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HomeMy WebLinkAboutHA36100 - Pest Control and Related SvcsCONTRACT NO. HA36100 PALM DESERT HOUSING AUTHORITY STAFF REPORT REQUEST: AUTHORIZE THE AWARD OF CONTRACT NO. HA 36100 TO ORKIN, LLC, IN A TOTAL ANNUAL AMOUNT NOT TO EXCEED $50,000 FOR PEST CONTROL AND RELATED SERVICES AT PALM DESERT HOUSING AUTHORITY OWNED PROPERTIES SUBMITTED BY: Jessica Gonzales, Management Analyst - Housing CONTRACTOR: Orkin, LLC 2170 Piedmont Road NE Atlanta, GA 30324 DATE: April 27, 2017 CONTENT: Orkin, LLC Proposal and Letter Draft Agreement Recommendation By Minute Motion, that the Authority Board, 1. Authorize the award of Contract HA 36100 to Orkin, LLC, in a total annual amount not to exceed $50,000, for pest control and related ancillary services (includes annual cost in the amount of approximately $42,289 for the first year and $37,368 thereafter, with the balance up to $50,000 allocated for additional ancillary services as determined necessary due to emergency actions and/or to proactively respond to issues) pursuant to Section 3.30.260 of the City of Palm Desert Municipal Code; and 2. Authorize RPM Company, the Authority's contracted management company, to enter into an Agreement with Orkin, LLC for pest control services and ancillary services as determined to be necessary at the Authority's properties ("Properties"); including expenditures for such additional services. Monies are available in the FY 2016/2017 Palm Desert Housing Authority's operating budget, in the appropriate Authority accounts for each property. Housing Commission Recommendation The Housing Commission added this item to its agenda on April 12, 2017 and recommended approval. Strategic Plan Objective This request does not apply to a specific strategic plan goal. Background The Palm Desert Housing Authority ("Authority") maintains a comprehensive pest management plan for its properties ("Properties") that is tailored to the needs of each property in order to proactively prevent pests. The Authority would like to use Orkin, LLC ("Orkin") under the National Joint Powers STAFF REPORT PDHA — Award of Contract to Orkin, LLC (Pest Control Services) April 27, 2017 Page 2 Alliance ("NJPA") Agreement Contract No. 110916-ORK (a copy is on file with the City of Palm Desert's City Clerk's Office) pursuant to Section 3.30.260 of the City of Palm Desert Municipal Code for pest management services at the Properties. Under the NJPA established cooperative contract pricing, the contract price would be in an annual amount not to exceed $50,000 for Orkin to provide pest control and related ancillary services that may be necessary for any unforeseen additional services due to emergency actions and/or to proactively respond to issues (which includes services and materials). Orkin proposes to provide routine pest control services that include preventing issues with ants, birds, cockroaches, flies, rodents, spiders and stinging pests) in an annual amount of approximately $42,289 for the first year and $37,368 thereafter. Additional related ancillary services that the Authority solicits for the treatment of bed bugs, fleas, termite, mosquito and wildlife will be at an added cost. Staff is requesting an additional $7,711 for the first year of the contract and $12,632 thereafter for the additional services needed and activity of each of the Properties. Hence, the additional services will vary and so will the total annual contract amount depending on the additional services solicited. Staff has reviewed and determined that the proposed costs are reasonable and in accordance with the current market conditions. RPM Company is authorized to enter into agreements as necessary to provide certain services to Properties. The type of services being requested require day-to-day responses, so staff is recommending that the Authority Board authorize RPM Company to enter into the Agreement with Orkin and solicit additional services as determined to be necessary due to emergency actions and in order to proactively respond to issues at the Properties. Staff is recommending the award of a two (2) year contract contract to Orkin, LLC, in the total annual not to exceed $50,000 for pest management services at the Properties (current estimated annual amount $37,368). At the expiration of the two years, the Authority reserves the right to extend the contract for an additional three (3) one-year term based on the performance of Orkin. Fiscal Analysis The fiscal impact of this contract is the cost of the estimated annual contract itself based on the routine pest control services in the total annual amount not to exceed $50,000 including any additional services as needed at the discretion of the Housing Authority. Submitted by: JessGonzales, S nio Management Analyst Lauri Aylaian, Executive Director De.q.rtment Head: anet •ore, Director Finance (-2 BY HOUSG AUT!-1'� (Y-1--r „a ; i VERIFIED D. 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Q._ Ea a 0' u w u v 7 c a c v m, 0 9 L= City, State, Zip 77-107 5 kbTDA.AWARDED CONTRACT II 11091E-ONA . 17 April 2017 Ms. Jessica Gonzales City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260-2578 Dear Ms. Gonzales: Please accept this letter verifying that Orkin provided pricing for pest management services to the City of Palm Desert Housing Authority under their National Joint Powers Alliance (NJPA) Contract # 110916-ORK using their negotiated rate of $90.00/hour. I have attached Orkin's Contract # 110916-ORK to this document for easy reference. Thank you for the opportunity to be of service and Orkin looks forward to being a long term business partner to the City of Palm Desert. Best Regards, oaelitsdk CI WA Deborah A Toth Orkin Government Business Development & Contract Manager 770-220-6165 dtoth@rollins.com cc: Javier Jaramillo Bernard LoRusso Orkin Government Department 2170 Piedmont Road NE Atlanta, GA 30324 FORM E CONTRACT ACCEPTANCE AND AWARD (Top portion of this form will be completed by NJPA if the vendor is awarded a contract. The vendor should complete the vendor authorized signatures as part of the RFP response.) NJPA Contract #: 1 10916-ORK Proposer's full legal name: Orkin, LLC Based on NJPA's evaluation of your proposal, you have been awarded a contract. As an awarded vendor, you agree to provide the products and services contained in your proposal and to meet all of the terms and conditions set forth in this RFP, in any amendments to this RFP, and in any exceptions that are accepted by NJPA. The effective date of the Contract will be December 22, 2016 and will expire on December 22, 2020 (no later than the later of four years from the expiration date of the currently awarded contract or four years from the date that the NJPA Chief Procurement Officer awards the Contract). This Contract may be extended for a fifth year at NJPA's discretion. NJPA Authorized Signatures: Jeremy Schwartz IiPA DIRECTOR OF COGPER.ATIVE CONrRACTS (NAME ERTITED OR TYPED) AND PROCUR NJE'A EXECUTIVE DIRECTOR/CEO SIGNATURE Awarded on December 22, 2016 Chad Coauette (NAMC PR:NTED OR TYPED) NJPA Contract # 1 10916-ORK Vendor Authorized Signatures: The Vendor hereby accepts this Contract award, including all accepted exceptions and amendments. Vendor Name Orkin, LLC Authorized Signatory's Title Government Business Development and Contract Manager oaggyesak Q Qom, Deborah A Toth VENDOR Al THORI7FD SIGNATURE (NAME PRINTED OR TYPED) Executed on 11 January , 2017 NJPA Contract # 1 10916-ORK DRAFT — FOR DISCUSSION CONTRACT FOR PEST MANAGEMENT SERVICES PALM DESERT HOUSING AUTHORITY PEST CONTROL AND RELATED SERVICES CONTRACT NO. HA 1. INTRODUCTION 1.1 Parties and Date. This Contract is made and entered into this 27th day of April, 2017, by and between the Palm Desert Housing Authority ("Authority") and Orkin, LLC, ("Contractor") for regular Pest Control services for the Authority's Pest Control and Related Services Contract No. HA . Authority and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties." 1.2 Incorporation of Documents. This Contract includes and hereby incorporates in full by reference the following documents, including all exhibits, drawings, specifications and documents therein, and attachments and addenda thereto: Scope of Services (Exhibit A), Schedule of Services (Exhibit 13), Compensation Schedule (Exhibit C), and any other terms as established by Pest Management with related products and services Contract No. # 110916-ORK with National Joint Powers Alliance and the respective Palm Desert Housing Authority quote for Pest Management Services submitted April 7, 2017. 1.3 Cooperative Procurement. This Contract is entered into pursuant to City of Palm Desert Municipal Code section 3.30.260, which authorizes participation with other governmental agencies who have, through a bidding process, determined to award or purchase goods and/or services from Contractor. 1.3.1 Program. The purchase has been made through National Joint Powers Alliance (NJPA), a program for the procurement of goods and services for governmental agencies. Documents related to the procurement of this Contract shall be made available to Authority upon request. 1.3.2 Piaavback Contract. Contractor entered into a contract with National Joint Powers Alliance dated December 22, 2016 for Pest Management with related products and services Contract No. #110916-ORK (the "Piggyback Contract"). Contractor represents and warrants that the Piggyback Contract was entered pursuant to a competitive procurement process consistent with the laws of California. Contractor shall provide goods and services under this Contract at the same prices and terms as established in the Piggyback Contract. Contractor represents and warrants that it is not currently providing the same or similar goods or services for lower prices than those established in the Piggyback Contract. Construction. The terms and conditions set forth herein shall supersede and take precedence over any terms and conditions contained in the Piggyback Contract. Contractor shall not be entitled to any notice or any limitation of damages set forth in the Piggyback Contract except as expressly set forth herein or required by law. 2. AGREEMENT TO PROVIDE SERVICES 2.1 General Scope of Services. Contractor promises and agrees to furnish to Authority all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the services and advice on various issues affecting the decisions of Authority regarding 1 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION the Project and on other programs and matters affecting Authority ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. Contractor shall perform all Services under this Contract in a skillful and competent manner, and consistent with the standards generally recognized as being employed by contractors in the same discipline in the State of California. Contractor shall be responsible for securing City of Palm Desert ('`City") business license(s) and any other licenses or permits necessary to perform the Services. 2.1.1 Extra Work. At any time during the term of this Agreement, Authority may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by Authority to be necessary but which the parties did not reasonably anticipate would be necessary at the execution of this Contract. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from the Authority. 2.2 Term and Schedule. The term of this Agreement shall be from , 2017 to , 2019, unless earlier terminated as provided herein. "I'he Authority shall have the unilateral option, at its sole discretion, to renew this Contract annually for no more than three (3) additional one- year terms. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. Contractor shall perform the Services expeditiously within the term and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Upon request of Authority, Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 2.3 Compensation. Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference, and shall not shall not exceed Forty Two Thousand Two Hundred Eighty Nine dollars ($42,289) for the first year and Thirty Seven Thousand Three Hundred Sixty Eight dollars ($37,368) thereafter. The Authority may request Contractor to perform Extra Work at the same rates and manner as set forth in this Agreement on an as needed basis as specified in the Contract Section 2.1.2 for additional ancillary services. Contractor shall NOT perform Extra Work, presume Extra Work will be guaranteed, nor be compensated for Extra work without written authorization from the Authority. Work performed as Extra Work shall not exceed in the annual balance amount up to $50,000 allocated. Contractor shall not be reimbursed for any expenses unless identified in Exhibit `'C" or authorized in writing by Authority. 2 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION 2.4 Accounting Records. Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow Authority to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Contract. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Contract for a period of three (3) years from the date of final payment under this Contract. 2.5 Subcontracts. Contractor shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of Authority. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. 3. PAYMENT AND TERMS 3.1 Invoices. Contractor shall submit to Authority a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. Authority shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. Contractor shall not be reimbursed for any expenses unless authorized in writing by Authority. 3.2 Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Contract. Authority retains Contractor on an independent contractor basis and not as an employee. All persons performing Services shall not be employees of Authority and shall at all times be under Contractor's exclusive direction and control. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Upon Authority's request, Contractor shall provide Authority with the identification information of any person performing Services on site and shall provide information related to the license, registration, and other qualifications of subcontractors. Any personnel who fail or refuse to perform the Services in a manner acceptable to Authority, or who are determined by Authority to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall he promptly removed from the Services by Contractor at the request of Authority. This section does not authorize the subcontracting of any part of the Services. 3.3 Partv's Representatives. Authority hereby designates Jessica Gonzales, Senior Management Analyst and/or Teresa Vakili, Southern Region Vice President with RPM Company, or his or her designee, to act as its representative for the performance of this Agreement ("Authority's Representative"). Authority's Representative shall have the power to act on behalf of Authority for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than Authority's Representative or his or her designee. Contractor hereby designates , or his or her designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of Contractor for all purposes under this Agreement. 3 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION 3.3.1 Substitution of Kev Personnel. Contractor has represented to Authority that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence and experience upon written approval of Authority. In the event that Authority and Contractor cannot agree as to the substitution of key personnel, Authority shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: 3.4 Termination. This Contract may be terminated by Authority at any time by giving Contractor three (3) days advance written notice. In the event of termination by Authority for any reason other than the fault of Contractor, Authority shall only pay Contractor for Services performed up to that time as provided herein. In the event of breach of the Contract by Contractor, Authority may terminate the Contract immediately without notice, may reduce payment to the Contractor in the amount necessary to offset Authority's resulting damages, and may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause. Authority may require Contractor to provide all finished or unfinished documents. data, diagrams, drawings, materials or other matter prepared or built by Contractor in connection with its performance of this Contract. 4. WORK SITES 4.1 Inspection Of Site. Contractor shall visit sites where the Services are to be performed and shall become acquainted with all conditions affecting the Services prior to commencing work. Contractor acknowledges that the sites are occupied residential communities and that the Services shall be completed in a manner that ensures minimal resident impact. 4.2 Removal of Waste and Debris. Contractor shall remove at its own expense all rubbish and waste materials resulting from its operations, including any material that may fall in swimming pools, lagoons, or other water features. If on private property, Contractor must obtain permission from the property owner prior to removing debris. All debris must be removed before the end of the day unless otherwise directed by Authority or Authority's agent. 4.3 Notifications to Authority and Residents. The Contractor acknowledges that the Authority provides forty-eight (48) hours -notice in advance of the start of any work that is to occur at any residential unit. Contractor shall provide sufficient notice to the Authority before beginning any such work so that the Authority may provide timely notice to residents. 4.4 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, Contractor shall at all times exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. 4.5 Paths of Travel. Pedestrian paths of travel must be maintained free of obstructions and hazardous conditions, except where the condition is necessary for completion of the Services. To the extent any portion of the Services requires obstructing pedestrian paths of travel, the Services shall be performed so as to minimize the extent of the obstruction. Where Contractor's operations may create hazardous conditions to pedestrian paths of travel, appropriate signing and barricades shall be installed to safely route pedestrians around the impacted area. The Authority shall be given at least 48 hours -notice prior to the creation of any condition affecting pedestrian paths of travel. 4 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION 5. CONTRACTOR'S RESPONSIBILITIES 5.1 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with the Services. Contractor shall defend, indemnify and hold Authority, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. Each and every provision of law and clause required by law to be inserted in this Contract shall be deemed to be inserted herein. 5.2 Indemnification. Contractor shall defend (with counsel of Authority's choosing), indemnify and hold Authority and City, their officials, officers, agents, employees and representatives free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, to the extent arising out of or incident to any acts, omissions or willful misconduct of Contractor, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services or this Contract, including claims made by subcontractors for nonpayment, including without limitation the payment of all consequential damages and attorneys' fees and other related costs and expenses. To the fullest extent permitted by law, Contractor shall defend, at Contractor's own cost, expense and risk, with counsel of Authority's choosing, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against Authority, its officials, officers, agents, employees and representatives. To the extent of its liability, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against Authority or City, their officials, officers, employees, agents, employees and representatives, in any such suit, action or other legal proceeding. Contractor shall reimburse Authority, its officials, officers, agents, employees, and representatives, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. The only limitations on this provision shall be those imposed by Civil Code Section 2782. 5.2.1 Insurance. Contractor shall not commence work under this Agreement until it has provided evidence satisfactory to the Authority that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the Authority that the subcontractor has secured all insurance required under this section. Without limiting Contractor's indemnification of Authority or City, and prior to commencement of Work, Contractor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to Authority. 5.2.1.1 General Liability Insurance: Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability, and a $4,000,000 completed operations aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement. 5 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION 5.2.1.2 Automobile Liability Insurance: Contractor shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of' the Contractor arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. 5.2.1.3 Umbrella or Excess Liability Insurance: Contractor shall obtain and maintain an umbrella or excess liability insurance policy with limits of not less than $4,000,000 that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer's liability Such policy or policies shall include the following terms and conditions: • A drop down feature requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason; • Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall "follow form" to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies. 5.2.1.4 Workers' Compensation Insurance: Contractor shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000) for Contractor 's employees in accordance with the laws of the State of California, Section 3700 of the Labor Code In addition, Contractor shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the subcontractor's employees. Contractor shall submit to Authority, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the Palm Desert Housing Authority, the City of Palm Desert, their officers, agents, employees and volunteers. Products/completed operations coverage shall extend a minimum of three years after project completion. Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the Policy must include work performed "by or on behalf' of the insured. Policy shall contain no language that would invalidate or remove the insurer's duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the insurer. The Palm Desert Housing Authority, City of Palm Desert, their officials, officers, employees, and agents, shall be included as insureds under the policy. 5.2.2 Insurance for Subcontractors: All Subcontractor's shall be included as additional insureds under the Contractor's policies, or the Contractor shall be responsible for causing Subcontractors to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the Palm Desert Housing Authority and the City of Palm Desert as Additional Insureds to the Subcontractor's policies. Contractor shall provide to Authority satisfactory evidence as required under Insurance Section of this Agreement. 6 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION 5.2.3 Proof of Insurance: Contractor shall provide certificates of insurance to Authority as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsement must be approved by Authority's Risk Manager prior to commencement of performance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. Current certification of insurance shall be kept on file with Authority at all times during the term of this contract. Authority reserves the right to require complete, certified copies of all required insurance policies, at any time. 5.2.4 Duration of Coverage: Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Contractor, his agents, representatives, employees or subcontractors. Contractor must maintain general liability and umbrella or excess liability insurance for as long as there is a statutory exposure to completed operations claims. Palm Desert Housing Authority, City of Palm Desert and their officers, officials, employees, and agents shall continue as additional insureds under such policies. 5.2.5 Authority's Rights of Enforcement: In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, Authority has the right but not the duty to obtain the insurance it deems necessary and any premium paid by Authority will he promptly reimbursed by Contractor, or Authority will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, Authority may cancel this Agreement. 5.2.6 Acceptable Insurers: All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the Authority's Risk Manager. 5.2.7 Waiver of Subrogation: All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against Palm Desert Housing Authority, City of Palm Desert, their elected or appointed officers, agents, officials, employees and volunteers, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against Palm Desert Housing Authority and City of Palm Desert, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 5.2.8 Enforcement of Contract Provisions (Non Estoppel): Contractor acknowledges and agrees that any actual or alleged failure on the part of the Authority to inform Contractor of non- compliance with any requirement imposes no additional obligations on the Authority nor does it waive any rights hereunder. 5.2.9 Primary and Non -Contributing Insurance: All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions. 5.2.10 Requirements Not Limiting: Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a 7 BBK:August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 5.2.11 Notice of Cancellation: Contractor agrees to oblige its insurance agent or broker and insurers to provide to Authority with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. 5.2.12 Additional Insured Status: General liability, Automobile Liability, and if applicable, Pollution Liability, policies shall provide or be endorsed to provide that the Palm Desert Housing Authority, City of Palm Desert and their officers, officials, employees, and agents shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement, under such policies. This provision shall also apply to any excess liability policies. 5.2.13 Authority's Right to Revise Reauirements: The Authority reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor a ninety (90)-day advance written notice of such change. If such change results in substantial additional cost to the Contractor, the Authority and Contractor may renegotiate Contractor's compensation. 5.2.14 Self -Insured Retentions: Any self -insured retentions must be declared to and approved by Authority. Authority reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by Authority. 5.2.15 Timely Notice of Claims: Contractor shall give Authority prompt and timely notice of claims made or suits instituted that arise out of or result from Contractor's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. 5.2.16 Safety: Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 5.2.17 Additional Insurance: Contractor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Services. 6. LABOR LAWS 6.1 Prevailing Wages. Contractor is aware of the requirements of California Labor Codc Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, 8 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Upon request, Authority shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. If the Services arc being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. This Project may be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor's sole responsibility to comply with all applicable registration and labor compliance requirements. 6.2 Contractor's Labor Certification. By its signature hereunder, Contractor certifies the following: "I, the undersigned Contractor, am aware of the provisions of Section 3700, et seq., of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of the Code, and I, the undersigned Contractor, agree to and will comply with such provisions before commencing the performance of the Services on this Contract." 7. MISCELLANEOUS 7.1 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows: Contractor: Authority: Authority Designee: Orkin, LLC 2170 Piedmont Road NE Atlanta, GA 30324 ATTN: Palm Desert Housing Authority 73-510 Fred Waring Drive Palm Desert, CA 92260 ATTN: Jessica Gonzales, Senior Management Analyst RPM Company 72-600 Fred Waring Drive Palm Desert, CA 92260 Attn: Teresa Vakili, RPM Southern. Region Vice President Any notice so given shall be considered received by the other Party forty-eight (48) hours after deposit in the U.S. Mail as stated above and addressed to the Party at the above address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 7.2 Miscellaneous. This Contract contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Contract may only be modified by a writing signed by both Parties. Time is of the essence in the performance of this Contract. The Parties do for themselves, their heirs, executors, administrators, 9 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION successors, and assigns agree to the full performance of all of the provisions contained in this Contract. Contractor shall not, either voluntarily or by action of law, assign or transfer this Contract or any obligation, right, title or interest assumed by Contractor herein without the prior written consent of Authority. This Contract shall be governed by the laws of the State of California and shall be performed in Riverside County. This Contract may be executed in counterparts, each of which shall constitute an original. Contractor represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. 8. CONTRACTOR'S CERTIFICATIONS 8.1 Authority to Enter Contract. Contractor has all requisite power and authority to conduct its business and to execute, deliver and perform the Contract. The individuals who have signed this Contract have the legal power, right and authority to make this Contract and bind Contractor. IN WITNESS WHEREOF, each of the Parties has caused this Contract to be executed on the day and year first above written. PALM DESERT HOUSING [INSERT NAME OF CONTRACTOR] AUTHORITY By Its Agent: By: "Teresa Vakili, RPM Company [INSERT NAME AND TITLE] By: [INSERT NAME AND TITLE Contractor's License Number and Classification 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. State of California SS. County of Riverside 10 BBK: August 2014 77802.00000\24577018.1 DRAFT — FOR DISCUSSION On , 20_ before me, , a Notary Public, 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 PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature 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. State of California SS. County of Riverside On , 20_ before me, , a Notary Public, 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 PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature 11 BBK: August 2014 77802.00000\24577018.1 EXHIBIT "A" SCOPE OF SERVICES This Contract includes and hereby incorporates in full by reference the Scope of Services as provided in the Request for Proposal for the procurement of Pest Management with related products and services Contract No. # 1 10916-ORK with National Joint Powers Alliance and the respective Palm Desert Housing Authority quote for Pest Management Services submitted April 7, 2017. EXHIBIT "B" SCHEDULE OF SERVICES This Contract includes and hereby incorporates in full by reference the Schedule of Services for the Scope of Services as provided in the Request for Proposal for the procurement of Pest Management with related products and services Contract No. # 1 10916-ORK with National Joint Powers Alliance and the respective Palm Desert Housing Authority quote for Pest Management Services submitted April 7, 2017. 13 77802.00000\24577018.1 BBK: August 2014 EXHIBIT "C" COMPENSATION This Contract includes and hereby incorporates in full by reference the compensation for the Scope of Services as provided in the Request for Proposal for the procurement of Pest Management with related products and services Contract No. # 110916-ORK with National Joint Powers Alliance, the respective Palm Desert Ilousing Authority quote for Pest Management Services submitted April 7, 2017 and the Palm Desert Housing Authority Price Sheet submitted April 7, 2017 as provided herein. 14 77802.00000\24577018.1 BBK: August 2014 13. 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