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HomeMy WebLinkAboutHA37200 - Courtesy Patrol Svcs for HA PropertiesMEETING DATE: PREPARED BY: REQUEST: Recommendation STAFF REPORT PALM DESERT HOUSING AUTHORITY HOUSING DEPARTMENT June 28, 2018 gb-D Jessica Gonzales, Senior Management Analy Authorize the award of Contract No. HA 37200 to Southwest Protective Services, Inc. dba Southwest Security for Courtesy Patrol Services at the Authority Properties in a total annual amount not to exceed $120,528. By Minute Motion, that the Authority Board, 1) Waive any and all irregularities and authorize the award of Contract No. HA 37200 to Southwest Protective Services, Inc. dba Southwest Security for Courtesy Patrol Services at the Authority Properties in a total annual amount not to exceed $120,528 (includes annual cost in the estimated amount of $100,440 and up to $20,088 for additional services to be requested as needed); and 2) Authorize RPM Company, the Authority's contracted management company, to enter into a contract with Southwest Protective Services, Inc. dba Southwest Security for Courtesy Patrol Services for the routine and additional services needed; and 3) Authorize the Executive Director to take any necessary actions to facilitate the contract. Monies are available in the Authority's operating budget, in the appropriate Authority accounts for each property. Housing Commission Recommendation, The Housing Commission reviewed this recommendation at its regular meeting of June 13, 2018 and approved it unanimously. Strategic Plan This request does not apply to a specific strategic plan goal. June 28, 2018 — STAFF REPORT Housing Authority — Authorize award of contract to Southwest Protective Services, Inc. Page 2 of 3 Executive Summary Staff requested sealed proposals for Courtesy Patrol Services for the Palm Desert Housing Authority's ("Authority") residential rental properties ("Properties"). Staff is recommending the award of contract to Southwest Protective Services, Inc. dba Southwest Security ("Southwest Security"), as the selected service provider. Southwest Security will provide Courtesy Patrol Services for a twenty-four (24) month term. At the expiration of the twenty-four months, the Authority reserves the right to extend the contract for an additional three one-year terms based on the performance of the service provider. Background Analysis A notice inviting proposals for Courtesy Patrol Services at the Authority Properties (the "Services") was advertised in the local newspaper. A request for proposals ("RFP") was issued so that any interested provider could identify the services their company provides as opposed to a one -size fits all approach. The recommendation is not based solely on price, but on the types of services each provider offers. Based on the Services needed at each of the Properties, staff and RPM staff reviewed and evaluated each provider using evaluation criteria that demonstrated which provider could best meet or exceed the scope of services. On Wednesday, June 6, 2018 at 2:00 p.m., the sealed proposals were opened by the City Clerk, and the following four (4) proposals were received: Company GSG Protective Services White Falcon Security Integrated Security Management Group Southwest Security ocatiOtt, Lawndale, CA - Palm Desert, CA Rancho Cucamonga, CA Indio, CA Am,4uni Incomplete $104,800 $107,744 $100,440 Staff reviewed the proposals and determined that the most qualified service provider and best overall value for services proposed was submitted by Southwest Security. Southwest Security provided a customized packet unique to the Authority's RFP but did not use the submission forms. Although Southwest Security proposal did not include acknowledgement of the addendum or confirmation that the submitted proposal would be valid for 90 days, Southwest Security's proposal meets the qualifications for the RFP. Southwest Security's submittal provides for both vehicle and foot patrol services. Southwest Security offers DesertTrack, a high quality and advanced technology that monitors patrol officer's location and operates local Coachella Valley dispatch center 24/7/365. In addition, the patrol officers are equipped with body worn cameras and G:IHOUSINGWessica GonzaleslSTAFF REPORTS1201 8 Staff Format\PDHA -- Staff Report - Courtesy Patrol to HABoard.doc June 28, 2018 — STAFF REPORT Housing Authority — Authorize award of contract to Southwest Protective Services, Inc. Page 3 of 3 Southwest Security references 60 years of combined Team experience and knowledge in the local security industry. Staff is requesting an additional $20,088 to provide optional services at the request of the Authority as needed. This would include services such as additional patrol hours, patrol officers, weekend coverage, or any unexpected events, etc. The additional services will vary depending on what services are requested. RPM Company is authorized to enter into agreements as necessary to provide certain services to the 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 contract with Southwest Security and to authorize any additional services as needed up to $20,088. Southwest Security's proposal exceeds the qualifications for the scope of services. Staff recommends that the Authority Board waive the identified irregularities and any other minor irregularities that may exist, and that the Authority Board award a two (2) year contract to Southwest Security for courtesy patrol services at the Authority Properties in a total annual amount not to exceed $120,528. 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 Southwest Security. Fiscal Analysis The fiscal impact of this contract is the cost of the contract based on the courtesy patrol services and any additional services that may be needed in the total annual amount not to exceed $120,528. LEGAL REVIEW rt W. Hargreaves City Attorney T. REVIEW FINANCIAL REVIEW Lam; et Moor iet Moore Director of Finance Director of Finance CITY MANAGER n laian City Manager CONTRACTOR: Southwest Protective Services, Inc. dba Southwest Security 45-100 Golf Center Parkway, Suit; t q'0 Pc13SCri}T: c�,�P,c� Indio, CA 92201 ./�.6 ' HOUSG AUTH ATTACHMENTS: Draft Agreement ©N 00 - Zg— l S VERIr-IED E3Y: ....f '?? Original on the with City Clerk's Offik G.\HOUSING\Jessica Gonzales\STAFF REPORTS12018 Staff Format\PDHA -- Staff Report - Courtesy Patrol to HABoard.doc Gonzales, Jessica From: Gonzales, Jessica Sent: Friday, June 15, 2018 4:00 PM To: 'Robert Hargreaves' Subject: Courtesy Patrol Services Award Attachments: Staff Report - Courtesy Patrol to HABoard 6-28-18..pdf Hi Bob, As discussed, attached is the staff report for your review and approval. Thank you. Jessica Gonzales Senior Management Analyst Ph: 760.346.0611 Direct: 760.776.6410 jonzales@cityofpalmdesert.org CONTRACT NO. HA37200 DRAFT PALM DESERT HOUSING AUTHORITY COURTESY PATROL SERVICES Contract No. HA 37200 1. INTRODUCTION 1.1 Parties and Date. This Contract is made and entered into this day of , 20 , by and between the Palm Desert Housing Authority ("Authority") and , ("Contractor") for regular Courtesy Patrol Services for the Authority's Courtesy Patrol Services Contract No. HA . The 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 B), Compensation Schedule (Exhibit C). 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 the Authority regarding the Project and on other programs and matters affecting the 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, the Authority may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by the 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 , 2018, unless earlier terminated as provided herein. The 1 BBK: August 2014 - 77802.00000124577018.1 CONTRACT NO. HA37200 DRAFT 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 the 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. The total compensation shall not exceed DOLLARS ($ ) without the Authority's written authorization. If authorized, Extra Work will be compensated at the rates and manner set forth in this Agreement. Contractor shall not be reimbursed for any expenses unless identified in Exhibit "C" or authorized in writing by the Authority. 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 the 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 the 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 the 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. The 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 the 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. The Authority 2 BBK: August 2014 - 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT retains Contractor on an independent contractor basis and not as an employee. All persons performing Services shall not be employees of the 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 the 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 the Authority, or who are determined by the 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 be promptly removed from the Services by Contractor at the request of the Authority. This section does not authorize the subcontracting of any part of the Services. 3.3 Partv's Representatives. The Authority hereby designates , or his or her designee, to act as its representative for the performance of this Agreement ("Authority's Representative"). The Authority's Representative shall have the power to act on behalf of the Authority for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the 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. 3.3.1 Substitution of Kev Personnel. Contractor has represented to the 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 the Authority. In the event that the Authority and Contractor cannot agree as to the substitution of key personnel, the 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 the Authority at any time by giving Contractor three (3) days advance written notice. In the event of termination by the Authority for any reason other than the fault of Contractor, the 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, the Authority may terminate the Contract immediately without notice, may reduce payment to the Contractor in the amount necessary to offset the Authority's resulting damages, and 3 BBK: August 2014 - 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause. The 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 the Authority or the Authority's agent. 4.3 Notifications to the 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 - 77802.00000124577018.1 CONTRACT NO. HA37200 DRAFT 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 the 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 the Authority's choosing), indemnify and hold the 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 the Authority's choosing, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the 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 the Authority or City, their officials, officers, employees, agents, employees and representatives, in any such suit, action or other legal proceeding. Contractor shall reimburse the 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 the 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 the Authority. 5 BBK: August 2014 - 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT 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 $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability, and a $2,000,000 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. 5.2.1.2 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 the Authority, along with the certificate of insurance, a Waiver 6 BBK: August 2014- 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT 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 the Authority satisfactory evidence as required under Insurance Section of this Agreement. 5.2.3 Proof of Insurance: Contractor shall provide certificates of insurance to the 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 the 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 the Authority at all times during the term of this contract. The 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 Riahts 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, the Authority has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the Authority will be promptly reimbursed by Contractor, or the Authority will withhold amounts sufficient to pay 7 BBK: August 2014 - 77802.00000124577018.1 CONTRACT NO. HA37200 DRAFT premium from Contractor payments. In the alternative, the 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-Contributinq 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 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 the 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 8 BBK: August 2014- 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT 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 Requirements: 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 the Authority. The 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 the Authority. 5.2.15 Timely Notice of Claims: Contractor shall give the 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 Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, 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 9 BBK: August 2014 - 77802.00000124577018.1 CONTRACT NO. HA37200 DRAFT 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, the 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 are 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: [*INSERT BUSINESS NAME] [INSERT STREET ADDRESS] [INSERT CITY STATE ZIP] ATTN: [INSERT NAME AND TITLE] Authority: [*INSERT BUSINESS NAME] [INSERT STREET ADDRESS] [INSERT CITY STATE ZIP] ATTN: [INSERT NAME AND TITLE] 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 10 BBK: August 2014 - 77802.00000\24577018.1 CONTRACT NO. HA37200 DRAFT by both Parties. Time is of the essence in the performance of this Contract. The Parties do for themselves, their heirs, executors, administrators, 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 the 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: By: President or Executive Director [INSERT NAME AND TITLE] [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary OR Treasurer REQUIRED] ATTEST: By: Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP General Counsel 11 Contractor's License Number and Classification DIR Registration Number BBK: August 2014 - 77802.00000\24577018.1 CONTRACT NO. HA37200 EXHIBIT "A" SCOPE OF SERVICES [INSERT SCOPE] 77802.00000124577018.1 DRAFT EXHIBIT "B" SCHEDULE OF SERVICES [INSERT SCHEDULE] 13 CONTRACT NO. HA37200 BBK: August 2014 - 77802.00000124577018 1 DRAFT CONTRACT NO. HA37200 EXHIBIT "C" COMPENSATION [INSERT RATES and REIMBURSABLE EXPENSES] 14 BBK: August 2014 - 77802.00000\24577018.1