HomeMy WebLinkAbout2020-06-16; City Council; Resolution 2020-110RESOLUTION NO. 2020-110
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING A PROFESSIONAL SERVICES AGREEMENT
(AGREEMENT) WITH URBAN CORPS OF SAN DIEGO, INC. (URBAN CORPS)
FOR CITYWIDE GRAFFITI REMOVAL AND MISCELLANEOUS MAINTENANCE
SERVICES (PROJECT) IN AN AMOUNT NOT TO EXCEED $235,224 FOR THE
INITIAL TWO YEARS OF THE AGREEMENT.
Exhibit 1
WHEREAS, the City Council of the City of Carlsbad, California has determined it necessary,
desirable, and in the public interest to perform citywide graffiti removal and miscellaneous
maintenance services to maintain a world-class appearance and ensure vandalism is responded to in a
timely manner; and
WHEREAS, Urban Corps is a nonprofit conservation corporation created by the City of San
Diego; and
WHEREAS, Carlsbad Municipal Code Section 3.28.110 (F) states that goods, services and/or
professional services obtained from or through an agreement with any governmental, public or quasi-
public agency may be exempt from the purchasing ordinance, as determined by the awarding
authority; and
WHEREAS, Urban Corps has submitted a proposal to provide citywide graffiti removal and
miscellaneous maintenance services; and
WHEREAS, sufficient funds are available in the Street Maintenance Operating Budget to fund
I
this agreement; and
WHEREAS, the awarding authority has determined that this agreement is exempt from the
purchasing ordinance; and
WHEREAS, the Project is exempt from the California Environmental Quality Act (CEQA) per State
Guidelines Section 15301.
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 mayor is authorized and directed to execute the agreement between Urban
Corps of San Diego, Inc. and the City of Carlsbad for citywide graffiti and miscellaneous
maintenance services, attached hereto as Attachment A.
June 16, 2020 Item #3 Page 5 of 16
3. That the city manager or designee is hereby authorized to extend the agreement with
Urban Corps of San Diego, Inc., consistent with the terms and conditions of the
agreement, as appropriate and based upon satisfactory review of Contractor's
performance.
PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of
Carlsbad on the 16th day of June 2020, by the following vote, to wit:
AYES:
NAYS:
ABSENT:
Hall, Blackburn, Bhat-Patel, Schumacher.
None.
None.
MATT HALL, Mayor
(SEAL)
June 16, 2020 Item #3 Page 6 of 16
AGREEMENT FOR CITYWIDE GRAFFITI REMOVAL AND MISCELLANEOUS
MAINTENANCE SERVICES
URBAN CORPS OF SAN DIEGO
HIS AGREEMENT is made and entered into as of the / 7 fl_ day of
t,(.,fl.JL-, 2020, by and between the CITY OF CARLSBAD, a municipal
corpora n, ("City"), and URBAN CORPS OF SAN DIEGO, a not-for-profit corporation,
("Contr ctor").
RECITALS
A. City requires the professional services of a consultant that is experienced in graffiti
responses/cover up, miscellaneous maintenance servcies, and vandalism response.
B. Contractor has the necessary experience in providing professional services and
advice related to graffiti responses/cover up, miscellaneous maintenance servcies, vandalism
response.
C. Contractor 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 attached Exhibit "A", which is incorporated by this reference in
accordance with this Agreement's terms and conditions.
2. STANDARD OF PERFORMANCE
While performing the Services, Contractor will exercise the reasonable professional care 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 for a period of two (2) years from the date first above
written. 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 year of the Agreement
shall not exceed one hundred sixteen thousand one hundred sixty dollars ($116,160).
Compensation during the second year of the Agreement term may be adjusted, by amending the
Agreement, by an amount not to exceed 2.5%. The total fee payable for services during the
second year of the Agreement term shall not exceed one hundred nineteen thousand sixty-four
dollars ($119,064). If the City elects to extend the Agreement beyond the initial two-year term, the
total fee payable for services during any Agreement year shall not exceed compensation
established during the previous Agreement year plus an increase not to exceed 2.5%. The City
June 16, 2020 Item #3 Page 7 of 16
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. 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.
7. 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.
8. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the City and its officers, 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 negligence,
recklessness, or willful misconduct 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.
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.
10. 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
June 16, 2020 Item #3 Page 8 of 16
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.
10.1 Coverage and Limits.
Contractor will maintain the types of coverage and minimum limits indicated below, unless the
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.
10.1.1 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.
10.1.2 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.
10.1.3 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.
10.1.4 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.
10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under
this Agreement contain, or are endorsed to contain, the following provisions:
10.2.1 The City will be named as an additional insured on Commercial General Liability
which shall provide primary coverage to the City.
10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which
will be written as claims-made coverage.
10.2.3 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.
10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this
Agreement, Contractor will furnish certificates of insurance and endorsements to City.
June 16, 2020 Item #3 Page 9 of 16
10.4 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.
10.5 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.
11. 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.
12. 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 three
(3) years from the date of final payment under this Agreement.
13. 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.
14. 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.
15. 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 For Contractor
Name Michael O'Brien Name Yolanda Maeder
Title Public Works Superintendent Title Project Manager
Department Public Works Address PO Box 80156
City of Carlsbad San Diego, CA 92138
Address 405 Oak Ave. Phone No. 619-235-6884
Carlsbad, CA 92008 Email ymaeder@urbancorps.org
Phone No. 760-421-9158
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.
June 16, 2020 Item #3 Page 10 of 16
16. 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 in all categories.
Yes D No C8]
17. 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.
18. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
19. 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.
20. 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.
Either party upon tendering sixty (60) days written notice to the other party may terminate this
Agreement. In this event 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
June 16, 2020 Item #3 Page 11 of 16
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.
21. 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.
22. 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.
23. JURISDICTION AND VENUE
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.
24. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and Contractor
and their respective 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.
25. 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.
Ill
June 16, 2020 Item #3 Page 12 of 16
PSA20-1088TRAN
26. 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
By:
(sign here)
(print name/title)
CITY OF CARLSBAD, a municipal
corporation of the State of California
By:
ATTEST:
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
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:
CELIA A. BREWER, City Attorney
City Attorney Approved Version 6/12/18
7 June 16, 2020 Item #3 Page 13 of 16
A notary public or other officer completing this certificate verifies only the identity of the individual who
signed the document to which this certificate is attached and not the truthfulness, accuracy, or validity of
that document.
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
State of California }
County of _S_a_n_D_ie_..g'-o ________ _
On Mo.:tc\ 2-t 2-0).1) before me, Yolanda I. Maeder Notary Public
Date
personally appeared
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENAL TY OF PERJURY
p,c~•pi: is te:eend,wnt• o f
~-..-. YOLANDA I. /MEDE"
_ ~ " Notary Public -California z I San Oi~o County !
Commission • 2293,o.-
My Comm. E.xpirt~ J~I 1◄. 2023
Place Notary Seal Above
''This Acknowledgement is attached to
(title or type of doc ment),
under the laws of the St e of California that the foregoing
WITNESS my hand [
Signature
Dated _3~~-1-1-----"""-"<'-_._.,...L ______ (number) pages.
Signed by ~ le kel'\~i
(name[s] of othergner[s] if any)".
June 16, 2020 Item #3 Page 14 of 16
P SA20-1088TRAN
EXHIBIT "A"
SCOPE OF SERVICES
CITYWIDE GRAFFITI REMOVAL AND MISCELLANEOUS MAINTENANCE SERVICES
Contractor to provide graffiti removal and miscellaneous maintenance services for the City of
Carlsbad at various locations as scheduled by the Contract Manager. Contractor will provide as
needed services to include, two (2) Urban Corps staff members, defined as, one (1) supervisor
and one (1) Corps member; scheduled five (5) days per week.
General Staffing
1. Schedule excludes eleven (11) city holidays; one (1) Urban Corps of San Diego,
Inc. holiday.
2. Start time and end time of daily assignments will be determined by the Contract
Administrator, shifts are generally eight (8) hours including drive time to and from
the Urban Corps of San Diego home office.
3. Crews must have the ability to read written instructions, safely lift 50 pounds
unassisted, and possess the ability to communicate effectively with City staff.
4. Contractor will provide a mobile phone to the supervisor of each crew.
5. Contractor will provide all personal protective equipment, vehicles, tools, traffic
control devices, 55-gallon heavy-duty trash bags and uniforms necessary to
complete assigned graffiti removal and miscellaneous maintenance services.
Graffiti Removal and Miscellaneous Services
Contractor to provide graffiti removal (or paint over) and miscellaneous maintenance services in
response to graffiti and other unsightly vandalism and visual nuisances that occur within or on
City property in a timely manner. Work includes but not limited to:
1. Graffiti removal or paint over (color match) and vandalism clean-up on city
property.
2. Clean-up and miscellaneous maintenance services as directed by the Contract
Administrator.
3. Routine inspections of key tourist and heavily traveled public areas to maintain,
clean and re-establish orderly appearance.
4. Respond on behalf of the city to calls made to the city's Graffiti Hotline.
5. Document/record all graffiti responses and maintenance services.
6. Routinely patrol the city streets, as directed by the Contract Administrator, to
identify and clean up graffiti that is not reported.
7. Report graffiti on property not managed by the city to appropriate agencies,
property owners or homeowner associations.
8. Cleaning services of the Carlsbad sea wall.
9. Provide non-routine cleaning and non-routine pressure washing of sidewalks,
street trash can exteriors and other miscellaneous city fixtures.
10. Touch-up curbs and walls.
11. Remove unauthorized community posting signs (e.g. yard sale or lost dog signs)
and glue or tape (including residue) from city assets.
12. Provide all cleaning supplies, transportation (the graffiti truck) and vehicle fuel
while performing graffiti responses and miscellaneous maintenance services.
13. Storm event clean-up services and placing of sand or gravel bags as needed.
City Attorney Approved Version 6/12/18
8 June 16, 2020 Item #3 Page 15 of 16
PSA20-1088TRAN
14. Cleanup services in city storage yards.
Description Quantity Maximum Hourly Rate Annual
(EA) Hours Cost
Supervisor 1.0 2080 $30.00 $62,400
Corps Member Labor 1.0 2080 $22.50 $46,800
Graffiti Paint and Supplies $500/month $6,000
Vehicle Fuel $80/month $960.00
Initial Annual Graffiti Removal and Maintenance Services Cost $116,160
City Attorney Approved Version 6/12/18
9 June 16, 2020 Item #3 Page 16 of 16