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HomeMy WebLinkAboutCAI Safety Systems; 2025-09-15; PSA26-3915UTILPSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 1 AGREEMENT FOR FALL PROTECTION TRAINING SERVICES CAI SAFETY SYSTEMS THIS AGREEMENT (“Agreement”) is made and entered into as of the ______________ day of _________________________, 2025, by and between the City of Carlsbad, California, a municipal corporation ("City") and CAI Safety Systems, a California corporation ("Contractor"). RECITALS City requires the professional services of a consultant that is experienced in competent inspector class for Fall Protection training. 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 in this Agreement, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (“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 The term of this Agreement will be effective from the date first above written to December 31, 2025. 3. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term shall not exceed four thousand nine hundred dollars ($4,900). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. Payment terms are Net 30 unless otherwise provided in Exhibit “A” or agreed to in writing by the parties. 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. CONSTRUCTION MANAGEMENT SOFTWARE Procore Project Management and Collaboration System. This project may utilize the City’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. 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 City Engineer approves otherwise, 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. Contractor is responsible for obtaining Contractor’s own Procore support, as needed, either through the online training or reaching out to the Procore support team. It will be the responsibility of Contractor to regularly check Procore and review updated documents as they are added. There will be no cost to Contractor for use of Procore. Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 Sept. 15th PSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 2 It is recommended that 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, requests for information, 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 Procore for project management does not relieve Contractor of any other requirements as may be specified in this Agreement. 5. 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. 6. INDEMNIFICATION Contractor agrees to defend (with counsel approved by City), indemnify, and hold harmless 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 in this Agreement caused by any willful misconduct or negligent act or omission of Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. 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 California Civil Code Section 2782.8), then, and only to the extent required by California Civil Code Section 2782.8, which is fully incorporated in this Agreement, 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 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 Contractor’s proportionate percentage of fault. The parties expressly agree that any payment, attorneys fee, costs or expense City incurs or makes to or on behalf of an injured employee under City’s self-administered workers’ compensation program 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. 7. 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 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 Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 PSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 3 not be canceled without thirty (30) days prior written notice to City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to City. The full limits available to the named insured shall also be available and applicable to the 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. 8.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 Contractor For City Name Eric Sanders Name Peter Kavia Title Utilities Manager Title Owner/Trainer Department Utilities Department Address 1609 S. Grove Avenue Suite 104 City of Carlsbad Ontario, CA 91761 Address 5950 El Camino Real Phone No. 951-465-7386 Carlsbad, CA 92008 Email pkavia@caisafety.com Phone No. 442-339-2361 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. 9.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. Contractor shall report investments or interests as required in the City of Carlsbad Conflict of Interest Code. For Labor Compliance Service Agreements, the Contractor further represents, warrants, and declares, under penalty of perjury, interest, as that term is defined in Labor Code Section 1771.8(a)(2) does not exist. Yes ☐ No ☒ If yes, list the contact information below for all individuals required to file: Name Email Phone Number Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 PSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 4 10. 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. 11. 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. 12. 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. 13. 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, California 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. 14. JURISDICTIONS AND VENUE This Agreement shall be interpreted in accordance with the laws of the State of California without regard to, or application of, choice of law rules or principles. 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. 15. 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. 16. THIRD PARTY RIGHTS Nothing in this Agreement should be construed to give any rights or benefits to any party other than City and Contractor. 17. 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. 18. 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. Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 PSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 5 19. 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 CITY OF CARLSBAD, a municipal corporation of the State of California CAI SAFETY SYSTEMS, a California corporation By: By: (sign here) AMANDA L. FLESSE, Utilities Director, as authorized by the City Manager Prajesh Naranbhai Kavia, President & Chief Financial Officer (print name/title) ATTEST: By: SHERRY FREISINGER, City Clerk (sign here) By: Assistant City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A. Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President 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: _____________________________ Assistant City Attorney Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 PSA26-3915UTIL City Attorney Approved Version 5/30/2025 Page 6 EXHIBIT A SCOPE OF SERVICES AND FEE Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 1609 S. Grove Ave Suite 104 Ontario, CA 91761 Phone: 951-465-7386 E-mail: pkavia@caisafety.com July 25, 2025 City of Carlsbad 5950 E Camino Real Carlsbad, A 92008 ATTN: Mr. Don Wasko RE: Competent Inspector Person Fall Protection Training in Carlsbad, CA Dear Mr. Wasko,: It is our pleasure to submit the following proposal to address your fall protection needs. The particulars of your training will be as follows: 1.The training that we are quoting you is for the following: a.Competent Inspector Class ▪One session conducted over one day with the following combination of in-class and field training: 1.Classroom training – Held here @ Carlsbad Utilities. Estimated time allocated = four (4) hours. 2.Field visits for “hands-on” training = four (4) hours. ▪Up to 20 students in total. 2.Training will focus on the following departments and equipment: a.Water Operations – Six employees. 1) Permanent anchors on reservoir roofs. 2) Vertical lifelines. 3) Self closing gates. 4) Davit system on B Tank. b.Wastewater Operations – Six employees. Truck mounted davit system. c.Construction & Maintenance – Six employees. Gapvax truck <height of 12 feet>. 3.Custom features: Our instructor speaks with your representative ahead of the training to make sure we understand and address the specifics of your application. 4.Each student will receive a certificate and manual at the completion of training. 5.Training will be at your facility in Carlsbad, CA 6.The client will provide the following: a.One week prior to training provide manufacturer and model numbers of all equipment and systems to be inspected. b.Training room and overhead projector. PSA26-3915UTIL Exhibit "A" Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 CUST0/4 E#G/#EERED FALL PROTECT/0# SYSTENS 7/25/25 FP-5798-0 2 The cost of the training will be as follows: •Competent inspector Training: $4900 includes travel costs. Please have PO made out to CAI Safety Systems, Inc. Terms of payment are 50% upon acceptance and 50% upon completion of training. Mr. Wasko, please let us know if you have any questions or comments. Sincerely yours Peter Kavia E-mail: pkavia@caisafety.com c.Transportation for the field visits and access to the fall protection systems to be inspected. d.User equipment will be available during the class portion for exercise in performing inspection and documentation. 7.If students already have fall protection equipment such as harnesses, lanyards etc. please bring them to class. 8.Allow three weeks to schedule training. PSA26-3915UTIL Exhibit "A" (Cont.) Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 7/25/25 FP-5798-0 3 PSA26-3915UTIL Exhibit "A" (Cont.) Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 Acceptance of Proposal -The above proposal and conditions ore hereby accepted in fuff. You ore outhorized to do the work as quoted. Payment will be mode as outlined above. Signature off Authorized Representotive ______________ _ Nome and Title of Representative _________________ _ Dote of Acceptance: _____________________ _ Purchase of Reference Number _________________ _ ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $ OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH-STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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. 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). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 9/4/2025 (833) 878-2820 (702) 870-1263 24856 CAI Safety Systems, Inc. 1609 S Grove Ave Suite 104 & 105 Ontario, CA 91761 36161 23612 A 1,000,000 X X CA000058244-01 7/24/2025 7/24/2026 300,000 10,000 1,000,000 2,000,000 2,000,000 1,000,000B X X BA-6T344921 7/24/2025 7/24/2026 5,000,000A UX000001014-02 7/24/2025 7/24/2026 5,000,000 0 C X BNUWC0165570 7/24/2025 7/24/2026 1,000,000 Y 1,000,000 1,000,000 D Errors & Omissions B0621PCOMB001725 7/24/2025 Aggregate Limit 2,000,000 Re: All Operations when required by written contract. City of Carlsbad is named as an Additional Insured in regard to the General Liability. Waiver of Subrogation applies to Workers Compensation per form# WC04 03/06. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 CAISAFE-01 DCOSTA Shank Insurance Services 122 Avenida del Mar Ste C San Clemente, CA 92672-4068 insurance@swartsmanning.com Admiral Ins Co Travelers Property Casualty Ins Co Midwest Employers Casualty Co LLOYDS OF LONDON X 7/24/2026 X X X X X X X X Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 ACORDe I ~ I ~ D ~ ~ n i i ~ - ~ - ~ I I ~ I I I I CG 20 37 12 19 © Insurance Services Office, Inc., 2018 Page 1 of 1 Policy Number: CA000058244-01 CG 20 37 12 19 Effective Date: 07/24/2025 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations Any person or organization that is an owner, lessee or manager of real property or personal property for whom you work or have worked, or a contractor on whose behalf you work or have worked, but only if coverage as an additional insured extending to "bodily injury" or "property damage" included in the "products-completed operations hazard" is required by a written contract or written agreement that is an "insured contract" and provided that the "bodily injury" or "property damage" first occurs subsequent to the execution of the contract or agreement. All locations except locations where "your work" is or was related to a job or project involving single-family dwellings, multi-family dwellings (other than rental apartments in an apartment building: (a) originally constructed and at all times used for such purpose, or (b) converted from a commercial building), condominiums, townhomes, townhouses, time- share units, fractional-ownership units, cooperatives and/or any other structure or space used or intended to be used as a residence. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II – Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products-completed operations hazard". However: 1.The insurance afforded to such additional insured only applies to the extent permitted by law; and 2.If coverage provided to the additional insured is required by a contract or agreement, the insurance afforded to such additional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III – Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable limits of insurance; whichever is less. This endorsement shall not increase the applicable limits of insurance. Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 □ Docusign Envelope ID: 3435F524-5156-4410-8A48-07BEE0ED75E6 POLICY NUMBER: BNUWC0165570 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 0403 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT CALIFORNIA (Blanket) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 0.020000 % of the California workers' compensation premium otherwise due on such remuneration. Schedule State Description CA Any party with whom the insured agrees to waive subrogation in a written contract. This endorsement changes the policy to which it is attached and is effective on the date issued unless otheiwise stated. (The information below Is required only when this endorsement Is Issued subsequent to preparation of the policy.) Endorsement Effective Date: 7/24/2025 Policy Number: BNUWC0165570 Endorsement No.: Insured Name: CAI Safety Systems, Inc Insurance Company: Countersigned By Midwest Employers Casualty Company