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HomeMy WebLinkAboutBressi Ranch Fuel Mart LLC; 2023-05-08; PSA23-2174FLTPSA23-2174FLT City Attorney Approved Version 12/28/2022 1 AGREEMENT FOR AS NEEDED CAR WASH SERVICES BRESSI RANCH FUEL MART, LLC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2023, by and between the City of Carlsbad, California, a municipal corporation ("City") and Bressi Ranch Fuel Mart, LLC., a California limited liability company ("Contractor”). RECITALS City requires the services of a car wash services consultant that is experienced in car wash services. Contractor has the necessary experience in providing these services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in Exhibit “A,” attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of one (1) year from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed will be nine thousand three dollars and seventy-five cents ($9,003.75). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services specified in Exhibit “A.” 4. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 5. INDEMNIFICATION Contractor agrees to 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. /// DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D 8th May PSA23-2174FLT City Attorney Approved Version 12/28/2022 2 6. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non- admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report, in an amount of not less than one million dollars ($1,000,000) each, unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims- made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. 7. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Bradley Northup Name Roby Ogan Title Public Works Superintendent Title Project Manager Department Public Works Address 2741 Gateway Road City of Carlsbad Carlsbad, CA 92009 Address 405 Oak Ave. Phone No. 760-431-2741 Carlsbad, CA 92008 Email robyogan@me.com Phone No. 760-473-1267 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 8. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes No 9. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. /// DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D □ PSA23-2174FLT City Attorney Approved Version 12/28/2022 3 10. 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. 11. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 12. JURISDICTIONS AND VENUE 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. 13. 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. 14. 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. /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D PSA23-2174FLT City Attorney Approved Version 12/28/2022 4 15. 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 BRESSI RANCH FUEL MART, LLC., a California limited liability company 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 Roby D. Ogan, Managing Member (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: CINDIE K. McMAHON By: City Attorney DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D PSA23-2174FLT 5 EXHIBIT “A” SCOPE OF SERVICES Bressi Ranch Fuel Mart, LLC will provide as-needed “Express” car wash services for City vehicles. Services will be completed in accordance with safe industry standards, practices and in accordance with local stormwater regulations. As-needed “Express” car washes will be provided to the City at a price of $5.25 per vehicle wash and include “Express” car wash services as depicted in the menu pricing item as shown below. Services Tracking & Validation – Vendor shall track services provided utilizing a City provided Car Wash Vendor – Log Sheet, attached as Exhibit “B.” Each City employee shall complete this log sheet for each wash provided. Vendor shall confirm name of City employee via their City ID. Any log sheet inaccuracies shall be identified by Vendor prior to submission of invoices for payment. Monthly Invoicing – Vendor shall adhere to the following procedures to ensure prompt payment for services rendered. • Monthly service invoice statements shall include that months’ Car Wash Vendor – Log Sheet. Incomplete information may result in delayed payment. • Vendor shall submit monthly invoices for payment no later than the 5th business day after the last day of each month. • Invoices shall be sent via fax 760-438-1532 and emailed to fleetinvoices@carlsbadca.gov Cost Per Wash Estimated # of washes Total Compensation (not-to-exceed) $5.25 1,715 $9,003.75 DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D Express TOU[IILE55 M 50fT TOU[II • Foam Bath Shampoo • Spot Free Rinse •Vortex Dry $7 VEID#XXXXXX Date Department Employee Name Make Model Unit # / License #Phone # City of Carlsbad - Vehicle Car Wash Log Bressi Ranch Fuel Mart Exhibit "B" 6666666 PSA23-2174FLT DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D 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 6/15/2022 Crest Insurance Group, LLC10650 Treena Street Suite 308San Diego CA 92131 Dawn Manzano 858-578-5200 520-325-3757 dmanzano@crestins.com AMCO Insurance Company 19100 BRESRAN-01 ACE American Insurance Company 22667Bressi Ranch Fuel Mart, LLCAttn: Roby Ogan2741 Gateway RoadCarlsbad CA 92009-1743 Employers Compensation Insurance Company 11512 StarStone National Insurance Company 25496 980327083 A X 1,000,000 X 300,000 5,000 1,000,000 2,000,000 X Y Y ACP3067239509 6/11/2022 6/11/2023 2,000,000 A 1,000,000 X X Y Y ACP3067239509 6/11/2022 6/11/2023 D X X 5,000,00081579E221ALI6/11/2022 6/11/2023 5,000,000 X 0 C XYEIG4733943015/12/2022 5/12/2023 1,000,000 1,000,000 1,000,000 ABA GARAGEKEEPERS COVERAGEPOLLUTION LIABILTYLIQUOR LIABILITY ACP3067239509G24756403010ACP3067239509 6/11/20226/11/20226/11/2022 6/11/20236/11/20236/11/2023 LIMIT/DEDPER INCIDENTLIMIT $60,000/$1,000$1,000,000$2,000,000 Certificate holder and others when required in a written contract or agreement are Additional Insured (General Liability & Automobile Liability) Waiver ofSubrogation (General Liability, Automobile Liability & Workers Compensation) applies. Coverage is Primary & Non-Contributory (General Liability) This form issubject to all policy forms, terms, endorsements, conditions definitions & exclusions. Additional Insured: City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 9256430 DAY NOCRE: ALL PROJECTS City of Carlsbad/CMWDc/o EXIGIS Insurance Compliance ServicesP.O. Box 947Murrieta CA 92564 DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D ACORD® I ~ I ~ □ □ ~ ~ Fl □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) 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 __ 2_% of the California workers' compensation premium otherwise due on such remuneration. Person or Organization With respect to all employees subject to the workers' compensation laws of the state of California, any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. Schedule Job Description This policy is subject to a minimum charge of $250 for the issuance of waivers of subrogation 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 the policy.) This endorsement, effective 05/12/2022 Policy No. EIG 4733943 01 Issued to BRESSI RANCH FUEL MART, LLC Premium at 12:01 AM standard time, forms a part of Of the EMPLOYERS PREFERRED INS. CO. Carrier Code 00920 Endorsement No. Countersigned at __________ on ____ _ By: f._ Authorized Representative WC040306 (Ed. 4-84) © 1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. BUSINESSOWNERS PB 60 03 04 11 THIS ENDORSEMENT CHANGES THE POLICY.PLEASE READ IT CAREFULLY. ADDITIONAL INSURED –MUNICIPALITIES OR PUBLIC AGENCY –INSURED PROVIDING PROFESSIONAL SERVICES This endorsement modifies insurance provided under the following: PREMIER BUSINESSOWNERS LIABILITY COVERAGE FORM professional services,advice of instruction,subjectThefollowingisaddedtoSectionII.WHO IS AN to the following additional exclusion:INSURED: This insurance,including any duty we have toThemunicipalityand/or public agency designated in defend "suits",does not apply to "bodily injury",the Schedule of this endorsement is also an insured,"property damage"or "personal and advertisingbutonlywithrespecttoliabilityfor“bodily injury”,injury"that arises out of,in whole or in part,or is a“property damage”or “personal and advertising result of,in whole or in part,the active or primaryinjury”caused ,in whole or in part,by your acts or negligence of the municipality and/or public agencyomissionsortheactsoromissionsofthoseactingdesignatedintheScheduleofthisendorsement,on your behalf in connection with your operations,whether or not such negligence has been assumedotherthantherenderingoforthefailuretorenderbyyouinacontractoragreement. All terms and conditions of this policy apply unless modified by this endorsement. SCHEDULE Municipality and/or Public Agency: CITY OF CARLSBAD/CMWD EXIGIS INSURANCE COMPLIANCE SERVICES PO BOX 947 MURRIETA CA 925640947 PB 60 03 04 11 Page 1 of 1 ACP BPA 3067239509 INSURED COPY 47 24639 DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D DocuSign Envelope ID: E81575C6-5F6F-4DC6-AC02-B61F9E61927D BUSINESSOWNERS PB 04 97 07 07 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: PREMIER BUSINESSOWNERS COMMON POLICY CONDITIONS SCHEDULE Name Of Person Or Organization: City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box947 Murrieta, CA 92564 In condition K. TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US, under paragraph 2. Applicable to Businessowners Liability Coverage, the following paragraph is added: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or "your work'' done under a contract with that person or organization and included in the "products-completed operations hazard". This waiver applies only to the person or organization shown in the Schedule above. All terms and conditions of this policy apply unless modified by this endorsement. Includes copyrighted material of Insurance Services Office, Inc., with its permission. © ISO Properties, Inc., 2004 PB 04 97 07 07 ACP BPA 3057239509 INSURED COPY Page 1 of 1 47 01576