONTRACT ADMINISTRATOR. 1.06 The CONTRACTOR'S staff will be required to carry a smartphone or tablet which is capable of using the City's workorder system (Cartegraph). The CONTRACTOR will receive workorders through Cartegraph and will be responsible for entering all required information upon completing the workorder. 2.00 ELECTRICAL SYSTEMS TO BE MAINTAINED 2.01 The service areas, hours of operation, frequencies of service and equipment under the provisions of this CONTRACT include but not limited to the following: 2.01.1 FACILITIES INVENTORY Facility Name Beach Bluff Restrooms Bauer Lumber Facility (New Village Arts) Parks Administration Parks Modular Bldg/Break Room Calavera Hills Community Center Calavera Hills Park Restrooms Calavera Hills Treatment Plant Chase Field Building City Administration City Council Chambers City Hall Complex City Yard City Yard Modular Building Community Swim Complex Elmwood House Farmers Building Address Carlsbad Blvd & Pine Ave 2787 State Street 1166 Carlsbad Village Dr 1166 Carlsbad Village Dr 2997 Glasgow Drive 2997 Glasgow Drive 2400 Tamarack Avenue 3349 Harding Street 1635 Faraday 1200 Carlsbad Village Dr 1200 Carlsbad Village Dr 405 Oak Avenue 405 Oak Avenue 3401 Monroe Street 1255 Elmwood Avenue 5815 El Camino Real Approx. Sq. Ft. 900 10,000 504 1,610 17,400 900 3,300 1,600 68,000 2,500 13,500 8,249 1,800 4,102 1,843 128,000 City Attorney Approved Version 5/22/2024 Page 13 March 4, 2025 Item #3 Page 17 of 47 Docusign Envelope ID: 289CCDCE-5O10-4433-9084-77661 FDB74E1 PSA25-3673FAC Fire Station #1 1275 Carlsbad Village Dr 5,040 Fire Station #2 1906 Arena I Road 10,465 Fire Station #3 3465 Trail Blazer Way 11,311 Facility Name Address Approx. Sq. Ft. Fire Station #4 6885 Batiquitos Lane 3,900 Fire Station #5 2540 Orion Way 12,600 Fire Station #6 3131 Levante 2,000 Fire Station #7 4600 Carlsbad Blvd. 6,230 Granary 2659 Garfield 572 Harding Community Center 3096 Harding Street 12,392 Hawthorne Building 2065 Camino Vida Roble 84,500 Heritage Hall 2650 Garfield 1,608 Hiring Center 5958 El Camino Real 280 Holiday House 3235 Eureka Place 855 Holiday Park Restrooms (2) 3235 Eureka Place 1400 Kruger House 3215 Eureka Place 1,250 La Costa Canyon Park Restroom Pueblo St. and Rana Ct 900 La Costa Heights Restroom 3031 Levante St. 900 Laguna Rivera Park Restroom 4900 Kelly Drive 900 Las Palmas Building (Mira Costa College) 2075 Las Palmas 22,627 Leo Carrillo Park Facilities 6200 Flying LC Lane 25,200 Library (Dove) 1775 Dove Lane 35,000 Library (Cole) 1250 Carlsbad Village Dr 24,600 Library Learning Center 3368 Eureka Place 16,193 Magee House 258 Beech 4,089 Pine Community Center 3209 Harding St. 18,000 Poinsettia Park Restrooms/Concessions 6200 Hidden Valley Road 4,000 Poinsettia Park Restrooms 6200 Hidden Valley Road 1,600 Railroad Depot (ConVis) 400 Carlsbad Village Dr 1,608 Safety Center 2560 Orion Way 64,000 Safety Training Center 5750 Orion Street 36,000 S.C. Fleet Maintenance 2480 Orion Way 10,358 S.C. Modular Bldg #2 Storage 2480 Orion Way 720 S.C. Modular Bldg #3 Trans. 2480 Orion Way 2,160 S.C. Modular Bldg. #4 Restrooms 2480 Orion Way 600 S.C. Wash Rack 2480 Orion Way 3,560 Scout House 3225 Eureka Place 1,908 Senior Center 799 Pine Street 28,300 Stagecoach Community Center 3420 Camino de las Caches 17,400 Stagecoach Park Restrooms (2) 3420 Camino de las Caches 3,500 Village Grill 2833 State Street 1,453 Water District 5950 El Camino Real 18,000 Water District Modular 5950 El Camino Real 696 City Attorney Approved Version 5/22/2024 Page 14 March 4, 2025 Item #3 Page 18 of 47 Docusign Envelope ID: 2B9CCDCE-5D1 D-4433-90B4-77661 FDB74E1 PSA25-3673FAC 2.02 ELECTRICAL EQUIPMENT INVENTORY LIST Contractually required work on City of Carlsbad Inventory includes but is not limited to troubleshooting and maintenance of the following items associated with, contained within or attached to any City of Carlsbad owned or managed building: 1. Interior and exterior LED lighting, fluorescent lighting, decorative lighting, stage lighting, emergency lighting systems, exit lighting, incandescent lighting, metal halide lighting, quartz lighting, neon lighting, sodium lighting, illuminated signs, other associated interior/exterior light fixtures, lighting control systems, and any other lighting systems attached to buildings in any way. 2. Ballasts/ LED Drivers 3. Conduits 4. Wiring 5. Switches 6. Disconnects, Fused and Non-Fused 7. Transfer Switches, Automatic and Manual 8. Rheostats 9. Receptacles 10. Meter Service Panels 11. Distribution Panels and Sub-panels 12. Enclosures 13. Breakers 14. Contactors 15. Motor Starters and Controls 16. Transformers 17. High Voltage Systems 18. Low Voltage Systems 19. Photovoltaic Systems 20. Dedicated Electrical Circuits 21 . Wiring and control systems of special electrical equipment (pumps, compressors, stoves, ovens, refrigerators, dishwashers, garbage disposals, stage lighting, timers, irrigation controllers, automatic doors, washing machines, dryers, fans, clocks, audio visual and multi-media systems etc.). 22. Un interruptible Power Sources (UPS) and other associated equipment and appurtenances. 23 . Examples of Troubleshooting include, but are not limited to, investigating electrical failures on electrical equipment and systems located in or attached to any City of Carlsbad building or facility, using standard and specialty diagnostic tools including, circuit tracers, electrical multi-meters, amp probes, meg ohm meters, tick tracers, phase rotation meters and other electrical diagnostic tools. Determining cause of failures and recommending repairs or replacement of electrical equipment or devices as detailed in the Electrical Scope of Work and Equipment List above. 24. Examples of Maintenance include but are not limited to maintenance of equipment, conduits, wiring and associated electrical equipment or devices as detailed in the Electrical Scope of Work and Equipment List above. Maintenance tasks include cleaning electrical cabinets, terminal and insulation inspection, replacement of wire markers, electrical tape and wire nuts, replacement of wire splices, replacement of contacts, replacement of other worn equipment to prevent possible failure of associated electrical systems as directed by the Supervisor or his authorized representative. City Attorney Approved Version 5/22/2024 Page 15 March 4, 2025 Item #3 Page 19 of 47 Docusign Envelope ID: 2B9CCDCE-SD1D-4433-90B4-77661 FDB74E1 PSA25-3673FAC 3.00 PAYMENT AND INVOICES 3.01 The CONTRACTOR shall present monthly invoices, for all work performed during the preceding month. Said invoice shall include the contract purchase order number, workorder numbers associated with the maintenance tasks completed, and a copy of all Contractor Daily Reports for the work being invoiced. The invoice shall be submitted on or before the fifth (5th) day of each month in the amount of the compensation to be paid by the CITY for all services rendered by the CONTRACTOR under the terms and conditions of this CONTRACT. 3.02 Separate invoices for approved COST OF LABOR MAINTENANCE and COST OF EMERGENCY, HOLIDAY OR "AFTER HOURS" LABOR FOR MAINTENANCE shall be prepared and submitted in an electronic format acceptable to the CONTRACT ADMINISTRATOR, including attachments, such as copies of suppliers' invoices, which the CONTRACT ADMINISTRATOR may require to verify CONTRACTOR'S billing. Unless otherwise requested by the CONTRACT ADMINISTRATOR, one invoice shall be submitted for each discrete and complete service call or emergency service call and shall indicate the associated work order number. Invoices shall itemize labor costs and materials costs. 3.03 In the event the CITY transfers title, maintenance responsibility, or changes service frequency of a portion thereof, this CONTRACT shall continue in full force and effect, except said portion, at the discretion of the CONTRACT ADMINISTRATOR, may be deleted from the agreement and the CONTRACT sum shall be reduced accordingly. The Agreement may be amended to add new electrical systems to be maintained or require additional services. The CONTRACTOR shall be compensated for the additional facilities or services that are designated after the date of the commencement of this CONTRACT based on a time and material negotiated proposal. Proposal costs shall not exceed customary costs of similar equipment as submitted in the Request for Proposal or as adjusted in accordance with subsequent amendments to the agreement. The CONTRACT ADMINISTRATOR shall notify the CONTRACTOR in writing of proposed additions, reductions or deletions of areas to be serviced. 5.00 INSPECTIONS, MEETINGS, & REPORTS 5.01 CITY reserves the right to perform inspections, including inspection of CONTRACTOR'S equipment, at any time for the purpose of verifying CONTRACTOR'S performance of CONTRACT requirements and identifying deficiencies. 5.02 The CONTRACTOR or his authorized representative shall meet with the CONTRACT ADMINISTRATOR or his representative on each site at the discretion and convenience of the CONTRACT ADMINISTRATOR, for walk-through inspections. At the request of the CONTRACT ADMINISTRATOR, the CONTRACTOR, or his appropriate representative, shall attend meetings and/or training sessions, as determined by the CONTRACT ADMINISTRATOR, for purposes of orientation, information sharing, CONTRACT revision, description of CITY policies, procedures, standards, and the like. 5.03 CONTRACTOR shall provide to the CONTRACT ADMINISTRATOR such written documentation and/or regular reports as the CONTRACT ADMINISTRATOR deems necessary to verify and review City Attorney Approved Version 5/22/2024 Page 16 March 4, 2025 Item #3 Page 20 of 47 Docusign Envelope ID: 2B9CCDCE-5D1D-4433-90B4-77661 FDB74E1 PSA25-3673FAC CONTRACTOR'S performance under this CONTRACT and to provide to the CONTRACT ADMINISTRATOR pertinent information relative to the maintenance, operation, and safety of the electrical systems. 6.00 PROPERTY DAMAGES 6.01 All damages incurred to existing facilities by the CONTRACTOR'S operation shall be repaired or replaced, by the CONTRACTOR or by other forces, all at the discretion of the CONTRACT ADMINISTRATOR and, all at the CONTRACTOR'S expense. 7.00 COMMUNICATIONS AND EMERGENCY RESPONSE 7.01 The CONTRACTOR shall, during the term of this CONTRACT, maintain two (2) seven (7) days per week twenty-four (24) hour emergency telephone numbers, toll free to a San Diego region area code. For hours beyond a normal 7 AM to 5 PM business day, an answering service shall be considered an acceptable substitute. Answering machines are not acceptable. 7.02 All requests for emergency services shall require a California State Certified Journeyman Electrician to be dispatched to the required location as soon as possible after notification; but in all cases within two (2) hours, to the satisfaction of the CONTRACT ADMINISTRATOR. If any emergency service request is not responded to in two (2) hours, the CONTRACT ADMINISTRATOR shall be notified immediately of the reason for not meeting the required response time followed by a written report to the CONTRACT ADMINISTRATOR within two (2) working days. 7.03 Whenever immediate action is required to prevent possible injury, death, or property damage, CITY may, after reasonable attempt to notify the CONTRACTOR, cause such action to be taken by alternate work forces and, as determined by the CONTRACT ADMINISTRATOR, charge the cost thereof to the CONTRACTOR, or deduct such cost from any amount due to the CONTRACTOR. This deduction shall include a markup for administrative costs equal to fifteen (15} percent of the actual costs incurred. 7.04 The CONTRACTOR shall maintain a written log of all communications, the date and the time thereof and the action taken pursuant thereto or the reason for non-action. Said log of communications shall be open to the inspection of the CONTRACT ADMINISTRATOR at all reasonable times. 7.05 CONTRACTOR'S Supervisor shall a carry cellular telephone. CONTRACTOR'S Supervisor shall respond to any call from the CITY within thirty (30} minutes at any time. 8.00 SAFETY 8.01 CONTRACTOR agrees to perform all work outlined in this CONTRACT in such a manner as to meet all accepted standards for safe practices during the performance of their duties and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the work; and agrees additionally to accept the sole responsibility for complying with all CITY, County, State or Federal requirements at all times so as to protect all persons, including CONTRACTOR'S employees, agents of the CITY, Contractors, members of the public or others from foreseeable injury, or damage to their property. CONTRACTOR shall make annual inspections for any potential hazards at said sites and provide a report indicating date inspected and action taken. Said report shall be delivered to the CONTRACT ADMINISTRATOR in electronic format within thirty City Attorney Approved Version 5/22/2024 Page 17 March 4, 2025 Item #3 Page 21 of 47 Docusign Envelope ID: 289CCDCE-5D1D-4433-9084-77661 FDB74E1 PSA25-3673FAC (30) days upon completion of the inspection. 8.02 CONTRACTOR shall notify the CONTRACT ADMINISTRATOR immediately of any occurrence of accident, injury, or persons requiring emergency services and, if so requested, shall prepare a written report thereof to the CONTRACT ADMINISTRATOR within three (3) calendar days following the occurrence. CONTRACTOR shall cooperate fully with the CITY in the investigation of any such occurrence. 8.03 The CONTRACTOR shall provide safe access and egress for City of Carlsbad employees or members of the general public while work is in progress at City facilities. The CONTRACTOR agrees to be responsible for providing and installing any safety or cautionary equipment necessary to prevent unauthorized access to work areas including common public areas. 8.04 The CONTRACTOR is required to maintain a comprehensive safety program for all its staff members. Additionally, all Electrical Maintenance Service staff must receive electrical safety training as specified in the NFPA 70E every three (3) years. The CONTRACTOR is responsible for maintaining records supporting all safety training activities and must provide documentation of such to the CONTRACT ADMINISTRATOR upon request. 8.05 The CONTRACTOR is responsible to ensure all staff wear the appropriate Personal Protective Equipment (PPE) as circumstances dictate. 9.00 HOURS AND DAYS OF SERVICES 9.01 The acceptable daily hours of services shall be Monday-Friday 7 a.m. to 5 p.m., which shall be considered normal work hours as may pertain to any other provision of the CONTRACT. Emergency hours are defined as an unexpected and sudden event that must be dealt with urgently to provide continuous service. Holiday hours are defined as any scheduled work to be performed on all CITY holidays. After hours are defines as anytime outside the acceptable normal daily hours of services defined as Monday through Friday, 7 a.m. to 5 p.m . 9.02 CONTRACTOR shall provide staffing to perform the required services during the prescribed hours as specified in these contract documents. Any changes in the days and hours of operation heretofore prescribed shall be subject to approval by the CONTRACT ADMINISTRATOR. 9.03 The CONTRACTOR shall be responsible for unlocking, including disabling alarm systems, as needed to perform services. The CONTRACTOR shall not duplicate keys nor share alarm codes issued for CITY facilities. Additional keys, RFID badge, or alarm codes will be provided by the CONTRACT ADMINISTRATOR as needed. The CONTRACTOR will be required to perform an annual key/RFID badge audit with the CONTRACT ADMINISTRATOR or designee. City Attorney Approved Version 5/22/2024 Page 18 March 4, 2025 Item #3 Page 22 of 47 Docusign Envelope ID: 2B9CCDCE-5D1 D-4433-90B4-77661 FDB74E1 PSA25-3673FAC 10.00 CONTRACTOR'S STAFF AND TRAINING 10.01 The CONTRACTOR shall provide sufficient personnel to perform all work in accordance with the specification set forth herein. 10.02 In cooperation with the Carlsbad Police Department, CONTRACTOR agrees to Live Scan fingerprinting and background checks on all personnel providing electrical services for this CONTRACT. In the event such fingerprinting and or/background checks reveal an item, which Carlsbad Police deems a security problem, City may request that such individual be removed from the list of personnel authorized to provide services to the CITY. Throughout the life of the Contract, the CITY reserves the right to require the CONTRACTOR to have fingerprinting and background checks updated or completed upon request at the CONTRACTOR's cost. There will be no exceptions and no substitutions of personnel without prior fingerprinting and background clearance checks. 10.03 CONTRACTOR shall provide to the CONTRACT ADMINISTRATOR a list of the CONTRACTOR'S staff that will work at all CITY facilities over the course of the CONTRACT. Upon satisfactorily completing the background check referenced in 10.02, CONTRACTOR'S staff may be issued a CITY RFID badge which will allow limited access to some CITY facilities during normal bus iness hours. If the CONTRACTOR wishes to amend the list to add additional staff, the required background check must be completed and approved by the CONTRACT ADMINISTRATOR prior to any new staff members commencement of work at CITY facilities. In the event a CONTRACTOR'S employee has lost their CITY issued keys or RFID badge, the CONTRACTOR must notify the CONTRACTOR ADMINISTRATOR immediately. In the event a CONTRACTOR'S staff member, who was issued keys or an RFID badge has their employment terminated, the CONTRACTOR must notify the CONTRACT ADMINISTATOR immediately of the separation, and retrieve the CITY issued keys/RF ID badge from the from the former employee. The CONTRACTOR shall return the keys/badge to the CONTRACT ADMINISTRATOR within twenty-four (24) hours of separation. Any loss, or damages to CITY facilities as a result of the CONTRACTOR'S staff misuses, or failure to report a lost badge will be at the CONTRACTOR'S expense as referenced in section 6.0. 10.04 The CONTRACTOR's staff will be required to interact in a businesslike and professional manner with City staff and members of the public. 10.05 CONTRACTOR'S personnel performing electrical work must be a State Certified Journeyman w ith a "General Electrician" classification. Electrical apprentices and trainees are authorized to work provided they are directly supervised by a journeyman electrician with more than 10 years in the trade, and they are registered with the Department of Industrial Relations. 10.06 CONTRACTOR shall have a "Local" representative with authority to contractually bind CONTRACTOR in matters, which may arise during this agreement performance period. "Local" in the context of this agreement is defined as the southern California metropolitan area consisting of San Diego, Orange, and Los Angeles or Riverside counties. CONTRACTOR shall provide, prior to commencement of City Attorney Approved Version 5/22/2024 Page 19 March 4, 2025 Item #3 Page 23 of 47 Docusign Envelope ID: 2B9CCDCE-5D1 D-4433-90B4-77661 FDB74E1 PSA25-3673FAC work under this CONTRACT, in writing to the CONTRACT ADMINISTRATOR, a statement indicating by name the specific authority vested in the "Local" representative. CONTRACTOR'S "Local" representative shall be responsible for instructing and training of CONTRACTOR'S personnel in the proper and specified work method and procedures; directing, scheduling, and coordinating all services and functions to completely accomplish the work as required by this Agreement. The "local" representative shall be available for consultation regarding problems on a daily basis at some time during regular working hours (7 AM. to 5 PM, Monday through Friday). 10.08 The CONTRACT ADMINISTRATOR may at any time give CONTRACTOR written notice to the effect that the conduct or action of a designated employee of CONTRACTOR is, in the reasonable belief of the CONTRACT ADMINISTRATOR, detrimental to the interest of City staff, its contractors and Contractors and, the public patronizing the premises. CONTRACTOR shall meet with representatives of the CONTRACT ADMINISTRATOR to consider the appropriate course of action with respect to such matter and CONTRACTOR shall take reasonable measures under the circumstances to assure the CONTRACT ADMINISTRATOR that the conduct and activities of CONTRACTOR'S employees will not be detrimental to the interest of City staff, its contractors & vendors and, the public patronizing the premises. 10.09 The CONTRACT ADMINISTRATOR may at any time order any of the CONTRACTOR'S personnel removed from the premises when, in the reasonable belief of the CONTRACT ADMINISTRATOR, said CONTRACTOR'S personnel is objectionable, unruly, unsafe, or otherwise detrimental to the interest of the CITY or the public patronizing the premises. 10.10 The CONTRACTOR shall require each of his personnel to adhere to basic public works standards of working attire including uniform shirts and/or vests clearly marked with the CONTRACTOR'S company name and employee name badges as approved by the CONTRACT ADMINISTRATOR. Sufficient changes shall be provided to present a neat and clean appearance of the CONTRACTOR'S personnel at all times. Shirts shall be worn and buttoned at all times. CONTRACTOR'S personnel shall be equipped with proper shoes and other gear required by State Safety Regulations. 11.00 EQUIPMENT 11.01 The CONTRACTOR shall provide all hand tools, power tools, diagnostic tools and equipment necessary to perform its work under this contract with the exception of the specialty equipment as detailed in item 11.03. 11.02 The CONTRACTOR shall provide Personnel Lifts and/or Aerial Work Platforms as specified in this Section for the price specified in Bid Item #3 (Cost of Hydraulic Man Lifting Truck Capable of Reaching 45 Feet Height) of the Contractor's Proposed Cost of Service. Hydraulic Personnel Lifts/Aerial Work Platforms must be self-propelled, st reet legal, and fully operational from the work platform. The lifting portion of this equipment must be capable of reaching a minimum of 45 feet in height. The hourly rate quoted shall include an operator if the dedicated technician does not operate the equipment. No additional hourly pay will be provided for this fully operational equipment over and above the Contractor's quoted hourly rate for the equipment and the dedicated technician. City Attorney Approved Version 5/22/2024 Page 20 March 4, 2025 Item #3 Page 24 of 47 Docusign Envelope ID: 2B9CCDCE-5D1D-4433-90B4-77661 FDB74E1 PSA25-3673FAC 12.00 NON -INTERFERENCE -NOISE 12.01 CONTRACTOR shall not interfere with the public use of the premises and shall conduct its operations as to offer the least possible obstruction and inconvenience to the public or disruption to the peace and quiet of the area within which the services are performed. 12.02 In the event that the CONTRACTOR'S operations must be performed when persons of the public are present, CONTRACTOR shall courteously inform said persons of any operations that might affect them and, if appropriate, request persons to move out of the work area. City Attorney Approved Version 5/22/2024 Page 21 March 4, 2025 Item #3 Page 25 of 47