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HomeMy WebLinkAboutSD Air Quality Inc; 2021-08-31; PSA22-1587FACPSA22-1587FAC City Attorney Approved Version 6/12/18 1 AGREEMENT FOR DOVE LIBRARY AIR DUCT CLEANING SERVICES S.D. AIR QUALITY INC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2021, by and between the City of Carlsbad, a municipal corporation, ("City"), and S.D. Air Quality Inc., a California corporation, ("Contractor”). RECITALS City requires the professional services of a heating, ventilation and air conditioning (HVAC) duct cleaning and maintenance consultant that is experienced in HVAC duct cleaning and maintenance. Contractor has the necessary experience in providing these professional services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1.SCOPE OF WORKCity retains Contractor to perform, and Contractor agrees to render, those services (the“Services”) that are defined in Exhibit “A”, attached and incorporated by this reference inaccordance with the terms and conditions set forth in this Agreement. 2.TERMThis Agreement will be effective for a period of one (1) year from the date first above written. 3.COMPENSATIONThe total fee payable for the Services to be performed will be three thousand one hundred dollars ($3,100). No other compensation for the Services will be allowed except for items covered bysubsequent amendments to this Agreement. City reserves the right to withhold a ten percent(10%) retention until City has accepted the work and/or the Services specified in Exhibit “A.” 4.PREVAILING WAGE RATESAny construction, alteration, demolition, repair, and maintenance work, including work performedduring design and preconstruction such as inspection and land surveying work, cumulativelyexceeding $1,000 and performed under this Agreement are subject to state prevailing wage laws.The general prevailing rate of wages, for each craft or type of worker needed to execute thecontract, shall be those as determined by the Director of Industrial Relations pursuant to theSection 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 CityEngineer. Contractor shall not pay less than the said specified prevailing rates of wages to allsuch workers employed by him or her in the execution of the Agreement. Contractor and anysubcontractors shall comply with Section 1776 of the California Labor Code, which generallyrequires keeping accurate payroll records, verifying and certifying payroll records, and makingthem available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 5.STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’sindependent calling, and not as an employee of City. Contractor will be under the control of Cityonly as to the results to be accomplished. DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F August 31st PSA22-1587FAC City Attorney Approved Version 6/12/18 2 6.INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employeesand volunteers from and against all claims, damages, losses and expenses including attorney’sfees 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 orindirectly 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. 7.INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobileliability insurance, a combined policy of workers' compensation, employers liability insurance, andprofessional liability insurance from an insurance company authorized to transact the business ofinsurance 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) latestquarterly listings report, in an amount of not less than one million dollars ($1,000,000) each,unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractorwill obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be namedas an additional insured on General Liability which shall provide primary coverage to the City. Thefull limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department,with endorsements to City prior to City’s execution of this Agreement. 8.NOTICESThe name of the persons who are authorized to give written notice or to receive written notice onbehalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Lauren Milliken Name Belinda Ramsey Title Project Assistant Title Project Manager Department Public Works Address 7945 Silverton Avenue City of Carlsbad San Diego, CA 92126 Address 405 Oak Ave. Phone No. 858-356-6990 Carlsbad, CA 92008 Email contact@sdairquality.com Phone No. 442-252-1165 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. DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F PSA22-1587FAC City Attorney Approved Version 6/12/18 3 9.CONFLICT OF INTERESTContractor 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 reportinvestments or interests in all categories. Yes ☐ No ☒ 10.COMPLIANCE WITH LAWSContractor will comply with all applicable local, state and federal laws and regulations prohibitingdiscrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. 11.TERMINATIONCity or Contractor may terminate this Agreement at any time after a discussion, and written noticeto the other party. City will pay Contractor's costs for services delivered up to the time oftermination, if the services have been delivered in accordance with the Agreement. 12.CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing offalse claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledgesthat debarment by another jurisdiction is grounds for the City of Carlsbad to terminate thisAgreement. 13.JURISDICTIONS AND VENUEContractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputesbetween the parties arising out of this Agreement is the State Superior Court, San Diego County,California. 14.ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to becomedue under it, without the prior written consent of City. 15.AMENDMENTSThis Agreement may be amended by mutual consent of City and Contractor. Any amendment willbe in writing, signed by both parties, with a statement of estimated changes in charges or timeschedule. /// /// /// /// /// /// /// DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F PSA22-1587FAC City Attorney Approved Version 6/12/18 4 16.AUTHORITYThe 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 authorityto bind Contractor to the terms and conditions of this Agreement. CONTRACTOR S.D. AIR QUALITY INC.,a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By:By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Jonathan Haroch, President & CFO (print name/title) By: (sign here) (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: CELIA A. BREWER, City Attorney By: Assistant City Attorney DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F PSA22-1587FAC 5 EXHIBIT “A” SCOPE OF SERVICES Contractor to provide all labor, tools and materials required for air duct cleaning at the Dove Library located at 1775 Dove Lane, Carlsbad, CA. Contract to be inclusive of all items per the Contractor’s estimate dated 08/04/2021, provided in Exhibit “B”. Notes: •Duration of project to be one (1) shift with two (2) workers, to start after library hours. •Progress photos to be taken before and after for final report. ITEM NO. UNIT QTY DESCRIPTION PRICE 1 LS 1 Air handler, coil, and duct cleaning to all duct work up to first duct detector. Includes air sampling tubes. $3,100 TOTAL* $3,100 DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F PSA22-1587FAC 6 Exhibit “B” DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F PSA22-1587FAC 7 Exhibit "B" (continued) DocuSign Envelope ID: 5606813C-93B4-44C6-94E1-AD14F708059F SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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). 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. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD 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 THISCERTIFICATE 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY 37206Contractors Bonding And Insurance Company A 35378Evanston Insurance Company B 38970FMarkel Insurance Company C 6/18/2021 (951)694-0625(951)719-3350Phone: Fax: PSA Realty & Insurance Services PO Box 720 Temecula, California 92593-0720 SD AIR QUALITY INC 7945 SILVERTON AVE, STE 1104 SAN DIEGO, CA 92126 4 C11SM7719 3/5/2021 3/5/2022 1,000,000 300,000 5,000 1,000,000 2,000,000 2,000,000 4 EZXS3053329 6/17/2021 6/17/2022 2,000,000 2,000,0004 Y MWC0145622-03 3/28/2021 3/28/2022 4 1,000,000 1,000,000 1,000,000 City of Carlsbad/CMWD Holder's Nature of Interest : Additional Insured c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 4 Andrew Breckenridge (951)694-0625, 107 (951)719-3350 andrew@psainsurance.com N N Y Certificate holder is named as additional insured per company form CBGL 00 71 05 12 attached. Waiver of Subrogation applies to workers compensation per form WC 04 03 06 (ED.4-84) attached. 30 day notice of cancellation, 10 day notice of cancellation for non-payment of premium. RE: 1250 Carlsbad Village Drive, Carlsbad, CA 92008 19575 CBGL 00 71 05 12 Includes copyrighted material of Page 1 of 1 Insurance Services Office, Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. Section II – Who Is An Insured is amended to include as an additional in-sured any person or organization for whom you are performing operations when you and such person or organiza-tion have agreed in a written contract or agreement that such person or organi-zation is to be added as an additional insured on your policy. Such person or organization is an additional insured on-ly with respect to “bodily injury or “prop-erty damage” caused by your negli-gence in the performance of your ongo-ing operations performed for that addi-tional insured. A person’s or organization’s status as an additional insured under this en-dorsement ends when your operations for that additional insured are com-pleted. To the extent required under said written contract or agreement, this policy will apply as primary insurance to additional insureds and other insurance which may be available to such additional insureds will be non-contributory.We waive our right of recovery against such additional insureds. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to: 1. “Bodily injury”, “property damage” or arising out of the rendering of, or the failure to render, any professional architectural, engineering or survey-ing services, including but not limited to: a. The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders or drawings and specifications; or b. Supervisory, inspection, archi-tectural or engineering activities. 2. “Bodily injury” or “property damage” occurring after: a. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the loca-tion of the covered operations has been completed; or b. That portion of “your work” out of which the injury or damage aris-es has been put to its intended use by any person or organiza-tion other than another contrac-tor or subcontractor engaged in performing operations for a prin-cipal as a part of the same project. 3. “Bodily injury”, “property damage” or occurring or commencing before execution of the written contract or agreement that requires such per-son or organization be added as an additional insured on your policy. C. Definitions “Ongoing operations” means operations not included in the “products-completed operations hazard.” CBGL 00 72 05 12 Includes copyrighted material of Page 1 of 1 Insurance Services Office, Inc., with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY AMENDMENT OF OTHER INSURANCE – EXCESS PROVISION (Construction Contracts) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Section IV, Paragraph 4.b.(1) of the COMMERCIAL GENERAL LIABILITY CONDITIONS is amended by addition of the following: (c) This insurance is excess over any other insurance whether primary, excess, contingent or on any other basis that is available to you as an additional insured or contractual indemnitee under a policy issued to a subcontractor. You are required to give notice of a claim to all “potential insurers” within 30 days of giving notice of claim to us. We have no duty under Coverage A or B to defend any claim or “suit” that any other insurer has a duty to defend. If no other insurer defends, we will undertake to do so, but we will be entitled to our rights against all those other insurers. We will pay only our share of the amount of loss, if any, that exceeds the sum of: (i) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (ii) The total of all deductible and self-insurance amounts under all such insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of the Coverage Part. “Potential insurer” mean all insurance companies who may be obligated to defend the insured as either a named insured or an additional insured. “Potential insurers” includes the insurers of all subcontractors who were contractually obligated to name the insured as an additional insured on their own insurance policy(ies). WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 04-84)   WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA   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 5 % of the California workers’ compensation premium otherwise due on such remuneration.   Work performed by  SD AIR QUALITY INC  at:  5044 Ruffner St San Diego, CA 92111-1108 Schedule     Subrogant Information Class Code Description Payroll City of Carlsbad/CMWD c/o Exegis Insurance Compliance Services | PO Box 947 Murrieta, CA 92564 7062 Convoy Court San Diego, CA 92111   5183 HEATING AND AIR CONDITIONING EQUIPMENT - installation, service and repair - shop and outside - employees whose regular hourly wage does not equal or exceed $28.00 per hour - N.O.C. $2,000.00    This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of thepolicy.) Endorsement Effective    03/28/2021 Policy No.  MWC0145622-03 Endorsement No. Insured:   SD AIR QUALITY INC Premium (See Attached) Insurance Company:Markel Insurance Company Countersigned  by_____________________________  WC040306 (Ed. 04-84) © 1998 by the Workers’ Compensation Insurance Rating Bureau of California. All rights reserved.  From the WCIRB’s California Workers’ Compensation Insurance Forms Manual © 2001  22 of 45