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City of Hollister

Hollister, California

REQUEST FOR PROPOSAL

STREET SWEEPING MAINTENANCE MAY 2019

Proposal Due: June 19, 2019 by 3:00 p.m. Late proposals will be returned unopened

RETURN PROPOSAL TO: City of Hollister 375 Fifth Street Hollister, CA 95023 Attn: Mike Chambless

Table of Contents

Introduction Section 1 Scope of work and definitions Section 2 Compensation Section 3 General Requirements Section 4 Cost Proposal Schedule Section 5 Contractors Qualifications and References Section 6 Bidder Certifications Section 7 Sample Agreement for Professional Services

City of Hollister Page 1 of 24 Street Sweeping Maintenance

City of Hollister Street Sweeping Maintenance

I. INTRODUCTION – Street Sweeping Maintenance

A. General Information The City of Hollister is issuing this Request for Proposal for the normal and emergency street sweeping services in the City of Hollister. The Contractor shall furnish all labor, tools, shop facilities, equipment, and materials and perform all work necessary to provide for street sweeping services. The goal of this Request for Proposal process and the subsequent evaluation is to achieve the highest quality Street Sweeping Maintenance services in the most cost- effective manner.

B. Submittal Location, Closing Date and Time Proposals will not be received after the “closing” date and time indicated. The proposal is to be submitted with six (6) copies by 3:00 pm on June 19, 2019. Submissions can be delivered or mailed to the City of Hollister, Management Services Department, 375 Fifth Street, Hollister, CA 95023. Submittals received after said time will not be considered and will be returned unopened. Faxed or emailed proposals will not be accepted.

Due: June 19, 2019 by 3:00 p.m. PST

Location: City of Hollister City Hall 375 Fifth Street Hollister, CA 95023 Attn: Mike Chambless

C. Inquiries Any prospective Proposer desiring an explanation or interpretation of the solicitation, specifications, etc., must request it in writing, no later than June 12, 2019 at 3:00 p.m. PST. Verbal explanations or instructions given during any phase of this solicitation will not be binding. Any information given a prospective Proposer will be furnished promptly as an amendment to the solicitation, if that information is necessary in submitting proposals or if the lack of it would be prejudicial to other prospective Proposers.


Inquiries regarding this solicitation should be directed to: Mike Chambless Management Services Director City of Hollister 375 Fifth Street Hollister, CA 95023 Phone (831) 636-4366 E-mail: [email protected]

Please reference “Street S w e e p i n g M a i n t e n a n c e ” when contacting the city regarding this solicitation. The City of Hollister website, http://hollister.ca.gov/services/open-bids-and-rfps/, under Open Bids & RFP’s, will contain a copy of this document as well as all addenda. It is the responsibility of the prospective proposer to check our websites for all addenda.


SECTION 1 SCOPE OF WORK AND DEFINITIONS

1.01 SCOPE OF WORK This proposal is for the normal and emergency street sweeping services in the City of Hollister. The Contractor shall furnish all labor, tools, shop facilities, equipment, and materials and perform all work necessary to provide for street sweeping services.

In addition, the contractor shall develop a new routing system that incorporates information from both the City and its contracted garbage hauler to produce a more efficient street sweeping program... The City will assist in facilitating communication and information within 30 days of Notice to proceed, including maps and GIS data, to the Contractor in order to produce a more efficient street sweeping program. Final street sweeping routes are subject to City approval, and all approved routes shall be provided to the City in GIS shapefiles.

The scope of work shall cover the following areas and their corresponding frequency as detailed in Figure 1. and Figure 2.:

Figure 1. Curb Side Sweeping

Location Frequency Total Curb Miles (Approx.)

All applicable City streets Biweekly 134

Hollister Downtown District Weekly 6

Hollister Airport Hangers (6) times a year 3

Figure 2. Parking Lot Sweeping

Location Frequency Total Square Yards (Approx.) Fourth St. (Between Monterey & San Benito St.)

Weekly 1297

Sixth St. (Between San Benito & Monterey St.)

Weekly 878

Seventh St. (Between San Benito & Monterey St.)

Weekly 1419

Browns Ally off East St. (Between Sixth & Seventh St.)

Weekly 999

Sixth St. (Between San Benito & East St.)

Weekly 1402

East St. (Between Fourth & Fifth St.)

Weekly 765

Fourth St. (Between San Benito & East St.)

Weekly 946

Fifth Street (Between Monterey & San Benito St.)

Weekly 638

Third & East Street (Southeast Corner)

Weekly 837

Brigantino Park (2100 San Juan Rd.)

Weekly 3303


Apricot Park (Between Apricot Ln. and Trask Dr.)

Weekly 792

Dog Park (Hollister Airport) Weekly 2116 Vista Hill Park (Hill Street) Weekly 3196

1.02 DURATION OF CONTRACT The term of this agreement is two (2) years from the date of the City Council approval, with the option of three (3) one year extensions, should both parties agree. Renewal shall be by mutual consent. Either the Contractor or the City may notify of either party’s intention to extend the contract at least 60 calendar days prior to the expiration date of the agreement. The City reserves the right to terminate the contract At any time, without reason or cause, by 90 day written notice from the City to the Contractor. 1.03 DESCRIPTION OF WORK The work to be performed consists of sweeping, either by machine sweeping or hand sweeping, all designated improved public streets within Hollister City Limits on a uniform schedule as outlined in PARAGRAPH 1.05, SCHEDULE FOR WORK. 1.04 DEFINITIONS a. Curb Mile: Shall be defined as the distance the machine sweeper travels with an effective sweeping width of eight (8) feet from the curb face along an improved street. In all cases, any reduction in sweeping width from the defined eight (8) feet will result in a corresponding percentage deduction in the price paid per curb mile; i.e., if the effective sweeping width is four (4) feet, payment will be 50 percent (50%) of cost per curb mile.

b. Refuse All deposits of dirt, rock, glass, cans, leaves, sticks, papers, or any like materials so designated by the CITY within the areas to be swept within the terms of this contract and of a size which can be practically removed by mechanical sweeping or hand-sweeping operations shall be removed. c. Hand Sweeping/Vacuuming Contractor shall remove all visible debris along curbs and medians. Some cul-de-sacs and parking lots require hand sweeping of the corners or vacuumed into the sweeper. Compensation for hand-sweeping/vacuuming shall be considered as included in the scope of work for basic sweeping service, and no separate payment will be made therefore. If callback is required, the City shall deduct as per callback rate in PARAGRAPH 3.09, CALLBACKS.


d. Scheduled Machine Street Sweeping

Regular machine sweeping of streets shall be accomplished in accordance with additions or deletions as allowed in PARAGRAPH 3.17, ADDITIONS/DELETIONS. Sweeper shall not limit the number of times that the sweeper debris hopper is emptied for any given route in order to meet quality standards identified in PARAGRAPH 3.04. Sufficient water must be used to prevent visible dust.

e. Escalation Factor: This contract will be amended annually on September 1st to adjust prices for inflation.

If the Consumer Price Index (“CPI”) for April is greater than the CPI last published for April of the previous year, then the monthly contract amount shall be increased in the same proportion that the CPI in April bears to the CPI last published in April of the previous year. Provided that, if, on September 1, the CPI last published for April is less than the CPI last published for April of the previous year, then no adjustment shall be made in the monthly contract amount, whether or not such monthly contract amount was increased the prior year. For the purposes of the escalation factor, the Consumer Price Index used shall be that published by the U. S. Department of Labor, Bureau of Labor Statistics, Consumer Price Index (“CPI”) for all urban consumers in the San Francisco-Oakland-San Jose statistical area. City of Hollister will continue to pay the monthly contract amount previously in effect until the increase, if any, is determined. Thereafter, the monthly contract amount will be paid at the increased rate until the next adjustment date. In the event the compilation or publication of the CPI is transferred to any other governmental department or bureau or agency or is discontinued, the index most nearly the same as the CPI will be used to make such calculations. f. “CITY” or “The City” refers to the City of Hollister of San Benito County, a political subdivision of the State of California. g. “Contractor” or “The Contractor” refers to the winning bidder with whom the City of Hollister approves to begin street sweeping work. h. Public Works Contractor Registration Program-SB 854 (Section 28) – In accordance with the State of California Senate Bill No. 854 (SB 854): No contractor or subcontractor may be listed on a proposal for a public works project (submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code Section 1771.1(a)]. No contractor or subcontractor may be awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5. This Project is subject to compliance monitoring and enforcement by the Department of Industrial Relations as of April 1, 2015,


contractors and subcontractors must furnish electronic certified payroll records to the Labor Commission (State of California, Division of Labor Standards Enforcement). Please see the DIR website for complete details and actions. It is the responsibility of the contractor to ensure all DIR requirements and regulations are met and stay current. For more information on Senate Bill No. 854, see http://www.dir.ca.gov/Public-Works/SB854.html.lations. i. “GIS” refers to a Geographic Information System which is a system designed to capture, store, manipulate, analyze, manage, and present spatial or geographic data.

*END OF SECTION*

http://www.dir.ca.gov/Public-Works/SB854.html.lations


SECTION 2

COMPENSATION 2.01 PAYMENT AND ESCALATION FACTOR 1. The Contractor shall provide all work necessary to conduct street sweeping maintenance as defined in these specifications. Compensation for this work shall be made monthly.

2. On the second year of the contract on September 1 and thereafter, the Escalation Factor shall be increased by an amount equal to the percentage change in the Consumer Price Index (see definition). The maximum increase in any contract year may not exceed 5.0%.

2.02 EXTRA WORK A. Scheduled Extra Work For Scheduled Extra Work Items, the Contractor will be given seven (7) working days advance notice of the need. Compensation shall be based on Section 4, Item IV on the COST PROPOSAL SCHEDULE. Scheduled Extra Work Items may include but are not limited to correcting damages due to accidents, vandalism, acts of God, spillage, sandblasting, paving preparation, and undesignated special events, which may require sweeping services during the year, in a non-emergency timeframe. A separate itemized invoice, indicating the actual hours spent on-site, shall be prepared for the Scheduled Extra Work. No additional compensation shall be given for travel time to the Scheduled Extra Work site. B. Emergency Extra Work

All other unscheduled extra work shall be considered Emergency Extra Work. Emergency Extra Work requires response within 4 hours or less. Emergency Extra Work done during normal business hours (8 AM – 5 PM) shall be compensated based on Section 4, Item V.a of the COST PROPOSAL SCHEDULE. Emergency Extra Work done during non-normal business hours (5 PM – 8 AM), weekends and holidays shall be compensated based on Section 4, Item V.b of the COST PROPOSAL SCHEDULE.

Emergency Extra Work Items may include but are not limited to correcting damages due to accidents, vandalism, acts of God, spillage, sandblasting, paving preparation, and undesignated special events, which may require sweeping services during the year, in an emergency timeframe. A separate itemized invoice, indicating the actual hours spent on-site, shall be prepared for the Emergency Extra Work. No additional compensation shall be given for travel


time to the Emergency Extra Work site.

2.03 ALL OTHER WORK All other work included in these specifications, unless identified as “Scheduled Extra Work" or “Emergency Extra Work”, shall be deemed ancillary to the work covered by proposal, Section 4, Item I listed in COST PROPOSAL SCHEDULE, and no additional compensation shall be granted. 2.04 PROGRESS PAYMENTS

Invoices for all services provided in the previous month should be submitted by the fifteenth of the month along with sweeping log for the previous month. If, in the opinion of the CITY, all services have been provided in a timely and competent manner, full payment for Item I, of Section 4 of the COST PROPOSAL SCHEDULE shall be made the day after the first City Council meeting in the following month.

* END OF SECTION *


SECTION 3

GENERAL REQUIREMENTS 3.01 The Contractor shall fill out and submit all forms included in this proposal package as listed:

o Cost Proposal Schedule listed in Section 4 o Contractor’s Qualifications and References listed in Section 5 o Insurance Forms o Bidder Certifications listed in Section 6

3.02 SWEEPING LOG REQUIRED The Contractor shall submit a Sweeping Log monthly. The log shall include a daily starting and ending odometer readings, cubic yards of material collected and type of sweeper used. A separate log shall also be used for any additional work items performed. Tracking devices for the sweeper to be supplied by the City of Hollister, The Contractor may be granted access upon request 3.03 PAYMENT PENALTIES Attention is directed to the following contract provisions relating to payment penalties. It is mutually agreed that timely and complete performance of all aspects of this contract is of extreme importance to both parties. By entering a contract for performance of all work called for in these specifications, the Contractor agrees to the following penalties as being appropriate and acceptable, and further agrees that such penalties will be deducted from funds otherwise due and payable to the Contractor.

1. Failure to file the monthly log as required in PARAGRAPH 3.02

Assess $50/Day for each day late

2. Failure to sweep required eight feet width from curb face as specified in PARAGRAPH 1.04b

Corresponding in payment reduction per PARAGRAPH 1.04b

3. Callbacks as specified in PARAGRAPH 3.09

Assess $100 per each callback

3.04 QUALITY OF WORK The standards of performance, which the Contractor is obligated to perform hereunder, are those standards which are considered to be good street sweeping practices and which are subject to approval by the CITY. The City at its discretion may conduct periodic audits to ensure the quality of work is in compliance with the City’s street sweeping expectations.


3.05 HOURS OF SWEEPING All scheduled machine street sweeping shall be performed only during the hours of 3:45 AM to 5:00 PM. Sweeping shall not be performed on weekends or on CITY holidays unless authorized by the City. 3.06 EQUIPMENT

Contractor shall ensure that a new, never before used, sweeper be purchased for the purpose of sweeping City of Hollister streets and parking lots only. The sweeper shall include but not be limited to the following attributes:

- Appropriate safety markings and lighting for highway and city street use. This shall

include all flashing and warning lights, clearance lights, and flags as is required by State, Federal, and City regulatory codes for both night and day operations.

- A regenerative air system to reduce polluted air from exiting the vehicle. - Gutter brooms with diameters of at least 43”. - Spray water system for dust suppression. - A hopper with at least 7 cubic yards of capacity.

All Contract work shall only be performed with equipment suitable to produce the quality of work identified in SECTION 3.04. All equipment shall be subject to the CITY's approval prior to use.

The use of a steel plate on the sweeper wheel to prevent tire scuffing against the curb will not be permitted.

The Contractor shall ensure, in addition to the newly purchased sweeper, a second sweeper be maintained for emergency backup use only, and shall require City approval prior to its utilization. This secondary sweeper shall meet all attributes herein identified as part of section 3.06, except for the requirement that it be newly purchased. All equipment used by The Contractor shall be kept in good condition both in mechanical operation and general appearance for all work completed within City limits.

A. Sweepers shall comply with all local sound control and noise level rules, regulations, and ordinances which apply to any work performed pursuant to the contract or replaced with a sweeper which does meet the limits. B. The maximum noise level allowed is 85 dBA. 3.07 DISPOSAL OF SWEEPING REFUSE The Contractor may dump all debris swept from the CITY streets at the City/District Corporation Yard located at 1321 South Street in Hollister. The Contractor shall load all debris daily into the debris box provided by the CITY. Any debris not placed in the debris box shall be swept by the Contractor. The debris boxes will be emptied by the CITY.


3.08 WATER

The Contractor shall utilize adequate amounts of water to prevent visible dust during street sweeping services. No dry sweeping shall be allowed unless authorized by the CITY. The Contractor shall provide equipment with adequate air gap to prevent cross contamination of the City’s water system and obtain a city water meter.

3.09 CALLBACKS Whenever, in the opinion of the CITY, a section of street is inadequately swept, the Contractor shall, within 24 hours after notification, re-sweep the section in question and may, at the discretion of the CITY, forfeit as a penalty of one hundred dollars ($100) for each time a street is inadequately swept. No additional payment will be made for callbacks as a result of inadequate sweeping. 3.10 STORAGE OF EQUIPMENT The Contractor must provide his own storage for equipment such as sweepers, brooms, tires, gas, oil and other required parts and materials. The CITY will not provide storage for any Contractor equipment. 3.11 SPEED OF VEHICLES The Contractor shall operate the sweepers between four and five miles per hour when sweeping, unless it can be proven, to the satisfaction of the CITY, the sweeper can operate at a higher speed and still operate efficiently. 3.12 CITY RIGHTS The City will: a. At its own discretion, reject any or all proposals or waive any informality in any proposals. b. Consider proposals for a period of up to 90 days following the time of receipt of proposal before deciding which proposal, if any, will be accepted. c. Have emergency service performed by CITY forces or by a separate contractor as needed. d. Change hours of sweeping as necessary provided 48 hours advance notice is given. 3.13 SUBCONTRACTING LIMITATION The Contractor shall be solely responsible for all contract work completed and shall not subcontract out any street sweeping. Maintenance work, cleaning, and other non-street sweeping activities regarding any mechanical or non-mechanical device may be subcontracted. The Contractor shall ensure that individuals employed for the purpose of street sweeping be compensated prevailing wages as determined by State law (see definition (i) page 5


3.14 ASSIGNMENT OF CONTRACT The contract shall not be assigned without written consent of the CITY. 3.15 EQUIPMENT IDENTIFICATION The Contractor shall display on the side of the equipment being used within the CITY, a CITY logo. The logo will consist of the CITY’s existing emblem with the words, "contracted by" added to it. The CITY will furnish these signs. The signs are the property of the CITY and shall be returned to the CITY upon request. 3.16 ADDITIONS/DELETIONS The CITY reserves the right to add or delete curb miles and to increase or reduce the sweeping frequency called for in these specifications. The cost per curb mile for additions or deletions (Item II of the COST PROPOSAL SCHEDULE) will dictate the maximum increase that will be allowed for additional miles and/or for additional frequency. That amount will also dictate the minimum reduction in monthly cost for deletion of curb miles and/or decrease in sweeping frequency. 3.17 MEETINGS & NOTIFICATION The Contractor shall attend street sweeping progress meetings with a CITY representative on a quarterly basis. No additional compensation will be allowed to the Contractor for meeting times.

* END OF SECTION *


SECTION 4 COST PROPOSAL SCHEDULE

STREET SWEEPING MAINTENANCE

PROPOSAL ITEM NO.

DESCRIPTION ANNUAL QUANTITY

UNIT UNIT PRICE

TOTAL ANNUAL AMOUNT

I. Monthly Street Sweeping

Monthly Rate for basic sweeping services based on the schedule described in PARAGRAPH 1.05.

12

$/Month

$______

$ _______

TOTAL PROPOSAL (ITEM 1) PER YEAR

$ ___________________

II. Additions/Deletions-Curb Mile

Rate per curb mile for additions or deletions to the basic sweeping services.

1

$/Mile

$ ______

III. Additions/Deletions-Square Yards Parking Lots

Rate per square yard for additions or deletions to the basic street sweeping services

1

$/Sq. Yard

$ ______

IV. Scheduled Extra Work

Hourly rate for scheduled extra work (includes operator and sweeper).

1

$/Hr.

$ ______

V. Emergency Extra Work

V.a

Hourly rate for emergency extra work during normal operating hours 8am-5pm (includes operator and sweeper

1

$/Hr.

$ ______

V.b

Hourly rate for emergency extra work after hours including nights and weekends (includes operator and sweeper)

1

$/Hr.

$ ______


Notes:

1. Proposal price alone will not be the sole determining factor in the selection of the contractor for this work. The CITY will consider the proposed costs for all proposal items identified herein together with the contractor qualifications and references to form the basis for its decision on who will be selected.

2. All proposal items must be filled in.

3. Proposals shall be valid for 90 days from due date. 4. The Contractor shall fill out and submit all forms included in this proposal package as

listed: Cost Proposal Schedule - Section 4, Contractor’s Qualifications and References - Section 5, Insurance Forms and Bidder Certifications - Section 6 are to be submitted in a separate envelope clearly labeled “Envelope B” along with the name of the firm making the submittal. Failure to follow this process will result in disqualification of the submittal.

5. Proof of Workers Compensation, liability, and Errors and Omissions Insurance will be required. A draft copy of the City of Hollister’s Professional Services Contract

is attached (Section 7) for your information and identifies the limits of insurances normally required.

* END OF SECTION *


SECTION 5 CONTRACTORS QUALIFICATIONS AND REFERENCES

CITY OF HOLLISTER

CITY STREET SWEEPING MAINTENANCE Name of Contractor: _________________________________________________ THE CONTRACTOR SHALL COMPLETE THE FOLLOWING STATEMENTS: 1. The Contractor has been engaged in the contracting business, under the present business name for ________ years. 2. A brief profile of the firm’s history, principals, staff and facilities. 3. Experience in work of a nature similar to that covered in the proposal documents extends over a period of _______ years. 4. Has contractor ever failed to satisfactorily complete a contract awarded to them, except as follows: (Name any and all exceptions and reasons therefor). 5. The following maintenance contracts have been satisfactorily completed in the last three years for the persons, firms or authorities indicated:

YEAR TYPE OF WORK

CONTRACT AMOUNT

LOCATION AND FOR WHOM PERFORMED

(a)

(b)

(c)

(d)

(e)

6. The following person may be contacted for information concerning the contract work listed above (list a reference for each contract named):

NAME/TITLE ADDRESS TELEPHONE

(a)

(b)

(c)

(d)

(e)


7. Following is a list of plant and equipment owned by the Contractor, which is definitely available for use on the proposed work as required:

QUANTITY NAME, TYPE AND CAPACITY CONDITION LOCATION

(Attach additional sheets as necessary)

8. Firms shall include a section in their submission that articulates their understanding of the nature of the project.

9. The City’s standard professional services agreement will be used as the contract in this

engagement. Any special conditions that the firm intends to propose should be disclosed in

their response to the request.

9. All of the above statements as to experience, financial qualifications, and available plant and equipment are submitted in conjunction with the proposal, as a part thereof and the truthfulness and accuracy of the information is guaranteed by the Contractor.

Signature of Contractor:

Print Name and Title

* END OF SECTION *


SECTION 6

BIDDER CERTIFICATIONS CITY OF HOLLISTER

TO BE EXECUTED BY ALL BIDDERS AND SUBMITTED WITH BID STREET SWEEPING CONTRACT

CERTIFICATE OF NON-DISCRIMINATION

On behalf of the bidder making this Bid, the undersigned certifies that there will be no discrimination in employment with regard to race, color, religion, sex, sexual orientation, or national origin; that all federal, state, and local directives and executive orders regarding non-discrimination in employment will be complied with; and that the principle of equal opportunity in employment will be demonstrated positively and aggressively.

BIDDER'S SIGNATURE

STATEMENT OF CONVICTIONS

"I hereby swear, under penalty of perjury, that no more than one final, un-appealable finding of contempt of court by a Federal Court has been issued against me within the past two years because of failure to comply with an order of a Federal Court to comply with an order of the National Labor Relations Board."

BIDDER'S SIGNATURE

PREVIOUS DISQUALIFICATIONS

"I hereby swear, under penalty of perjury, that the below indicated bidder, any officer of such bidder, or any employee of such bidder who has a proprietary interest in such bidder, has never been disqualified, removed or otherwise prevented from bidding on, or completing a Federal, State, or local government project because of a violation of law or a safety regulation except as indicated on the separate sheet attached hereto entitled "Previous Disqualifications." If such exceptions are attached, please explain the circumstances.

BIDDER'S SIGNATURE


CERTIFICATION OF WORKER’S COMPENSATION INSURANCE

By my signature hereunder, as CONTRACTOR, I certify that I am aware of the provisions of Section 3700 of the 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 that Code, and I will comply with such provisions before commencing the performance of the work of this Contract.

BIDDER'S SIGNATURE Company Name:

Signed by (printed)

Title:

Dated:

* END OF DOCUMENT *


SECTION 7 SAMPLE AGREEMENT

CITY OF HOLLISTER

PROFESSIONAL SERVICES AGREEMENT FOR

STREET SWEEPING SERVICES

THIS AGREEMENT, made and entered into this ____ day of ________, 2019, by and

between the City of Hollister, California, a municipal corporation, ("City,") and _____________,

(“Contractor”).

1. Description of Project: City desires to retain a contractor to provide Street

Sweeping Services as set forth in Exhibit “A”, ("the Project"), and to engage Contractor to

provide the required professional services relating to the project.

2. Scope of Services - Basic; Completion: Contractor shall perform those basic

services in connection with the project as are set forth more particularly in EXHIBIT "A" entitled

"SCOPE OF CONTRACTOR SERVICES - BASIC, COMPLETION SCHEDULE" and shall complete said

services in accordance with the completion schedule for them incorporated in said Exhibit.

3. Scope of Services - Additional, Completion Schedule: It is understood by City

and Contractor that it may be necessary, in connection with the project, for Contractor to

perform or secure the performance of services other than those set forth in EXHIBIT "A". In

each such instance, Contractor shall advise the City, in advance and in writing, of the need for

such additional services, their cost and the estimated time required to perform them (if

applicable). Contractor shall not proceed to perform any such required additional services until

City has determined that such service is beyond the scope of the basic services to be provided,

is required, and has given written authorization to perform or obtain it. Each additional service

so authorized shall constitute an amendment to this Agreement, shall be identified and

sequentially numbered as "Additional Contractor Service No. 1" and so forth, shall be subject to

all of the provisions of this Agreement, and shall be attached as a new exhibit entitled "Exhibit

D: SCOPE OF CONTRACTOR SERVICES - ADDITIONAL; COMPLETION SCHEDULE."

4. Changes to Scope of Work - Basic Services: City may at any time and, upon a

minimum of ten (10) days' written notice, modify the scope of basic services to be provided

under this Agreement. Contractor shall, upon receipt of said notice, determine the impact on

both time and compensation of such change in scope and notify City in writing. Upon

agreement between City and Contractor as to the extent of said impacts to time and

compensation, an amendment to this Agreement shall be prepared describing such changes.


Execution of the amendment by City and Contractor shall constitute the Contractor's notice to

proceed with the changed scope.

5. Compensation; Retention: Contractor shall be compensated for services

rendered to City pursuant to this Agreement periodically in the amounts, manner and in

accordance with the payment schedule as set forth in EXHIBIT "B" entitled "COMPENSATION."

Amounts due to Contractor from City for services rendered shall be evidenced by the

submission to City by Contractor of an invoice, prepared in a form satisfactory to City, setting

forth the amount of compensation due for the period covered.

Each such invoice shall be forwarded to City so as to reach it on or before the

fifteenth (15th) day of the month next following the month, or other applicable period, for

which the services invoiced were provided. All such invoices shall be in full accordance with any

and all applicable provisions of this Agreement. City will make payment on each such invoice

within thirty (30) days of its receipt, provided, however, that if Contractor submits an invoice

which is incorrect, incomplete, or not in accordance with the provisions of this Agreement, then

City shall not be obligated to process any payment to Contractor until a correct and complying

invoice has been submitted.

6. Responsibility of Contractor: By executing this Agreement, Contractor

warrants to City that Contractor possesses, or will arrange to secure from others, all of the

necessary professional capabilities, experience, resources and facilities necessary to provide to

City the services contemplated under this Agreement. Contractor further warrants that it will

follow the best current, generally accepted professional practices to make findings, render

opinions, prepare factual presentations, and provide professional advice and recommendations

regarding the project for which services are rendered under this Agreement.

7. Responsibility of City: To the extent appropriate to this project, City agrees to:

7.1 Assist Contractor by placing at its disposal all available information pertinent to

the project, including previous reports and any other relevant data.

7.2 Guarantee access to and make all provision for Contractor to enter upon public

and private property as required for Contractor to perform its services.

7.3 Examine all studies, reports, specifications, proposals and other documents

prepared and presented by Contractor, and render verbally or in writing as may be appropriate,

decisions pertaining thereto within a reasonable time so as not to delay the progress of the

work by Contractor.


7.4 Designate in writing a person to act as City's representative with respect to

work to be performed under this Agreement. Such person shall have complete authority to

transmit instructions, receive information, interpret and define City's policies and decisions

with respect to materials, equipment, elements and systems pertinent to Contractor's services.

8. Indemnification: Contractor shall indemnify, defend with counsel approved by

City, and hold harmless City, its officers, officials, employees and agents from and against any

and all liability, loss, damage, expense, and cost (including without limitation, attorney fees,

expert fees and all other costs and fees of litigation) of every nature arising out of or in

connection with Contractor’s negligence, recklessness, or willful misconduct of Contractor

hereunder or its failure to comply with any of its obligations contained in this Agreement.

9. Insurance: During the term of this Agreement, Contractor shall maintain in full

force and effect at its own cost and expense the following insurance coverage:

9.1 Workers' Compensation Insurance to cover its employees, and Contractor shall

require all contractors and subcontractors similarly to provide Workers' Compensation

Insurance as required by the Labor Code of the State of California for all of the subcontractors'

employees.

9.2 Professional Liability Insurance Covering Errors and Omissions. The limits of

coverage shall be no less than ONE MILLION DOLLARS ($1,000,000) with a provision for no more

than $25,000 deductible. Contractor may not disclaim responsibility or avoid liability for the

acts or omissions of its subcontractors or other professional contractors.

9.3 Public Liability Insurance including personal injury and property damage

insurance for all activities of the Contractor and its subcontractors arising out of or in

connection with this Agreement, written on a comprehensive general liability form including,

but not limited to, Broad Form Property Damage, blanket contractual, products liability and

completed operations, X, C, U hazards, vehicle coverage and non-owned auto liability coverage

in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit personal

injury and property damage for each occurrence.

9.4 Certificates of Insurance and properly executed endorsements in a form

acceptable to the City Attorney evidencing the coverage required by the clauses set forth above

shall be filed with the City at the time of execution of this Agreement. Each such policy shall be

endorsed with the following language, except as otherwise provided:

(1) The City of Hollister is named as additional insured for all liability arising out of

the operations by or on behalf of the named insured, and this policy protects the additional

insured, its officers, agents, and employees against liability for personal and bodily injuries,


deaths or property damage or destruction arising in any respect, directly or indirectly, in the

performance of the contract. (For Public Liability Only)

(2) The insurance provided is primary and no other insurance held or owned by the

City shall be called upon to contribute to a loss.

(3) The inclusion of more than one insured shall not operate to impair the rights of

one insured against another insured, and the coverage afforded shall apply as though separate

policies had been issued to each insured.

(4) The coverage provided by this policy shall not be canceled, non-renewed, or

substantially reduced in amount or scope, without thirty (30) days prior written notice given to

City by certified mail.

(5) All rights of subrogation are hereby waived against the City, its officers, and

employees when acting within the scope of their appointment or employment.

10. Confidentiality: All City information disclosed to Contractor during the course

of performance of services under this Agreement shall be treated as confidential and shall not

be disclosed to any other persons or parties except as authorized by City, or required by law.

11. Conflict of Interest: Contractor warrants that neither Contractor, nor any of its

employees, agents or subcontractors, has a conflict of interest with respect to the work to be

performed under this Agreement, nor shall such individuals, during this term of this Agreement,

acquire any interest which would conflict in any manner with the performances of services

hereunder.

12. Nondiscrimination: During the performance of this Agreement, Contractor will

not discriminate against any employee or applicant for employment because of race, religion,

creed, color, national origin, gender, sexual orientation, or age. Contractor will take affirmative

action to insure that applicants are employed, and that employees are treated during

employment, without regard to their race, religion, creed, color, national origin, gender, sexual

orientation, or age.

13. Independent Contractor: City and Contractor agree that the relationship

between them created by this Agreement is that of an employer-independent contractor.

Contractor shall be solely responsible for the conduct and control of the work performed under

this Agreement. Contractor shall be free to render professional consulting services to others

during the term of this Agreement, so long as such activities do not interfere with or diminish

Contractor's ability to fulfill the obligations established herein to City.


14. Notice to Proceed; Progress; Completion: Upon execution of this Agreement

by the parties, City shall give Contractor written notice to proceed with the work. Such notice

may authorize Contractor to render all of the services contemplated herein, or such portions or

phases as may be mutually agreed upon. In the latter event, City shall, in its sole discretion,

issue subsequent notices from time to time regarding further portions or phases of the work.

Upon receipt of such notices, Contractor shall diligently proceed with the work authorized and

complete it within the agreed time period.

15. Ownership of Documents. Title to all documents, drawings, specifications, and

work product performed under this Agreement shall vest with City at such time as City has

compensated Contractor, as provided herein, for those services rendered by Contractor.

16. Designation of Key Personnel: The individuals specified in the attached

EXHIBIT "C" shall provide the services set forth herein, and shall be the persons primarily in

charge of such work. No other individuals may provide services for Contractor on this project

without first obtaining the written approval of the city manager.

17. Mistake of Fact. Each party understands that if any fact with respect to any

matter covered by this Agreement is found hereafter to be other or different from the facts

now believed by that party to be true, such party expressly accepts and assumes the risk of

such possible differences in fact and agrees that this Agreement shall be in all respects effective

and not subject to termination or rescission by reason of any such difference in facts.

18. Term; Termination: The term of this Agreement shall commence upon City's

issuance to Contractor of a notice to proceed for all or a portion of the work, as hereinabove

provided, and shall terminate upon City's acceptance and payment for all or such portion of the

work as was authorized by such notice, including any and all retention. Notwithstanding the

foregoing, City may, in its sole discretion, terminate this Agreement at any time and for any

reason whatsoever by giving at least ten (10) days prior written notice of such termination to

Contractor. In this latter event, Contractor shall be entitled to compensation for all services

rendered and work performed for City to the date of such termination.

19. Access to Records. Contractor shall maintain all books, records, documents,

accounting ledgers, and similar materials relating to work performed for City under this

Agreement on file for at least five (5) years following the date of final payment to Contractor by

City. Any duly authorized representative(s) of City shall have access to such records for the

purpose of inspection, audit and copying at reasonable times, during Contractor's usual and

customary business hours. Contractor shall provide proper facilities to City's representative(s)

for access and inspection.


20. Assignment. This Agreement is binding on the heirs, successors, and assigns of

the parties hereto and shall not be assigned by either City or Contractor without the prior

written consent of the other. Any attempt by City or Contractor to so assign this Agreement or

any rights, duties or obligations arising hereunder shall be void and of no effect.

21. Compliance with Laws, Rules, Regulations. All services performed by

Contractor pursuant to this Agreement shall be performed in full compliance with all applicable

federal, state, and City laws, including any rules, standards or regulations promulgated

thereunder.

22. Exhibits Incorporated. All Exhibits referred to in this Agreement and attached

to it are hereby incorporated in it by this reference.

23. Integration; Amendment. This Agreement represents the entire

understanding of City and Contractor as to those matters contained herein. No prior oral or

written understanding shall be of any force or effect with respect to those matters covered in

it. This Agreement may not be modified or altered except by amendment in writing sign by

both parties.

24. Severability. If any part of this Agreement is found to be in conflict with

applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said

laws, but the remainder of the Agreement shall continue to be in full force and effect.

25. Waiver/Validity. Contractor agrees that waiver by City of any one or more of

the conditions of performance under this Agreement shall not be construed as waiver of any

other condition of performance under this Agreement. The acceptance by the City of the

performance of any work or services by Contractor shall not be deemed to be a waiver of any

term or condition of this Agreement.

26. Jurisdiction: City and Contractor agree that the law governing this Agreement

shall be that of the State of California. Any suit brought by either party against the other arising

out of the performance of this Agreement shall be filed and maintained in the County of San

Benito.


27. Notice: Any notices required to be given pursuant to this Agreement shall be

deemed to have been given by their deposit, postage prepaid, in the United States Postal

Service, addressed to the parties as follows:

a. To City: Bill Avera, City Manager City of Hollister 375 Fifth Street Hollister, California 95023 b. To Contractor:

Nothing hereinabove shall prevent either City or Contractor from personally delivering any such

notices to the other.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day

and year above written.

CONTRACTOR: CITY OF HOLLISTER: Name, Title Ignacio Velazquez, Mayor ATTEST Christine Black , CMC, City Clerk APPROVED AS TO FORM: City Attorney