All City Management Services Inc - FY2018-001-02 AMENDMENT NO. 2
TO AGREEMENT FOR CONTRACTUAL SERVICES
THIS AMENDMENT TO THE AGREEMENT FOR CONTRACTUAL SERVICES
("Amendment No 2") by and between the CITY OF RANCHO PALOS VERDES, a municipal
corporation ("City") and ALL CITY MANAGEMENT SERVICES, INC , a California
corporation ("Consultant") is effective as of J nit 2►, 2022
RECITALS
A City and Consultant entered into a certain Agreement for Professional Services
dated May 15, 2018 ("Agreement") whereby Consultant agreed to provide professional school
crossing guard services (the "Services") through July 31, 2021, for a Contract Sum not to exceed
of$252,250
B On August 17, 2021, the City Council approved Amendment No 1 to extend the
Term of the Agreement by one year through July 31, 2022, and to increase the Contract Sum by
$95,000 for a new Contract Sum of$347,250
C City and Consultant now desire to extend the Term of the Agreement by one
additional year through July 31, 2023, and to increase compensation by $125,000, for a new
Contract Sum of $472,250 The updated Contract Sum includes compensation for the 2023
summer school, the optional addition of one more crossing guard at a school, if needed, and
contingency for unanticipated crossing guard needs
TERMS
1 Contract Changes The Agreement is amended as provided herein (Deleted text
is indicated in str•El ough and added text in bold italics)
a Section 2 1, Contract Sum, is amended to read.
"Subject to any limitations set forth in this Agreement, City agrees to pay
Consultant the amounts specified in the "Schedule of Compensation" attached
hereto as Exhibit "C" and incorporated herein by this reference The total
compensation, including reimbursement for actual expenses, shall not exceed
$252,250 (Two Hundred Fifty Two Thousand Two Hundred Fifty Two Dollars)
for the 2018-2021 school years; $95,000 (Ninety Five Thousand Dollars) for the
2021-22 school year, including the 2022 summer school session, and $125,000
(One Hundred Twenty Five Thousand Dollars) for the 2022-23 school year,
including the 2023 summer school session, a contingency for unanticipated
crossing guard service needs, and the optional addition of one crossing guard,
for a total of$472,250 (Four Hundred Seventy Two Thousand Two Hundred
Fifty Dollars) (the "Contract Sum"), unless additional compensation is approved
pursuant to Section 1 8"
C-1
b Section 3 4, Term, is amended to read:
"Unless earlier terminated in accordance with Article 7 of this Agreement, this
Agreement shall continue in full force and effect until completion of the services
but not exceeding July 31, 2021July 31, 2023, except as otherwise provided in the
Schedule of Performance (Exhibit"D") "
c Exhibit "A" Scope of Services Amendment No. 1 is replaced
with the attached Exhibit"A" Scope of Services Amendment No. 2.
d Exhibit "C" Schedule of Compensation Amendment No. 1 is
replaced with the attached Exhibit "C" Schedule of Compensation
Amendment No. 2.
e Exhibit "D" Schedule of Performance Amendment No. 1, is
replaced with the attached "Exhibit "D" Schedule of Performance
Amendment No. 2.
2 Continuing Effect of Agreement. Except as amended by Amendments No 1 and
2, all provisions of the Agreement shall remain unchanged and in full force and effect From and
after the date of this Amendment No 2,whenever the term"Agreement"appears in the Agreement,
it shall mean the Agreement, as amended by Amendment No 2 to the Agreement
3 Affirmation of Agreement; Warranty Re Absence of Defaults. City and
Consultant each ratify and reaffirm each and every one of the respective nghts and obligations
ansing under the Agreement Each party represents and warrants to the other that there have been
no wntten or oral modifications to the Agreement other than as provided herein Each party
represents and warrants to the other that the Agreement is currently an effective,valid,and binding
obligation
Consultant represents and warrants to City that, as of the date of this Amendment No 2,
City is not in default of any matenal term of the Agreement and that there have been no events
that, with the passing of time or the giving of notice, or both, would constitute a matenal default
under the Agreement
City represents and warrants to Consultant that, as of the date of this Amendment No 2,
Consultant is not in default of any matenal term of the Agreement and that there have been no
events that, with the passing of time or the giving of notice, or both, would constitute a matenal
default under the Agreement
4 Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment
5 Authority The persons executing this Amendment No 2 on behalf of the parties
hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Amendment No 2 on behalf of said party, (iii) by so executing this
Amendment No 2, such party is formally bound to the provisions of this Amendment No 2, and
01203 0006/792277 3 -2-
(iv)the entenng into this Amendment No 2 does not violate any provision of any other agreement
to which said party is bound
[SIGNATURES ON FOLLOWING PAGE]
01203 0006/792277 3 -3-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first-above wntten
CITY
CITY OF RANCHO PALOS VERDES, a
municipal corporation
11 .i • /�9�ii
Dav L Bradley, Mayer
ATTEST
eresa T a, City Clerk
APPROVED AS TO FORM:
ALESHIRE WYNDER, LLP
William W W der, City Attorney
CONSULTANT
ALL CITY MANAGEMENT SERVICES,
INC , a California corpor tion
By ►....�_ __ /_
ame Baron Fad -11
itle Presiden
B-
Na e Deme a Farwell
Title Seer: .ry
Address 10440 Pioneer Blvd, Suite 5
Santa Fe Spnngs, CA 90670
Two corporate officer signatures required when Consultant is a corporation,with one signature required from
each of the following groups 1)Chairman of the Board,President or any Vice President,and 2)Secretary,any
Assistant Secretary, Chief Financial Officer or any Assistant Treasurer CONSULTANT'S SIGNATURES
SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS
MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY
01203 0006/792277 3 -4-
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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
COUNTY OF LOS ANGELES
On✓t4fl 4/11 ,2022 before me, /-L c$'hpersonally appeared 2Jl1 ifillc//,proved to me on the
basis of satisfactory evidence to be the person(s) whose names(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
NKOIE R SMITH
WITNESS my hand and office seal Notary Vublk CalHorma
+' los Angeles County t
:` � Commnvon II 2363531
Signature ,,,u." My Comm Expires Jun 30,2025
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑, INDIVIDUAL
CORPORATEj)FFICER
-FI SlA6W► aerickft AAPAA- (_ TITLE OR TYPE OF DOCUMENT
TITLE(S)
❑ PARTNER(S) ❑ LIMITED
Cl GENERAL NUMBER OF PAGES
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S)
❑ GUARDIAN/CONSERVATOR
❑ OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING
(N MEOF S0�4N(S _)mesp ( Se01/4� SIGNER(S)OTHER THAN NAMED ABOVE
01203 0006/792277 3 A-1
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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
COUNTY OF LOS ANGELES ,,
On Joni,/'f,2022 before me,/OM. c$ tj
7/ personally appeareda4 'g 4.'///i,/G/roved to me on the
basis of satisfactory evidence to be the person(s) whose names(s) is/are subscnbed to the within instrument and
acknowledged to me that he/she/they executed the same in his/her/their authonzed 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
44iµu NICOLE R SMITH
WITNESS my hand and o'. icial s1;10
Notary publu Cauro�nla
lo AnI.IM(ouniy
Commission J63531
Signature ,ruo'`� My Comm Expires Jun 30,2025
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
INDIVIDUAL
CORPORATE OFFICER
rPo i-K TiTLE OR TYPE OF DOCUMENT
TITLE(S)
❑ PARTNER(S) ❑ LiMITED
0 GENERAL NUMBER OF PAGES
El ATTORNEY-IN-FACT
❑ TRUSTEE(S)
El GUARDIAN/CONSERVATOR
❑ OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING
(NAME OF PERSON(S)OR FNTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE
Alt Ct t11gv�o�cw.iA rJ(CQiii ti�L
01203 0006/792277 3 A-2
EXHIBIT"A" Amendment No. 2
SCOPE OF SERVICES
I. Consultant will perform Professional School Crossing Guard Services for the City of
Rancho Palos Verdes from mid-August 2018, to the end of the summer school term in
mid-July, 2021. Maps of the intersections and the approximate location of the Crossing
Guards are attached in Exhibit A-1,Maps.
• Consultant shall provide personnel equipped and trained in appropriate procedures for
crossing pedestrians in marked crosswalks Such personnel shall be herein referred to as a
Crossing Guard Consultant is an independent contractor and the Crossing Guards to be
furnished by it shall at all times be its employees and not employees of City
• Consultant shall provide all Crossing Guards with apparel by which they are readily visible
and easily recognized as Crossing Guards Such apparel shall be uniform for all persons
performing the duties of Crossing Guards and shall be worn at all times while performing
said duties The apparel must be appropriate for weather conditions Consultant shall also
provide all Crossing Guards with hand held Stop Signs and appropriate safety vest
• Consultant shall provide supervisory personnel to see that Crossing Guard activities are
taking place at the required place and times, and in accordance with all items of this
agreement
• Consultant shall maintain adequate reserve personnel to be able to furnish alternate
Crossing Guards in the event that any person fails to report for work at the assigned time
and location and agrees to provide immediate replacement
• Consultant shall provide personnel properly trained as herein specified for the performance
of duties of Crossing Guards In the performance of their duties the Consultant and
employees of Consultant shall conduct themselves in accordance with the conditions of
this Agreement and the laws and codes of the State of California pertaining to general
pedestrian safety and school crossing areas
• Consultant's Crossing Guards shall keep a daily record of all relevant information and
incidents, including weather conditions, start and end times of services, and any traffic
accidents or pedestrian injuries that occur during the Services These records shall be
provided to City upon request
• Crossing Guard Services shall be provided by Consultant at such designated locations as
shall be identified by City from time to time, and at the designated hours on all days on
which designated schools in the City of Rancho Palos Verdes are in session Seven
locations will have Crossing Guards One Crossing Guard per location
01203 0006/792277 3 A-3
• Each Crossing Guard will work a minimum of 3 hours per day, and in any event will cover
both peak drop off and pickup times,no matter how long the services will be required The
typical peak times are between 7 15 AM to 8 15 AM, and pick up times are typically
between 2 45 PM to 3 45 PM This time vanes slightly by each school
However,Consultant shall be responsible for adjusting the hours that services are provided
based on observations of traffic patterns, and shall also stay informed of school events,
holidays, and alternate scheduling (e g , late-start days) that affect traffic patterns, and
adjust service hours accordingly
• Crossing Guard services shall be provided every day that the appropriate Palos Verdes
Peninsula Unified School District (PVPUSD) and Los Angeles Unified School District
Schools are in session from mid-August 2018,to mid-July,2021,unless otherwise directed
by City
• Services will be provided at the following locations
(1) Regular School Year Dodson Middle School, Miraleste Intermediate
School, Ridgecrest Intermediate School, and Silver Spur Elementary
Services will be provided at seven(7)total intersections as shown on the maps
in Exhibit"A-1 "
(2) Summer School Sessions Miraleste Intermediate School Services will be
provided at two(2) intersections as shown on the maps m Exhibit"A-1 "
II Consultant will perform Professional School Crossing Guard Services for the City of
Rancho Palos Verdes from mid-August 2021, to July 31, 2022. Maps of the intersections
and the approximate location of the Crossing Guards are attached in Exhibit"A-1 "
• Consultant shall provide personnel equipped and trained in appropriate procedures for
crossing pedestrians in marked crosswalks Such personnel shall be herein referred to as a
Crossing Guard Consultant is an independent contractor and the Crossing Guards to be
furnished by it shall at all times be its employees and not employees of City
• Consultant shall provide all Crossing Guards with apparel by which they are readily visible
and easily recognized as Crossing Guards Such apparel shall be uniform for all persons
performing the duties of Crossing Guards and shall be worn at all times while performing
said duties The apparel must be appropriate for weather conditions Consultant shall also
provide all Crossing Guards with hand held Stop Signs and appropriate safety vest
• Consultant shall provide supervisory personnel to see that Crossing Guard activities are
taking place at the required place and times, and in accordance with all items of this
agreement
01203 0006/792277 3 A-4
• Consultant shall maintain adequate reserve personnel to be able to furnish alternate
Crossing Guards in the event that any person fails to report for work at the assigned time
and location and agrees to provide immediate replacement
• Consultant shall provide personnel properly trained as herein specified for the performance
of duties of Crossing Guards In the performance of their duties the Consultant and
employees of Consultant shall conduct themselves in accordance with the conditions of
this Agreement and the laws and codes of the State of California pertaining to general
pedestrian safety and school crossing areas
• Consultant's Crossing Guards shall keep a daily record of all relevant information and
incidents, including weather conditions, start and end times of services, and any traffic
accidents or pedestrian injuries that occur during the Services These records shall be
provided to City upon request
• Crossing Guard Services shall be provided by Consultant at such designated locations as
shall be identified by City from time to time, and at the designated hours on all days on
which designated schools in the City of Rancho Palos Verdes are in session Seven
locations will have Crossing Guards One Crossing Guard per location
• Each Crossing Guard will work a minimum of 3 hours per day, and m any event will cover
both peak drop off and pickup times,no matter how long the services will be required The
typical peak times are between 7 15 AM to 8 15 AM, and pick up times are typically
between 2 45 PM to 3 45 PM Coverage times are subject to change dependent on school
bell schedules and can vary from school to school
However, Consultant shall be responsible for adjusting the hours that services are
provided based on observations of traffic patterns, and shall also stay informed of school
events, holidays, and alternate scheduling (e g , late-start days) that affect traffic patterns,
and adjust service hours accordingly
• Crossing Guard services shall be provided every day that the appropriate Palos Verdes
Peninsula Unified School District (PVPUSD) and Los Angeles Unified School District
Schools are in session from mid-August 2021, to July 31, 2022, unless otherwise directed
by City
• Services will be provided at the following locations
(1) Regular School Year Dodson Middle School, Miraleste Intermediate
School, Ridgecrest Intermediate School, and Silver Spur Elementary
Services will be provided at seven(7)total intersections as shown on the maps
in Exhibit"A-1 "
01203 0006/792277 3 A-5
(2) Summer School Session Miraleste Intermediate School Services will be
provided at two (2) intersections as shown on the maps in Exhibit"A-1 "
III.Consultant will perform Professional School Crossing Guard Services for the City of
Rancho Palos Verdes from mid-August 2022,to July 31, 2023. Maps of the intersections
and the approximate location of the Crossing Guards are attached in Exhibit"A-1."
• Consultant shall provide personnel equipped and trained in appropriate procedures for
crossing pedestrians in marked crosswalks Such personnel shall be herein referred to as a
Crossing Guard Consultant is an independent contractor and the Crossing Guards to be
furnished by it shall at all times be its employees and not employees of City
• Consultant shall provide all Crossing Guards with all apparel and equipment for
performance of their duties including apparel by which they are readily visible and easily
recognized as Crossing Guards Such apparel shall be uniform for all persons performing
the duties of Crossing Guards and shall be worn at all times while performing said duties
The apparel must be appropriate for weather conditions
• Consultant shall provide supervisory personnel to see that Crossing Guard activities are
taking place at the required place and times, and in accordance with all items of this
agreement
• Consultant shall maintain adequate reserve personnel to be able to furnish alternate
Crossing Guards in the event that any person fails to report for work at the assigned time
and location and agrees to provide immediate replacement
• Consultant shall provide personnel properly trained and equipped for the performance of
duties of Crossing Guards In the performance of their duties the Consultant and employees
of Consultant shall conduct themselves in accordance with the conditions of this
Agreement and the laws and codes of the State of California pertaining to general
pedestrian safety and school crossing areas
• Consultant's Crossing Guards shall keep a daily record of all relevant information and
incidents, including weather conditions, start and end times of services, and any traffic
accidents or pedestrian injunes that occur dunng the Services These records shall be
provided to City upon request
• Crossing Guard Services shall be provided by Consultant at such designated locations as
shall be identified by City from time to time, and at the designated hours on all days on
which designated schools in the City of Rancho Palos Verdes are in session Seven
locations will have Crossing Guards One Crossing Guard per location
• Each Crossing Guard will work a minimum of 3 hours per day,and in any event will cover
both peak drop off and pickup times, no matter how long the services will be required The
typical peak times are between 7 15 AM to 8 15 AM, and pick up times are typically
01203 0006/792277 3 A-6
between 2 45 PM to 3 45 PM Coverage times are subject to change dependent on school
bell schedules and can vary from school to school
However, Consultant shall be responsible for adjusting the hours that services are
provided based on observations of traffic patterns, and shall also stay informed of school
events, holidays, and alternate scheduling (e g , late-start days)that affect traffic patterns,
and adjust service hours accordingly
• Crossing Guard services shall be provided every day that the appropnate Palos Verdes
Peninsula Unified School District (PVPUSD) and Los Angeles Unified School District
Schools are in session from mid-August 2022, to July 31, 2023, unless otherwise directed
by City
• Services will be provided at the following locations
(1) Regular School Year Dodson Middle School, Miraleste Intermediate
School, Ridgecrest Intermediate School, and Silver Spur Elementary
Services will be provided at seven(7)total intersections as shown on the maps
in Exhibit"A-1 "
(2) Summer School Session Miraleste Intermediate School Services will be
provided at two(2) intersections as shown on the maps in Exhibit"A-1 "
Optional Addition At the City's sole discretion,another crossing guard,if needed,may be added
at a school location to be determined Consultant will be notified 30 days pnor to implementation
01203 0006/792277 3 A-7
EXHIBIT "A-1" Amendment No. 2
CROSSING GUARD MAPS 2018-2021
CROSSING GUARDS LEGEND
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01203.0006/792277.3 A-8
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01203.0006/792277.3 A-10
CROSSING GUARD MAPS 2021-2022
CROSSING GUARDS LEGEND
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01203.0006/792277.3 A-11
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01203 0006 792277.3 A-12
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CROSSING GUARD MAPS 2022-2023
CROSSING GUARDS LEGEND
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01203.0006 792277.3 A-15
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01203.0006/792277.3 A-16
EXHIBIT "C" Amendment No. 2
SCHEDULE OF COMPENSATION
Consultant shall perform the following Services at the following rates for the 2018-
2021 period. These rates are inclusive of all equipment, materials, licenses and
training necessary to perform the Services. Consultant will only be paid for actual
days and hours worked,and will not be entitled to a flat weekly rate. The services are
based on approximately 3,950 hours of work per school year, including summer
school.
A. 2018-2019 School Year(including 2019 Summer Session)
• Crossing Guards Services: $19.08/hour
• Assuming a 5-day school week, the weekly budget amount for the service for
Seven(7)Crossing Guards working 3 hours per day, is $2,003.40/week.
• Assuming a 5-day summer school week for a total of four weeks, total budget
amount for the service for two(2)Crossing Guards,working 3 hours per day, for
four weeks of summer school (minus July 4th) is$2,175.12.
• A contingency in the amount of$3,000 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $77,300.00.
B. 2019-2020 School Year (including 2020 Summer Session)
• Crossing Guards Services: $20.53/hour
• Assuming a 5-day school week, the weekly budget amount for the service for
Seven (7) Crossing Guards working 3 hours per day, is $2,155.65/week.
• Assuming a 5-day summer school week for a total of four week, total budget
amount for the service for two(2)Crossing Guards,working 3 hours per day, for
four week of summer school is $2,463.60.
• A contingency in the amount of$4,000 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $83,950.00.
C. 2020-2021 School Year (including 2021 Summer Session)
• Crossing Guards Services: $22.08/hour
• Assuming a 5-day school week, the weekly budget amount for the service for
Seven (7) Crossing Guards working 3 hours per day, is$2,3,18.40/week.
• Assuming a 5-day summer school week for a total of four week, total budget
amount for the service for two(2)Crossing Guards,working 3 hours per day, for
four week of summer school is $2,649.60.
• A contingency in the amount of$5,000 for unanticipated issues needing crossing
guards at the schools.
01203.0006/792277.3 C-1
• Total compensation shall not exceed $91,000.
II. Consultant shall perform the following Services at the following rates for the 2021-
2022 period, including the 2022 summer session. The rates are inclusive of all
equipment, materials, licenses and training necessary to perform the Services. Consultant
will only be paid for actual days and hours worked,and will not be entitled to a flat weekly
rate. The services are based on approximately 3,895 hours of work per school year,
including summer school.
• Crossing Guards Services: $23.91 /hour
• Seven (7) Crossing Guards working 3 hours per day, is $502.11/day.
• One Hundred and Eighty(180) School Days at $502.11/day, is $90,379.8
• Summer school tentatively eighteen(17)days with two(2)Crossing Guards,working
3 hours per day, is $2,438.82.
• A contingency in the amount of$2,181.00 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $95,000.
III. Consultant shall perform the following Services at the following rates for the 2022-
2023 period, including the 2023 summer session. The rates are inclusive of all
equipment, materials, licenses and training necessary to perform the Services. Consultant
will only be paid for actual days and hours worked, and will not be entitled to a flat weekly
rate. The services are based on approximately 3,895 hours of work per school year,
including summer school.
• Crossing Guards Services: $27.28/hour
• 7 Crossing Guards working 3 hours per day, is$572.88/day.
• 180 School Days at$572.88/day, is $103,118.40
• Summer school tentatively 18 days with 2 Crossing Guards,working 3 hours per day,
is $2,946.24.
• Subtotal of$106,064.00
• Optional Addition: The City, at its sole discretion may add another crossing guard,
if needed at a location to be determined. One guard working 3 hours per day for 180
days is$14,731.20 at the same rates in this agreement.
• A contingency in the amount of$4,204.80 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $125,000.
IV. All work product is subject to review and acceptance by the City,and must be revised
by the Consultant without additional charge to the City until found satisfactory and
accepted by City.
V. The City will compensate Consultant for the Services performed upon submission of
a valid invoice. Each invoice is to include:
01203.0006/792277.3 C-2
A. Line items for all personnel describing the work performed, the number of hours
worked, and the hourly rate.
B. Line items for all materials and equipment properly charged to the Services.
C. Line items for all other approved reimbursable expenses claimed, with supporting
documentation.
D. Line items for all approved subcontractor labor,supplies,equipment,materials,and
travel properly charged to the Services.
IV. The total compensation for the Services shall not exceed $472,250 as provided in
Section 2.1 of this Agreement.
01203.0006/792277.3 C-3
EXHIBIT "D" Amendment No. 2
SCHEDULE OF PERFORMANCE
Consultant shall provide crossing guard services from mid-August 2018, until the end of
the Miraleste Intermediate School 2021 Summer School session, which is anticipated to
end in mid-July,2021. Services shall be provided on every day that appropriate schools are
in session,unless otherwise directed by City.The PVPUSD and LAUSD 2018-2019,2019-
2020 and 2020-2021 School Year Calendars (including Summer Session/Summer School
calendars) shall be incorporated herein by reference at such time as they are completed by
the PVPUSD and LAUSD.
II. Consultant shall provide crossing guard services from mid-August 2021, until July 31,
2022. Services shall be provided on every day that appropriate schools are in session,
unless otherwise directed by City. The PVPUSD and LAUSD 2021-2022 School Year
Calendar (including Summer Session/Summer School calendar) shall be incorporated
herein by reference at such time as they are completed by the PVPUSD and LAUSD, as
provided in Exhibit D-1.
III. Consultant shall provide crossing guard services from mid-August 2022, until July 31,
2023.Services shall be provided on every day that appropriate schools are in session,unless
otherwise directed by City. The PVPUSD and LAUSD 2022-2023 School Year Calendar
(including Summer Session/Summer School calendar) shall be incorporated herein by
reference at such time as they are completed by the PVPUSD and LAUSD, as provided in
Exhibit D-1.
IV. The Schedule may be revised by the Contract Officer pursuant to Section 3.2 of this
Agreement.
01203.0006/792277.3
EXHIBIT "D-1"Amendment No. 2
PVPUSD's Regular 2021-22 School Calendar
sPALOS VERDES PENINSULA UNIFIED SCHOOL DISTRICT—2021-2022 SCHOOL CALENDAR
July_u21 August 2021 3epMmber.-- October 2021
Su NO TU WE TH FR TA1 at _sles nr we 074 s• a• SU NO TU WE TH FR SA SU 160 TU WE TN FR SA
I 2 s 3 1 2 3 4 S 6 7 1 2 3 4 1 2
4 n 6 7 a e 'fi I 9 10 It 12 13 14 5 F-10 0 9 10 II 3 4 5 6 7 6 11
11 12 13 14 15 K 17 15 16 17 16 19 Ci 7 21 12 13 14 15 n 17 1S 90 II 12 13 14 IS M
16 19 20 21 22 23 :24 2Z O O 125 26 27 20 10 20 21 22 23 24 3 17; 11 19 20 21 22 23
25 26 27 25 29 35 31 3 30 31 2027 24 29 30 24 2S 26 27 2e 29 35
• 31
November 2021 December 2021 January 2022 February 2022
SU 140 7U WE TM FR SA au NO TU WE TN FR SA Su NO Tu WE TN FR SA SU NO TU WE TM FR SA
1 2 3 4 5 i n r2 3 4
1 1 2 3 4 5
7 D 9 13 1-71, 22 5 6 7 e 9 t0 ti 2 3 4 5 6 1 6 0 i 7 6 9 10 11 62
14 15 16 17 18 119 30 12 II 14 13 16 417 15 0 10 11 12 13 14 1513 14 15 16 17 18 to
21 22 124 24 l 2S poi 27 M 20 21 22 1231 24 N 1<n at9O to 21 22 a n 22 23 24 2S 21
21 29 p0 - 26 27 a 2! poi 31 23 24 25 26 27 3 ,3 27 2e
30 31
March 2022 Ap 12022 May 2022 June 2022
Su MO TU WE TM FRSA SU NO TU WE TN FR SA SU NO 1V WE 111 FR SA Su YO T4 WE TM FR SA
1 2 3 4 '418 2 1 2 3 4 5 6 7 1 2 3 4
I 7 8 9 ® !`
11 12 3 i S: a 7 0 i 9 13 11 12 13 15 5 6 7 8 9 211
13 14 15 16 17 to M 1a 11 12 13 14 15 3 15 16 17 16 19 29 21 12 13 14 15 16 17 3
20 21 22 23 24 625 211 17 16 19 73 21 22 23 22 23 24 25 26 27 21 V/ 20 21 22 23 24 25
27 ?a 21 b 31 34 25 26 27 ?e 29 30 l 13i *'. 27 28 29 30
IMPORTANT SCHOOL DATES FOR 2021-2022
CALENDAR LEGEND
FAL REGISIRA10NR►VP44 P..r3 RNH.S WA.SC1400.11E2011916 PEIUOOS.OUART ERA
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MST DAY Of IYSTRUCTOM • ScxJ Snobs-yr 1 9
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• tioswsco A-9,f._ 401001 REPORTIIG PEI1006(TRAEETERN R 111-121Arrwr.Da P.&Plat Sr•o Gro b Csrib:OW Sol
ITR Mu.Oh Grade)
LAST DAY Of CLASSES-GRAZES 18.13 lw Algot 25•10.0-eer•:
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01203.0006/792277.3
LAUSD Regular 2021-22 School Calendar
LOS ANGELES UNIFIED SCHOOL DISTRICT Approved by the
lel SINGLE•TRACK INSTRUCTIONAL SCHOOL CALENDAR 2021-2022 Board of Education
5/4/2021
JULY AUGUST SEPTEMBER
IMO TU WE TH FR \ MO TU WE TH FR MO TU WE TH FR
1 2 2 3 4 51 2 3
5 6 7 8 8 9 10 11 12 6 Q7 8 10
12 13 14 15 16 4 17 18 19 20 13 14 15 17
19 20 21 22 23 23 24 25 26 27 20 21 22 23 24
26 27 28 29 30,/ 30 31 27 28 29 30
OCTOBER NOVEMBER DECEMBER
MO TU WE TH FRMO TU WE TN FR MO TU WE TH FR
14 1 2 3 4 5 1 2 3
4 5 6 7 8 8 9 10 11 12 6 7 8 9 10
11 12 13 14 15 156 17 18 19 3 4 15 16 17
18 19 20 21 22 ® Q' ® 25 26 ZO 1 2Z 23 24
25 26 27 28 29 29 30
s a: f£BRUAJEY MARCH
1
Ty /El T 1 4
IMO TU WE TH FRS
1 2 3 4 (-MO TU WE TH FR1
,.d•� 55 1 2 3 4
12 13 14 7 8 9 10 11 7 8 9 10 11
17 18 19 20 21 14 15 16 17 18 14 15 16 17 18
24 25 26 27 28 21 22 23 24 25 j1 22 23 24 25
31 is...28
...1 29 30 31
•• MAY JUNE
MO TU WE TH FR MO TU WE TH FR " /MO TU WE TH FR
13 4 1 4 13 4 14 g 13 f1 16 1 12 13
0 18 19 20 6 7 13 14 185 16 17
18 19 20 21 22 23 24 25 26 27 20 21 22 23 24
25 26 27 28 29 30 31 X27 28 29 30 J
07/05/21 Independence Day 01/11/22 Second Semester Begins
08/16/21 First Day of Instruction 01/17/22 Dr_Martin L King Birthday
09/03/21 Admission Day 02/21/22 Presidents'Day
09/06/21 Labor Day 03/28/22 Cesar E Chavez Birthday Observed
11/11/21 Veterans Day 04/11.04/15/22 Spring Recess
11/25-11/26/21 Thanksgiving Holiday 05/30/22 Memorial Day
\!...2.../20/21
1 /20/21-01/07/22. Winter Recess 06/10/22 Last Day of Instruction
1LE-GEND:
First Day/Last Day of Instruction Instructional Days
legal/Local Holidays Fall Semester.. 80
School Recess Spring Semester . 100
180
Unassigned Day(no school) Total
Pupil Free Days•
Second Semester Begins
Instructional Days
•Scheduted pupil free days are Friday.August 13,2021.and Monday.January 10.2022.
H a school selects Friday,June 10.2022.as a pup)free day,then Monday.January 10,2022,becomes an instructional day.
01203.0006/792277.3
PVPUSD's Regular 2022-23 School Calendar
4 PALOS VERDES PENINSULA UNIFIED SCHOOL DISTRICT
CALENDAR FOR 2022.2023 SCHOOL YEAR
SOW FFP Wast Second WeeA Third Week Fouts WIWI DaysSCHEDULE OF SCHOOL
lianas 01 Ins tructan HOLEAYS AND BREAKS
a FOR 2022.2023
MT VIIFIIIT WT F IITWIF M T WIF IFS 6-8 9.12 3
L 1,:A,ary 1.C-
Fast AUGUST SEPTEMBER Yaprorlce Dy Caner.rce
15 16 17 18 /9 O Apt 25 26 29 30 31 1 2 O r. 7 8 9 12 12 12 15
Skoog.Sawa S.2072
swam MBER
t12 13 14 IS 16 19 20 21 22 23 O 27 3 29 30 S3 RI ® 6 7 18 18 18 19 law Dee
mit OCTOBER NOVEMBER 72
e016
IC 11 12 13 14 17 18 19 20 21 24 25 26 27 28 31 1 2 3 4 20 20 20 20
kartNOVEMBERDECEMBER
111iOrheOriwr 5.2021
7 8 9 10 14 15 16 17 16 21 22 23 a® 28 ® @ 0 2 14 11 11 14 .
11
Lace Helder
Fah DECEMBER Fop Noway 1421
5 6 7 8 9 12 13 14 15 16 I 20 21 22 023 26 27 28 29 ® 15 IS 15 15 it D 1Opr„ana,
So, 8R2 1ARY3 4 5 6 9 10 11 12 13 16 I 17 40 SD 1 20 23 24 25 26 27 U 11 14 11 Weenieder Nowa"23 2022
CA Aronson Dee Oser.rce
Sexed, FEBRUARY
30 31 1 2 3 6 7 8 9 10 '3 14 15 16 17 1::=1 21 22 23 24 19 19 19 19 ➢vshT,Nowt*212012
Tharde�r MANCH 9 C17
27 25 1 2 3 6 7 8 O 0 '3 14 15 16 17 20 21 22 23 024 20 20 20 20 Fri Neuer 25 2022
No, MARCH IMM Inco weep
27 26 29 303 4 5 6 7 3 11 12 13 14 17 18 19 20 21 15 15 15 15
` ' Tler ep Decene.1 29 2022
TOM AMI MAY Mai Ku*
24 25 26 27 28 2 3 4 5 8 9 10 11 12 15 16 17 18 19 20 20 20 20
MAY JUNE Frail Deoner 30 2022
EM+enN 22 23 24 25 026 u 30 31 1 2 5 6 7 18 a 12 13 14 15 16 13 13 13 14 Lao N°°"
TOTALS 160 180 160 165 Weep Amory 16 Tia
teres ludr Keg!Dp
h Ft uey 20 2023
QSa TRIMESTER REPORTING PERIODS BACK TO SCHOOL NIGHT Pro WIfeet rpn 1W%*ON
Pre-6 PseFSNad Soma Dep Ave191213 i GRADES Kd 6-9 Spereser I CALENDAR LEGEND
Jua 9 1 a kq.ti 24-Wrests'10 64 Sip roar IS -__— Fep Wren 31.2023
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3-: MrAni March
FST DAY OF INSTRUCTION 1012 Spoor 2911YSI n L'°'"°°p / Pow Op Se aaty Penns w 29 2023
Ae0,es.n Ay,s;24 QUARTER REPORTING PERIODS _ _ morrow Op
HIGH SCHOOL MOTE tAerw rJaw or aAee Prrd Crdrree Dye
LAST DAT OF CLASSES 4-12 •4 344434-Ode.1 14 feeerlItoWIdreQrWecore 11 Ler/Neap Q N
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BRE/1K PERIODS Grilles K-S
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Ae+Us/Carat Gtailid
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01203.0006/792277.3
LAUSD Regular 2022-23 School Calendar
j*+t il°
LOS ANGELES UNIFIED SCHOOL DISTRICT Board Approved
' INSTRUCTIONAL SCHOOL CALENDAR 2022-2023
-�'►+,_,/ 4/26/2022
JULY AUGUST SEPTEMBER
(MO TU WE TH FR-I\ 7-MO TU WE TH FR \ 7M0 TU WE TH FR'
1 1 2 3 41 2
4 5 6 7 8 8 9 10 11 s_ 5 6 7 8 9 •
11 12 13 14 15 4> 16 17 18 19 12 13 14 15 16
18 19 20 21 22 22 23 24 25 26 19 20 21 22 23
25 26 27 28 29_,) X29 30 31 --I . 27 28 29 302)
OCTOBER NOVEMBER DECEMBER
(MO TU WE TH FR (M0 TU WE TH FRS "MO TU WE TH FR
3 """'4 C57 6 7 1 2 3 1 2
10 11 12 13 14 f 7 8 9 10 1 5 6 7 8 9
17 18 19 20 21 14 1� 16 17 "18 1 13 14 •
24 25 26 27 28 ® C <at 24 2519 1 20 12]_ '
J \I28 29 30 J 111Alal iia r2:2 r7f11:310
JANUARY FEBRUARY MARCH
(-MO TU WE TH FR' MO TU WE TH FR
1 2 3 1 2 3
1 11 1 1 i 6 7 8 9 10 16 7 8 9 10
16 17 18 19 20 i 13 14 15 16 17 13 14 15 16 17
23 24 25 26 27 20 21 22 23 24 20 21 22 23 24
30 __31 J <i:27 28 J ,.30
MAY JUNE
(-MO TU WE TH FR IMO TU WE TH FR-.1 2 3 4 5 1 2
8 9 10 11 12 5 6 7 8
17 18 19 20 21 15 16 17 18 19 [12 13 14 ��
® 25 26 27 28 L22 23 24 25 26 19 20 21 22 23
s.29 30 31 J 26 27 28 29 30 y
07/04/22 Independence Day 01/16/23 Dr. Martin L King Jr. Birthday
08/15/22 First Day of Instruction 02/20/23 Presidents'Day
09/02/22 Admission Day 03/31/23 Cesar E.Chavez Birthday Observed
09/05/22 Labor Day 04/03-04/07/23... . Spring Recess
11/11/22 Veterans Day 04/24/23 Armenian Genocide Observed
11/24-11/25/22 . . . . Thanksgiving Holiday 05/29/23 Memorial Day
12/19/22-01/06/23. Winter Recess 06/15/23 Last Day of Instruction
`01/09/23 Second Semester Begins 06/19/23 Juneteenth Holiday
(LEGEND: r
li First Day/Last Day of Instruction
Legal/Local Holidays Fall Semester 78
School Recess Spring Semester 102
Unassigned Day(no school) Total 180
Pupil Free Days •
Second Semester Begins Instructional Days
Instructional Days
MU Optional Professional Development Days(no school)
1\ Acceleration Days J
•Scheduled Pupil Free Days are Friday,August 12,2022,and Friday,June 16,2023-
••if a school selects Monday,January 9,2023,as a Pupil Free Day,then Friday,June 16,2023,becomes an Instructional Day.
01203.0006/792277.3
AMENDMENT NO. 1
TO AGREEMENT FOR CONTRACTUAL SERVICES
THIS AMENDMENT TO THE AGREEMENT FOR CONTRACTUAL SERVICES
("Amendment No 1")by and between the CITY OF RANCHO PALOS VERDES ("City")and
ALL CITY MANAGEMENT SERVICES, INC , a California corporation ("Consultant") is
effective as of August 17, 2021
RECITALS
A City and Consultant entered into a certain Agreement for Professional Services
dated May 15, 2018 ("Agreement") whereby Consultant agreed to provide professional school
crossing guard services (the "Services") through July 31, 2021, for a Contract Sum not to exceed
of$252,250
B City and Consultant now desire to extend the Term of the Agreement by one
additional year through July 31, 2022, and to increase the Contract Sum by $95,000 to a total not
to exceed of$347,250 for the term of the contract
TERMS
1 Contract Changes The Agreement is amended as provided herein (Deleted text
is indicated in strilethretigh and added text in bold italics )
a Section 2 1,Contract Sum, is amended to read.
"Subject to any limitations set forth in this Agreement, City agrees to pay
Consultant the amounts specified in the "Schedule of Compensation" attached
hereto as Exhibit "C" and incorporated herein by this reference The total
compensation, including reimbursement for actual expenses, shall not exceed
$95,000 for school year 2021-22 including 2022 summer school,for a total of
$347,250(Three Hundred Forty Seven Thousand Dollars and Two Hundred and
Fifty Dollars and Zero Cents) '. ! - .. .. -. . - - - . "- : . . •
Two Hundred and Fifty Dollars) (the "Contract Sum"), unless additional
compensation is approved pursuant to Section 1 8"
b Section 3.4,Term, is amended to read:
"Unless earlier terminated in accordance with Article 7 of this Agreement, this
Agreement shall continue in full force and effect until completion of the services
but not exceeding July 31, 2022 one (1) years from the date hereof, except as
otherwise provided in the Schedule of Performance (Exhibit"D") "
c EXHIBIT "A", Scope of Services and EXHIBIT "A-1", Map -
Amendment No. 1, is replaced with EXHIBIT "A" and "A-1", Scope of Services, and "A-1"
-- , attached hereto and incorporated by reference.
d EXHIBIT"B",Special Requirements-Amendment No. 1, is amended
to adds
"In the event that a court determines that liability for any Claim was caused or
contributed to by the negligent act or omission or the willful misconduct of City,
liability will be apportioned between Consultant and City based upon the parties'
respective degrees of culpability,as determined by the court, and Consultant's duty
to indemnify City will be limited accordingly "
e EXHIBIT"C",Schedule of Compensation—is replaced with EXHIBIT
"C", Schedule of Compensation — Amendment No 1, attached hereto and
incorporated by reference
f Section I of EXHIBIT "D", Schedule of Performance — Amendment
No 1, is amended to read.
"Unless earlier terminated in accordance with Article 7 of this Agreement, the term of this
Agreement shall be mid-August 2018 to July 31,2022"
2 Continuing Effect of Agreement. Except as amended by Amendments No 1 and
2, all provisions of the Agreement shall remain unchanged and in full force and effect From and
after the date of this Amendment No 1,whenever the term"Agreement"appears in the Agreement,
it shall mean the Agreement, as amended by Amendment No 1 to the Agreement
3 Affirmation of Agreement, Warranty Re Absence of Defaults. City and
Consultant each ratify and reaffirm each and every one of the respective rights and obligations
arising under the Agreement Each party represents and warrants to the other that there have been
no written or oral modifications to the Agreement other than as provided herein Each party
represents and warrants to the other that the Agreement is currently an effective, valid,and binding
obligation
Consultant represents and warrants to City that, as of the date of this Amendment No 1,
City is not in default of any material term of the Agreement and that there have been no events
that, with the passing of time or the giving of notice, or both, would constitute a material default
under the Agreement
City represents and warrants to Consultant that, as of the date of this Amendment No 1,
Consultant is not in default of any matenal term of the Agreement and that there have been no
events that, with the passing of time or the giving of notice, or both, would constitute a material
default under the Agreement
4 Adequate Consideration. The parties hereto irrevocably stipulate and agree that
they have each received adequate and independent consideration for the performance of the
obligations they have undertaken pursuant to this Amendment
01203 0006/721370 1 EQG -2-
5 Authority The persons executing this Amendment No 1 on behalf of the parties
hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Amendment No 1 on behalf of said party, (iii) by so executing this
Amendment No 1, such party is formally bound to the provisions of this Amcndment No 1, and
(iv)the entenng into this Amendment No 1 does not violate any provision of any other agreement
to which said party is bound
[SIGNATURES ON FOLLOWING PAGE]
01203 0006/721370 1 EQG -3-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first-above wntten
CITY
CITY OF RANCHO PALOS VERDES, a
municipal corporation
Ct)J1
Enkttlegria,Mayo
ATTEST
ibeiticLr�
Teresa a,City Clerk
APPROVFD AS TO FORM
ALESHTRE&c WYNDER,LLP
Z4.1^
William W Wynder,City Attorney
CONSULTANT
All City Management Services, Inc, a
California col poi anon
By
Nanic rm.• ' , WFI/L.
Tule
Nan e ��-fes �K( L
T1il
Address d*0 7c'l�Gr ✓1( . 'k -'
S/ia4)-f4 �{ Sporn qS cif-17)&70
Two corporate officer signatures required when Consultant is a corporation,with one signature required from
each of the following groups I)Chairman of the Board,President or any Vice President,and 2)Secretary,any
Assistant Secretary, Chief Financial Officer or any Assistant Treasurer CONSULTANT'S SIGNATURES
SHALL BE DULY NOTARIZED, AND 4PPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS
MAY BE REQUIRED BY THE BYLAWS,ARI'1CLES OF INCORPORATION,OR OTHER RULES OR
REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY
01201 0006/721370 1 EQG -4-
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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
COUNTY OF LOS ANGELES
L 'j' ersonally
heme'-1 'elOn � a32021 before me,� appeared ,proved to me on the
basis ol�sahsfactory evidence to be the persorp,(e'whose names is/asdsubscnbed to the within instrument and
acknowledged to me thatAtt/she%hcy executed the same m,Ins/her/therr authorized capacitycwitr,, and that by
his/her/their signature(sf on the instrument the persons,,*or the entity upon behalf of which the perso4oracted,
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
NAN Maim
WITNESS y hand and official seal ' s i Motor% Meds
t 1�A�
Signature � CamEAYrtCommlesbe N0g.2024
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
❑ CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TITLE(S)
El PARTNER(S) El LIMITED
El GENERAL NUMBER OF PAGES
El ATTORNEY-IN-FACT
El TRUSTEE(S)
❑ GUARDIAN/CONSERVATOR
❑ OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING
(NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE
01203 0006/458260 3 A-1
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
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
COUNTY OF LOS ANGELES12 d
nR'
On U , 120
021 before me, 1 e✓1 +Y v3'S personally appeared ''° �.iwel I,proved to me on the
basis of satisfactory evidence to be the personliorwhose names/A) is/aie subscribed to the within instrument and
acknowledged to me that he/she-alley executed the same in his/her/tlheir authorized capacity(. ae•}, and that by
his/kw/their signature($on the instrument the person(s), or the entity upon behalf of which the person(a) 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 nay hand and official seal ; #; Naha
�f,Y'', Nelary►mie Lil"aY >
_• toA �Caiw
Signature (1Cj... 4 "''^
i' l ca..r.to.rams
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT
❑ INDIVIDUAL
El CORPORATE OFFICER
TITLE OR TYPE OF DOCUMENT
TITLE(S)
El PARTNER(S) ❑ LIMITED
El GENERAL NUMBER OF PAGES
El ATTORNEY-IN-FACT
❑ TRUSTEE(S)
❑ GUARDIAN/CONSERVATOR
El OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING
(NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE
01203 0006/458260 3 A-2
Amendment No. 1
EXHIBIT"A"
SCOPE OF SERVICES
Consultant will perform Professional School Crossing Guard Services for the City of
Rancho Palos Verdes from mid-August 2021, to July 31,2022. Maps of the intersections
and the approximate location of the Crossing Guards are attached as Exhibit"A-1 "
• Consultant shall provide personnel equipped and trained in appropriate procedures for
crossing pedestrians in marked crosswalks Such personnel shall be herein referred to as a
Crossing Guard Consultant is an independent contractor and the Crossing Guards to be
furnished by it shall at all times be its employees and not employees of City
• Consultant shall provide all Crossing Guards with apparel by which they are readily visible
and easily recognized as Crossing Guards Such apparel shall be uniform for all persons
performing the duties of Crossing Guards and shall be worn at all times while performing
said duties The apparel must be appropnate for weather conditions Consultant shall also
provide all Crossing Guards with hand held Stop Signs and appropnate safety vest
• Consultant shall provide supervisory personnel to see that Crossing Guard activities are
taking place at the required place and times, and in accordance with all items of this
agreement
• Consultant shall maintain adequate reserve personnel to be able to furnish alternate
Crossing Guards in the event that any person fails to report for work at the assigned time
and location and agrees to provide immediate replacement
• Consultant shall provide personnel properly trained as herein specified for the performance
of duties of Crossing Guards In the performance of their duties the Consultant and
employees of Consultant shall conduct themselves in accordance with the conditions of
this Agreement and the laws and codes of the State of California pertaining to general
pedestrian safety and school crossing areas
• Consultant's Crossing Guards shall keep a daily record of all relevant information and
incidents, including weather conditions, start and end times of services, and any traffic
accidents or pedestrian injuries that occur during the Services These records shall be
provided to City upon request
• Crossing Guard Services shall be provided by Consultant at such designated locations as
shall be identified by City from time to time, and at the designated hours on all days on
which designated schools in the City of Rancho Palos Verdes are in session Seven
locations will have Crossing Guards One Crossing Guard per location
01203 0006/458260 3 A-3
• Each Crossing Guard will work a minimum of 3 hours per day,and in any event will cover
both peak drop off and pickup times,no matter how long the services will be required The
typical peak times are between 7 15 AM to 8 15 AM, and pick up times are typically
between 2 45 PM to 3 45 PM Coverage times are subject to change dependent on school
bell schedules and can vary from school to school
However, Consultant shall be responsible for adjusting the hours that services are
provided based on observations of traffic patterns, and shall also stay informed of school
events, holidays, and alternate scheduling(e g , late-start days)that affect traffic patterns,
and adjust service hours accordingly
• Crossing Guard services shall be provided every day that the appropriate Palos Verdes
Peninsula Unified School District (PVPUSD) and Los Angeles Unified School District
Schools are in session from mid-August 2021, to July 31, 2022, unless otherwise directed
by City
• Services will be provided at the following locations
(1) Regular School Year Dodson Middle School, Miraleste Intermediate
School, Ridgecrest Intermediate School, and Silver Spur Elementary
Services will provided at seven (7) total intersections as shown on the maps
in Exhibit"A-1 "
(2) Summer School Session Miraleste Intermediate School Services will be
provided at two(2) intersections as shown on the maps in Exhibit"A-1 "
01203 0006/458260 3 A-4
Amendment#1
EXHIBIT"A-1"
MAPS
CROSSING GUARDS LEGEND
.• RegvI3r Schad Yec-
Rca•JIvy 3 Slr1TCr Scho l
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•
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School Crossing Guards Map
01203.0006/458260.3 A-5
CROSSING GUAR=L1GEPiD
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School Crossing Guards Map •
01203.0006/458260.3 A-6
CROSSING GUARDS LIGE
fig) `.•�rx Sc-ocl Tav
II e°. F.29.1„P. •SanT: Sch-•_I
1 c 4x 1 I - fyC a
7
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S• chool Crossing Guards Map
01203.0006/458260.3 A-7
EXHIBIT "B"
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
I. Section 5.3, Indemnification, is revised to read as follows and the language below
supersedes and replaces the language in Section 5.3 of the Agreement of which this
Exhibit forms a part (deletions in strike through, insertions in bold italics):
To the full extent permitted by law, except as otherwise provided in this Section 5.3,
Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and
agents ("Indemnified Parties") against, and will hold and save them and each of them harmless
from, any and all actions, either judicial,administrative,arbitration or regulatory claims, damages
to persons or property, losses, costs,penalties,obligations,errors, omissions or liabilities whether
actual or threatened(herein"claims or liabilities")that may be asserted or claimed by any person,
firm or entity arising out of or in connection with the negligent performance of the work,operations
or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or
invitees, or any individual or entity for which Consultant is legally liable ("indemnitors"), or
arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from
Consultant's or indemnitors' negligent performance of or failure to perform any term, provision,
covenant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of
said claims or liabilities and will, except as otherwise provided in this Section 5.3, pay all costs
and expenses, including legal costs and attorneys' fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its
officers, agents or employees for any such claims or liabilities arising out of or in connection with
the negligent performance of or failure to perform such work,operations or activities of Consultant
hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees
harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to
any action or proceeding filed or prosecuted against Consultant for such damages or other claims
arising out of or in connection with the negligent performance of or failure to perform the work,
operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers,
agents or employees, any and all costs and expenses incurred by the City, its officers, agents or
employees in such action or proceeding, including but not limited to, legal costs and attorneys'
fees.
Consultant shall incorporate similar indemnity agreements with its subcontractors and if it
fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and
failure of City to monitor compliance with these provisions shall not be a waiver hereof. This
indemnification includes claims or liabilities arising from any negligent or wrongful act, error or
omission, or reckless or willful misconduct of Consultant in the performance of professional
services hereunder. Notwithstanding the foregoing, the The provisions of this Section do not
01203.0006/458260.3 C-1
apply to claims,of liabilities, costs or expenses, including legal costs and attorneys'fees, to the
extent occurring as a result of or arising from City's sole negligence or willful or reckless acts or
omissions., . . , . • - . . . . . -• . . . . . .. .••• .. . •
. . - - •_
in part from City's negligence, except that design professionals' indemnity hereunder shall be
The indemnity obligation shall be binding on successors and assigns of
Consultant and shall survive termination of this Agreement.
In the event that a court determines that liability for any Claim was caused or contributed to by
the negligent act or omission or the willful misconduct of City, liability will be apportioned
between Consultant and City based upon the parties' respective degrees of culpability, as
determined by the court, and Consultant's duty to indemnify City will be limited accordingly.
01203.0006/4582603 C-2
Amendment#1
EXHIBIT"C"
SCHEDULE OF COMPENSATION
Consultant shall perform the following Services at the following rates.These rates are
inclusive of all equipment, materials, licenses and training necessary to perform the
Services. Consultant will only be paid for actual days and hours worked,and will not
be entitled to a flat weekly rate. The services are based on approximately 3,895 hours
of work per school year,including summer school.
A. 2021-2022 School Year(including 2022 Summer Session)
• Crossing Guards Services: $23.91 /hour
• Seven(7) Crossing Guards working 3 hours per day, is $502.11/day.
• One Hundred and Eighty(180) School Days at$502.11/day, is $90,379.8
• Summer school tentatively eighteen(17)days with two(2)Crossing Guards,working
3 hours per day, is $2,438.82.
• A contingency in the amount of$2,181.00 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed$95,000.00.
II. All work product is subject to review and acceptance by the City,and must be revised
by the Consultant without additional charge to the City until found satisfactory and
accepted by City.
III. The City will compensate Consultant for the Services performed upon submission of
a valid invoice. Each invoice is to include:
A. Line items for all personnel describing the work performed, the number of hours
worked, and the hourly rate.
B. Line items for all materials and equipment properly charged to the Services.
C. Line items for all other approved reimbursable expenses claimed, with supporting
documentation.
D. Line items for all approved subcontractor labor,supplies,equipment,materials,and
travel properly charged to the Services.
IV. The total compensation for the Services shall not exceed $347,250 as provided in
Section 2.1 of this Agreement.
01203.0006/458260.3 C-3
Amendment#1
EXHIBIT "D"
SCHEDULE OF PERFORMANCE
Consultant shall provide crossing guard services from mid-August 2021,until July
31, 2022.
Services shall be provided on every day that appropriate schools are in session,
unless otherwise directed by City. The PVPUSD and LAUSD 2021-2022 School
Year Calendar (including Summer Session/Summer School calendar) shall be
incorporated herein by reference at such time as they are completed by the
PVPUSD and LAUSD.
II. The Schedule may be revised by the Contract Officer pursuant to Section 3.2 of this
Agreement.
01203.0006/721370.1 EQG
Amendment#1
EXHIBIT"D-1"
PVPUSD's Regular 2021-22 School Calendar
SPALOS VERDES PENINSULA UNIFIED SCHOOL DISTRICT—2021-2022 SCHOOL CALENDAR
July 2021 August 2021 .tember 2021October 2021
SU MO TU WE TH FR SA 1 CO tan Tri re rw co ea SU MO TU WE TN FR SA ' S11 MO TU WE 1H FR SA
{ 1 2 3 1 2 3 4 5 6 7 1 2 3 4 I 2
4 5 6 7 8 a 10 a 9 10 11 12 13 u S1:1 0 a 9 10 11 3 1 S 6 7 6 1
11 '1 13 14 15 16 t7 13 16 17 16 19 Q 31 12 13 14 15 n 17 11 10 11 12 13 14 15 11
1819 20 21 22 23 24 22 O O 625 26 27 26 111 23 21 22 23 21 25 17 N 19 20 2t 22 23
26 26 27 29 29 30 31 2833 31 26 27 28 29 3.1 24 25 26 27 28 29 30
31
November 2021 Dec*4tber 2021 January 2022 February 2022
SU MO TU WE T91 FR SA SU IRO TU NE /N FR SA SU MO TU WE TH FR SA SU MO TU WE TM FR SA
1 1 4 5 6 n s2 3 1 1 1 2 3 4 S
7 2 9 11; n 12 13 5 6 7 9 g 10 11 2 3 4 5 6 7 1 $ 6 7 8 9 10 11 12
14 15 16 18 419 20t3 14 I5 16 17 19 1!
12 13 tt 15 16 417 to I TC 11 12 tl 11 '_tS
21 22 1wis 21 25 pg 27 19 20 21 22 � 24 2s t/n 18 *� O 2t F,22 20 n 22 23 24 25 :s
2! 29 l sr 26 27 28 29 pcil 31 23 24 25 26 27 21 120 27 26
30 31 !_
r March 2022April 2022 May 2022 June 2022
I SU MO EU WE 1N FR SA SU MO TU WE TH FR SA SU MO TU WE 114 FR SA 5U MO TU WE TH FR SA
fl 1 2 3 4 8 2 1 2 3 t 5 6 7 1 2 3 4
16 7 8 1 340 11 12 3 4 S 6 7 8 11 $ I 12 11 12 13 14 S 6 7 8 9 10 11
13 11 IS ¶6 17 18 9 10 11 12 13 14 15 16 16 16 1l 18 '9 21 21 12 13 14 IS 16 17 18
20 21 22 33 24 az 26 17 18 19 23 21 22 23 23 21 25 26 21 20 10' 20 21 22 23 24 25
27 29 29 30 31 24 25 26 27 26 29 30 zt EI 31 26 27 26 29 30
IMPORTANT SCHOOL DATES FOR 2021 2022
CALENDAR LEGEND
FALL REGISTRATION g 5P9'IS RMNHS H.;;.�SC..00L 5L5''V eiy;PERYJDS,Ou&RIERS- I
flay ares,Servs Pam..'O .. .- ❑I tam 11tly a I IL 5 ares Ca.1rw Dan
pI.tame..Dy,DA..A.i
Chaco r0+»I HM re Ti n:01u 10-rtr..ulm .a---4• --- �. _ �94 Gam[Godrrc•Drys
y'4
TALL RFGMTRATION*MS.P .MS a n r 1 I _ NsaOa e
HIGH SCHOOL SEMESTER t1AYMA1IOMS 1Waru•Day •'
C.,S IOU I Het sY•01 e•7staor rs01rmv 114anuw dw ISA.OA.W grafts•12S i._._ •
•
Seam Flee 0.y ---_—
• f n:sera. L.ce-c 11 1ED 6sa.PO10d 1 0 SW i Baas Dneoae.s D••MST DAY Of 46 ;,01
T RUCTION • 01+_Samosa, w •i.ee: ,
'.slaw Ory sc*0.Y he grades 15.133
• ,.rrasr_:r Aa.,s: SCHOOL REPORTMG FEM4001(TRIMESTERS,
ITR Ova*.RM Grader N M-12 Malmo.Day I Dle 4 Pst Sr..*WS m CrYeanl 51/1/
LAST DAT OF CLASSES-GRADES TO 12 0'4'4425-hae-tr''
Ala.mm a.,s01xWH 10r grades 15.13 -^= 'so mom 79-Ur--t
}, u.v,T-A.ne 9 SCHOOL HOLIDAYS FOR 2021-2022
ELEMENTARY SQIOLA PAREI•T CONFERENCE DAYS U.n.0y-tw 12C 1 '!vsdty Griever Z3 2C21
DRAaun4N-KT ERIALCNIE SCHOOL tIhnimaa 4.7 salsohola*5 grafts 15-7 raeo..n:v b.Ott.'.ero I.zsi HIHn,
Oloenaw bay WHOA to grades 641 • ...Tow X Dear-n.1 5 2 are w•-t-• 401..03 S.pseer 4 2Y'1 Fear D.tantm 7.1 2521
• Ae01Hsu1.Ayr 4-311501
lm Day wary Citsrrrc•
Ma1ADUAnd-MN fGHOOI MTEAIE NATE SCHOOL PARENT MA4 ERU.CE CATS
IlAnomm ay$55.0
0 Ear wades$4, .+01.1`.rn
oaNr t6 241 T1us:by CHnoyel.10.2L'21
• ',unary.Are 5-Grade 12 • ,•-...r. S:. ,...cal*id" Lacs Nldby
Pato,~Am 900 FH Nsanaew NH•tra•r I 1 2021 T.Cm Detr110s.)I 2021
Pam vita Penns.. 600 P41 8ACR-TD-Kf0CX WHIT
Rare s Ha 1000 AM 500.sm say•mtl.ws.4 pwy.l a w.r.wl Werra Dar Cassano. Moo Yaws Der waw CAsanaree
Oaiunaw on um dry AFTER era4n-1Nod evil Tisa,M.wrtr 23 223' Wraar Armor I7.21132
!REAR PES Is 5 T1oid y Ss o ss•y 1 Tr HtYtlw Man LAK Nal Jr Dry
-,ans7.rg Oma NMo.ew u 31 2321 Q1 1%n ew Sap.rtw:;
'Ars 8'.a D.mea 25 2521-Dewar 31 912 1111) .Seoaresr X•,V.142 and PV•14S1 H•eneat3 1.1..-06121 2021 401..3 Fe teary 21 2,22
2=1 1011 ll.nd,Sgattor 34 ALY*S CJI Aa maa•awl Ots•,ants am:a DIY
Sang 11•1•L Eared 2R'Adel 1,25L' HarrpC tansy,Ct•na ca
21111 g2lt4ER 667WI5U 0122 MO) "vssr...ret.25 2021
Gads K I Ada 21- 16 INrea9'"^9 Dy, F-0Jy Apt T 2522
Costas i'2 A:.•21-AVaN And NyaN
F-oa/.1w-ay,M X111
:.XU Hyaw 14tocra EMs 30 2(22
Nowa Craw ENrn om ON
01203.0006/721370.1 EQG
Amendment#1
EXHIBIT"D-1"
LAUSD Regular 2021-22 School Calendar
LOS ANGELES UNIFIED SCHOOL DISTRICT Approved by the
Illi SINGLE-TRACK INSTRUCTIONAL SCHOOL CALENDAR 2021-2022 Board of Education
5/4/2021
JULY AUGUST SEPTEMBER
(-MO TU WE TH FR s (Mo TU WE TH FR.." /MO TU WE TH FR-1
1 2 2 3 4 S1 2 3
5 6 7 8 8 9 10 11 12 6 07 8 1 10
12 13 14 15 16 4 17 18 19 20 13 14 15 17
19 20 21 22 23 23 24 25 26 27 20 21 22 23 24
`26 27 28 29 30} X30 31 J X27 28 29 30 J
• •: C NOVEMBER DECEMBER
MO TU WE TH FR MO TU WE TH ER -1 MO TU WE TH FR
1i 1 2 3 4 5 1 2 3
4 5 6 7 8 3
8 9 10 I1 12 19 }6 7 8 914 1 ¢ 10
11 12 13 14 15 15 1.6 17 118 19 20 21 22 :� ® 285 26 70 21 7/ 23 24
25 26 27 28 1:29 30 J : • a
:. _. MARCH
1:14#444 MO TU WE TH FR
(-MO TU WE TH FR-11 2 3 4 1 2 3 4
7 8 9 10 11 7 8 9 10 11
17 18 19 20 21 14 15 16 17 18 14 15 16 17 18
24 25 26 27 28 21 22 23 24 25 31 22 23 24 25
31 28 29 30 31 J
APRIL MAY JUNE
CMO TU WE Tj16 18 19 20 13 14 8 TH FR1 MO TU WE TH FRFR-1(-MO TU WE TH FR
1 1n g
tlig 1311•'1117196 17
18 19 20 21 i,23 24 2.5 26 27 20 21 22 23 24
X25 26 27 28 30 31a -1 \......27 28 29 30 J
07/05/21... . Independence Day 01/11/22 Second Semester Begins
08/16/21..... . . First Day of Instruction 01/17/22 Dr.Martin L.King Birthday
09/03/21 Admission Day 02/21/22 Presidents'Day
09/06/21 Labor Day 03/28/22 Cesar E Chavez Birthday Observed
11/11/21 Veterans Day 04/11-04/15/22 Spring Recess
11/25-11/26/21.... Thanksgiving Holiday 05/30/22 Memorial Day
1122/20/21-01/07/22 .Winter Recess 06/10/22 Last Day of Instruction
4.: /
GEND: / M
First Day/Last Day of Instructioniii
Instructional Days
Legal/Local Holidays Fall Semester 80
School Recess Spring Semester —UALUnassigned Day(no school) Total 180
Pupil Free Days•
Second Semester Begins
Instructional Days
•Scheduled pupa free days are friday,August 13,2021,and Monday.January 10.2022.
H a school selects Friday,lune I0.2022.as a pupil tree day,then Monday,January 10,2022,becomes an instructional day.
01203.0006/721370.1 EQCi
CONTRACT SERVICES AGREEMENT
By and Between
CITY OF RANCHO PALOS VERDES
and
ALL CITY MANAGEMENT SERVICES,INC.
for
PROFESSIONAL SCHOOL CROSSING GUARD SERVICES
For School Years 2018-19 Through 2020-21
1
01203.0006/458260.3
AGREEMENT FOR CONTRACT SERVICES
BETWEEN THE CITY OF RANCHO PALOS VERDES AND
ALL CITY MANAGEMENT SERVICES,INC.
THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and
entered into this I5'rrday of 'tit Ay ,2018 by and between the City of Rancho Palos Verdes,
a California municipal corporation ("City") and All City Management Services, Inc.,
("Consultant"), a California corporation. City and Consultant may be referred to, individually or
collectively, as"Party"or"Parties."
RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the
performance of the services defined and described particularly in Article 1 of this Agreement.
B. Consultant, following submission of a proposal or bid for the performance of the
services defined and described particularly in Article 1 of this Agreement,was selected by the City
to perform those services.
C. Pursuant to the City of Rancho Palos Verdes' Municipal Code, City has authority
to enter into and execute this Agreement.
D. The Parties desire to formalize the selection of Consultant for performance of those
services defined and described particularly in Article 1 of this Agreement and desire that the terms
of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW,THEREFORE, in consideration of the mutual promises and covenants made by the
Parties and contained herein and other consideration,the value and adequacy of which are hereby
acknowledged,the parties agree as follows:
ARTICLE 1. SERVICES OF CONSULTANT
1.1 Scope of Services.
In compliance with all terms and conditions of this Agreement,the Consultant shall provide
those services specified in the"Scope of Services"attached hereto as Exhibit"A"and incorporated
herein by this reference, which may be referred to herein as the "services" or"work" hereunder.
As a material inducement to the City entering into this Agreement, Consultant represents and
warrants that it has the qualifications, experience, and facilities necessary to properly perform the
services required under this Agreement in a thorough,competent, and professional manner, and is
experienced in performing the work and services contemplated herein.Consultant shall at all times
faithfully, competently and to the best of its ability, experience and talent, perform all services
described herein. Consultant covenants that it shall follow the highest professional standards in
performing the work and services required hereunder and that all materials will be both of good
quality as well as fit for the purpose intended.For purposes of this Agreement,the phrase"highest
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professional standards" shall mean those standards of practice recognized by one or more first-
class firms performing similar work under similar circumstances.
1.2 Consultant's Proposal.
The Scope of Service shall include the Consultant's scope of work or bid which shall be
incorporated herein by this reference as though fully set forth herein. In the event of any
inconsistency between the terms of such proposal and this Agreement,the terms of this Agreement
shall govern.
1.3 Compliance with Law.
Consultant shall keep itself informed concerning,and shall render all services hereunder in
accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any
Federal, State or local governmental entity having jurisdiction in effect at the time service is
rendered.
1.4 Licenses,Permits,Fees and Assessments.
Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as
may be required by law for the performance of the services required by this Agreement.Consultant
shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties
and interest, which may be imposed by law and arise from or are necessary for the Consultant's
performance of the services required by this Agreement, and shall indemnify, defend and hold
harmless City, its officers, employees or agents of City,against any such fees, assessments,taxes,
penalties or interest levied, assessed or imposed against City hereunder.
1.5 Familiarity with Work.
By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly
investigated and considered the scope of services to be performed, (ii) has carefully considered
how the services should be performed, and (iii) fully understands the facilities, difficulties and
restrictions attending performance of the services under this Agreement. If the services involve
work upon any site, Consultant warrants that Consultant has or will investigate the site and is or
will be fully acquainted with the conditions there existing, prior to commencement of services
hereunder.Should the Consultant discover any latent or unknown conditions,which will materially
affect the performance of the services hereunder, Consultant shall immediately inform the City of
such fact and shall not proceed except at Consultant's risk until written instructions are received
from the Contract Officer.
1.6 Care of Work.
The Consultant shall adopt reasonable methods during the life of the Agreement to furnish
continuous protection to the work,and the equipment,materials,papers,documents,plans, studies
and/or other components thereof to prevent losses or damages,and shall be responsible for all such
damages, to persons or property, until acceptance of the work by City, except such losses or
damages as may be caused by City's own negligence.
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1.7 Further Responsibilities of Parties.
Both parties agree to use reasonable care and diligence to perform their respective
obligations under this Agreement.Both parties agree to act in good faith to execute all instruments,
prepare all documents and take all actions as may be reasonably necessary to carry out the purposes
of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of
the other.
1.8 Additional Services.
City shall have the right at any time during the performance of the services, without
invalidating this Agreement,to order extra work beyond that specified in the Scope of Services or
make changes by altering, adding to or deducting from said work. No such extra work may be
undertaken unless a written order is first given by the Contract Officer to the Consultant,
incorporating therein any adjustment in(i)the Contract Sum for the actual costs of the extra work,
and/or(ii) the time to perform this Agreement, which said adjustments are subject to the written
approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the
Contract Sum or$25,000,whichever is less;or, in the time to perform of up to one hundred eighty
(180)days,may be approved by the Contract Officer.Any greater increases,taken either separately
or cumulatively, must be approved by the City Council. It is expressly understood by Consultant
that the provisions of this Section shall not apply to services specifically set forth in the Scope of
Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided
pursuant to the Scope of Services may be more costly or time consuming than Consultant
anticipates and that Consultant shall not be entitled to additional compensation therefor. City may
in its sole and absolute discretion have similar work done by other contractors. No claims for an
increase in the Contract Sum or time for performance shall be valid unless the procedures
established in this Section are followed.
1.9 Special Requirements.
Additional terms and conditions of this Agreement, if any, which are made a part hereof
are set forth in the"Special Requirements"attached hereto as Exhibit"B"and incorporated herein
by this reference. In the event of a conflict between the provisions of Exhibit "B" and any other
provisions of this Agreement,the provisions of Exhibit"B"shall govern.
ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.
2.1 Contract Sum.
Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the
amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and
incorporated herein by this reference. The total compensation,including reimbursement for actual
expenses, shall not exceed Two Hundred and Fifty-Two Thousand Two Hundred and Fifty
Dollars($252,250)(the"Contract Sum"),unless additional compensation is approved pursuant to
Section 1.8.
2.2 Method of Compensation.
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The method of compensation may include: (i) a lump sum payment upon completion; (ii)
payment in accordance with specified tasks or the percentage of completion of the services, less
contract retention; (iii) payment for time and materials based upon the Consultant's rates as
specified in the Schedule of Compensation, provided that (a) time estimates are provided for the
performance of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not
exceeded; or(iv) such other methods as may be specified in the Schedule of Compensation.
2.3 Reimbursable Expenses.
Compensation may include reimbursement for actual and necessary expenditures for
reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in
advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5,
and only if specified in the Schedule of Compensation. The Contract Sum shall include the
attendance of Consultant at all project meetings reasonably deemed necessary by the City.
Coordination of the performance of the work with City is a critical component of the services. If
Consultant is required to attend additional meetings to facilitate such coordination, Consultant
shall not be entitled to any additional compensation for attending said meetings.
2.4 Invoices.
Each month Consultant shall furnish to City an original invoice for all work performed and
expenses incurred during the preceding month in a form approved by City's Director of Finance.
By submitting an invoice for payment under this Agreement, Consultant is certifying compliance
with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual
expenses by the following categories: labor (by sub-category), travel, materials, equipment,
supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such
categories. Consultant shall not invoice City for any duplicate services performed by more than
one person.
City shall independently review each invoice submitted by the Consultant to determine
whether the work performed and expenses incurred are in compliance with the provisions of this
Agreement. Except as to any charges for work performed or expenses incurred by Consultant
which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause
Consultant to be paid within forty-five(45)days of receipt of Consultant's correct and undisputed
invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures,
the City cannot guarantee that payment will occur within this time period. In the event any charges
or expenses are disputed by City, the original invoice shall be returned by City to Consultant for
correction and resubmission. Review and payment by City for any invoice provided by the
Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable
law.
2.5 Waiver.
Payment to Consultant for work performed pursuant to this Agreement shall not be deemed
to waive any defects in work performed by Consultant.
ARTICLE 3. PERFORMANCE SCHEDULE
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3.1 Time of Essence.
Time is of the essence in the performance of this Agreement.
3.2 Schedule of Performance.
Consultant shall commence the services pursuant to this Agreement upon receipt of a
written notice to proceed and shall perform all services within the time period(s)established in the
"Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this
reference. When requested by the Consultant, extensions to the time period(s) specified in the
Schedule of Performance may be approved in writing by the Contract Officer but not exceeding
one hundred eighty(180) days cumulatively.
3.3 Force Majeure.
The time period(s) specified in the Schedule of Performance for performance of the
services rendered pursuant to this Agreement shall be extended because of any delays due to
unforeseeable causes beyond the control and without the fault or negligence of the Consultant,
including,but not restricted to,acts of God or of the public enemy,unusually severe weather,fires,
earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars,
litigation, and/or acts of any governmental agency, including the City, if the Consultant shall
within ten (10) days of the commencement of such delay notify the Contract Officer in writing of
the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and
extend the time for performing the services for the period of the enforced delay when and if in the
judgment of the Contract Officer such delay is justified.The Contract Officer's determination shall
be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled
to recover damages against the City for any delay in the performance of this Agreement,however
caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section.
3.4 Term.
Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement
shall continue in full force and effect until completion of the services but not exceeding one (1)
years from the date hereof, except as otherwise provided in the Schedule of Performance(Exhibit
ARTICLE 4. COORDINATION OF WORK
4.1 Representatives and Personnel of Consultant.
The following principals of Consultant ("Principals") are hereby designated as being the
principals and representatives of Consultant authorized to act in its behalf with respect to the work
specified herein and make all decisions in connection therewith:
Baron Farwell President
(Name) (Title)
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Demetra Farwell Secretary
(Name) (Title)
It is expressly understood that the experience, knowledge, capability and reputation of the
foregoing principals were a substantial inducement for City to enter into this Agreement.
Therefore, the foregoing principals shall be responsible during the term of this Agreement for
directing all activities of Consultant and devoting sufficient time to personally supervise the
services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be
under the exclusive direction and control of the Principals. For purposes of this Agreement, the
foregoing Principals may not be replaced nor may their responsibilities be substantially reduced
by Consultant without the express written approval of City. Additionally, Consultant shall utilize
only competent personnel to perform services pursuant to this Agreement. Consultant shall make
every reasonable effort to maintain the stability and continuity of Consultant's staff and
subcontractors, if any,assigned to perform the services required under this Agreement.Consultant
shall notify City of any changes in Consultant's staff and subcontractors, if any, assigned to
perform the services required under this Agreement, prior to and during any such performance.
4.2 Status of Consultant.
Consultant shall have no authority to bind City in any manner, or to incur any obligation,
debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless
such authority is expressly conferred under this Agreement or is otherwise expressly conferred in
writing by City. Consultant shall not at any time or in any manner represent that Consultant or any
of Consultant's officers, employees, or agents are in any manner officials, officers, employees or
agents of City. Neither Consultant, nor any of Consultant's officers, employees or agents, shall
obtain any rights to retirement, health care or any other benefits which may otherwise accrue to
City's employees.Consultant expressly waives any claim Consultant may have to any such rights.
4.3 Contract Officer.
The Contract Officer shall be Elias Sassoon, Director of Public Work or such person as
may be designated by the City Manager. It shall be the Consultant's responsibility to assure that
the Contract Officer is kept informed of the progress of the performance of the services and the
Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless
otherwise specified herein,any approval of City required hereunder shall mean the approval of the
Contract Officer. The Contract Officer shall have authority, if specified in writing by the City
Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of
this Agreement.
4.4 Independent Consultant.
Neither the City nor any of its employees shall have any control over the manner,mode or
means by which Consultant, its agents or employees, perform the services required herein, except
as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or
control of Consultant's employees, servants, representatives or agents, or in fixing their number,
compensation or hours of service. Consultant shall perform all services required herein as an
independent contractor of City and shall remain at all times as to City a wholly independent
contractor with only such obligations as are consistent with that role. Consultant shall not at any
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time or in any manner represent that it or any of its agents or employees are agents or employees
of City. City shall not in any way or for any purpose become or be deemed to be a partner of
Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with
Consultant.
4.5 Prohibition Against Subcontracting or Assignment.
The experience, knowledge, capability and reputation of Consultant, its principals and
employees were a substantial inducement for the City to enter into this Agreement. Therefore,
Consultant shall not contract with any other entity to perform in whole or in part the services
required hereunder without the express written approval of the City. In addition, neither this
Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or
encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise,
without the prior written approval of City.Transfers restricted hereunder shall include the transfer
to any person or group of persons acting in concert of more than twenty five percent(25%)of the
present ownership and/or control of Consultant, taking all transfers into account on a cumulative
basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this
Agreement shall be void. No approved transfer shall release the Consultant or any surety of
Consultant of any liability hereunder without the express consent of City.
ARTICLE 5. INSURANCE AND INDEMNIFICATION
5.1 Insurance Coverages.
The Consultant shall procure and maintain, at its sole cost and expense, in a form and
content satisfactory to City, during the entire term of this Agreement including any extension
thereof, the following policies of insurance which shall cover all elected and appointed officers,
employees and agents of City:
(a) General liability insurance. Consultant 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 $3,000,000 per occurrence, $5,000,000 general aggregate, for bodily
injury,personal injury,and property damage. The policy must include contractual liability that has
not been amended.Any endorsement restricting standard ISO"insured contract"language will not
be accepted.
(b) Workers' compensation insurance. Consultant shall maintain Workers'
Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at
least $1,000,000).
(c) Automobile liability insurance. Consultant 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 Consultant arising out of or in connection with Work 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.
(d) Umbrella or excess liability insurance.Consultant shall obtain and maintain
an umbrella or excess liability insurance policy with limits that will provide bodily injury,personal
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injury and property damage liability coverage at least as broad as the primary coverages set forth
above,including commercial general liability, automobile liability, and employer's liability. Such
policy or policies shall include the following terms and conditions:
(1) A drop down feature requiring the policy to respond if any primary
insurance that would otherwise have applied proves to be uncollectible in whole or in part for any
reason;
(2) Pay on behalf of wording as opposed to reimbursement;
(3) Concurrency of effective dates with primary policies;
(4) Policies shall"follow form"to the underlying primary policies; and
(5) Insureds under primary policies shall also be insureds under the
umbrella or excess policies.
(e) Subcontractors. Consultant shall include all subcontractors as insureds
under its policies or shall furnish separate certificates and certified endorsements for each
subcontractor.All coverages for subcontractors shall include all of the requirements stated herein.
(f) Additional Insurance. Policies of such other insurance, as may be required
in the Special Requirements in Exhibit"B".
5.2 General Insurance Requirements.
(a) Proof of insurance.Consultant shall provide certificates of insurance to City
as evidence of the insurance coverage required herein, along with a waiver of subrogation
endorsement for workers' compensation. Insurance certificates and endorsements must be
approved by Agency's Risk Manager prior to commencement of performance. Current
certification of insurance shall be kept on file with City at all times during the term of this contract.
City reserves the right to require complete, certified copies of all required insurance policies, at
any time.
(b) Duration of coverage. Consultant 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 Work hereunder by Consultant,
his agents, representatives, employees or subconsultants.
(c) Primary/noncontributing. Coverage provided by Consultant shall be
primary and any insurance or self-insurance procured or maintained by City shall not be required
to contribute with it. The limits of insurance required herein may be satisfied by a combination of
primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
endorsed to contain a provision that such coverage shall also apply on a primary and non-
contributory basis for the benefit of City before the City's own insurance or self-insurance shall
be called upon to protect it as a named insured.
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(d) Agency's rights of enforcement. In the event any policy of insurance
required under this Agreement does not comply with these specifications or is canceled and not
replaced, City has the right but not the duty to obtain the insurance it deems necessary and any
premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts
sufficient to pay premium from Consultant payments. In the alternative, City may cancel this
Agreement.
(e) Acceptable insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact business of insurance or
is on the List of Approved Surplus Line Insurers in the State of California, with an assigned
policyholders' Rating of A- (or higher) and Financial Size Category Class VI (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the
Agency's Risk Manager.
(f) Waiver of subrogation. All insurance coverage maintained or procured
pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or
appointed officers, agents, officials, employees and volunteers or shall specifically allow
Consultant or others providing insurance evidence in compliance with these specifications to
waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery
against City, and shall require similar written express waivers and insurance clauses from each of
its subconsultants.
(g) Enforcement of contract provisions (non estoppel). Consultant
acknowledges and agrees that any actual or alleged failure on the part of the City to inform
Consultant of non-compliance with any requirement imposes no additional obligations on the City
nor does it waive any rights hereunder.
(h) 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. If the Consultant maintains higher limits than the minimums shown above,
the City requires and shall be entitled to coverage for the higher limits maintained by the
Consultant. Any available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
(i) Notice of cancellation. Consultant agrees to oblige its insurance agent or
broker and insurers to provide to City 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.
(j) Additional insured status. General liability policies shall provide or be
endorsed to provide that City and its officers,officials,employees,and agents,and volunteers shall
be additional insureds under such policies. This provision shall also apply to any excess/umbrella
liability policies.
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(k) Prohibition of undisclosed coverage limitations. None of the coverages
required herein will be in compliance with these requirements if they include any limiting
endorsement of any kind that has not been first submitted to City and approved of in writing.
(1) Separation of insureds. A severability of interests provision must apply for
all additional insureds ensuring that Consultant's insurance shall apply separately to each insured
against whom claim is made or suit is brought, except with respect to the insurer's limits of
liability. The policy(ies) shall not contain any cross-liability exclusions.
(m) Pass through clause. Consultant agrees to ensure that its subconsultants,
subcontractors, and any other party involved with the project who is brought onto or involved in
the project by Consultant, provide the same minimum insurance coverage and endorsements
required of Consultant. Consultant agrees to monitor and review all such coverage and assumes
all responsibility for ensuring that such coverage is provided in conformity with the requirements
of this section. Consultant agrees that upon request, all agreements with consultants,
subcontractors, and others engaged in the project will be submitted to City for review.
(n) Agency's right to revise specifications. The City reserves the right at any
time during the term of the contract to change the amounts and types of insurance required by
giving the Consultant ninety (90) days advance written notice of such change. If such change
results in substantial additional cost to the Consultant, the City and Consultant may renegotiate
Consultant's compensation.
(o) Self-insured retentions.Any self-insured retentions must be declared to and
approved by City. City 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 City.
(p) Timely notice of claims. Consultant shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from Consultant's performance
under this Agreement,and that involve or may involve coverage under any of the required liability
policies.
(q) Additional insurance.Consultant 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 work.
5.3 Indemnification.
To the full extent permitted by law, Consultant agrees to indemnify, defend and hold
harmless the City, its officers,employees and agents("Indemnified Parties")against,and will hold
and save them and each of them harmless from, any and all actions,either judicial,administrative,
arbitration or regulatory claims, damages to persons or property, losses, costs, penalties,
obligations, errors, omissions or liabilities whether actual or threatened (herein "claims or
liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in
connection with the negligent performance of the work, operations or activities provided herein of
Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity
for which Consultant is legally liable("indemnitors"),or arising from Consultant's or indemnitors'
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reckless or willful misconduct,or arising from Consultant's or indemnitors'negligent performance
of or failure to perform any term, provision, covenant or condition of this Agreement, and in
connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of
said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys'
fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its
officers, agents or employees for any such claims or liabilities arising out of or in connection with
the negligent performance of or failure to perform such work,operations or activities of Consultant
hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees
harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to
any action or proceeding filed or prosecuted against Consultant for such damages or other claims
arising out of or in connection with the negligent performance of or failure to perform the work,
operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers,
agents or employees, any and all costs and expenses incurred by the City, its officers, agents or
employees in such action or proceeding, including but not limited to, legal costs and attorneys'
fees.
Consultant shall incorporate similar indemnity agreements with its subcontractors and if it
fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and
failure of City to monitor compliance with these provisions shall not be a waiver hereof This
indemnification includes claims or liabilities arising from any negligent or wrongful act, error or
omission, or reckless or willful misconduct of Consultant in the performance of professional
services hereunder.The provisions of this Section do not apply to claims or liabilities occurring as
a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted
by law, shall apply to claims and liabilities resulting in part from City's negligence, except that
design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of
the negligence, recklessness or willful misconduct of the design professional. The indemnity
obligation shall be binding on successors and assigns of Consultant and shall survive termination
of this Agreement.
ARTICLE 6. RECORDS,REPORTS,AND RELEASE OF INFORMATION
6.1 Records.
Consultant shall keep, and require subcontractors to keep, such ledgers,books of accounts,
invoices, vouchers, canceled checks, reports, studies or other documents relating to the
disbursements charged to City and services performed hereunder (the "books and records"), as
shall be necessary to perform the services required by this Agreement and enable the Contract
Officer to evaluate the performance of such services. Any and all such documents shall be
maintained in accordance with generally accepted accounting principles and shall be complete and
detailed.The Contract Officer shall have full and free access to such books and records at all times
during normal business hours of City, including the right to inspect, copy, audit and make records
and transcripts from such records. Such records shall be maintained for a period of three (3)years
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following completion of the services hereunder, and the City shall have access to such records in
the event any audit is required. In the event of dissolution of Consultant's business, custody of the
books and records may be given to City, and access shall be provided by Consultant's successor
in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in
providing access to the books and records if a public records request is made and disclosure is
required by law including but not limited to the California Public Records Act.
6.2 Reports.
Consultant shall periodically prepare and submit to the Contract Officer such reports
concerning the performance of the services required by this Agreement as the Contract Officer
shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of
work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees
that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or
will materially increase or decrease the cost of the work or services contemplated herein or, if
Consultant is providing design services, the cost of the project being designed, Consultant shall
promptly notify the Contract Officer of said fact, circumstance, technique or event and the
estimated increased or decreased cost related thereto and, if Consultant is providing design
services,the estimated increased or decreased cost estimate for the project being designed.
6.3 Ownership of Documents.
All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes,
computer files, reports, records, documents and other materials (the "documents and materials")
prepared by Consultant, its employees, subcontractors and agents in the performance of this
Agreement shall be the property of City and shall be delivered to City upon request of the Contract
Officer or upon the termination of this Agreement, and Consultant shall have no claim for further
employment or additional compensation as a result of the exercise by City of its full rights of
ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or
assignment of such completed documents for other projects and/or use of uncompleted documents
without specific written authorization by the Consultant will be at the City's sole risk and without
liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use,
reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant
shall have the right to use the concepts embodied therein. All subcontractors shall provide for
assignment to City of any documents or materials prepared by them, and in the event Consultant
fails to secure such assignment, Consultant shall indemnify City for all damages resulting
therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as
"works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby
deemed"works made for hire" for the City.
6.4 Confidentiality and Release of Information.
(a) All information gained or work product produced by Consultant in
performance of this Agreement shall be considered confidential, unless such information is in the
public domain or already known to Consultant. Consultant shall not release or disclose any such
information or work product to persons or entities other than City without prior written
authorization from the Contract Officer.
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(b) Consultant, its officers, employees, agents or subcontractors, shall not,
without prior written authorization from the Contract Officer or unless requested by the City
Attorney,voluntarily provide documents,declarations, letters of support,testimony at depositions,
response to interrogatories or other information concerning the work performed under this
Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided
Consultant gives City notice of such court order or subpoena.
(c) If Consultant, or any officer, employee, agent or subcontractor of
Consultant, provides any information or work product in violation of this Agreement, then City
shall have the right to reimbursement and indemnity from Consultant for any damages, costs and
fees, including attorney's fees, caused by or incurred as a result of Consultant's conduct.
(d) Consultant shall promptly notify City should Consultant, its officers,
employees, agents or subcontractors be served with any summons,complaint, subpoena, notice of
deposition, request for documents, interrogatories, request for admissions or other discovery
request,court order or subpoena from any party regarding this Agreement and the work performed
there under. City retains the right, but has no obligation, to represent Consultant or be present at
any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and
to provide City with the opportunity to review any response to discovery requests provided by
Consultant. However, this right to review any such response does not imply or mean the right by
City to control, direct, or rewrite said response.
ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION
7.1 California Law.
This Agreement shall be interpreted, construed and governed both as to validity and to
performance of the parties in accordance with the laws of the State of California. Legal actions
concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be
instituted in the Superior Court of the County of Los Angeles, State of California, or any other
appropriate court in such county, and Consultant covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District
Court, venue shall lie exclusively in the Central District of California, in the County of Los
Angeles, State of California.
7.2 Disputes; Default.
In the event that Consultant is in default under the terms of this Agreement,the City shall
not have any obligation or duty to continue compensating Consultant for any work performed after
the date of default. Instead, the City may give notice to Consultant of the default and the reasons
for the default. The notice shall include the timeframe in which Consultant may cure the default.
This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if
circumstances warrant. During the period of time that Consultant is in default,the City shall hold
all invoices and shall, when the default is cured, proceed with payment on the invoices. In the
alternative,the City may, in its sole discretion, elect to pay some or all of the outstanding invoices
during the period of default. If Consultant does not cure the default, the City may take necessary
steps to terminate this Agreement under this Article. Any failure on the part of the City to give
01203.0006/458260.3 13
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notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights
or any rights arising out of any provision of this Agreement.
7.3 Retention of Funds.
Consultant hereby authorizes City to deduct from any amount payable to Consultant
(whether or not arising out of this Agreement) (i) any amounts the payment of which may be in
dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or
damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by
reason of Consultant's acts or omissions in performing or failing to perform Consultant's
obligation under this Agreement. In the event that any claim is made by a third party,the amount
or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear
to be the basis for a claim of lien, City may withhold from any payment due, without liability for
interest because of such withholding,an amount sufficient to cover such claim. The failure of City
to exercise such right to deduct or to withhold shall not, however, affect the obligations of the
Consultant to insure, indemnify, and protect City as elsewhere provided herein.
7.4 Waiver.
Waiver by any party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any
party of any breach of the provisions of this Agreement shall not constitute a waiver of any other
provision or a waiver of any subsequent breach or violation of any provision of this Agreement.
Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of
the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by
a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver.
Any waiver by either party of any default must be in writing and shall not be a waiver of any other
default concerning the same or any other provision of this Agreement.
7.5 Rights and Remedies are Cumulative.
Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative and the exercise by either party
of one or more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other default by the
other party.
7.6 Legal Action.
In addition to any other rights or remedies, either party may take legal action, in law or in
equity, to cure, correct or remedy any default, to recover damages for any default, to compel
specific performance of this Agreement,to obtain declaratory or injunctive relief, or to obtain any
other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary
provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections
905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.
7.7 Termination Prior to Expiration of Term.
01203.0006/458260.3 14
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This Section shall govern any termination of this Contract except as specifically provided
in the following Section for termination for cause. The City reserves the right to terminate this
Contract at any time, with or without cause, upon thirty (30) days' written notice to Consultant,
except that where termination is due to the fault of the Consultant, the period of notice may be
such shorter time as may be determined by the Contract Officer. In addition, the Consultant
reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60)
days'written notice to City,except that where termination is due to the fault of the City,the period
of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice
of termination, Consultant shall immediately cease all services hereunder except such as may be
specifically approved by the Contract Officer. Except where the Consultant has initiated
termination, the Consultant shall be entitled to compensation for all services rendered prior to the
effective date of the notice of termination and for any services authorized by the Contract Officer
thereafter in accordance with the Schedule of Compensation or such as may be approved by the
Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated
termination, the Consultant shall be entitled to compensation only for the reasonable value of the
work product actually produced hereunder. In the event of termination without cause pursuant to
this Section,the terminating party need not provide the non-terminating party with the opportunity
to cure pursuant to Section 7.2.
7.8 Termination for Default of Consultant.
If termination is due to the failure of the Consultant to fulfill its obligations under this
Agreement, City may, after compliance with the provisions of Section 7.2,take over the work and
prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to
the extent that the total cost for completion of the services required hereunder exceeds the
compensation herein stipulated(provided that the City shall use reasonable efforts to mitigate such
damages), and City may withhold any payments to the Consultant for the purpose of set-off or
partial payment of the amounts owed the City as previously stated.
7.9 Attorneys' Fees.
If either party to this Agreement is required to initiate or defend or made a party to any
action or proceeding in any way connected with this Agreement,the prevailing party in such action
or proceeding, in addition to any other relief which may be granted, whether legal or equitable,
shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any
appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable
costs for investigating such action,taking depositions and discovery and all other necessary costs
the court allows which are incurred in such litigation.All such fees shall be deemed to have accrued
on commencement of such action and shall be enforceable whether or not such action is prosecuted
to judgment.
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liability of City Officers and Employees.
No officer or employee of the City shall be personally liable to the Consultant, or any
successor in interest, in the event of any default or breach by the City or for any amount which
01203.0006/458260.3 15
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may become due to the Consultant or to its successor, or for breach of any obligation of the terms
of this Agreement.
8.2 Conflict of Interest.
Consultant covenants that neither it, nor any officer or principal of its firm, has or shall
acquire any interest, directly or indirectly, which would conflict in any manner with the interests
of City or which would in any way hinder Consultant's performance of services under this
Agreement. Consultant further covenants that in the performance of this Agreement, no person
having any such interest shall be employed by it as an officer, employee, agent or subcontractor
without the express written consent of the Contract Officer.Consultant agrees to at all times avoid
conflicts of interest or the appearance of any conflicts of interest with the interests of City in the
performance of this Agreement.
No officer or employee of the City shall have any financial interest, direct or indirect, in
this Agreement nor shall any such officer or employee participate in any decision relating to the
Agreement which affects her/his financial interest or the financial interest of any corporation,
partnership or association in which (s)he is, directly or indirectly, interested, in violation of any
State statute or regulation. The Consultant warrants that it has not paid or given and will not pay
or give any third party any money or other consideration for obtaining this Agreement.
8.3 Covenant Against Discrimination.
Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons
claiming under or through them, that there shall be no discrimination against or segregation of,
any person or group of persons on account of race, color, creed, religion, sex, gender, sexual
orientation, marital status, national origin, ancestry or other protected class in the performance of
this Agreement.Consultant shall take affirmative action to insure that applicants are employed and
that employees are treated during employment without regard to their race, color, creed, religion,
sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.
8.4 Unauthorized Aliens.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal
Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection
therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ
such unauthorized aliens for the performance of work and/or services covered by this Agreement,
and should any liability or sanctions be imposed against City for such use of unauthorized aliens,
Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions
imposed, together with any and all costs, including attorneys' fees, incurred by City.
ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Notices.
Any notice, demand,request, document,consent, approval, or communication either party
desires or is required to give to the other party or any other person shall be in writing and either
served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager
01203.0006/458260.3 16
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and to the attention of the Contract Officer(with her/his name and City title),City of Rancho Palos
Verdes, 30940 Hawthorne Blvd., Rancho Palos Verdes, California 90275 and in the case of the
Consultant, to the person(s) at the address designated on the execution page of this Agreement.
Either party may change its address by notifying the other party of the change of address in writing.
Notice shall be deemed communicated at the time personally delivered or in seventy-two (72)
hours from the time of mailing if mailed as provided in this Section.
9.2 Interpretation.
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the authorship of
this Agreement or any other rule of construction which might otherwise apply.
9.3 Counterparts.
This Agreement may be executed in counterparts, each of which shall be deemed to be an
original, and such counterparts shall constitute one and the same instrument.
9.4 Integration; Amendment.
This Agreement including the attachments hereto is the entire, complete and exclusive
expression of the understanding of the parties. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels
any and all previous negotiations, arrangements, agreements and understandings, if any, between
the parties, and none shall be used to interpret this Agreement. No amendment to or modification
of this Agreement shall be valid unless made in writing and approved by the Consultant and by
the City Council. The parties agree that this requirement for written modifications cannot be
waived and that any attempted waiver shall be void.
9.5 Severability.
In the event that any one or more of the phrases, sentences, clauses,paragraphs,or sections
contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or
decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any
of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are
hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder
unless the invalid provision is so material that its invalidity deprives either party of the basic benefit
of their bargain or renders this Agreement meaningless.
9.6 Warranty& Representation of Non-Collusion.
No official,officer,or employee of City has any financial interest,direct or indirect, in this
Agreement, nor shall any official, officer, or employee of City participate in any decision relating
to this Agreement which may affect his/her financial interest or the financial interest of any
corporation, partnership, or association in which (s)he is directly or indirectly interested, or in
violation of any corporation, partnership, or association in which (s)he is directly or indirectly
interested, or in violation of any State or municipal statute or regulation. The determination of
"financial interest" shall be consistent with State law and shall not include interests found to be
01203.0006/458260.3 17
A-18
"remote" or "noninterests" pursuant to Government Code Sections 1091 or 1091.5. Consultant
warrants and represents that it has not paid or given, and will not pay or give, to any third party
including, but not limited to, any City official, officer, or employee, any money, consideration, or
other thing of value as a result or consequence of obtaining or being awarded any agreement.
Consultant further warrants and represents that(s)he/it has not engaged in any act(s), omission(s),
or other conduct or collusion that would result in the payment of any money, consideration, or
other thing of value to any third party including, but not limited to, any City official, officer, or
employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is
aware of and understands that any such act(s), omission(s) or other conduct resulting in such
payment of money, consideration, or other thing of value will render this Agreement void and of
no force or effect.
Consultant's Authorized Initia
9.7 Corporate Authority.
The persons executing this Agreement on behalf of the parties hereto warrant that(i) such
party is duly organized and existing, (ii) they are duly authorized to execute and deliver this
Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally
bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not
violate any provision of any other Agreement to which said party is bound. This Agreement shall
be binding upon the heirs, executors, administrators, successors and assigns of the parties.
[SIGNATURES ON FOLLOWING PAGE]
•
01203.0006/458260.3 18
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date and year first-above written.
CITY:
CITY OF RANCHO PALOS VERDES, a
municipal corporation
Susan Brooks, yor
ilOttl ST:
\%.
wanting, , City Clerk
APPROVED AS TO FORM:
ALESHIRE &WYNDER, LLP
William W. i. der, City Attorney
CONSULTANT:
ALL CITY MANA i MENT SERVICES, INC.
By: PalPP"-
Name t:aron Fa 1
Title- President
4.
Name: P-metr. Farwell
Title: Secreta
Address: All City Management Services, Inc.
10440 PioneerBlvd., Suite 5
Santa Fe Springs, CA 90670
Two corporate officer signatures required when Consultant is a corporation,with one signature required from
each of the following groups:1)Chairman of the Board,President or any Vice President;and 2)Secretary,any
Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES
SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS
MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY.
01203.0006/458260.3 19
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ACKNOWLEDGMENT
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
County of Los Angeles )
On May 8, 2018 before me, Louis R. Martin, Notary Public
(insert name and title of the officer)
personally appeared Baron Farwell
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. 1 . _'•<, LOUIS R. MARTIN
COMM. #2161376 z
o:,. ;," Notary Public.California
9 ♦:? / Craw"County
MxComm Eyres Jut/i0. 0f
Signature O i\ 1/1/cZ��6,��✓ (Seal)
ACKNOWLEDGMENT
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
County of Los Angeles )
On May 8, 2018 before me, Louis R. Martin, Notary Public
(insert name and title of the officer)
personally appeared Demetra Farwell
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.
LOUIS
WITNESS my hand and official seal. o�^ ! `4: R.MARTIN
z' s` Notary Public?California
" cm,.or County c
29,2020
Signature e/ G ((Seal) ?
EXHIBIT"A"
SCOPE OF SERVICES
Consultant will perform Professional School Crossing Guard Services for the City of Rancho
Palos Verdes from mid-August 2018,to the end of the summer school term in mid-July,2021.
Maps of the intersections and the approximate location of the Crossing Guards are attached
as Exhibit"A-1."
• Consultant shall provide personnel equipped and trained in appropriate procedures for
crossing pedestrians in marked crosswalks. Such personnel shall be herein referred to as a
Crossing Guard. Consultant is an independent contractor and the Crossing Guards to be
furnished by it shall at all times be its employees and not employees of City.
• Consultant shall provide all Crossing Guards with apparel by which they are readily visible
and easily recognized as Crossing Guards. Such apparel shall be uniform for all persons
performing the duties of Crossing Guards and shall be worn at all times while performing
said duties. The apparel must be appropriate for weather conditions. Consultant shall also
provide all Crossing Guards with hand held Stop Signs and appropriate safety vest.
• Consultant shall provide supervisory personnel to see that Crossing Guard activities are
taking place at the required place and times, and in accordance with all items of this
agreement.
• Consultant shall maintain adequate reserve personnel to be able to furnish alternate
Crossing Guards in the event that any person fails to report for work at the assigned time
and location and agrees to provide immediate replacement.
• Consultant shall provide personnel properly trained as herein specified for the performance
of duties of Crossing Guards. In the performance of their duties the Consultant and
employees of Consultant shall conduct themselves in accordance with the conditions of
this Agreement and the laws and codes of the State of California pertaining to general
pedestrian safety and school crossing areas.
• Consultant's Crossing Guards shall keep a daily record of all relevant information and
incidents, including weather conditions, start and end times of services, and any traffic
accidents or pedestrian injuries that occur during the Services. These records shall be
provided to City upon request.
• Crossing Guard Services shall be provided by Consultant at such designated locations as
shall be identified by City from time to time, and at the designated hours on all days on
which designated schools in the City of Rancho Palos Verdes are in session. Seven
locations will have Crossing Guards. One Crossing Guard per location.
01203.0006/458260.3 A-1
A-23
• Each Crossing Guard will work a minimum of 3 hours per day,and in any event will cover
both peak drop off and pickup times,no matter how long the services will be required. The
typical peak times are between 7:15 AM to 8:15 AM, and pick up times are typically
between 2:45 PM to 3:45 PM. This time varies slightly by each school.
However,Consultant shall be responsible for adjusting the hours that services are provided
based on observations of traffic patterns, and shall also stay informed of school events,
holidays, and alternate scheduling (e.g., late-start days) that affect traffic patterns, and
adjust service hours accordingly.
• Crossing Guard services shall be provided every day that the appropriate Palos Verdes
Penninsula Unified School District (PVPUSD) and Los Angeles Unified School District
Schools are in session from mid-August 2018,to mid-July,2021,unless otherwise directed
by City.
• Services will be provided at the following locations:
(1) Regular School Year: Dodson Middle School, Miraleste Intermediate
School, Ridgecrest Intermediate School, and Silver Spur Elementary.
Services will provided at seven (7) total intersections as shown on the maps
in Exhibit"A-1."
(2) Summer School Sessions: Miraleste Intermediate School. Services will be
provided at two (2) intersections as shown on the maps in Exhibit"A-1."
01203.0006/458260.3 A-2
A-24
EXHIBIT "A-1"
MAPS
CROSSING GUARDS LEGEND
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•
01203.0006/458260 3 A-3
A-25
CROSSING GUARCS LIGE:e V.ap,la S SJrn-- 1
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•
01203.0006/458260.3 A-4
A-26
CROSSING GJnR:::S I.EEGENL
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•
01203.0006/458260.3 A-5
A-27
EXHIBIT "B"
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
I. Section 5.3, Indemnification, is revised to read as follows and the language below
supersedes and replaces the language in Section 5.3 of the Agreement of which this
Exhibit forms a part(deletions in strike through, insertions in bold italics):
To the full extent permitted by law, except as otherwise provided in this Section 5.3,
Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and
agents ("Indemnified Parties") against, and will hold and save them and each of them harmless
from,any and all actions, either judicial, administrative, arbitration or regulatory claims,damages
to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether
actual or threatened(herein"claims or liabilities")that may be asserted or claimed by any person,
firm or entity arising out of or in connection with the negligent performance of the work,operations
or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or
invitees, or any individual or entity for which Consultant is legally liable ("indemnitors"), or
arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from
Consultant's or indemnitors' negligent performance of or failure to perform any term, provision,
covenant or condition of this Agreement, and in connection therewith:
(a) Consultant will defend any action or actions filed in connection with any of
said claims or liabilities and will, except as otherwise provided in this Section 5.3, pay all costs
and expenses,including legal costs and attorneys' fees incurred in connection therewith;
(b) Consultant will promptly pay any judgment rendered against the City, its
officers, agents or employees for any such claims or liabilities arising out of or in connection with
the negligent performance of or failure to perform such work,operations or activities of Consultant
hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees
harmless therefrom;
(c) In the event the City, its officers, agents or employees is made a party to
any action or proceeding filed or prosecuted against Consultant for such damages or other claims
arising out of or in connection with the negligent performance of or failure to perform the work,
operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers,
agents or employees, any and all costs and expenses incurred by the City, its officers, agents or
employees in such action or proceeding, including but not limited to, legal costs and attorneys'
fees.
Consultant shall incorporate similar indemnity agreements with its subcontractors and if it
fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and
failure of City to monitor compliance with these provisions shall not be a waiver hereof. This
indemnification includes claims or liabilities arising from any negligent or wrongful act, error or
omission, or reckless or willful misconduct of Consultant in the performance of professional
services hereunder. Notwithstanding the foregoing, the The provisions of this Section do not
01203.0006/458260.3 B-1
A-28
apply to claims, of liabilities, costs or expenses, including legal costs and attorneys'fees, to the
extent occurring as a result of or arising from City's sale negligence or willful or reckless acts or
omissions., . . , . . - --_--•- . . . . . . . .•-• . : •. .• • •- - .
of the design prof ssional. The indemnity obligation shall be binding on successors and assigns of
Consultant and shall survive termination of this Agreement.
01203.0006/458260.3 B-2
A-29
EXHIBIT "C"
SCHEDULE OF COMPENSATION
I. Consultant shall perform the following Services at the following rates.These rates are
inclusive of all equipment, materials, licenses and training necessary to perform the
Services. Consultant will only be paid for actual days and hours worked,and will not
be entitled to a flat weekly rate. The services are based on approximately 3,950 hours
of work per school year,including summer school.
A. 2018-2019 School Year(including 2019 Summer Session)
• Crossing Guards Services: $19.08/hour
• Assuming a 5-day school week,the weekly budget amount for the service for Seven
(7)Crossing Guards working 3 hours per day, is $2,003.40/week.
• Assuming a 5-day summer school week for a total of four weeks,total budget amount
for the service for two(2)Crossing Guards,working 3 hours per day, for four weeks
of summer school (minus July 4th) is$2,175.12.
• A contingency in the amount of$3,000 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $77,300.00.
B. 2019-2020 School Year (including 2020 Summer Session)
• Crossing Guards Services: $20.53/hour
• Assuming a 5-day school week,the weekly budget amount for the service for Seven
(7)Crossing Guards working 3 hours per day, is$2,155.65/week.
• Assuming a 5-day summer school week for a total of four week,total budget amount
for the service for two (2)Crossing Guards, working 3 hours per day, for four week
of summer school is$2,463.60.
• A contingency in the amount of$4,000 for unanticipated issues needing crossing
guards at the schools.
• Total compensation shall not exceed $83,950.00.
C. 2020-2021 School Year(including 2021 Summer Session)
• Crossing Guards Services: $22.08/hour
• Assuming a 5-day school week,the weekly budget amount for the service for Seven
(7)Crossing Guards working 3 hours per day, is $2,3,18.40/week.
• Assuming a 5-day summer school week for a total of four week,total budget amount
for the service for two (2) Crossing Guards, working 3 hours per day, for four week
of summer school is$2,649.60.
• A contingency in the amount of$5,000 for unanticipated issues needing crossing
guards at the schools.
01203.0006/458260 3 C-1
A-30
• Total compensation shall not exceed $91,000.00.
II. All work product is subject to review and acceptance by the City,and must be revised
by the Consultant without additional charge to the City until found satisfactory and
accepted by City.
III. The City will compensate Consultant for the Services performed upon submission of
a valid invoice. Each invoice is to include:
A. Line items for all personnel describing the work performed, the number of hours
worked, and the hourly rate.
B. Line items for all materials and equipment properly charged to the Services.
C. Line items for all other approved reimbursable expenses claimed, with supporting
documentation.
D. Line items for all approved subcontractor labor,supplies,equipment,materials,and
travel properly charged to the Services.
IV. The total compensation for the Services shall not exceed $252,250 as provided in
Section 2.1 of this Agreement.
01203.0006/458260.3 C-2
A-31
EXHIBIT "D"
SCHEDULE OF PERFORMANCE
I. Consultant shall provide crossing guard services from mid-August 2018, until the end of
the Miraleste Intermediate School 2021 Summer School session, which is anticipated to
end in mid-July, 2021. Services shall be provided on every day that appropriate schools
are in session, unless otherwise directed by City. The PVPUSD and LAUSD 2018-2019,
2019-2020 and 2020-2021 School Year Calendars (including Summer Session/Summer
School calendars) shall be incorporated herein by reference at such time as they are
completed by the PVPUSD and LAUSD.
II. The Schedule may be revised by the Contract Officer pursuant to Section 3.2 of this
Agreement.
01203.0006/458260.3 D-1
A-32
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Palos Verdes Peninsula
Unified School District
September 28, 2015
Ms. Melissa Countryman
City of Rancho Palos Verdes
30840 Hawthorne Boulevard
Rancho Palos Verdes, Califomia 80275
Dear Ms. Countryman:
REFERENCE: CROSSING GUARD —RIDGECREST
INTERMEDIATE SCHOOL
The Palos Verdes Peninsula Unified School District (District) was very
pleased to learn that the City of Rancho Palos Verdes Traffic Safety
Committee at its meeting of September 28, 2015, has approved the
recommendation by Wllldan to add a crossing guard at the intersection of
Nodhbay Road and Dosamidge Drive and will bring its recommendation to
the City Council for approval. The District has agreed to reimburse the
City of Rancho Palos Vedas for the cost of the crossing guard at this
location.
I would like to thank you for your willingness to most with District staff to
discuss the safety issues at Ridgecrest Intemiedlate School.
Sincere
Lydia no
Deputy Superintendent, Business Services
Palos Verdes Peninsula
V Unified School District
anw December7,2015
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Ms. Melissa Gouraryman
as City of Rancho Palos Verdes
30960 Hawlheme Boulevard
Rancho Palos Verdes, California 90275
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Dear Ms. Countryman:
... REFERENCE: CROSSING GUARD—SILVER SPUR
ELEMENTARY SCHOOL
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u4 The Palos Verdes Peninsula Unified School District (Dishict) has been
Informed that the City of Rancho Palos Verdes Traffic Safety Committee
will be discussing at its meeting on December 14, 2015, Me possibiliy of
adding one additional crossing guard at Basswood Avenue and the
driveway at Silver Spur Elementary School. The District upon approval by
Me Rancho Palos Verdes Traffic Safety Committee agrees to reimburse
Me Cly of Rancho Palos Verdes for the cost of the crossing guard at this
location.
I would like to thank you for your willirgness to mere with District staff to
discuss Me safety issues at SiNer Spur Elementary School.
Sincerely,
A
Lydia Cano
�..a Deputy Superintendent, Business Services
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